Common use of Supplemental Pension Clause in Contracts

Supplemental Pension. As additional compensation, the Company will provide nonqualified deferred compensation to the Executive after termination of his employment. The amount of the deferred compensation will be measured solely by the cash surrender value, at the time payment of the deferred compensation is due, of one or more life insurance contracts (as defined in Internal Revenue Code Section 7702) on the life of the Executive, purchased by or on behalf of the Company solely with the annual premiums described below. Such life insurance contracts shall provide such insurance coverage and contract terms (consistent with the premium limits described below), and shall be purchased from such one or more insurance companies, as shall be acceptable to the Executive. On the first business day of each calendar year (or the date of the execution of this Agreement in the case of 1997) during the Executive's service under this Agreement, the Company shall provide for the payment of total premiums, under all such life insurance contracts in the aggregate, equal to the sum of: 1. Twenty-Five Thousand Dollars ($25,000) annual lump sum (or a pro-rated portion for 1997) provided by the Company without reduction of the Executive's regular salary or performance bonus otherwise payable under this Agreement during the calendar year. 2. An additional annual amount equal to the amount, if any, by which the Executive has elected to have his regular salary, otherwise payable in cash during the calendar year, reduced for this purpose. 3. An additional annual amount equal to the amount, if any, by which the Executive has elected to have his performance bonus (if any), otherwise payable in cash during the calendar year, reduced for this purpose. The Executive shall elect in writing, no later than the end of the preceding calendar year, the specific amounts (or definite formula to determine the specific amounts) of additional premiums to be paid for in each calendar year by reduction of his regular salary or bonus payments. However, such additional premium amounts shall be limited in the aggregate (or, at the Executive's election, insurance coverage shall be augmented as necessary) so that the additional premium amount applied to any insurance contract in any calendar year is less than the amount that would cause such contract to be classified as a modified endowment contract under Internal Revenue Code Section 7702A. The Company or the Deferred Compensation Trust described hereinafter (the "Deferred Compensation Trust" or "Trust") shall be the sole owner of all such life insurance contracts, except that the Executive, at his election, shall have the right to designate the beneficiary of death benefits under the contracts. In the event of the Executive's death while the life insurance contracts are in force and owned by the Company or the Deferred Compensation Trust, the insurance companies' payment of death benefits thereunder to the Executive's designated beneficiary (the "Beneficiary") shall totally discharge the Company's obligation under this Section 8, except that the Company or the Trust shall pay to such Beneficiary any salary or bonus reduction amounts elected by the Executive for the calendar year in which his death occurs to the extent that such amounts have not been paid to insurance companies as additional premiums during that calendar year. The Company will set aside assets in the Deferred Compensation Trust to provide for the systematic funding, during the Executive's period of active service, of the deferred compensation promised to the Executive under this Agreement. Such Deferred Compensation Trust (which may also include assets set aside to fund other similar deferred compensation obligations of the Company) shall be irrevocable except in the event of the Company's subsequent bankruptcy or insolvency, in which case the assets of the Trust shall be subject to the claims of the Company's general creditors, including the Executive. The Company intends, and the Executive acknowledges, that the Executive's rights under this Agreement shall be solely those of a general creditor of the Company, and nothing in this Agreement nor in any instruments creating the Deferred Compensation Trust nor in any life insurance contract, shall be construed to create any rights in the Executive superior to those of other general creditors of the Company. The Company intends that the Deferred Compensation Trust shall make all payments due under this Agreement to the Executive or his Beneficiary, to the extent the Trust is funded. The Executive acknowledges, on behalf of himself and any Beneficiary claiming under him, that the Company is absolved of any liability or responsibility for any payment due hereunder to the extent such payment shall have been duly made to the Executive (or Beneficiary, as the case may be) by the Deferred Compensation Trust. The deferred compensation provided hereunder shall be paid to the Executive in accordance with the life insurance contracts obtained pursuant to the first paragraph of this Section 8.

Supplemental Pension. As additional compensation, the Company will provide nonqualified deferred compensation to the Executive after termination of his employment. The amount of the deferred compensation will be measured solely by the cash surrender value, at the time payment of the deferred compensation is due, of one or more life insurance contracts (as defined in Internal Revenue Code Section 7702) on the life of the Executive, purchased by or on behalf of the Company solely with the annual premiums described below. Such life insurance contracts shall provide such insurance coverage and contract terms (consistent with the premium limits described below), and shall be purchased from such one or more insurance companies, as shall be acceptable to the Executive. On the first business day of each calendar year (or the date of the execution of this Agreement in the case of 1997) during the Executive's service under this Agreement, the Company shall provide for the payment of total premiums, under all such life insurance contracts in the aggregate, equal to the sum of: 1. Twenty-Five Fifty Thousand Dollars ($25,00050,000) annual lump sum (or a pro-rated portion for 1997) provided by the Company without reduction of the Executive's regular salary or performance bonus otherwise payable under this Agreement during the calendar year. 2. An additional annual amount equal to the amount, if any, by which the Executive has elected to have his regular salary, otherwise payable in cash during the calendar year, reduced for this purpose. 3. An additional annual amount equal to the amount, if any, by which the Executive has elected to have his performance bonus (if any), otherwise payable in cash during the calendar year, reduced for this purpose. The Executive shall elect in writing, no later than the end of the preceding calendar year, the specific amounts (or definite formula to determine the specific amounts) of additional premiums to be paid for in each calendar year by reduction of his regular salary or bonus payments. However, such additional premium amounts shall be limited in the aggregate (or, at the Executive's election, insurance coverage shall be augmented as necessary) so that the additional premium amount applied to any insurance contract in any calendar year is less than the amount that would cause such contract to be classified as a modified endowment contract under Internal Revenue Code Section 7702A. The Company or the Deferred Compensation Trust described hereinafter (the "Deferred Compensation Trust" or "Trust") shall be the sole owner of all such life insurance contracts, except that the Executive, at his election, shall have the right to designate the beneficiary of death benefits under the contracts. In the event of the Executive's death while the life insurance contracts are in force and owned by the Company or the Deferred Compensation Trust, the insurance companies' payment of death benefits thereunder to the Executive's designated beneficiary (the "Beneficiary") shall totally discharge the Company's obligation under this Section 8, except that the Company or the Trust shall pay to such Beneficiary any salary or bonus reduction amounts elected by the Executive for the calendar year in which his death occurs to the extent that such amounts have not been paid to insurance companies as additional premiums during that calendar year. The Company will set aside assets in the Deferred Compensation Trust to provide for the systematic funding, during the Executive's period of active service, of the deferred compensation promised to the Executive under this Agreement. Such Deferred Compensation Trust (which may also include assets set aside to fund other similar deferred compensation obligations of the Company) shall be irrevocable except in the event of the Company's subsequent bankruptcy or insolvency, in which case the assets of the Trust shall be subject to the claims of the Company's general creditors, including the Executive. The Company intends, and the Executive acknowledges, that the Executive's rights under this Agreement shall be solely those of a general creditor of the Company, and nothing in this Agreement nor in any instruments creating the Deferred Compensation Trust nor in any life insurance contract, shall be construed to create any rights in the Executive superior to those of other general creditors of the Company. The Company intends that the Deferred Compensation Trust shall make all payments due under this Agreement to the Executive or his Beneficiary, to the extent the Trust is funded. The Executive acknowledges, on behalf of himself and any Beneficiary claiming under him, that the Company is absolved of any liability or responsibility for any payment due hereunder to the extent such payment shall have been duly made to the Executive (or Beneficiary, as the case may be) by the Deferred Compensation Trust. The deferred compensation provided hereunder shall be paid to the Executive in accordance with the life insurance contracts obtained pursuant to the first paragraph of this Section 8.

Supplemental Pension. As additional compensation, the Company will provide nonqualified deferred compensation to the Executive after termination of his employment. The amount of the deferred compensation will be measured solely by the cash surrender value, at the time payment of the deferred compensation is due, of one or more life insurance contracts (as defined in Internal Revenue Code Section ss. 7702) on the life of the Executive, purchased by or on behalf of the Company solely with the annual premiums described below. Such life insurance contracts shall provide such insurance coverage and contract terms (consistent with the premium limits described below), and shall be purchased from such one or more insurance companies, as shall be acceptable to the Executive. On the first business day of each calendar year (or the date of the execution of this Agreement in the case of 1997) during the Executive's service under this Agreement, the Company shall provide for the payment of total premiums, under all such life insurance contracts in the aggregate, equal to the sum of: 1. Twenty-Five Fifty Thousand Dollars ($25,00050,000) annual lump sum (or a pro-rated portion for 1997) provided by the Company without reduction of the Executive's regular salary or performance bonus otherwise payable under this Agreement during the calendar year. 2. An additional annual amount equal to the amount, if any, by which the Executive has elected to have his regular salary, otherwise payable in cash during the calendar year, reduced for this purpose. 3. An additional annual amount equal to the amount, if any, by which the Executive has elected to have his performance bonus (if any), otherwise payable in cash during the calendar year, reduced for this purpose. The Executive shall elect in writing, no later than the end of the preceding calendar year, the specific amounts (or definite formula to determine the specific amounts) of additional premiums to be paid for in each calendar year by reduction of his regular salary or bonus payments. However, such additional premium amounts shall be limited in the aggregate (or, at the Executive's election, insurance coverage shall be augmented as necessary) so that the additional premium amount applied to any insurance contract in any calendar year is less than the amount that would cause such contract to be classified as a modified endowment contract under Internal Revenue Code Section ss. 7702A. The Company or the Deferred Compensation Trust described hereinafter (the "Deferred Compensation Trust" or "Trust") shall be the sole owner of all such life insurance contracts, except that the Executive, at his election, shall have the right to designate the beneficiary of death benefits under the contracts. In the event of the Executive's death while the life insurance contracts are in force and owned by the Company or the Deferred Compensation Trust, the insurance companies' payment of death benefits thereunder to the Executive's designated beneficiary (the "Beneficiary") shall totally discharge the Company's obligation under this Section 8, except that the Company or the Trust shall pay to such Beneficiary any salary or bonus reduction amounts elected by the Executive for the calendar year in which his death occurs to the extent that such amounts have not been paid to insurance companies as additional premiums during that calendar year. The Company will set aside assets in the Deferred Compensation Trust to provide for the systematic funding, during the Executive's period of active service, of the deferred compensation promised to the Executive under this Agreement. Such Deferred Compensation Trust (which may also include assets set aside to fund other similar deferred compensation obligations of the Company) shall be irrevocable except in the event of the Company's subsequent bankruptcy or insolvency, in which case the assets of the Trust shall be subject to the claims of the Company's general creditors, including the Executive. The Company intends, and the Executive acknowledges, that the Executive's rights under this Agreement shall be solely those of a general creditor of the Company, and nothing in this Agreement nor in any instruments creating the Deferred Compensation Trust nor in any life insurance contract, shall be construed to create any rights in the Executive superior to those of other general creditors of the Company. The Company intends that the Deferred Compensation Trust shall make all payments due under this Agreement to the Executive or his Beneficiary, to the extent the Trust is funded. The Executive acknowledges, on behalf of himself and any Beneficiary claiming under him, that the Company is absolved of any liability or responsibility for any payment due hereunder to the extent such payment shall have been duly made to the Executive (or Beneficiary, as the case may be) by the Deferred Compensation Trust. The deferred compensation provided hereunder shall be paid to the Executive in accordance with the life insurance contracts obtained pursuant to the first paragraph of this Section 8.