EXHIBIT 10.02
The CORPORATE plan for Retirement
SM EXECUTIVE PLAN
Adoption Agreement
IMPORTANT NOTE
This document has not been
approved by the Department of Labor, the Internal Revenue Service
or any other governmental entity. An Employer must determine
whether the plan is subject to the Federal securities laws and the
securities laws of the various states. An Employer may not rely on
this document to ensure any particular tax consequences or to
ensure that the Plan is “unfunded and maintained primarily
for the purpose of providing deferred compensation to a select
group of management or highly compensated employees” under
the Employee Retirement Income Security Act with respect to the
Employer’s particular situation. Fidelity Management Trust
Company, its affiliates and employees cannot and do not provide
legal or tax advice or opinions in connection with this document.
This document does not constitute legal or tax advice or opinions
and is not intended or written to be used, and it cannot be used by
any taxpayer, for the purposes of avoiding penalties that may be
imposed on the taxpayer. This document must be reviewed by
the Employer’s attorney prior to adoption.
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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© 2007 Fidelity Management & Research
Company
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ADOPTION AGREEMENT
ARTICLE 1
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1.01
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PLAN
INFORMATION
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(a)
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Name of Plan:
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This is the General Employment
Enterprises, Inc. Executive Retirement Plan (the
“Plan”).
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(b)
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Plan Status ( Check one.)
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(1)
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Adoption Agreement effective
date: 12/1/2008 .
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(2)
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The Adoption Agreement effective
date is (Check (A) or check and complete (B)) :
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(A)
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A new Plan effective
date.
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(B)
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An amendment and restatement of
the Plan. The original effective date of the Plan was:
1/1/2002 .
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(c)
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Name of Administrator, if not the
Employer:
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_______________________________________________________________________________
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1.02
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EMPLOYER
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(a)
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Employer
Name: General Employment
Enterprises,
Inc.
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(b)
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The term “Employer”
includes the following Related Employer(s)
(as defined in Section 2.01(a)(25)) participating in the
Plan:
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____________________________________________________________________
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____________________________________________________________________
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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Page 1
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© 2007 Fidelity Management & Research
Company
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1.03
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COVERAGE
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(Check (a) and/or
(b).)
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(a)
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þ
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The following Employees are
eligible to participate in the Plan (Check (1) or (2))
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(1)
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þ
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Only those Employees designated
in writing by the Employer, which writing is hereby incorporated
herein.
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(2)
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Only those Employees in the
eligible class described below:
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________________________________________________________________
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________________________________________________________________
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(b)
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The following Directors are
eligible to participate in the Plan (Check (1) or (2))
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(1)
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Only those Directors designated
in writing by the Employer, which writing is hereby incorporated
herein.
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(2)
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All Directors, effective as of
the later of the date in 1.01(b) or the date the Director becomes a
Director.
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(Note: A designation in Section
1.03(a)(1) or Section 1.03(b)(1) or a description in Section
1.03(a)(2) must include the effective date of such
participation.)
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1.04
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COMPENSATION
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(If Section 1.03(a) is
selected, select (a) or (b). If Section 1.03(b) is selected,
complete (c))
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For purposes of determining all
contributions under the Plan:
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(a)
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Compensation shall
be as defined, with respect to Employees, in the
_________________________ Plan maintained by the
Employer:
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(1)
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to the extent it is in excess of
the limit imposed under Code section 401(a)(17).
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(2)
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notwithstanding the limit imposed
under Code section 401(a)(17).
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(b)
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þ
Compensation shall be as defined in
Section 2.01(a)(9) with respect to Employees (Check (1), and/or
(2) below, if, and as, appropriate) :
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(1)
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þ
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but excluding the
following:
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The value of a qualified or a
non-qualified stock option granted to an Employee by the Employer
to the extent such value is includable in the Employee’s
taxable income.
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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Page 2
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© 2007 Fidelity Management & Research
Company
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(2)
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but excluding bonuses, except
those bonuses listed in the table in Section
1.05(a)(2).
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(c)
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Compensation shall be as defined
in Section 2.01(a)(9)(c) with respect to Directors, but excluding
the following:
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____________________________________________________________________________
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1.05
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CONTRIBUTIONS ON BEHALF OF
EMPLOYEES
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(a)
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Deferral Contributions
(Complete all that apply):
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(1)
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Deferral Contributions. Subject
to any minimum or maximum deferral amount provided below, the
Employer shall make a Deferral Contribution in accordance with, and
subject to, Section 4.01 on behalf of each Participant who has an
executed salary reduction agreement in effect with the Employer for
the applicable calendar year (or portion of the applicable calendar
year).
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Deferral Contributions
Type of Compensation
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Dollar Amount
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% Amount
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Min
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Max
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Min
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Max
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(Note: With respect to each type
of Compensation, list the minimum and maximum dollar amounts
or percentages as whole dollar amounts or whole number
percentages.)
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(2)
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Deferral Contributions with
respect to Bonus Compensation only. The Employer requires
Participants to enter into a special salary reduction agreement to
make Deferral Contributions with respect to one or more Bonuses,
subject to minimum and maximum deferral limitations, as provided in
the table below.
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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Page 3
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© 2007 Fidelity Management & Research
Company
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Treated As
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Dollar Amount
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% Amount
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Deferral Contributions
Type of Bonus
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Performance
Based
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Non-
Performance
Based
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Min
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Max
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Min
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Max
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(Note: With respect to each type
of Bonus, list the minimum and maximum dollar amounts or
percentages as whole dollar amounts or whole number percentages. In
the event a bonus identified as a Performance-based Bonus above
does not constitute a Performance-based Bonus with respect to any
Participant, such Bonus will be treated as a Non-Performance-based
Bonus with respect to such Participant.)
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(b)
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Matching Contributions (Choose
(1) or (2) below, and (3) below, as applicable):
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(1)
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The Employer shall make a
Matching Contribution on behalf of each Employee Participant in an
amount described below:
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(A)
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___% of the Employee
Participant’s Deferral Contributions for the calendar
year.
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(B)
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The amount, if any, declared by
the Employer in writing, which writing is hereby incorporated
herein.
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(C)
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Other: _______________________________________________________
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(2)
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Matching Contribution Offset. For
each Employee Participant who has made elective contributions (as
defined in 26 CFR section 1.401(k)-6 (“QP Deferrals”))
of the maximum permitted under Code section 402(g), or the maximum
permitted under the terms of the ___________________________ Plan
(the “QP”), to the QP, the Employer shall make a
Matching Contribution in an amount equal to (A) minus (B)
below:
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(A)
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The matching contributions (as
defined in 26 CFR section 1.401(m)-1(a)(2) (“QP
Match”)) that the Employee Participant would have received
under the QP on the sum of the Deferral Contributions and the
Participant’s QP Deferrals, determined as
though—
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•
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no limits otherwise imposed by
the tax law applied to such QP match; and
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the Employee Participant’s
Deferral Contributions had been made to the QP.
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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Page 4
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© 2007 Fidelity Management & Research
Company
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(B)
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The QP Match actually made to
such Employee Participant under the QP for the applicable calendar
year.
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Provided, however, that the
Matching Contributions made on behalf of any Employee Participant
pursuant to this Section 1.05(b)(2) shall be limited as provided in
Section 4.02 hereof.
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(3)
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Matching Contribution Limits
(Check the appropriate box (es)) :
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(A)
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Deferral Contributions in excess
of ____% of the Employee Participant’s Compensation for the
calendar year shall not be considered for Matching
Contributions.
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(B)
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Matching Contributions for each
Employee Participant for each calendar year shall be limited to
$__________.
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(c)
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Employer Contributions
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(1)
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Fixed Employer Contributions. The
Employer shall make an Employer Contribution on behalf of each
Employee Participant in an amount determined as described
below:
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__________________________________________________________
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__________________________________________________________
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(2)
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þ
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Discretionary Employer
Contributions. The Employer may make Employer Contributions to the
accounts of Employee Participants in any amount (which amount may
be zero), as determined by the Employer in its sole discretion from
time to time in a writing, which is hereby incorporated
herein.
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1.06
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CONTRIBUTIONS ON BEHALF OF
DIRECTORS
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(a)
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Director Deferral
Contributions
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The Employer shall make a
Deferral Contribution in accordance with, and subject to, Section
4.01 on behalf of each Director Participant who has an executed
deferral agreement in effect with the Employer for the applicable
calendar year (or portion of the applicable calendar year), which
deferral agreement shall be subject to any minimum and/or maximum
deferral amounts provided in the table below.
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Deferral Contributions
Type of Compensation
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Dollar Amount
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% Amount
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Min
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Max
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Min
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Max
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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Page 5
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© 2007 Fidelity Management & Research
Company
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(Note: With respect to each type
of Compensation, list the minimum and maximum dollar amounts
or percentages as whole dollar amounts or whole number
percentages.)
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(b)
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Matching and Employer
Contributions:
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(1)
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Matching Contributions. The
Employer shall make a Matching Contribution on behalf of each
Director Participant in an amount determined as described
below:
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____________________________________________________________
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____________________________________________________________
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(2)
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Fixed Employer Contributions. The
Employer shall make an Employer Contribution on behalf of each
Director Participant in an amount determined as described
below:
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____________________________________________________________
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____________________________________________________________
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(3)
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Discretionary Employer
Contributions. The Employer may make Employer Contributions to the
accounts of Director Participants in any amount (which amount may
be zero), as determined by the Employer in its sole discretion from
time to time, in a writing, which is hereby incorporated
herein.
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Plan Number: 44230
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ECM NQ 2007 AA
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(07/2007)
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10/05/2008
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Page 6
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© 2007 Fidelity Management & Research
Company
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1.07
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DISTRIBUTIONS
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The form and timing of
distributions from the Participant’s vested Account shall be
made consistent with the elections in this Section 1.07.
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(a) (1) Distribution options to
be provided to Participants
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(A) Specified
Date
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(B) Specified
Age
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(C) Separation
From Service
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(D) Earlier of
Separation or
Age
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(E) Earlier
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