ANCILLARY AGREEMENT under NORTHWEST AIRLINES SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (2001 Restatement)
Exhibit 10.48
under
NORTHWEST AIRLINES
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
(2001 Restatement)
THIS AGREEMENT, Made and entered into by and between Northwest Airlines, Inc., a Minnesota corporation, (the “Employer”) and Xxxx X. Xxxxx (the “Participant”).
WHEREAS, Employer has established a nonqualified plan of deferred compensation for the benefit of a select group of management or highly compensated employees currently set forth in a document entitled “Northwest Airlines Supplemental Executive Retirement Plan (2001 Restatement)” (hereinafter the “2001 SERP Restatement”); and
WHEREAS, The Plan maintained pursuant to the 2001 SERP Restatement (sometimes referred to as the “SERP”) contemplates that certain terms and provisions may be varied pursuant to a separate written agreement by and between Employer and Participant known as an “Ancillary Agreement”; and
WHEREAS, The Employer and the Participant agree that upon executing this Ancillary Agreement, Participant’s SERP benefit will be computed under and governed solely by Part B of the 2001 SERP Restatement and not Part A of the 2001 SERP Restatement.
NOW THEREFORE, IT IS HEREBY AGREED, By and between Employer and Participant as follows:
1) DATE OF PARTICIPATION. Participant’s effective date for the commencement of SERP participation is May 1, 2005.
2) SPECIAL ARRANGEMENTS. For the purpose of computing Participant’s benefits under the SERP, the following special rules shall apply.
a) CB Increased Pay Credit Percentage. For the purpose of determining Participant’s applicable pay credit percentage pursuant to Section 4.1.1(b)(1)(iii) of the 2001 SERP Restatement the Participant shall receive (during the period from May 1, 2005 through April 30, 2010) three times the pay credit that the Participant would otherwise be entitled to receive (i.e., the “actual” plus two “deemed”). Therefore, the Participant’s applicable pay credit percentage during the following periods shall be as follows:
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With respect to Participant’s Earnings |
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Participant’s applicable pay |
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May 1, 2005 to April 30, 2006 |
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30 |
% |
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May 1, 2006 to March 31, 2007 |
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30 |
% |
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|
|
|
|
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April 1, 2007 to April 30, 2007 |
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36 |
% |
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|
|
|
|
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May 1, 2007 to April 30, 2008 |
|
36 |
% |
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|
|
|
|
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May 1, 2008 to April 30, 2009 |
|
36 |
% |
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|
|
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|
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May 1, 2009 to April 30, 2010 |
|
45 |
% |
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b) CB Generally Applicable Pay Credit Percentage. For the purpose of determining Participant’s applicable pay credit percentage pursuant to Section 4.1.1(b)(1)(iii) of the 2001 SERP Restatement during periods subsequent to April 30, 2010, Participant’s applicable pay credit percentage shall be determined under the generally applicable rules of the Pension Plan; provided, however, that in applying those rules, Participant’s actual Benefit Service shall be increased by all additional deemed years of Benefit Service (i.e. 2 deemed years of benefit accrual service for each actual year of benefit service for the period May 1, 2005 through April 30, 2010).
c) CB Initial Account. For the purpose of Section 4.1.1(b)(1)(iii) of the 2001 SERP Restatement, Participant’s initial account balance would be $190,458.23 as of May 1, 2005, if that initial account balance were computed on a basis consistent with the Pension Plan formula for computing initial account balances. In addition to this amount, your initial account balance determined as of May 1, 2005 shall be credited with an additional $200,000.00 (resulting in a total initial account balance of $390,458.23 as of May 1, 2005).
3) INTEGRATION. This agreement is intended to be and is an Ancillary Agreement as that term is used in the SERP. Insofar as this Ancillary Agreement relates to Participant’s entitlement under the SERP, this Ancillary Agreement represents the entire agreement of Participant and Employer and supercedes all prior agreements and understandings, written or otherwise. In no event shall this Ancillary Agreement and any other agreement be construed or interpreted to provide duplicate benefits.
IN WITNESS WHEREOF, Employer and Participant have executed this Ancillary Agreement as of April 29, 2005.
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NORTHWEST AIRLINES, INC. |
PARTICIPANT |
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/s/ Xxxxxxx X. Xxxxxxxxx |
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/s/ Xxxx X. Xxxxx |
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Xxxxxxx X. Xxxxxxxxx, |
Xxxx X. Xxxxx |
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Chief Executive Officer |
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