Exhibit 10.29


 


ELEVENTH AMENDMENT


TO THE FIRST RESTATEMENT OF THE


MERIT MEDICAL SYSTEMS, INC. 401(k) PROFIT SHARING
PLAN


 


This
Eleventh Amendment to the First Restatement of the Medical Systems, Inc.
401(k) Profit Sharing Plan (the “Plan”) is adopted effective as of January 1,
2008 by Merit Medical Systems, Inc. (the “Employer”) as principal sponsor
of the Plan.


 


WHEREAS,
the Employer maintains the Plan for the benefit of its employees and the
employees of its participating subsidiaries; and


 


WHEREAS,
it is necessary and desirable to amend the Plan’s definitions of “Compensation”  and “Section 415 Total Earnings” to
reflect “final” Internal Revenue Code Section 415 regulations that apply
to the Plan for limitation years beginning after July 1, 2007; and


 


WHEREAS,
the Employer has reserved the right to amend the Plan.


 


NOW,
THEREFORE, the Plan is hereby amended as follows:


 


1.                                       Article I, Section 11 of the Plan
document, defining “Compensation,” is amended to add the following paragraph at
the end thereof:


 


“With respect to any Plan Year, a Participant’s
Compensation for that Plan Year shall mean the amount of Compensation actually
paid to the Participant during that Plan Year (regardless of whether earned
during the Plan Year or the immediately preceding Plan Year).  Notwithstanding the foregoing, Compensation
for a Plan Year shall not include amounts paid by the Employer after the
effective date of the Participant’s “severance from employment” within the
meaning of Treasury Regulation Section 1.415(a)-1(f)(5) except for
the following amounts which the Employer pays by the later of (i) 2 1⁄2
months after the effective date of severance from employment, or (ii) the
end of the Limitation Year that includes the effective date of severance from
employment:


 


(a)  Regular pay for
services during the Participant’s regular working hours, or compensation for
services rendered outside the Participant’s regular working hours (such as
overtime or shift differential), bonuses, commissions or other similar accrued
amounts that would have been paid had the Participant not incurred a severance
from employment; and


 


(b)  Payment for
unused, accrued bona fide sick, vacation or other leave, but only to the extent
the Participant would have been able to use such leave if employment had continued.


 


In no event shall any severance pay, severance benefits or
non-qualified deferred compensation paid after the date of severance of
employment be included in Compensation, and no contributions shall be made
under the Plan with respect to such excluded amounts.”


 

















 


2.                                       Article I, Section 46 of the Plan
document, defining “Section 415 Total Earnings,” is amended to add the
following paragraph at the end thereof:


 


“With respect to any Limitation Year, a
Participant’s Section 415 Total Earnings for that Limitation Year shall
mean the amount of “Compensation” actually paid to the Participant during that
Limitation Year (regardless of whether earned during the Limitation Year or the
immediately preceding Limitation Year). 
Notwithstanding the foregoing, Section 415 Total Earnings for a
Limitation Year shall not include amounts paid by the Employer after the
effective date of the Participant’s “severance from employment” within the
meaning of Treasury Regulation Section 1.415(a)-1(f)(5) except for
the following amounts which the Employer pays by the later of (i) 2 1⁄2
months after the effective date of severance from employment, or (ii) the
end of the Limitation Year that includes the effective date of severance from
employment:


 


(a)  Regular pay for
services during the Participant’s regular working hours, or compensation for
services rendered outside the Participant’s regular working hours (such as
overtime or shift differential), bonuses, commissions or other similar accrued
amounts that would have been paid had the Participant not incurred a severance
from employment; and


 


(b)  Payment for
unused, accrued bona fide sick, vacation or other leave, but only to the extent
the Participant would have been able to use such leave if employment had
continued.


 


In no event shall any severance pay, severance benefits or
non-qualified deferred compensation paid after the date of severance of
employment be included in “Section 415 Total Earnings.”


 


3.                                       Except as provided above, the Plan is hereby
ratified and confirmed in all respects.


 


 


IN WITNESS WHEREOF, the Employer has caused
this Eleventh Amendment to be executed this 21st day of May, 2008.


 


	
   

  	
  MERIT MEDICAL SYSTEMS, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Rashelle Perry

  
	
   

  	
  Name:

  	
  Rashelle Perry

  
	
   

  	
  Its:

  	
  Chief Legal Officer

  
					



 


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