EXHIBIT 10(U)
FORM OF DISABILITY BENEFIT AGREEMENT
Xxxxxxxx Corporation ("Xxxxxxxx") entered into a Disability Benefit Agreement
identical to the form attached hereto with each of the following Xxxxxxxx
executive officers on the dates indicated.
Date Name
---- ----
08/01/94 Xxxxxxxx X. Xxxxxx
03/01/98 Xxxxxxxx X. Xxxxxxx
08/01/94 Xxxxxxx X. Xxxxxxx
03/01/96 Xxxx X. Xxxxxx
(Date)
{{Title}}
{{Address1}}
{{City}}{{State}}{{PostalCode}}
Dear {{LastName}}:
Re: DISABILITY BENEFIT AGREEMENT
The purpose of this letter is to set forth the agreement (the
"Disability Benefit Agreement") by The X.X. Xxxxxxxx Company (the "Company") in
consideration of your past and future service to the Company or any of its
subsidiaries or affiliates (hereinafter employment or duties with the Company
shall include employment or duties with any subsidiaries or affiliates) to make
benefit payments to you in the event you become totally disabled while on the
rolls of the Company and prior to retirement from the service of the Company.
THIS AGREEMENT TERMINATES ANY AND ALL PRIOR DISABILITY BENEFIT AGREEMENTS OR
ARRANGEMENTS WHICH HAVE BEEN COMMUNICATED TO YOU BY THE COMPANY IN THE PAST.
Payments under the Disability Benefit Agreement, which may be made to you,
currently are not funded and will be made from the general assets of the
Company.
The Disability Benefit Agreement is as follows:
1. Disability Benefit Amounts. In the event that you become totally
disabled prior to termination from the service of the Company and before this
Disability Benefit Agreement is otherwise terminated, the Company shall make
monthly payments to you under this Disability Benefit Agreement during the
period referred to in paragraph 3 hereof. The amount of each monthly payment
hereunder will be set at a level so that the total of such payment and any
monthly payments to you under the Long Term Disability Plan (as hereinafter
defined), before reduction for plan offsets, equals sixty percent (60%) of your
Benefit Earnings as defined in the Long Term Disability Plan as it may be
amended from time to time, excluding however the limitation of Code Section
505(b)(7). The current definition of Benefit Earnings is contained in Attachment
A.
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2. Long Term Disability Plan. For purposed of this Disability Benefit
Agreement "Long Term Disability Plan" shall mean The X.X. Xxxxxxxx Long Term
Disability Plan or any long term disability plan of any subsidiary or affiliate
of the Company, including any predecessor or successor plan(s).
3. Payments. To be eligible for payments under this Disability Benefit
Agreement, participation is required in the Long Term Disability Plan. The
payments provided for under paragraph 1 hereof shall commence simultaneously
with the first monthly benefit payment paid to you under the Long Term
Disability Plan and shall continue so long as you continue to receive monthly
benefit payments thereunder.
4. Restrictions and Alienation. Your rights and interests hereunder
shall not be subject to assignment, alienation, anticipation, pledge, sale or
transfer in any manner, nor be resorted to, appropriated or seized in any
proceeding at law, in equity or otherwise. If you, without the written consent
of the Company, attempt to assign, transfer, alienate or encumber your right to
receive any payment hereunder or permit the same to be subject to alienation,
garnishment, attachment, execution or levy of any kind, then thereafter during
the period any payments are to be made hereunder, and also during any period in
which you are incapable in the judgment of the Company of attending to your
financial affairs, any payment which the Company is required to make hereunder
may be made, in the discretion of the Company, directly to you or to any other
person for your use or benefit or that of your dependents, if any, including any
person furnishing goods or services to or for your use or benefit or the use or
benefit of your dependents, if any. Each such payment may be made without the
intervention of a guardian, the receipt of the payee shall constitute a complete
release to the Company with respect thereto, and the Company shall have no
responsibility for the proper application thereof.
5. Termination. This Disability Benefit Agreement may be modified,
amended or terminated only as follows:
(a) By mutual consent of the parties evidenced by a
writing signed by you and a duly authorized officer
of the Company on its behalf.
(b) By the Company on at least three years prior notice
to you.
(c) The Disability Benefit Agreement shall terminate
automatically upon the date you terminate your
service with the Company for any reason other than
total disability.
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Please acknowledge that you have read and understand the contents of
this Agreement by singing the enclosed copy at the place provided for that
purpose and returning it to the undersigned.
Sincerely,
The X.X. Xxxxxxxx Company
By___________________________
I hereby acknowledge that I have read and understand the contents of
this Agreement. I further acknowledge that any and all prior disability benefit
agreements which may have been communicated to me in the past have been
terminated.
------------------------- ------------------------------
(Date)
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ATTACHMENT A
"Benefit Earnings" means the regularly scheduled rate of compensation of the
Employee, plus overtime, holiday pay, vacation pay, commissions, and bonus or
incentive compensation paid by the Company to the Employee for a calendar year,
for services rendered by the Employee to the Company. In addition, "Benefit
Earnings" shall include tax-deferred contributions made on behalf of the
Employee to the Tax-Deferred Savings Option of the Retirement Plus Savings Plan
or any other cash or deferred arrangement under Section 401(k) of the Code, the
Benefit Restoration Plan, and the BFG Flex Benefit program or any other
cafeteria plan established by the Company under Section 125 of the Code, and
shall include deferred incentive compensation for the Plan Year in which it
would have been paid but for the deferral.
Notwithstanding the foregoing, "Benefit Earnings" shall exclude: (a) foreign
service allowances, premiums and incentive payments; (b) long-term incentive
compensation under any plan of the Company which provides bonus or incentive
compensation based upon performance over a period in excess of one year; (c)
deferred compensation in the Plan Year in which payment is received; (d) income
arising from the exercise of stock options, including stock appreciation rights
and limited stock appreciation rights; (e) Company contributions, including
matching contributions, to employee benefit plans and reimbursements or payments
in lieu thereof; (f) pay in lieu of vacation; (g) pension, profit-sharing or
other retirement plan payments, whether or not made pursuant to a plan qualified
under any applicable provisions of the Code; (h) amounts paid under the
Company's Long Term Disability Plan or any other similar plan of an employer;
(i) severance payments, including those paid under the Company's Employment
Termination Protection Plan, Employee Protection Plan and the Management
Continuity Agreement; (j) irregular lump sum payments, special awards, and other
forms of extraordinary or special compensation; (k) payments made under any
successor plans to any plan described in (a) through (j) above; all of the
foregoing as determined by the Company pursuant to uniformly applicable rules.
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