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Exhibit 4.4(e)
AMENDMENT NO. 4
TO THE
CALIBER SYSTEM, INC.
STOCK SAVINGS AND RETIREMENT INCOME PLAN AND TRUST
(Amended and Restated Effective January 1, 1994)
THIS AMENDMENT NO. 4 to the Caliber System, Inc. Stock Savings
and Retirement Income Plan and Trust (the "Plan") is made and executed this 30th
day of December, 1996 by and between Caliber System, Inc. and Barclays Global
Investors, National Association, as trustee. Unless otherwise provided, this
Amendment No. 4 shall be effective as of July 1, 1996.
1. The name of the Plan is hereby changed to the "Caliber
System, Inc. 401(k) Savings Plan".
2. Notwithstanding anything in the Plan to the contrary, any
provision within the Plan which requires action by means of written
authorization, written notification or written application shall be deemed
satisfied if such action is taken in accordance with procedures established by
the Plan Administrator.
3. Section 2.3 of the Plan is hereby amended by adding the
phrase "and attributable to periods on or after July 1, 1996" at the end
thereof.
4. Section 2.4 of the Plan is hereby amended by adding the
phrase "and attributable to periods on or after July 1, 1996" at the end
thereof.
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5. Section 2.19 of the Plan is hereby amended by redesignating
Subsection (d) as Subsection (c) and by deleting the phrase "any distribution if
it and all Eligible Rollover Distributions to the Participant during the
calendar year are reasonably expected to total less than Two Hundred Dollars
($200), (c)".
6. Section 2.23 of the Plan is hereby amended in its entirety
to read as follows:
'Enrollment Date' means the earliest practicable date
after an Eligible Employee has met the requirements of Section
3.1.
7. Section 2.28 of the Plan is hereby amended in its entirety
to read as follows:
(a) 'Hours of Service' means an hour for which an
Employee is paid, or entitled to payment, by one or more
Controlled Group Members for the performance of duties as an
Employee and such Hours of Service shall be determined in
accordance with the provisions of 29 C.F.R. Section
2530.200b-2(a) and (b), which provisions are incorporated
herein by reference.
(b) Hours of Service shall be credited to eligibility
computation periods and Plan Years in accordance with the
provisions of 29 C.F.R. Section 2530.200b-2(c), which
provisions are incorporated herein by reference. Actual Hours
of Service shall be used whenever an accurate record of hours
are maintained for an Employee. Otherwise, an equivalent
number of hours shall be credited for each payroll period in
which the Employee would be credited with at least 1 hour.
The payroll period equivalencies are 45 hours weekly, 90
hours biweekly, 95 hours semimonthly and 190 hours monthly.
(c) Anything in the Plan to the contrary
notwithstanding, for purposes of determining the Hours of
Service, an Employee shall be credited with such Hours of
Service not otherwise credited
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to him under the Plan as may be required by any applicable
law.
8. Section 2.32 of the Plan is hereby amended by adding the
phrase "and attributable to periods on or after July 1, 1996" at the end
thereof.
9. Section 2.34 of the Plan is hereby deleted in its entirety.
10. A new Section 2.40A is hereby added to the Plan to read as
follows:
2.40A Prior After-Tax Contributions
--------------------------------------
'Prior After-Tax Contributions' means the
contributions provided for in Section 4.1(b) and attributable
to periods prior to July 1, 1996.
11. A new Section 2.40B is hereby added to the Plan to read as
follows:
2.40B Prior Before-Tax Contributions
---------------------------------------
'Prior Before-Tax Contributions' means the
contributions provided for in Section 4.1(a) attributable to
periods prior to July 1, 1996 and which were eligible for
Matching Employer Contributions.
12. A new Section 2.40C is hereby added to the Plan to read as
follows:
2.40C Prior Matching Employer Contributions
----------------------------------------------
'Prior Employer Matching Contributions' means the
contributions provided for in Section 5.1 and attributable to
periods prior to July 1, 1996.
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13. The first sentence Section 2.45 of the Plan is hereby
amended in its entirety to read as follows:
'Termination of Employment' means the Participant's
cessation of employment with the Controlled Group.
14. Section 2.50 of the Plan is hereby amended in its entirety
to read as follows:
An Employee shall be credited with a Year of Service
when he is credited with at least 1,000 Hours of Service in
the 12-month period beginning with his Employment Commencement
Date and, if applicable, his Reemployment Commencement Date,
either of which 12-month periods shall be the 'Initial
Eligibility Computation Period.' Whether or not an Employee is
entitled to be credited with 1,000 Hours of Service during an
Initial Eligibility Computation Period, such Employee shall be
credited with a Year of Service if he is credited with at
least 1,000 Hours of Service during the Plan Year which
includes the first anniversary of his Employment Commencement
Date or Reemployment Commencement Date (whichever is
applicable) or any Plan Year thereafter.
15. The first sentence of Section 3.1 of the Plan is hereby
amended in its entirety to read as follows:
Any person who was a Participant in the Plan on June
30, 1996 shall continue to be a Participant in the Plan.
16. Subsections 4.1(a) and (b) of the Plan are hereby amended
in their entirety to read as follows:
(a) Upon enrollment pursuant to Section 3.2, a
Participant may agree pursuant to a Salary Reduction Agreement
to have his Employer make Before-Tax Contributions to the
Trust of up to fifteen percent (15%) of his Compensation (in
1/2% increments) through equal pay period reductions;
provided, however, that the Before-Tax Contributions of a
Participant who is eligible to participate in the Caliber
System, Inc. Stock Bonus Plan and Trust may not exceed ten
percent (10%) of his Compensation.
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(b) Upon enrollment pursuant to Section 3.2, a
Participant may elect to make After-Tax Contributions to the
Trust of up to five percent (5%) of his Compensation (in 1/2%
increments) through percentage payroll deductions.
17. The first sentence of Section 4.2 of the Plan is hereby
amended in its entirety to read as follows:
A Participant's Before-Tax Contributions and/or After-Tax
Contributions with respect to any pay period must each be a
minimum of one percent (1%) of his Compensation and may not,
in the aggregate, exceed fifteen percent (15%) of his
Compensation; provided, however, that the aggregate Before-Tax
Contributions and/or After-Tax Contributions of a Participant
who is eligible to participate in the Caliber System, Inc.
Stock Bonus Plan and Trust may not exceed ten percent (10%) of
his Compensation.
18. The second sentence of Section 4.4 of the Plan is hereby
amended in its entirety to read as follows:
A Participant may, however, in accordance with the percentages
permitted by Sections 4.1 and 4.2, change the percentage of
his Before-Tax Contributions and/or his After-Tax
Contributions upon prior notice provided in accordance with
procedures established by the Plan Administrator to be
effective as soon as practicable following the filing of such
notice.
19. Section 4.4 of the Plan is hereby amended by deleting the
last sentence thereof.
20. Section 4.5 of the Plan is hereby amended in its entirety
to read as follows:
Upon prior notice provided in accordance with procedures
established by the Plan Administrator, a Participant may at
any time suspend his Before- Tax Contributions and/or
After-Tax Contributions effective as soon as practicable. A
Participant who has so suspended his Before-Tax Contributions
and/or After-Tax Contributions may, upon prior
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notice provided in accordance with procedures established by
the Plan Administrator, resume making such Contributions as
soon as practicable if he is an Eligible Employee on such
date.
21. Subsections 4.7(d) and 4.8(c) of the Plan are hereby
amended by deleting the phrase "prior to March 15 of the following Plan Year,"
each place such phrase occurs and inserting the phrase "prior to the end of the
following Plan Year" in each place thereof.
22. Effective as of October 1, 1996, the first sentence of
Section 4.12 is amended by inserting the phrase "either a conduit individual
retirement account or" immediately after the phrase "distributed to the
Participant from."
23. Effective January 1, 1997, the first sentence of Section
5.1 of the Plan is hereby amended by deleting the phrase "one hundred percent
(100%)" and inserting the phrase "fifty percent (50%)."
24. Subsection 5.2(a) of the Plan is hereby amended in its
entirety to read as follows:
(a) Each Participant who is a Covered Employee of a
particular Employer shall receive an allocation to his Account
of that Employer's Matching Employer Contributions with
respect to a Plan Year, which allocation shall be made only
with respect to the Participant's Before-Tax Contributions and
After-Tax Contributions that do not exceed, in the aggregate,
three and one-half percent (3 1/2%) of his Compensation while
an active Covered Employee during that Plan Year and are
earned prior to his termination of employment with his
Employer. Effective January 1, 1997, seven percent (7%) shall
be substituted for three and one-half percent (3 1/2%) in the
preceding sentence.
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25. The first sentence of Section 7.2 is hereby amended in its
entirety to read as follows:
The Plan Administrator shall establish and maintain, or cause
to be established and maintained, an Account for each
Participant, which Account will reflect, pursuant to
Sub-Accounts established and maintained thereunder, the
amount, if any, of the Participant's (a) Before-Tax
Contributions, (b) After-Tax Contributions, (c) Matching
Employer Contributions, (d) Prior After-Tax Contributions, (e)
Prior Before-Tax Contributions, (f) Prior Matching Employer
Contributions and (g) Rollover Contributions.
26. Section 7.4 of the Plan is hereby amended by deleting
Subsections (a), (b), (c) and (d) thereof and by deleting the phrase "(e)
Notwithstanding the foregoing," in Subsection (e) thereof.
27. Subsection 7.5(b) of the Plan is hereby amended in its
entirety to read as follows:
(b) Each Participant may, in accordance with
procedures established by the Plan Administrator, direct that
Before-Tax Contributions, Prior Before-Tax Contributions,
After-Tax Contributions, Prior After-Tax Contributions and
Rollover Contributions made by or for him be invested in one
or more Investment Funds; provided, however, that Prior
Before-Tax Contributions and Prior After-Tax Contributions
that have been used in determining the allocation of Prior
Matching Employer Contributions to a Participant's Account
pursuant to Section 5.2 as in effect prior to July 1, 1996
must remain invested in the Company Stock Fund until such
Participant attains age fifty-five (55).
28. Effective as of October 15, 1996, Subsection 7.6(a) of the
Plan is hereby amended by deleting the last sentence thereof.
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29. Subsection 7.6(b) of the Plan is hereby amended by
deleting the word "irrevocably."
30. Section 7.7 of the Plan is hereby amended in its entirety
to read as follows:
(a) Any investment direction permitted by Section
7.5(b) or change of investments for future Contributions
permitted by Section 7.6 shall be made by a Participant in
accordance with procedures established by the Plan
Administrator and shall specify the portion of the
Contributions (in whole percentages totalling 100% of the
amount agreed to be contributed by the Participant, subject to
the limitations provided in Sections 4.1 and 4.2) to be
invested in each of the Investment Funds.
(b) Such directions shall be effected as soon as
administratively feasible.
31. Section 7.8 of the Plan is hereby amended in its entirety
to read as follows:
(a) Any change in investments for prior Contributions
or transfers to the Company Stock Fund permitted by Section
7.6 shall be made by a Participant in accordance with
procedures established by the Plan Administrator and shall
specify the portion of the Investment Fund (in units, shares,
percentages or dollars, as applicable) to be transferred and
the Investment Fund(s) into which it is to be transferred.
(b) Such directions shall be effected as soon as
administratively feasible, based upon the value of the Account
(or applicable portion thereof) as of the Valuation Date as
determined in accordance with procedures established by the
Plan Administrator or such other date as may be required by
law.
32. Section 7.9 of the Plan is hereby amended in its entirety
to read "[Reserved]."
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33. The last sentence of Section 7.10 is hereby amended in its
entirety to read as follows:
The Trustee shall vote all other Company Stock in the Company
Stock Fund (including shares for which it does not receive
instructions from Participants) in accordance with
instructions from the Committee.
34. The last sentence of Section 7.11 is hereby amended in its
entirety to read as follows:
The Trustee shall decide whether or not to tender all other
Company Stock in the Company Stock Fund (including shares for
which it does not receive instructions from Participants) in
accordance with instructions from the Committee.
35. Section 8.2 of the Plan is hereby amended in its entirety
to read as follows:
(a) A Participant shall be eligible to receive
distribution of his Account upon his Termination of Employment
(other than by reason of death).
(b) Distributions pursuant to this Section shall be
paid to a Participant as soon as practicable after the
Participant has complied with procedures established by the
Plan Administrator pursuant to Section 8.1.
(c) If a Participant who has a Termination of
Employment should again become an Employee before completion
of the distribution of his Account, such distribution shall
cease until the Participant again has a Termination of
Employment.
36. Section 8.3 of the Plan is hereby amended in its entirety
to read as follows:
(a) In the case of the death of a Participant, the
Participant's Death Beneficiary shall be eligible to receive a
distribution of the Participant's Account. If there is more
than one Death Beneficiary, the Participant's Account shall be
divided in equal shares for each such Death
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Beneficiary, unless the Participant has provided otherwise.
(b) Distributions pursuant to this Section shall be
paid to a Death Beneficiary as soon as practicable after the
Death Beneficiary has complied with procedures established by
the Plan Administrator pursuant to Section 8.1.
(c) In the case of the death of a Participant, the
Committee may require such proper proof of death and such
evidence of the right of any person to receive a distribution
from the Account of a deceased Participant as the Committee
may deem desirable. The Committee's determination of death and
of the right of any person to receive payment shall be
conclusive.
37. Effective as of October 1, 1996, Subsection 8.4(a) of the
Plan is hereby amended in its entirety to read as follows:
(a) The distribution of a Participant's Account (or
portion thereof) pursuant to this Article shall be as follows:
(i) A Participant's Account may be paid in any of the
following forms:
(A) a single lump sum payment;
(B) a portion paid in a lump sum payment,
and the remainder paid later; or
(C) installments over a period not to exceed
the life expectancy of the Participant and his or her
Beneficiary.
(ii) The Participant's Account will be distributed in
cash unless the Participant (or, if applicable, the Death
Beneficiary) elects a distribution in-kind, subject to the
following procedures and restrictions:
(A) To the extent a distribution consists of
amounts invested in the Company Stock Fund, a
Participant may receive an in-kind distribution of
Company Stock only if such Participant elects to
receive a single lump sum payment under Subparagraph
(a)(i)(A) above or, on or after approximately
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February 1, 1997, a partial payment under
Subparagraph (a)(i)(B) above. Such an in-kind
distribution will consist of whole shares of Company
Stock and cash in lieu of any fractional share of
Company Stock.
(B) To the extent a distribution consists of
amounts invested in a particular Investment Fund
other than the Company Stock Fund, to effect an
in-kind distribution of the portion of a
Participant's Account invested in such Investment
Funds, the Trustee shall determine the portion of the
Participant's Account that is distributable in whole
shares or investment units, which the Trustee shall
distribute in kind. The portion of the Participant's
Account that is not distributable in whole shares or
investment units (as determined by the Trustee) and
the portion that is attributable to fractional shares
or investment units shall be distributed in cash.
Such in-kind distributions will only be permitted if
the Participant elects a single lump sum distribution
pursuant to Subsection 8.4(a)(i)(A).
The value of the portion of the
Participant's Account distributable pursuant to this
Paragraph shall be the value determined as of the
immediately preceding Valuation Date or such other
date as may be required by law.
38. Subsection 8.4(b) of the Plan is hereby amended by
deleting the word "irrevocably."
39. Subsection 8.5(b)(i) of the Plan is hereby amended by
deleting the phrase "in a lump sum payment" and inserting the phrase "in any
form of payment pursuant to Subsection 8.4(a)(i)" in its place.
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40. Subsection 8.6(a) of the Plan is hereby amended in its
entirety to read as follows:
(a) In accordance with procedures established by the
Plan Administrator, a Participant may withdraw all or a
portion of his Account as provided below:
(i) A Participant may withdraw all or a part
of the portion of his Account attributable to Prior
After-Tax Contributions (including earnings and
appreciation thereon).
(ii) A Participant may withdraw all or a
portion of his Account attributable to his Rollover
Contributions (including the net earnings thereon).
(iii) A Participant may withdraw all or a
portion of his Account attributable to Prior Matching
Employer Contributions (including earnings and
appreciation thereon); provided, however, that Prior
Matching Employer Contributions (including earnings
and appreciation thereon) that have not been held in
his Account for at least two (2) years may not be so
withdrawn unless the Participant has been a
Participant in the Plan for at least five (5) years
or unless such Prior Matching Employer Contributions
have been withdrawn pursuant to Section 8.7.
Withdrawals pursuant to Subsection 8.6(a) shall be made in
cash unless the Participant elects to receive the portion of
the withdrawal invested in the Company Stock Fund in-kind. Any
such in-kind distribution will consist of whole shares of
Company Stock and cash in lieu of any fractional share of
Company Stock.
41. Section 8.7 of the Plan is hereby deleted in its entirety
and any period of suspension pursuant to the terms of Section 8.7 shall be
deemed terminated as of July 1, 1996. Effective as of October 1, 1996, a new
Section 8.7 is added to
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the Plan to read as follows:
8.7 Withdrawals on Account of Disability or Attainment
--------------------------------------------------
of Age Fifty-Nine and One-Half (59 1/2)
---------------------------------------
A Participant whom the Committee has determined to be
disabled for a period of at least 12 months or who has
attained age fifty-nine and one-half (59 1/2) may withdraw at
any time and from time to time all or a portion of his Account
as provided and in the order as set forth below, except that
the Participant may instead choose to have amounts taken from
his After-Tax Sub-Account and Prior After-Tax Sub-Account
first:
(a) Rollover Contribution Sub-Account;
(b) Before-Tax Contributions Sub-Account;
(c) Prior Matching Employer Contributions Sub-
Account;
(d) Matching Employer Contributions Sub-Account;
(e Prior Before-Tax Contributions Sub-Account;
(f) After-Tax Contributions Sub-Account;
(g) Prior After-Tax Contributions Sub-Account.
Withdrawals pursuant to this Section shall be made in cash
unless the Participant elects to receive the portion of the
withdrawal invested in the Company Stock Fund in-kind. Any
such in-kind distribution will consist of whole shares of
Company Stock and cash in lieu of any fractional share of
Company Stock.
42. Subsection 8.8(a) of the Plan is hereby amended by
deleting the phrases "attributable to Before-Tax Contributions (excluding any
income allocable thereto)" and "of his Before-Tax Contributions".
43. Section 8.8 of the Plan is hereby amended by adding the
following Subsection (c) to the end thereof to read as follows:
(c) Amounts withdrawn on account of Hardship shall be
withdrawn from a Participant's Account in the order as set
forth below:
(i) After-Tax Contributions;
(ii) Prior After-Tax Contributions;
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(iii) Rollover Contributions;
(iv) Prior Matching Employer Contributions;
(v) Matching Employer Contributions;
(vi) Prior Before-Tax Contributions (excluding any
earnings);
(vii) Before-Tax Contributions (excluding any
earnings).
44. Subsection 8.11(a) of the Plan is hereby amended by
deleting the phrase "(but not less than $500)".
45. Effective as of October 1, 1996, a new Section 8.13 is
added to the Plan to read as follows:
8.13 Loans
-----------
The following loan provisions will be effective when
the Plan Administrator, in its discretion, determines it is
administratively feasible and desirable to provide loans under
the Plan.
(a) A Participant who is either an Employee of an
Employer or a Controlled Group Member or a "party-in-interest"
(as defined in Section 3(14) of ERISA) may, in accordance with
procedures established by the Plan Administrator, apply for a
loan from his Account. Such procedures shall include action to
prevent a Participant who is otherwise eligible for a loan
from securing a loan if the Administrator has knowledge that
the Participant is in bankruptcy or some similar proceeding.
Each loan shall be charged against the Participant's Account
in the following order (to the extent necessary): Before-Tax
Contributions Sub-Account; Prior Matching Employer
Contributions Sub-Account; Matching Employer Contributions
Sub-Account; Prior Before-Tax Contributions Sub-Account;
Rollover Contributions Sub-Account; After-Tax Contributions
Sub-Account, and finally, against the Prior After-Tax
Contributions Sub-Account.
(b) Each loan shall be in an amount which is not less
than $1,000. A Participant may only have one loan outstanding
at any time. The maximum loan to any Participant (when added
to the outstanding balance of all other loans to the
Participant from all qualified employer plans (as defined in
Code Section 72(p)(4)) of the
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Controlled Group) shall be an amount which does not exceed the
lesser of:
(i) Fifty Thousand Dollars ($50,000),
reduced by the excess (if any) of (A) the highest
outstanding balance of such other loans during the
one-year period ending on the day before the date on
which such loan is made, over (B) the outstanding
balance of such other loans on the date on which such
loan is made; or
(ii) fifty percent (50%) of the value of such
Participant's Account on the date on which such loan
is made.
(c) For each Participant for whom a loan is
authorized pursuant to this Section, the Participant's
interests will be liquidated first by Sub-Account and then
within each Sub-Account amounts shall be taken on a pro-rata
basis by Investment Fund to the extent necessary to provide
funds for the loan. The Trustee shall establish and maintain a
separate recordkeeping account within the Participant's
Account (the "Loan Sub-Account") (i) which initially shall be
in the amount of the loan, (ii) to which the funds for the
loan shall be deemed to have been allocated and then disbursed
to the Participant, (iii) to which the Note shall be allocated
and (iv) which shall show the unpaid principal of the
promissory note. All payments of principal and interest by a
Participant shall be credited initially to his Loan
Sub-Account and applied against the Note and then credited to
the Participant's Sub-Account in accordance with the
Participant's then current investment direction for future
Contributions; provided, however, that payments of principal
and interest to the Prior Matching Employer Contributions
Sub-Account, the Matching Employer Contributions Sub-Account,
the Prior Before-Tax Contributions Sub-Account, and the Prior
After-Tax Contributions Sub-Account shall be reinvested in the
Company Stock Fund. The Plan Administrator shall value each
Participant's Loan Sub-Account for purposes of Section 7.4 at
such times as the Plan Administrator shall deem appropriate,
but not less frequently than quarterly.
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(d) Loans made pursuant to this Section:
(i) shall be made available to all
Participants on a reasonably equivalent basis;
(ii) shall not be made available to Highly
Compensated Employees in a percentage amount greater
than the percentage amount made available to other
Participants;
(iii) shall be secured by the Participant's
Loan Sub-Account;
(iv) shall be evidenced by a promissory note
and security agreement (the "Note") which provides
for:
(A) the loan to be secured by the
Participant's Loan Sub-Account;
(B) a rate of interest of one
percent above the prime interest rate as
determined by the Trustee at the time the
loan is processed;
(C) repayment within a specified
period of time, which shall not extend
beyond five (5) years from the date the loan
is made unless the loan proceeds are used to
acquire a dwelling which, within a
reasonable time (determined at the time the
loan is made), is to be used as the
principal residence of the Participant, in
which case the repayment period may extend
to ten (10) years;
(D) repayment in equal payments over
the term of the loan, with payments not less
frequently than monthly; and
(E) for such other terms and
conditions as the Plan Administrator shall
determine, which shall include provision
that:
(I) with respect to a
Participant who is an Employee, the
loan will be repaid pursuant to
authorization by the Participant of
equal payroll deductions over the
repayment period sufficient to
amortize fully the loan within the
repayment period or by check during
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any period the Participant is
ineligible for payroll deduction;
(II) the loan shall be
prepayable in whole or in specified
increments (as determined from time
to time by the Plan Administrator)
at any time without penalty;
(III) the loan shall be
treated as in default if payments
are more than 90 days late. A
Participant shall then have 30 days
from the time he receives written
notice of the default and a demand
for past due amounts to cure the
default before it becomes final; and
(IV) the Plan Administrator
may agree to a suspension of loan
payments for up to 12 months for a
Participant who is on a leave of
absence without pay. During such
suspension period, interest shall
continue to accrue. At the end of
such suspension period, all
outstanding loan payments and
interest shall be due unless
otherwise agreed upon by the Plan
Administrator.
(e) Notwithstanding any other provision of the Plan,
a loan made pursuant to this Section shall be a first lien
against the Participant's Loan Sub-Account. Any amount of
principal or interest due and unpaid on the loan at the time
of any Default on the loan, and any interest accruing
thereafter, shall be satisfied by deduction from the
Participant's Loan Sub-Account, and shall be deemed to have
been distributed to the Participant, as follows:
(i) In the case of a Participant who, at the
time of the Default, is an Employee and is not
eligible to receive distribution of his Account under
the provisions of Article VIII, (other than Hardship
withdrawals under Section 8.8) at such time as he
first becomes eligible to receive distribution of his
Account under the provisions of this Article, (other
than Section 8.8); or
(ii) In the case of any other Participant,
immediately upon such Default.
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If, as a result of the application of the preceding sentence,
an amount of principal or interest on a loan remains
outstanding after Default, interest at the rate specified in
the Note shall continue to accrue on such outstanding amount
until fully satisfied by deduction from the Participant's Loan
Sub-Account as hereinabove provided or by payment by or on
behalf of such Participant.
(f) The Plan Administrator shall have the right to
call any Participant's loan once the Participant's employment
with all Controlled Group Members has terminated or if the
Plan is terminated.
46. Subsection 9.8(a) of the Plan is hereby amended by
deleting the phrase "thirty (30)" and inserting the phrase "ninety (90)" in its
place.
47. Effective as of October 1, 1996, the second sentence in
Section 14.2 of the Plan is hereby amended in its entirety to read as follows:
Notwithstanding the foregoing, this Section shall not preclude
the Trustee from complying with a qualified domestic relations
order (as defined under Code Section 414(p)), the enforcement
of a federal tax levy pursuant to Code Section 6331, or the
collection by the United States on a judgment resulting from
an unpaid tax assessment, in accordance with the Committee's
direction.
48. Exhibit B to the Plan is hereby amended in its entirety to
read as follows:
EXHIBIT B
Additional Investment Funds Pursuant to Section 7.1
As of July 1, 1996
(1) The Income Accumulation Fund
(2) MasterWorks Bond Index Fund
(3) MasterWorks Assets Allocation Fund
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(4) The XXX Stock Fund, to be invested in XXX Stock. The
XXX Stock Fund shall be subject to the terms and
conditions of Exhibit C.
(5) Mutual Beacon Fund
Additional Investment Funds Pursuant to Section 7.1
As of October 1, 1996
(1) MasterWorks S&P 500 Stock Fund
(2) Vanguard Primecap Fund
(3) MasterWorks LifePath 2000
(4) MasterWorks LifePath 2010
(5) MasterWorks LifePath 2020
(6) MasterWorks LifePath 2030
(7) MasterWorks LifePath 2040
(8) Xxxxxxxxx Foreign Fund
(9) AIM Constellation Fund
49. The last sentence of Item (3) of Exhibit C is hereby
amended in its entirety to read as follows:
The Trustee shall vote all other XXX Stock in the XXX Stock
Fund (including shares for which it does not receive
instructions from Participants) in accordance with
instructions from the Committee.
50. The last sentence of Item (4) of Exhibit C is hereby
amended in its entirety to read as follows:
The Trustee shall decide whether or not to tender all other
XXX Stock in the XXX Stock Fund (including shares for which it
does not receive instructions from Participants) in accordance
with instructions from the Committee.
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IN WITNESS WHEREOF, the Company and the Trustee have caused
this Amendment No. 4 to be executed by their duly appointed officers.
In the presence of: CALIBER SYSTEM, INC.
/s/ Xxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxx
---------------------- ---------------------------------
Title:
BARCLAYS GLOBAL INVESTORS,
NATIONAL ASSOCIATION
/s/ X.X. Xxxxx By: /s/ Xxxxxxx Xxxxx
---------------------- ---------------------------------
Title: Principal
/s/ Xxxxx Xxxxxxx By: /s/ Xxxxx X. Xxxxxxxx
---------------------- ---------------------------------
Title: Man. Dir.
