EXHIBIT 10.2
Amendment No. 2
to the
CompSavings Plan for Employees of CompUSA Inc. and Trust
WHEREAS, CompUSA Inc. (the "Company"), approved and adopted the
CompSavings Plan for Employees of CompUSA Inc. (the "Plan") and Trust Agreement
(the "Trust") which were originally effective January 1, 1995, most recently
restated effective January 1, 1996 and subsequently amended;
WHEREAS, Section 19.1 of the Plan and Trust provides that the Company
reserves the right to amend the Plan and Trust;
NOW THEREFORE RESOLVED, that Section 5 is amended effective January 1,
1997 as follows:
1. Section 5 is amended to add a new last paragraph to each of items (a)
and (b) of Subsection 5.1 and items (a) and (b) of Subsection 5.2 as
follows:
5.1. Company Match Cash Contributions
(a) Frequency and Eligibility.
Special Incentive Contribution: The Company may, in its
sole discretion, authorize the Employer to make a
special incentive Company Match Cash Contribution as
described in the following Allocation Method paragraph
as an incentive to designated Eligible Employees to
commence making Pre-Tax Contributions. Such special
incentive Company Match Cash Contributions shall be
conditioned on the Eligible Employee making a Pre-Tax
Contribution election during a designated period
determined by the Company and may be subject to the same
eligibility conditions that apply to basic Company Match
Cash Contributions described in (1) and (2) above.
(b) Allocation Method.
Special Incentive Contribution: The special incentive
Company Match Cash Contributions (including any
Forfeiture Account amounts applied as special incentive
Company Match Cash Contributions in accordance with
Section 8.4) for each period shall be in an amount
determined by the Company and allocated as fixed dollar
amount to each eligible Participant who commenced making
Pre-Tax Contributions in accordance with a Pre-Tax
Contribution election made during the period designated
by the Company as eligible for the special incentive
Company Match Cash Contribution.
5.2 Company Match Stock Contributions
(a) Frequency and Eligibility.
Special Incentive Contribution: The Company may, in its
sole discretion, authorize the Employer to make a
special incentive Company Match Stock Contribution as
described in the following Allocation Method paragraph
as an incentive to designated Eligible Employees to
commence making Pre-
CompSavings Plan for Amendment No. 2
Employees of CompUSA Inc. and Trust Agreement
Tax Contributions. Such special incentive Company Match
Stock Contributions shall be conditioned on the Eligible
Employee making a Pre-Tax Contribution election during a
designated period determined by the Company and may be
subject to the same eligibility conditions that apply to
basic Company Match Stock Contributions described in (1)
and (2) above.
(b) Allocation Method.
Special Incentive Contribution: The special incentive
Company Match Stock Contributions (including any
Forfeiture Account amounts applied as special incentive
Company Match Stock Contributions in accordance with
Section 8.4) for each period shall be in an amount
determined by the Company and allocated as a fixed
dollar amount to each eligible Participant who commenced
making Pre-Tax Contributions in accordance with a
Pre-Tax Contribution election made during the period
designated by the Company as eligible for the special
incentive Company Match Stock Contribution.
Date: December 22, 1997 CompUSA Inc.
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By: /s/ Xxxxx Day /s/ Xxx XxXxxx *
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Title: Director, Compensation & Benefits
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* Senior Vice President-Human Resources
The provisions of the above amendment which relate to the Trustee are hereby
approved and executed.
Date: December 23, 1997 Barclays Global Investors, National Association
-------------- -- By Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx, Inc.
By: /s/ Xxxxx X. Xxxxxxxx
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Title: Vice President
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