Common use of Supplemental Retirement Income Clause in Contracts

Supplemental Retirement Income. In order to restore certain retirement income benefits which are not available to the Executive under the Retirement Plan for Employees of the Company ("Qualified Plan") by reason of section 401(a)(17), section 415 and section 401(a)(4) of the Internal Revenue Code of 1986, as amended (the "Code"), Parent or the Company shall pay to the Executive supplemental retirement income ("Supplemental Retirement Income") commencing on his retirement date (normal, early, disabled or postponed) as defined in and under the Qualified Plan in an amount equal to the difference between (i) the monthly amount of the retirement income that would be payable to the Executive upon his retirement under the Qualified Plan, assuming that such plan continues in effect through the Executive's retirement date on terms no less favorable to Executive than the terms in effect on the date hereof, if such benefit were calculated under the Qualified Plan without giving effect to the compensation limit under section 401(a)(17) of the Code or to the limitations imposed by the application of section 415 of the Code, and assuming that the benefit described in section 4.01(d) of the Qualified Plan continued to apply on and after January 1, 1989 notwithstanding the provisions of section 401(a)(4) of the Code, expressed as a single life annuity, and (ii) the monthly amount of retirement income payable to the Executive upon his retirement under the Qualified Plan and any similar plan maintained for Executive's benefit by Parent ("Parent's Plan") based on his compensation up to the said compensation limit and based on the limitations imposed by the application of section 415 of the Code, and the limitations imposed by the application of section 401(a)(4) of the Code to section 4.01(d) of the Qualified Plan and the applicable provision of Parent's Plan, expressed as a single life annuity. Such supplemental retirement income shall be paid to the Executive in cash by Parent or the Company, to the extent not so paid by the trustee ("Trustee") of the Trust (defined in paragraph (g) of this Section 3), as an Actuarial Equivalent single lump sum, as soon as practical following the Executive's retirement. "Actuarial Equivalent" shall mean the present value of a life annuity, assuming the retirement age is the Executive's age on his retirement date, which is the date benefits hereunder are calculated; the interest rate is the rate appearing in the table published in The Wall Street Journal entitled "Markets Diary" under the heading "Bond Buyer municipal", corresponding to 20-year Aaa bonds, and reflecting the rate for the first day of the month preceding the month in which the benefits hereunder are calculated; and mortality is determined under the 1983 Group Annuity Mortality Table.

Supplemental Retirement Income. In order (a) Upon termination of his employment with the Company, in addition to restore certain retirement income benefits which are not available Key Employee might be eligible to receive through his participation in the Plans, and subject to the Executive under the Retirement Plan for Employees of vesting provision in Section 3(c) below, Key Employee will be entitled to receive from the Company ("Qualified Plan") by reason of section 401(a)(17), section 415 and section 401(a)(4) of the Internal Revenue Code of 1986, as amended (the "Code"), Parent or the Company shall pay to the Executive supplemental retirement income ("Supplemental Retirement Income") commencing on his which will provide Key Employee with an aggregate retirement date benefit (normal, early, disabled or postponedtaking into account the amounts offset as described in Section 3(b) as defined in and under the Qualified Plan below) in an annual amount (in the form of an unreduced joint and 50% survivor annuity) equal to the difference between aggregate retirement benefits that would have accrued to the benefit of Key Employee under the Retirement Plan and the Plans (which shall provide benefits substantially equivalent to those described in the excerpt from the Company's 1996 Proxy Statement attached as Exhibit 1 hereto (disregarding references to plans maintained primarily for pilots), without regard to any changes after the date of such Proxy Statement), calculated crediting Key Employee with 22 years of service credit plus the number of years of service credit attributable to Key Employee's service with the Company after the date hereof, and calculated without regard to any waiting period which might otherwise apply with respect to the accrual of benefits under the Retirement Plan and the Plans. (b) The amount of the Supplemental Retirement Income will be offset by (i) the monthly amount benefits provided Key Employee under any qualified defined benefit retirement plans of the Company, including but not limited to the Retirement Plan; (ii) benefits provided Key Employee under any nonqualified defined benefit retirement income that plans of the Company, including but not limited to the Plans; and (iii) Social Security benefits and other amounts for which and to the extent offset is provided for under the Retirement Plan. In the event Key Employee commences receiving the Supplemental Retirement Income on or after his attainment of age 60, the Supplemental Retirement Income (prior to actuarial conversion to the form of benefit elected by Key Employee) will be paid without reduction for early commencement. In the event Key Employee commences receiving the Supplemental Retirement Income prior to his attainment of age 60, the Supplemental Retirement Income (prior to actuarial conversion to the form of benefit elected by Key Employee) will be subject to a reduction of 0.25% for each whole or partial month by which 60 years exceeds Key Employee's age as of such commencement of benefits. (c) Except as otherwise expressly provided in the Employment Agreement, Key Employee's right to Supplemental Retirement Income will be wholly unvested until August 14, 2000, on which date, provided Key Employee remains employed by the Company until such date, such Income will become fully vested. Unless Key Employee's right to Supplemental Retirement Income shall have previously or thereupon become vested, Key Employee's rights thereto will be forfeited upon termination of his employment with the Company prior to August 14, 2000. (d) If Key Employee dies after the date hereof but before Supplemental Retirement Income becomes payable, his spouse will receive a survivor annuity for her life equal to 50% of the aggregate annual benefit amount which would be have been payable to Key Employee under this Section 3 if he had terminated his employment for Good Reason (as defined in the Executive upon his retirement under the Qualified Plan, assuming that such plan continues in effect through the Executive's retirement date on terms no less favorable to Executive than the terms in effect Employment Agreement) on the date hereof, if such benefit were calculated under the Qualified Plan immediately before his death (without giving effect regard to the compensation limit under section 401(a)(17additional two or three years of credited service described in Sections 4.01(f) and 5.04(b) of the Code or Employment Agreement), but such survivor annuity will be reduced by the amount of (i) any pre-retirement survivor benefit payable under the Company's qualified and nonqualified defined benefit retirement plans (including but not limited to the limitations imposed by Retirement Plan and the application of section 415 of the Code, and assuming that the benefit described in section 4.01(dPlans) of the Qualified Plan continued to apply on and after January 1, 1989 notwithstanding the provisions of section 401(a)(4) of the Code, expressed as a single life annuity, and (ii) the monthly amount of retirement income payable to the Executive upon his retirement survivor benefits under the Qualified Plan Company's Disability and any similar plan maintained for Executive's benefit by Parent ("Parent's Survivorship Plan") based on his compensation up to the said compensation limit and based on the limitations imposed by the application of section 415 of the Code, and the limitations imposed by the application of section 401(a)(4) of the Code to section 4.01(d) of the Qualified Plan and the applicable provision of Parent's Plan, expressed as a single life annuity. Such supplemental retirement income shall be paid to the Executive in cash by Parent or the Company, to the extent not so paid by the trustee ("Trustee") of the Trust (defined in paragraph (g) of this Section 3), as an Actuarial Equivalent single lump sum, as soon as practical following the Executive's retirement. "Actuarial Equivalent" shall mean the present value of a life annuity, assuming the retirement age is the Executive's age on his retirement date, which is the date benefits hereunder are calculated; the interest rate is the rate appearing in the table published in The Wall Street Journal entitled "Markets Diary" under the heading "Bond Buyer municipal", corresponding to 20-year Aaa bonds, and reflecting the rate for the first day of the month preceding the month in which the benefits hereunder are calculated; and mortality is determined under the 1983 Group Annuity Mortality Table.