THIRD AMENDMENT TO THE HARRIS CORPORATION MASTER RABBI TRUST AGREEMENT
Exhibit 10(i)
WHEREAS, XXXXXX CORPORATION (the “Company”) and THE NORTHERN TRUST COMPANY, an Illinois
corporation of Chicago, Illinois (the “Trustee”), executed the Xxxxxx Corporation Master Rabbi
Trust Agreement (the “Trust”), effective the 2nd day of December, 2003 and;
WHEREAS, the Company and the Trustee desire to amend the Trust pursuant to Section 12 thereof
to require that the Trust assets be located in the United States; and
WHEREAS, the Company and the Trustee desire that such amendment be effective as of January 1,
2009;
NOW, THEREFORE, the sections of the Trust set forth below are amended as follows, but all
other sections of the Trust shall remain in full force and effect.
| 1. | Section 5(e)(2) shall be amended to delete the phrases “domestic or foreign,” and “, wherever situated,” where they appear therein. | ||
| 2. | Section 13 shall be amended to add the following new subsection (f) thereto: |
| “(f) | Company and Trustee agree that no assets of the Trust over which Trustee has investment discretion, shall be located or transferred outside of the United States.” |
| 3. | Appendix A shall be amended and restated to be read as follows: |
Participating Plans
Xxxxxx Corporation Supplemental Executive Retirement Plan (as in effect prior to, on and
after January 1, 2005);
Xxxxxx Corporation 2005 Supplemental Executive Retirement Plan;
Xxxxxx Corporation 1997 Directors Deferred Compensation and Annual Stock Unit Award
Plan;
Xxxxxx Corporation 2005 Directors’ Deferred Compensation Plan; and
Directors Retirement Plan.
IN WITNESS WHEREOF, the Company and the Trustee have caused this Third Amendment to be
executed and their respective corporate seals to be affixed and attested by their respective
corporate officers on this 15 day of January, 2009.
| XXXXXX CORPORATION | ||||||
| By: | /s/ Xxxxxxx X. Xxxxxx
|
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| Its: | Vice President, Tax and Treasurer | |||||
ATTEST
The undersigned, Xxxxx X. Xxxxxx, does hereby certify that he is the duly elected, qualified
and acting Secretary of Xxxxxx Corporation (the “Company”) and further certifies that the person
whose signature appears above is a duly elected, qualified and acting officer of the Company with
full power and authority to execute this Trust Amendment on behalf of the Company and to take such
other actions and execute such other documents as may be necessary to effectuate this Amendment.
Pursuant to Section 12 of the Trust, the undersigned further certifies that this Trust Amendment
does not conflict with the terms of any Plan as defined in the Trust. The undersigned further
represents that The Northern Trust Company may conclusively rely on this certification.
| /s/ Xxxxx X. Xxxxxx | |||||
| Xxxxx X. Xxxxxx | |||||
| Secretary | |||||
| Xxxxxx Corporation | |||||
| THE NORTHERN TRUST COMPANY | ||||||
| By: | /s/ Xxxxxx Xxxxxxxxx
|
|||||
| Its: | VP | |||||
ATTEST: |
||
/s/ |
Xxxxxx X. Xxxxxx, Xx. | |
Its: |
Assistant Secretary | |
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