EX-10.46



 





Exhibit 10.46




HR-LV-501




	 	 	 	 	 
	L. B. Foster Company
	 	 	 	 
	Leased Vehicle / Vehicle Allowance Policy

	 	 	 	HR-LV-501
	Revised 09/01/07;	 	Supersedes 10/01/06






1. GENERAL POLICY; PURPOSE





It is the policy of the L.B. Foster Company to provide a leased vehicle or vehicle allowance to
employees holding one of the following positions:




	•	 	Corporate Officer;
	 
	•	 	Sales Managers and Sales Positions;
	 
	•	 	An eligible employee in which the position requires frequent business travel by vehicle





2. ELIGIBILITY




	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Monthly
	 	 	 	 	 	 	Deduction
	 	 	 	 	 	 	for Leased
	Class:	 	Group:	 	Policy:	 	Vehicle:
	A

	 	Corporate Officers
	 	$850 monthly
Vehicle Allowance
as periodically
adjusted or Leased
Vehicle
	 	$	85	 
	B

	 	Sales Managers
	 	$750 monthly
Vehicle Allowance
as periodically
adjusted or Leased
Vehicle
	 	$	75	 
	C

	 	Outside Sales
personnel who are
required to drive in
excess of 8,000
business miles
annually
	 	$650 monthly
Vehicle Allowance
as periodically
adjusted or Leased
Vehicle
	 	$	60	 






 









 






Leased Company Vehicles:



Anyone eligible for a Vehicle and driving an average of 8,000 or more business miles per year
may choose either the leasing program or the Allowance Program.



Business miles for those electing the leasing program are reimbursed at rates determined from
time to time by the CEO.



Allowance:



Anyone eligible for a Vehicle and driving an average of 8,000 or more business miles per year
may choose the allowance program.



Anyone eligible for a Vehicle who drives less than 8,000 business miles per year on average are
required to use the allowance.



Mileage for business purposes for anyone on the allowance will be reimbursed at a rate
determined from time to time by the CEO.



3. ELIGIBLE DRIVER




Except in emergencies, driving of a Company vehicle shall be limited to employee and the
employee’s spouse over the age of twenty-five (25).



4. RESPONSIBILITY 




A. Vehicle Allowance guidelines




(i) The monthly Vehicle allowance amount is set by employee class on an annual basis and is paid
as additional taxable income in the employee’s regular paycheck. An employee receiving a Vehicle
allowance is responsible for the payment of any and all associated federal, state, and local
taxes.



(ii) Employees on a monthly Vehicle allowance, who drive personal vehicles for business reasons,
will be reimbursed for those miles at the reimbursement rate of .28 per mile.



(iii) An employee receiving a Vehicle allowance is required to have available, as required by
business needs, a late model four (4) door vehicle. The vehicle is to be clean externally and
internally and presentable for Company business at all times.



B. Leased Vehicle Program Guidelines




(i) An eligible employee, as identified in section 1. General Policy, within class A, B, C may
choose between a Company leased vehicle, if they travel at minimum 8,000 business miles per year,
or a monthly Vehicle allowance.



(ii) Participants are to log all business miles and submit for reimbursement via their expense
reports. The log must be included with the expense report. The Company will establish and
publish the reimbursement rate at least annually. Reimbursement rates will be established to
cover the employee’s cost of gas that is attributable to cost of required business miles using the
leased vehicle provided by the Company. The Company will only reimburse employees for authorized
Business miles; personal miles are not reimbursable.



 









 





(iii) Eligible employees may not opt out of the Company leased vehicle option until the current
Vehicle has reached 60 months of service or the vehicle has reached 80,000 miles. In addition,
the Company may require the employee to continue driving the vehicle if the book value exceeds the
Fair Market Value of the vehicle until such time that the disposal of the Vehicle will not result
in a financial loss to the Company.



(iv) When a new Company Leased vehicle is ordered, the employee may purchase options at his/her
expense, beyond Company established base options, available on his or her vehicle model. Payment
is due before delivery of the vehicle. The leasing company will provide information regarding
payment and applicable sales and or state tax.



(v) It shall be the responsibility of each employee receiving a Company leased vehicle to monitor
and report odometer readings as of each November 1st and on the date his/her vehicle is replaced
to validate personal mileage. These odometer readings are to be turned into the Payroll Department
during the first week of November on the Company Vehicle Odometer Form. (Attachment SP-P-10.1)



(vi) If a “Leased Vehicle Odometer form (SP-P-10.1)” is not received by the due date, mileage
estimates from expense reports, fuel, and maintenance records will be used to determine personal
and business miles. It shall be the responsibility of each employee to maintain records
documenting all business and personal mileage usage in accordance with record keeping requirements
which may, from time to time, be required by the Internal Revenue Service, and to note this on the
Company Vehicle Odometer Form. (Attachment SP-P-10.1)



(vii) The driver is responsible for operating the vehicle in a safe manner. The use of seat belts
is mandatory for the driver and all passengers. Operating a motor vehicle while under the
influence of alcohol or illegal drugs is prohibited.



(viii) It is the employee’s responsibility to notify their Manager or the Human Resources
Department of any change in the employee’s physical status or if the employee is taking any
medications labeled with a warning that the medication could impair his/her driving.



(ix) The use of cellular phones while driving is not encouraged; the Company suggests a
“hands-free” device be used in the vehicle while driving.



(x) If any driver of a Company leased vehicle or an employee receiving a Vehicle allowance, is
issued a citation for DUI (driving under the influence), their Company vehicle/Vehicle allowance
privileges will be suspended until the outcome of the charge is determined in a court of law. If
convicted for DUI, that driver will have his/her Company leased vehicle/Vehicle allowance
privileges revoked for a minimum one (1) year period. Pre-trial suspension will be counted
towards the one (1) year.



(xi). If any employee is issued a second DUI citation, the privilege of a company-leased vehicle
will be removed permanently. In addition, other disciplinary actions may be levied up to and
including termination. Decisions on reinstatement of Company Vehicle privileges after a suspension
will be based on continued business need of the position, consultations with the Risk Manager and
compliance with Foster’s current vehicle insurance carrier’s requirements.



(xii) Leased vehicle participants are required to adhere to the maintenance schedule under the
leased vehicle maintenance program.



(xiii) While assigned to an employee, Company vehicles must be carefully maintained and kept
clean in a manner properly representing the Company. When returned from employee use, vehicles
should be clean and free of alteration or damage beyond normal wear and tear.



 









 





(xiv) All participants in this program shall be required to execute SP-P-10.2 (Acknowledgment of
Driver Requirements) and SP-P-10.1 (Company Vehicle Odometer form) on an annual basis.



Failure to adhere to these policies can result in loss of Company Vehicle privileges, and/or
disciplinary actions up to and including termination.



C. Accounting and Payroll Departments




It shall be the responsibility of the Accounting and Payroll Departments to maintain and verify
the records of all Leased Vehicle Plan participants with regard to payroll deductions, individual
taxability calculations and W-2 reporting.



D. Transportation Department




It shall be the responsibility of the Transportation Department to monitor the fleet of
Company leased vehicles in service, to provide lease values, to ensure that the appropriate
forms are provided to each driver, and acquire and dispose of all Company leased vehicles.



E. Human Resources Department





	•	 	The Vice President, Human Resources shall be responsible for the interpretation and
application of the provisions of the Leased Vehicle Plan.
	 
	•	 	The Human Resources Department shall obtain a copy of a newly hired employee’s driver’s
license prior to authorizing the use of a company vehicle.
	 
	•	 	The Human Resources Department shall be responsible for obtaining an application and
completing a Motor Vehicle Record (MVR) check on all new hires that may be required to drive
as part of their assigned duties and no less than annually thereafter. Any employee with
excessive violations or accidents may lose their leased vehicle privileges based on the
requirements of the fleet insurance carrier.





F. Division Management and the Vice President of Human Resources will be responsible for approving
any Vehicle assignments or allowance and may, at his or her discretion, reject assignment of a
Company vehicle or authorizing the receipt of a Vehicle allowance.



   5. PRACTICE 




A. Pursuant to the IRS regulations, the value of the personal use of an employer provided
vehicle must be included in the employee’s income and subjected to withholding tax.



B. The annual lease value of an vehicle shall be based the manufacture’s invoice price plus 4%.



C. The percentage of personal usage of the annual lease value shall represent an additional
non-cash item which shall be included as employee taxable income.



D. The annual lease value shall include all maintenance and insurance but will not include the
annual fuel cost for the leased vehicle.



 









 





E. Fuel shall be valued at the current calendar year IRS established rate, per personal mile
driven for employees driving company leased vehicles.



F. The driver of a company-leased vehicle is to use the maintenance card to charge maintenance
and repair expenses. Those expenses that cannot be charged through the maintenance program
shall be reimbursed through their expense report. For body damage and repairs refer to 10(c).



G. The Company will reimburse employees for Manager Approved Business Miles. Employees are to
submit approved miles, via the expense report.



H. 90 days prior to turning in a Company leased vehicle, all maintenance expenses must be
approved by Transportation.



I. Monthly deductions for Company leased vehicles shall be classified on the employee pay stub
as federal withholding tax.



J. The annualized dollar value of the Company vehicle personal use benefit will appear as
additional earnings on the employee pay stub and W-2.



   6. TRANSFER




The transfer of any Company provided vehicle between employees must be authorized by the Human
Resources Department and Division Officer(s).



   7. REPLACEMENT 




A. Company leased vehicles may be eligible for replacement not earlier than 60 months or 80,000
miles, whichever occurs first. Replacement Vehicle orders will not be approved and entered by
the Transportation Department until the vehicle has reached 77,000 miles or has been used for
59 months. The employee’s Manager may require the eligible employee to continue driving the
vehicle if the book value exceeds the Fair Market Value of the vehicle until such time that
the disposal of the Vehicle will not result in a financial loss to the Company.



B. All vehicle lease terms will be set based on the anticipated annual business miles the
position is required to drive.



C. Drivers and their immediate family members may purchase the employee’s assigned vehicle at
lease end for the current wholesale fair market value (established by the Transportation
Department) plus all taxes, title, licensing, delivery and any other related costs. The value
of the vehicle will then be adjusted for any driver-paid options.



D. Vehicles not purchased will be disposed of by the Transportation Department.



E. Any employee who purchases a vehicle under this standard practice is responsible for all
financing, pick up of vehicle, sales tax, and must sign an “As Is” bill of sale that will be
placed in their personnel file. Payment in full to the leasing Company is required prior to
release of the vehicle’s title. The final sales transaction is solely between the leasing
company and the purchaser of the vehicle and L.B. Foster has no involvement in the title
transfer.



 









 





   8. TERMINATION OF EMPLOYMENT




The immediate supervisor of a terminated employee shall be responsible for ensuring that the
terminated employee deposits the leased vehicle and keys at the Company facility prior to or on
the day of termination. The employee is to complete form SP-P-10.1 and return it to the Payroll
Department or they will be charged 100% personal mileage usage for that year.



   9. ACCIDENT/LOSS RESPONSIBILITY/INSURANCE




A. Personal property -The Corporate Vehicle Insurance Plan does not cover personal articles.
Employees must secure their own insurance.



B. Company property — Samples, literature, equipment, and supplies which are in the direct
possession of an employee shall be the responsibility of the employee if lost, stolen, or
damaged.



C. Accident and loss reports — All accidents regardless of fault or amount of damage and
property losses must be reported immediately to the employee’s manager and the Insurance
Department by personal contact and by use of the Preliminary Property Loss Report. Refer to
SP-F-I.5 for the vehicle accident claim procedures and SP-F-I.6 for reporting property loss.



   10. TRAFFIC VIOLATIONS 




A. Employees will be solely responsible for any fines and fees associated with traffic or
parking violations or any other motor vehicle infraction. Failure to reimburse the Company
(for any delinquent fine or fee) within 60 days of notification of the amount due will result
in deduction from the employee’s paycheck.



B. Employees must notify the Human Resources department regarding any status changes in their
driving license due to traffic violations. Failure of such notification may result in
discipline up to and including termination.



This policy is subject to changes by the Company at any time with or without notice.



	 	 	 	 	 	 	 	 	 
	/s/ Brian H. Kelly

	 	11/5/2007
	 	 	 	/s/ Stan L. Hasselbusch
	 	11/7/2007
	 	 	 	 	 
	Brian H. Kelly

	 	Date
	 	 	 	Stan L. Hasselbusch
	 	Date
	V. P. of Human Resources

	 	 	 	 	 	President and CEO	 	 






Document Links:

(1)Leased Vehicle Odometer Form

(2)Leased Vehicle / Vehicle Allowance Policy Acknowledgement Form

(3)Leased Vehicle New Vehicle Order Forms — All Classes





 











 









	SP-P-10.2




	Leased Vehicle/Allowance
Acknowledgment




	Please check off the appropriate box indicating your choice and sign at the bottom.
Company Leased Vehicle




	I,        , acknowledge that I have read and will comply with all requirements
contained within the Company’s leased vehicle policy.




	Print Name
Monthly Car Allowance




	I,        , acknowledge that I have valid proof of insurance and I have attached
a copy of the insurance to this acknowledgement.




	Print Name




	Driver’s signature Date





 









 









	Leased Vehicle Odometer Form
***Form must be received by November 10th or 100% personal use will be used.***




	Employee: Cost Center




	Employee #: Driver’s License #:




	Your assigned vehicle is used for: Business and personal use 100% Personal use




	Your license plate #: State in which licensed:




	PART A: Current Leased Vehicle Information




	(To be completed by all employees assigned a leased vehicle)




	Car #: Year, make, and model:




	License plate #:




	Odometer




	Reading            Change            Business            Personal
——  ——  ——  —




	November 1, N/A            N/A            N/A
——  ——  —




	Or the date vehicle was put into service.




	October 31,




	PART B: Replaced Leased Vehicle Information




	(To be completed by all employees who were assigned more than one leased vehicle between
November 1st and October 31st)




	Car #: Year, make, and model:




	License plate #:




	Odometer




	Reading            Change            Business            Personal
——  ——  ——  —




	November 1, N/A            N/A            N/A
——  ——  —




	Date vehicle retired




	I certify to the best of my knowledge that this form represents a true and accurate




	reading of my L. B. Foster leased vehicle as of




	I also understand that I may be subject to tax penalties if I cannot substantiate the business use
of this automobile and I further authorize the Company to obtain a State Motor Vehicle Driver
History Report on me including any medical information contained therein.




	Signature ___Date ___