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EXHIBIT 10(d)
OXFORD INDUSTRIES, INC.
EXECUTIVE MEDICAL PLAN
EFFECTIVE APRIL 14, 2004
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OXFORD INDUSTRIES, INC.
EXECUTIVE MEDICAL PLAN
AS AMENDED AND RESTATED
EFFECTIVE AS OF APRIL 14, 2004
Oxford
Industries, Inc. hereby amends and restates the Oxford
Industries,
Inc. Executive Medical Plan
(the "Plan") effective as of April 14, 2004.
SECTION 1
CONSTRUCTION
The
headings and subheadings in this Plan document have been set forth
for
convenience of reference only
and shall have no substantive effect whatsoever.
References to the singular
shall include the plural, references to the plural
shall include the singular
and references to any section shall be to a section
in this Plan unless otherwise
indicated. This Plan shall be construed in
accordance with the laws of
the State of Georgia to the extent not preempted by
federal law. This Plan shall
not be construed to grant to any persons any rights
against the Company or
interest in this Plan in addition to those rights and
interests required to be
provided under the Code, ERISA or HIPAA.
SECTION 2
DEFINITIONS
Wherever
used in the text of this Plan document, the following
capitalized
terms have the following
meanings, unless a different meaning is clearly
required by the
context.
2.1 Administrative Committee
means the group of persons who are appointed by
the
Company's Board of Directors to administer the Plan.
2.2 Code means the Internal
Revenue Code of 1986, as amended from time to
time.
Reference to any section of the Code shall include a reference
to
the
applicable provision of legislation amending or replacing
such
section.
2.3 Coverage Option means each
benefit provided under this Plan as described
from time
to time in Exhibit A and the related attachments to Exhibit
A.
2.4 Covered Person means each
individual who is enrolled in and eligible to
receive
benefits under the Plan.
2.5 Company means Oxford
Industries, Inc.
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2.6 ERISA means the Employee
Retirement Income Security Act of 1974, as
amended,
and any successor statute. If an amendment to ERISA renumbers
a
section referred
to in this Plan, any reference to such section shall
automatically become a reference to such section as
renumbered.
2.7 HIPAA means the Health
Insurance Portability and Accountability Act of
1996, as
amended, and any successor statute. If an amendment to
HIPAA
renumbers
a section referred to in this Plan, any reference to
such
section
shall automatically become a reference to such section
as
renumbered.
2.8 Plan means this Oxford
Industries, Inc. Executive Medical Plan as set
forth in
this document and the Exhibits and related attachments, and
all
amendments
to this document, Exhibits and attachments.
2.9 Plan Year means the calendar
year.
SECTION 3
COVERAGE
Each
individual who satisfies the eligibility, enrollment and
premium
requirements for coverage
under a particular Coverage Option (as such
requirements are specified
from time to time in Exhibit A and the related
attachments) shall become a
Covered Person under this Plan to the extent of
coverage provided under such
Coverage Option. Such coverage shall be effective
as of the date a Covered
Person completes all action required by the Company to
receive coverage under a
Coverage Option, including completion of an enrollment
form, payment of the
applicable premium for such coverage and satisfaction of
any requirement to provide
evidence of insurability or good health.
SECTION 4
BENEFITS
Benefits
shall be provided to each Covered Person in accordance with
the
terms and conditions set
forth in Exhibit A and the related attachments based on
the Coverage Option elected
by or for such Covered Person.
SECTION 5
SOURCE OF BENEFITS
5.1 Insurance Contracts.
Coverage provided under each Coverage Option shall be
provided
through the purchase of insurance. Any insurance contract
to
provide
such coverage shall be held in the name of the Company.
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5.2 Exclusive Source. Covered
Persons shall look solely and exclusively for
the
payment of all claims under a Coverage Option to the insurance
company
issuing the insurance
contract for such Coverage Option. No person shall
have any
right or interest or claim whatsoever to the payment of a
benefit
under this
Plan from any person or source other than such insurance
company.
5.3 Payment to Others. Any
payment to or on behalf of a Covered Person, spouse
or
beneficiary or to their legal representatives or heirs-at-law, made
in
accordance
with a provision of this Plan, shall to the extent thereof
be
in full
satisfaction of all claims under this Plan against the
Company.
SECTION 6
CLAIMS
6.1 Claims. All claims for
benefits under a Coverage Option shall be made,
processed
and paid in accordance with the terms and conditions set
forth
in such
Coverage Option, and each Covered Person shall file a claim
for
such
benefit in accordance with the claims procedure set forth in
such
Coverage
Option. A Covered Person may be required to provide or
authorize
the
release of such information to this Plan as may be necessary
to
process
the claim. The Company or insurance company may require a
Covered
Person or
the person to whom payment is made on behalf of a
Covered
Person, as a condition precedent
to such payment, to execute a receipt and
release
for such payment in such form as may be satisfactory to
the
Company.
6.2 Appealing a Claim. Any
Covered Person whose claim for benefits under a
particular
Coverage Option has been denied shall be provided a
reasonable
opportunity for a full and fair review of his or her claim in
accordance
with ERISA
and the terms of the particular Coverage Option.
No
Estoppel of Plan. No person is entitled to any benefit under this
Plan
except and
to the extent expressly provided under this Plan. The fact
that
payments
have been made from this Plan in connection with any claim
for
benefits
under this Plan does not (i) establish the validity of the
claim,
(ii)
provide any right to have such benefits continue for any period
of
time, or
(iii) prevent this Plan from recovering the benefits paid to
the
extent
that the Company determines that there was no right to payment
of
the
benefits under this Plan. Thus, if a benefit is paid under this
Plan
and it is
thereafter determined that such benefit should not have
been
paid
(whether or not attributable to an error by the Covered Person or
any
other
person), then the Company or insurance company may take such
action
as it
deems necessary or appropriate to remedy such situation.
6.3 False Statements. The
Company shall take such action as it deems
appropriate under the circumstances, including denying benefits
altogether
under this
Plan, with respect to any person who intentionally
provides
false or
misleading information with respect to a claim for benefits
under
this
Plan.
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SECTION 7
HIPAA
7.1 Introduction. The Company
sponsors this Plan. Members of the Company's
workforce
have access to the individually identifiable health
information
of
individuals for administrative functions of the Plan. HIPAA and
its
implementing regulations restrict the Plan's and the Company's
ability to
use and
disclose Protected Health Information.
7.2 Protected Health Information
(PHI). For purposes of this Plan, PHI means
information that is created or received by the Plan or the Company
(with
limited
exceptions permitted by HIPAA) that relates to the (i)
past,
present or
future physical or mental health or condition of an
individual,
(ii) the
provision of health care to an individual or (iii) the
past,
present or
future payment for the provision of health care to an
individual, and that identifies the individual or for which there
is a
reasonable
basis to believe that the information can be used to
identify
the
individual. PHI includes information of persons living or
deceased.
The
Company shall have access to PHI from the Plan only as permitted
by
this Plan
or as otherwise required or permitted by HIPAA.
7.3 Permitted Disclosure of
Enrollment/Disenrollment Information. The Plan (or
a health
insurer or HMO with respect to the Plan) may disclose to
the
Company
information on whether an individual is participating in the
Plan,
or is
enrolled or has been disenrolled from an insured Coverage Option
or
HMO
offered by the Plan.
7.4 Permitted Uses and
Disclosures of Summary Health Information. The Plan (or
a health
insurance issuer or HMO with respect to the Plan) may
disclose
Summary
Health Information to the Company, provided that the
Company
requests
the Summary Health information for the purpose of (a)
obtaining
premium
bids from health plans for providing health insurance
coverage
under the
Plan or (b) modifying, amending or terminating the Plan.
"Summary
Health Information" means information that (a) summarizes
the
claims
history, claims expenses or type
