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UPS EXCESS COORDINATING BENEFIT PLAN

Equity Incentive Plan Agreement

UPS EXCESS COORDINATING BENEFIT PLAN | Document Parties: UNITED PARCEL SERVICE INC You are currently viewing:
This Equity Incentive Plan Agreement involves

UNITED PARCEL SERVICE INC

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Title: UPS EXCESS COORDINATING BENEFIT PLAN
Governing Law: Georgia     Date: 2/27/2009
Industry: Air Courier     Sector: Transportation

UPS EXCESS COORDINATING BENEFIT PLAN, Parties: united parcel service inc
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Exhibit 10.6

EXECUTION COPY

UPS

EXCESS COORDINATING BENEFIT PLAN

As Amended and Restated

January 1, 2009


TABLE OF CONTENTS

 

 

  

Page

ARTICLE I -

 

DEFINITIONS

  

1

Section 1.1

 

Definitions

  

1

ARTICLE II -

 

ELIGIBILITY AND PARTICIPATION

  

5

Section 2.1

 

Eligible Employees

  

5

Section 2.2

 

Prior Plan

  

5

Section 2.3

 

Change in Control

  

6

ARTICLE III -

 

BENEFITS

  

6

Section 3.1

 

Retirement Plan Benefits

  

6

Section 3.2

 

Timing

  

7

Section 3.3

 

Form of Benefit

  

7

ARTICLE IV -

 

COORDINATING SURVIVOR BENEFIT

  

8

Section 4.1

 

Coordinating Survivor Benefit

  

8

Section 4.2

 

Timing and Form

  

9

Section 4.3

 

RPRO Make-up Payment

  

9

ARTICLE V -

 

FORFEITURE OF BENEFITS

  

10

ARTICLE VI -

 

COMMITTEE

  

10

Section 6.1

 

Establishment of Committee

  

10

Section 6.2

 

Delegation of Specific Responsibilities

  

11

Section 6.3

 

Power to Establish Regulations

  

11

Section 6.4

 

Liability of the Committee

  

11

Section 6.5

 

Reliance by Committee

  

12

Section 6.6

 

Books and Records

  

12

ARTICLE VII -

 

AMENDMENT AND TERMINATION

  

12

Section 7.1

 

Right of Amendment

  

12

Section 7.2

 

Right to Terminate

  

12

ARTICLE VIII -

 

NO FUNDING OBLIGATION

  

13

ARTICLE IX -

 

MISCELLANEOUS

  

13

Section 9.1

 

Claims Procedure

  

13

Section 9.2

 

No Guarantee of Employment

  

13

Section 9.3

 

Nonalienation of Benefits

  

14

Section 9.4

 

ERISA

  

14

Section 9.5

 

Construction

  

14


UPS

EXCESS COORDINATING BENEFIT PLAN

United Parcel Service of America, Inc. (“UPS”) established this UPS Excess Coordinating Benefit Plan to provide to certain highly compensated and management employees of UPS or its affiliated companies who are participants in the Retirement Plan those retirement benefits cannot be paid from the Retirement Plan as a result of the limitations imposed by Sections 401(a)(17) and 415 of the Code. UPS hereby amends and restates this Plan effective as of January 1, 2009 to satisfy Section 409A of the Code. This Plan applies to any Participant whose benefits commence on or after January 1, 2009.

ARTICLE I - DEFINITIONS

Section 1.1 Definitions . Whenever used herein, the following words shall have the meaning set forth below unless otherwise clearly required by the context:

(a) “ Actuarial Equivalent ” means “actuarial equivalent” as defined in the Retirement Plan.

(b) “ Beneficiary ” means the beneficiary designated by the Participant to receive a survivor annuity under the Joint and Survivor Annuity form of benefit or to receive guaranteed payments under the Single Life Annuity with 120-Month Guarantee. If the Participant selects a Single Life Annuity with 120-Month Guarantee and the designated beneficiary does not survive the Participant, the Participant’s Beneficiary for purposes of receiving the guaranteed payment, if any, remaining under such option, will be the Participant’s surviving Spouse or Domestic Partner at the time the Participant’s benefit commenced or, if none survives the Participant, his or her estate.

(c) “ Board of Directors ” means the Board of Directors and/or Executive Committee of UPS.


(d) “ Change in Control ” means “change in control” as defined in the 2009 Incentive Compensation Plan, as amended, or any successor to that plan.

(e) “ Code ” means the Internal Revenue Code of 1986, as amended.

(f) “ Committee ” means the administrative committee of the Plan, the establishment and responsibilities of which are set forth in Article VII.

(g) “ Coordinating Final Average Pay Benefit ” means the benefit described in Section 3.1(a).

(h) Coordinating Survivor Benefit ” means the benefit described in Section 4.1.

(i) “ Domestic Partner ” means the Participant’s “domestic partner” for purposes of the Retirement Plan.

(j) “ Effective Date ” means January 1, 2009.

(k) “ Eligible Employee ” means each full-time manager and supervisor of an Employer Company (as so designated on the payroll records for such Employer Company) who has reached age 55 and completed as least 10 “years of service” as described in the Retirement Plan.

(l) “ Employer Company ” means an Employer Company for purposes of the Retirement Plan.

(m) “ ERISA ” means the Employee Retirement Income Security Act of 1974, as amended.

(n) “ Joint and Survivor Annuity ” means a reduced monthly benefit (compared to the Single Life Only Annuity) payable to the Participant for his or her lifetime, and after the Participant’s death, a monthly lifetime survivorship benefit payable to the Participant’s Beneficiary in an amount equal to 50%, 75% or 100%, as selected by the Participant, of the monthly amount which had

 

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been payable to the Participant. The Joint and Survivor Annuity shall be the Actuarial Equivalent of the Single Life Only Annuity. The last payment of the Joint and Survivor Annuity shall be made as of the first day of the calendar month in which the death of the last to die of the Participant and his or her Beneficiary has occurred.

Notwithstanding the foregoing, a Participant may not select a Joint and Survivor Benefit with a Beneficiary who would not be eligible to receive the percentage survivor benefit selected under the requirements of proposed Treasury Regulation Section 1.401(a)(9)-2.

(o) “Normal Retirement Date” means the Participant’s “normal retirement date” under the Retirement Plan.

(p) “ Participant ” means an Eligible Employee who becomes a participant in this Plan in accordance with Article II.

(q) “ Plan ” means the UPS Excess Coordinating Benefit Plan as set forth in this document and as hereafter amended by the Board of Directors from time to time.

(r) “ Present Value ” means “present value” as defined in the Retirement Plan from time to time.

(s) “ Prior Plan ” means the UPS Coordinating Benefit Plan, as established as of January 1, 1986 and as thereafter amended or this Plan, as established January 29, 1998 and as in effect before January 1, 2009.

(t) “ Qualified Joint and Survivor Annuity ” means a reduced monthly benefit (compared to the Single Life Only Annuity) payable to the Participant for his or her lifetime, and following his death, 50% of the monthly benefit paid to the Participant shall be payable to the person who was his or her Spouse as of the date benefit payments commenced, and to whom the Participant is married

 

-3-


at his or her death provided such Spouse survives the Participant. The last payment of a Qualified Joint and Survivor Annuity such benefit shall be made as of the first day of the month in which the death of the last to die of the Participant and his Spouse has occurred. This benefit shall be the Actuarial Equivalent of the Single Life Only Annuity.

(u) “ Retirement Plan ” means the UPS Retirement Plan, as amended.

(v) “ RPRO ” means the Restoration Plan Rollover Option under which certain Participants in the Prior Plan made an irrevocable election in 1999 to exchange certain benefits earned under the Prior Plan for a split dollar life insurance benefit.

(w) “ RPRO Lump Sum Target Amount ” means the present value of the monthly benefit exchanged under the RPRO as calculated in 1999 for each Participant who participated in the RPRO.

(x) “ RPRO Make-up Payment ” means the payment described in Section 3.1(b).

(y) “ RPRO Offset ” means the amount of the monthly benefit that the Participant exchanged for a split dollar life insurance benefit under the RPRO as reflected in the records of the Plan and as actuarially adjusted to the RPRO Rollout Date using the interest rate specified in Exhibit A and the 1983 GAM Unisex mortality table.

(z) “ RPRO Rollout Date ” means for each split dollar policy purchased under the RPRO the date specified in Exhibit A.

(aa) “ Section 409A ” means Section 409A of the Code and any regulations or rulings thereunder.

(bb) “ Separation from Service ” means the termination of employment with, or termination of service as a director of, an Employer Company and all Affiliates for any reason, other than death, in such a manner as to constitute a “separation from service” within the meaning of Section 409A.

 

-4-


(cc) “ Single Life Annuity ” means a monthly benefit continuing for the life of the Participant only. The last payment of a Single Life Only Annuity shall be made as of the first day of the month in which the death of the Participant occurs.

(dd) “ Single Life Annuity with 120-Month Guarantee ” means a reduced monthly benefit (compared to the Single Life Only Annuity) payable to the Participant for his or her lifetime, with a guarantee of 120 monthly payments. If the Participant dies after the date as of which benefits commence, but before receiving 120 monthly payments, monthly payments shall be made to the Participant’s Beneficiary, until the Participant and his or her Beneficiary have received a total of 120 monthly payments.

(ee) “ Spouse ” means the Participant’s “spouse” for purposes of the Retirement Plan.

ARTICLE II - ELIGIBILITY AND PARTICIPATION

Section 2.1 Eligible Employees . The Committee shall designate those Eligible Employees who shall be entitled to participate in this Plan and each Eligible Employee so designated shall become a Participant upon the completion of such application or other procedures established by the Committee to commence participation.

Section 2.2 Prior Plan . Each Eligible Employee who was a Participant in this Plan immediately before January 1, 2009 but who did not commence receiving benefits before 2009 shall continue to participate in this Plan on and after January 1, 2009. Each Participant and each surviving Spouse or Domestic Partner who was receiving a benefit under a Prior Plan before January 1, 2009 shall continue to receive such benefit under the terms of the applicable Prior Plan under which benefits commenced.

 

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Section 2.3 Change in Control . Each employee of an Employer Company who is employed as a full-time manager or supervisor at the time of a Change in Control (as designated on the payroll records for such Employer Company) whose benefit under the Retirement Plan is limited at any date on or after the Change in Control by Section 40


 
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