Common use of Funding of the Trust Clause in Contracts

Funding of the Trust. A. Company, in the sole discretion of the CEO, may at any time, or from time to time, make deposits (in addition to those required pursuant to Subsections B and C of this Section 3) of cash or other property acceptable to Trustee in trust with Trustee to augment the principal of the Trust. Such additions shall be held, administered and disposed of by Trustee as provided in this Trust Agreement. The CEO may designate that some or all of such discretionary contribution be used for accrued or future Trustee fees and other costs and expenses of maintaining the Trust. Neither Trustee nor any Participant or Beneficiary shall have any right to compel such additional deposits described in this subsection A. B. Upon a Potential Change in Control or a Change in Control, as soon as the amount described in this B can be determined, but in no event longer than thirty (30) days following such Change in Control or Potential Change in Control, Company shall (i) cause the Recordkeeper to compute the Full Funding Amount, (ii) deliver to Trustee the Recordkeeper’s certificate (which may rely on Trustee’s calculations of administrative expenses) and (iii) make a contribution to the Trust of cash or other property acceptable to Trustee equal to an amount which when added to the total value of the Trust Fund would equal the Full Funding Amount. During a Potential Change in Control Period, the Full Funding Amount shall be recalculated monthly and Company shall make any additional contributions necessary to cause the value of the Trust Fund to equal the Full Funding Amount. In the event that Trustee later determines that provision made in determining the Full Funding Amount for expenses was not adequate, Company shall make additional deposits to provide for such expenses as determined by Trustee from time to time. (i) No more than sixty (60) days after the last day of each fiscal year of Company, Company shall: (A) Cause the Recordkeeper to compute the Interim Funding Amount as of such last day and deliver to Trustee the Recordkeeper’s certification of such Interim Funding Amount; and (B) Pay to Trustee an amount which when added to the value of the Trust Fund as of such day results in a sum equal to or greater than such Interim Funding Amount. (ii) Any Recordkeeper’s certification delivered pursuant to this Subsection C. may rely on Trustee’s estimate of expenses to be included in the computation of such Interim Funding Amount. D. Trustee shall have the duty, obligation and authority to enforce Company’s obligation to contribute to the Trust pursuant to subsection B or C of this Section 3, as the case may be, provided Trustee has been notified as set forth in accordance with subsection E of this Section 3 of the circumstances giving rise to such obligation. In all events, the amount of such contribution shall be determined by the Recordkeeper pursuant to the provisions of this Section 3, and except as provided under Section 4, Trustee shall be under no duty to determine whether the amount of any contribution has been correctly computed under the terms of the Plan. E. The Board of Directors of Company or the CEO shall notify Trustee in writing of each occurrence of either a Potential Change in Control or a Change in Control. All such notices shall be provided promptly and in any event not later than five (5) calendar days following the occurrence of such event. F. A Potential Change in Control Period shall be deemed ended upon a declaration of such by the CEO or Company’s Board of Directors and agreement therewith by a Qualified Vote. The determination as to the end of a Potential Change in Control Period shall result in the rights and obligations of the parties hereto reverting to their pre-Potential Change in Control requirements; provided, however, that no Trust assets shall be returned to Company except as specifically provided by the provisions of Section 5 or Section 6 of this Agreement. Nothing contained in this Subsection F shall relieve any person of any of its obligations under this Agreement upon a Change in Control or a subsequent Potential Change in Control.” 9. Section 4C is hereby amended to read in its entirety as follows:

Funding of the Trust. A. Company, in the sole discretion of the CEO, may at any time, or from time to time, make deposits (in addition to those required pursuant to Subsections B and C of this Section 3) of cash or other property acceptable to Trustee in trust with Trustee to augment the principal of the Trust. Such additions shall be held, administered and disposed of by Trustee as provided in this Trust Agreement. The CEO may designate that some or all of such discretionary contribution be used for accrued or future Trustee fees and other costs and expenses of maintaining the Trust. Neither Trustee nor any Participant or Beneficiary shall have any right to compel such additional deposits described in this subsection A.deposits. B. Upon a Potential Change in Control or a Change in Control, as soon as the amount described in this B can be actuarially determined, but in no event longer than thirty (30) days following such Change in Control or Potential Change in Control, Company shall (i) cause the Recordkeeper Actuary to compute the Full Funding Amount, (ii) deliver to Trustee the RecordkeeperActurary’s certificate (which may rely on Trustee’s calculations of administrative expenses) and (iii) make a contribution to the Trust of cash or other property acceptable to Trustee equal to an amount which when added to the total value of the Trust Fund would equal the Full Funding Amount. During In the event of a Potential Change in Control PeriodControl, the Full Funding Amount shall be recalculated monthly and Company shall make any additional contributions necessary to cause in the value event such Potential Change in Control Period extends beyond the required valuation date used in the first or other last subsequent computation made as a result of the Trust Fund to equal the Full Funding Amountsuch Potential Change in Control Period. In the event that Trustee later determines that provision made in determining the Full Funding Amount for expenses was not adequate, Company shall make additional deposits to provide for such expenses as determined by Trustee from time to time. (i) No more than thirty (30) days after any date of a Credit Rating Reduction, Company shall: (A) Cause the Actuary to compute the Interim Funding Amount as of a date reasonably selected by the Actuary which shall be no more than thirty (30) days prior to such Interim Valuation Requirement Date and deliver to Trustee the Actuary’s certification of such Interim Funding Amount; and (B) Pay to Trustee an amount which when added to the value of the Trust Fund as of a date selected by Company (no more than ten (10) days prior to the date of such payment) would result in a sum equal to or greater than such Interim Funding Amount. (ii) No more than sixty (60) days after the last day of each fiscal year of Company, Company shall: (A) Cause the Recordkeeper Actuary to compute the Interim Funding Amount as of such last day and deliver to Trustee the RecordkeeperActuary’s certification of such Interim Funding Amount; and (B) Pay to Trustee an amount which when added to the value of the Trust Fund as of such day results would result in a sum equal to or greater than such Interim Funding Amount. (iiiii) Any RecordkeeperActuary’s certification delivered pursuant to this Subsection C. may rely on Trustee’s estimate of expenses to be included in the computation of such Interim Funding Amount. D. Trustee shall have the duty, obligation and authority to enforce Company’s obligation to contribute to the Trust pursuant to subsection B or C of this Section 3, as the case may be, 3 provided Trustee has been notified as set forth in accordance with subsection E of this Section 3 3, as the case may be, of the circumstances giving rise to such obligation. In all events, the amount of such contribution shall be determined by Company or the Recordkeeper Actuary as determined pursuant to the provisions of this Section 34, and except as provided under Section 4, Trustee shall be under no duty to determine whether the amount of any contribution has been correctly computed under the terms of the PlanPlans. E. The Board of Directors of Company or the CEO shall notify Trustee in writing of each occurrence of either a Potential Change in Control or a Change in ControlControl or of a Credit Rating Reduction. All such notices shall be provided promptly and in any event not later than five (5) calendar days following the occurrence of such event. F. A Potential Change in Control Period shall be deemed ended upon a declaration of such by the CEO or Company’s the Board of Directors and agreement therewith by a Qualified Vote. The determination as to the end of a Potential Change in Control Period shall result in the rights and obligations of the parties hereto reverting to their pre-Potential Change in Control requirements; provided, however, that no Trust assets shall be returned to Company except as specifically provided by the provisions of Section 5 or Section 6 of this Agreement. Nothing contained in this Subsection F shall relieve any person of any of its obligations under this Agreement upon a Change in Control or a subsequent Potential Change in Control.” 9. Section 4C is hereby amended to read in its entirety as follows:

Funding of the Trust. A. Company, in the sole discretion of the CEO, may at any time, or from time to time, make deposits (in addition to those required pursuant to Subsections B and C of this Section 3) of cash or other property acceptable to Trustee in trust with Trustee to augment the principal of the Trust. Such additions shall be held, administered and disposed of by Trustee as provided in this Trust Agreement. The CEO may designate that some or all of such discretionary contribution be used for accrued or future Trustee fees and other costs and expenses of maintaining the Trust. Neither Trustee nor any Participant or Beneficiary shall have any right to compel such additional deposits described in this subsection A.deposits. B. Upon a Potential Change in Control or a Change in Control, as soon as the amount described in this B can be actuarially determined, but in no event longer than thirty (30) days following such Change in Control or Potential Change in Control, Company shall (i) cause the Recordkeeper Actuary to compute the Full Funding Amount, (ii) deliver to Trustee the RecordkeeperActuary’s certificate (which may rely on Trustee’s calculations of administrative expenses) and (iii) make a contribution to the Trust of cash or other property acceptable to Trustee equal to an amount which when added to the total value of the Trust Fund would equal the Full Funding Amount. During In the event of a Potential Change in Control PeriodControl, the Full Funding Amount shall be recalculated monthly and Company shall make any additional contributions necessary to cause in the value event such Potential Change in Control Period extends beyond the required valuation date used in the first or other last subsequent computation made as a result of the Trust Fund to equal the Full Funding Amountsuch Potential Change in Control Period. In the event that Trustee later determines that provision made in determining the Full Funding Amount for expenses was not adequate, Company shall make additional deposits to provide for such expenses as determined by Trustee from time to time. (i) No more than sixty (60) days after the last day of each fiscal year of Company, Company shall: (A) Cause the Recordkeeper Actuary to compute the Interim Funding Amount as of such last day and deliver to Trustee the RecordkeeperActuary’s certification of such Interim Funding Amount; and (B) Pay to Trustee an amount which when added to the value of the Trust Fund as of such day results would result in a sum equal to or greater than such Interim Funding Amount. (ii) Any RecordkeeperActuary’s certification delivered pursuant to this Subsection C. may rely on Trustee’s estimate of expenses to be included in the computation of such Interim Funding Amount. D. Trustee shall have the duty, obligation and authority to enforce Company’s obligation to contribute to the Trust pursuant to subsection B or C of this Section 3, as the case may be, 3 provided Trustee has been notified as set forth in accordance with subsection E of this Section 3 3, as the case may be, of the circumstances giving rise to such obligation. In all events, the amount of such contribution shall be determined by Company or the Recordkeeper Actuary as determined pursuant to the provisions of this Section 34, and except as provided under Section 4, Trustee shall be under no duty to determine whether the amount of any contribution has been correctly computed under the terms of the PlanPlans. E. The Board of Directors of Company or the CEO shall notify Trustee in writing of each occurrence of either a Potential Change in Control or a Change in Control. All such notices shall be provided promptly and in any event not later than five (5) calendar days following the occurrence of such event. F. A Potential Change in Control Period shall be deemed ended upon a declaration of such by the CEO or Company’s the Board of Directors and agreement therewith by a Qualified Vote. The determination as to the end of a Potential Change in Control Period shall result in the rights and obligations of the parties hereto reverting to their pre-Potential Change in Control requirements; provided, however, that no Trust assets shall be returned to Company except as specifically provided by the provisions of Section 5 or Section 6 of this Agreement. Nothing contained in this Subsection F shall relieve any person of any of its obligations under this Agreement upon a Change in Control or a subsequent Potential Change in Control.” 98. Section 4C is hereby amended to read in its entirety as follows:

Funding of the Trust. A. Company, in the sole discretion of the CEO, may at any time, or from time to time, make deposits (in addition to those required pursuant to Subsections B and C of this Section 3) of cash or other property acceptable to Trustee in trust with Trustee to augment the principal of the Trust. Such additions shall be held, administered and disposed of by Trustee as provided in this Trust Agreement. The CEO may designate that some or all of such discretionary contribution be used for accrued or future Trustee fees and other costs and expenses of maintaining the Trust. Neither Trustee nor any Participant or Beneficiary shall have any right to compel such additional deposits described in this subsection A. B. Upon a Potential Change in Control or a Change in Control, as soon as the amount described in this B can be determined, but in no event longer than thirty (30) days following such Change in Control or Potential Change in Control, Company shall (i) cause the Recordkeeper to compute the Full Funding Amount, (ii) deliver to Trustee the Recordkeeper’s certificate (which may rely on Trustee’s calculations of administrative expenses) and (iii) make a contribution to the Trust of cash or other property acceptable to Trustee equal to an amount which when added to the total value of the Trust Fund would equal the Full Funding Amount. During a Potential Change in Control Period, the Full Funding Amount shall be recalculated monthly and Company shall make any additional contributions necessary to cause the value of the Trust Fund to equal the Full Funding Amount. In the event that Trustee later determines that provision made in determining the Full Funding Amount for expenses was not adequate, Company shall make additional deposits to provide for such expenses as determined by Trustee from time to time. (i) No more than thirty (30) days after any date of a Credit Rating Reduction, Company shall: (A) Cause the Recordkeeper to compute the Interim Funding Amount as of a date reasonably selected by the Recordkeeper which shall be no more than thirty (30) days prior to such Interim Valuation Requirement Date and deliver to Trustee the Recordkeeper’s certification of such Interim Funding Amount; and (B) Pay to Trustee an amount which when added to the value of the Trust Fund as of a date selected by Company (no more than ten (10) days prior to the date of such payment) results in a sum equal to or greater than such Interim Funding Amount. (ii) No more than sixty (60) days after the last day of each fiscal year of Company, Company shall: (A) Cause the Recordkeeper to compute the Interim Funding Amount as of such last day and deliver to Trustee the Recordkeeper’s certification of such Interim Funding Amount; and (B) Pay to Trustee an amount which when added to the value of the Trust Fund as of such day results in a sum equal to or greater than such Interim Funding Amount. (iiiii) Any Recordkeeper’s certification delivered pursuant to this Subsection C. may rely on Trustee’s estimate of expenses to be included in the computation of such Interim Funding Amount. D. Trustee shall have the duty, obligation and authority to enforce Company’s obligation to contribute to the Trust pursuant to subsection B or C of this Section 3, as the case may be, provided Trustee has been notified as set forth in accordance with subsection E of this Section 3 of the circumstances giving rise to such obligation. In all events, the amount of such contribution shall be determined by the Recordkeeper pursuant to the provisions of this Section 3, and except as provided under Section 4, Trustee shall be under no duty to determine whether the amount of any contribution has been correctly computed under the terms of the Plan. E. The Board of Directors of Company or the CEO shall notify Trustee in writing of each occurrence of either a Potential Change in Control or a Change in ControlControl or of a Credit Rating Reduction. All such notices shall be provided promptly and in any event not later than five (5) calendar days following the occurrence of such event. F. A Potential Change in Control Period shall be deemed ended upon a declaration of such by the CEO or Company’s Board of Directors and agreement therewith by a Qualified Vote. The determination as to the end of a Potential Change in Control Period shall result in the rights and obligations of the parties hereto reverting to their pre-Potential Change in Control requirements; provided, however, that no Trust assets shall be returned to Company except as specifically provided by the provisions of Section 5 or Section 6 of this Agreement. Nothing contained in this Subsection F shall relieve any person of any of its obligations under this Agreement upon a Change in Control or a subsequent Potential Change in Control.” 9. Section 4C is hereby amended to read in its entirety as follows: