SEVERANCE PAY PLAN FOR EMPLOYEES
OF
AND PARTICIPATING DIVISIONS
AND
SUBSIDIARIES
Effective January 1,
2006
SEVERANCE PAY PLAN FOR EMPLOYEES
OF
DOLE FOOD COMPANY, INC.
AND PARTICIPATING DIVISIONS AND SUBSIDIARIES
This Severance
Pay Plan for Employees of Dole Food Company, Inc. and Participating
Divisions and Subsidiaries (the “Plan”) is an employee
welfare benefit plan, within the meaning of Section 3(1) of
ERISA, which is designed to provide payments upon severance to
certain employees of Dole Food Company, Inc. and its participating
divisions and subsidiaries.
This Plan is
hereby amended and restated in its entirety, pursuant to section
5.1 of Plan, effective January 1, 2006.
ARTICLE I — TITLES AND
DEFINITIONS
This Plan shall
be known as the “Severance Pay Plan for Employees of Dole
Food Company, Inc. and Participating Divisions and
Subsidiaries.”
Whenever the
following terms are used in this Plan, with the first letter
capitalized, they shall have the meanings specified
below.
“Administrator” shall mean the
Welfare Plan Committee, as set forth in Article IV.
“Base
Compensation” shall mean an Eligible Employee’s
annualized gross base salary in effect his or her Severance Date
excluding any overtime, bonuses or other supplemental
compensation.
“Code” shall mean the Internal
Revenue Code of 1986, as amended from time to time.
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“Compensation Committee” shall mean
the Corporate Compensation and Benefits Committee, or its
delegate.
“Company” shall mean Dole Food
Company, Inc., a Delaware corporation, or any successor corporation
resulting from merger, consolidation, or transfer of assets
substantially as a whole, which shall expressly agree in writing to
continue the Plan as herein provided.
“Comparable Position” shall mean,
for any Eligible Employee, any position which satisfies the
following criteria:
(a) The
wages are, in the aggregate, greater than 80% of the Base
Compensation enjoyed by the Eligible Employee at the time the
position is offered, even if other benefits are materially reduced
or eliminated;
(b) The
position is at a location which is less than 50 miles farther from
the Eligible Employee’s residence than his or her former
place of work; and
(c) The
position is offered to the Eligible Employee no later than
30 days prior to his or her Severance Date.
“Eligible
Employee” shall mean an individual who is employed by an
Employer and classified by such Employer as a regular, Full-time,
exempt or non-exempt salaried employee on its United States
payroll. Eligible Employee shall not include any employee who is
(i) a non-resident alien receiving no United States source
income, or (ii) covered by a collective bargaining agreement
(unless eligibility under this Plan has specifically been extended
to such employee through the collective bargaining agreement).
Except as otherwise provided in a written agreement between the
Eligible Employee and the Company, in order to qualify for a
Severance Pay Benefit, an Eligible Employee must satisfy the
eligibility requirements set forth in section 2.1.
“Employer” shall mean the Company
and any participating subsidiary or division of the Company listed
in Appendix A.
“Employment Commencement Date” shall
mean the date on which an Eligible Employee first performs an hour
of service for an Employer, except as follows:
(a) If an
Eligible Employee first performs an hour of service for an entity
prior to the date on which such entity becomes acquired by or
affiliated with the Company, the employee’s Employment
Commencement Date shall be the date on which such entity becomes
acquired by or affiliated with the Company, except in the following
cases:
(i) This
paragraph (i) shall apply only to employees of Pacific Holding
Company and its subsidiaries (“Pacific”). If a Pacific
entity became affiliated with the Company prior to
December 31, 1983, an Eligible
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Employee’s Employment Commencement Date
will be his or her date of hire with the Pacific entity. If a
Pacific entity first became affiliated with the Company on or after
January 1, 1984, an Eligible Employee’s Employment
Commencement Date will be the later of his or her date of hire with
the Pacific entity or the date on which the entity became
affiliated with the Company.
(ii) If an
Eligible Employee was employed by Blue Goose Growers on
April 14, 1984, an Eligible Employee’s Employment
Commencement Date will be April 14, 1984.
(iii) If
an Eligible Employee was employed by Dole Fresh Flowers, Inc. on
July 1, 1999, his or her Employment Commencement Date will be
his or her date of hire with Finesse Farms East, Inc., Finesse
Farms West, Inc., Four Farmers, Inc., Columbia Carnations, Inc.,
Sunburst Farms, Inc. or Sunpetals, Inc., whichever is
applicable.
(b) Notwithstanding any other provision in
this section, including subsection (a) above, if an Eligible
Employee has a break in service during which he or she is not
employed by an Employer, the Eligible Employee’s most recent
date of hire with an Employer shall be the employee’s
applicable Employment Commencement Date.
“ERISA” shall mean the Employee
Retirement Income Security Act of 1974, as amended from time to
time.
“Full-time” shall mean, for any
employee, “full-time” status as determined or defined
by the employee’s Employer. In the absence of such a
determination or definition, “full-time” shall mean
working 40 or more hours per week on a regular basis.
“Plan” shall mean the Severance Pay
Plan for Employees of Dole Food Company, Inc. and Participating
Divisions and Subsidiaries as set forth herein, now in effect or
hereafter amended.
“Service” shall mean a period of
continuous, salaried employment beginning with an Eligible
Employee’s Employment Commencement Date and ending with his
or her applicable Severance Date.
“Severance Date” shall mean the date
the Eligible Employee ceases to be an employee of any
Employer.
“Severance Pay Benefit” shall mean
the benefit payable pursuant to Section 3.1, except as
otherwise provided in a written agreement between the Eligible
Employee and the Company.
“Weekly
Base Compensation” shall mean the Eligible Employee’s
Base Compensation
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“Year of
Service” shall mean a continuous, full year of Service as an
Eligible Employee.
2.1 Eligibility
Requirements.
(a) An
Eligible Employee shall be eligible for a Severance Pay Benefit if
the Administrator, pursuant to its powers and duties under
Section 4.1, determines that his or her employment with an
Employer is involuntarily terminated as a result of a workforce
reduction, elimination of operations, or job
elimination.
(b) Notwithstanding the foregoing, an
Eligible Employee shall not be entitled to any Severance Pay
Benefit if the Eligible Employee:
(i) continues to be employed for any period
of time, or
(ii) is
offered, but does not accept, a Comparable Position
with an
Employer or an entity that acquires part or all of the assets or
operations of an Employer, whether by merger, stock or asset
transfer, or other means.
(c) Notwithstanding the foregoing, an
Eligible Employee shall be entitled to a Severance Pay Benefit only
if the employee executes and delivers a valid release, as developed
by the Company, of all claims against the Company, any Employer, or
any employees, directors, or agents of the Company or any Employer,
and the employee does not revoke such release agreement within the
time period required by law for the revocation of a
release.
(d) An
Eligible Employee shall not be entitled to a Severance Pay Benefit
if his or her employment with an Employer is terminated,
voluntarily or involuntarily, for any reason other than as set
forth in subsection (a) above, including but not limited to
retirement, disability, discharge by the Employer with or without
cause, or death.
ARTICLE III — BENEFITS
PAYABLE UNDER THE PLAN
3.1 Severance
Pay Benefits Payable Under The Plan.
(a) The
Severance Pay Benefit payable to an Eligible Employee shall be
determined based on the Eligible Employee’s continuous
Service with his or her Employer or
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Employers.
Except as otherwise provided below, the Severance Pay Benefit shall
equal an amount of Weekly Base Compensation determined according to
the following schedule:
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Years of
Service
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Severance Pay
Benefit
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2 weeks
for each Year of Service plus 2 weeks
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2 weeks
for each Year of Service plus 4 weeks
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2 weeks
for each Year of Service plus 6 weeks
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(b) For
purposes of computing an Eligible Employee’s Severance Pay
Benefit, incomplete Years of Service shall be pro-rated at
.833 days per full month of employment completed during such
Year of Service. If an employee does not work a full month, he or
she will not be given credit for a full month unless he or she
works more than 15 calendar days in that month; otherwise, no
credit shall be given for incomplete or partial months.
(c) Notwithstanding Section 3.1(a) or
(b), if an Eligible Employee was employed by Blue Goose Growers
prior to April 14, 1984, he or she shall receive Severance Pay
Benefits for periods of service during the period from
October 1, 1979 through April 14, 1984 at a rate of five
(5) days per Year of Service, provided that such Eligible
Employee did not incur a break in service between such period of
service and the applicable Severance Date during which he or she
was not employed by an Employer. For purposes of this
Section 3.1(c), incomplete years shall be pro-rated at
.4166 days per full month of employment completed during such
Year of Service. Incomplete months shall be rounded up or down to
the nearest month.
(d) An
Eligible Employee who satisfies the requirements of
Section 2.1(a) above shall receive at least two weeks’
notice of termination. In the event an Eligible Employee does not
receive such notice, the Eligible Employee shall receive an
additional Severance Pay Benefit equal to two weeks of his or her
Weekly Base Compensation.
(e) In no
event shall the Severance Pay Benefit of any Eligible Employee
exceed either of the following:
(i) an
amount equal to a total of 104 weeks of Weekly Base
Compensation, including any amount received under subsection
3.1(a), (c), and/or (d); or
(ii) an
amount equal to twice the Eligible Employee’s total
compensation (including wages, salary, and any other benefit of
monetary value) during the twelve-month period immediately
preceding his or her termination of service.
(f) Severance Pay Benefits paid under this
Plan to an Eligible Employee shall be reduced by the amount paid to
the Eligible Employee under any United States or foreign statute,
law, or regulation which requires a formal notice period, pay in
lieu of notice (other than
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pursuant to
subsection (d) above), ter
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