UNITED STATES DISTRICT COURT

EASTERN DISTRICT OF MICHIGAN

SOUTHERN DIVISION

WILLARD L. SLOAN, EUGENE J.

WINNINGHAM, and JAMES L. KELLEY, 

on behalf of themselves and a similarly 

situated class, Case No. 09-cv-10918

Hon. Paul D. Borman

Plaintiffs, Magistrate Mona K. Majzoub

v. Class Action

BORGWARNER, INC., BORGWARNER 

FLEXIBLE BENEFITS PLANS and

BORGWARNER DIVERSIFIED 

TRANSMISSION PRODUCTS, INC.,

Defendants.

_____________________________________________________________________________/

EXHIBIT 22 

TO 

PLAINTIFFS’ MOTION 

FOR SUMMARY JUDGMENT

AS TO LIABILITY

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 1 of 71 Pg ID 5582
4/13/92 

BORG-WARNER AUTOMOTIVE DIVERSIFIED TRANSMISSION PRODUCTS 

CORPORATION. MUNCIE PLANT 

RETIREMENT INCOME 

PROGRAM 

GUIDE BOOKLET 

October 27. 1989 

Covering employees in the bargaining unit represented by the 

International UnioD. United Automobile, Aerospace and Agricultural 

Implement Workers of America (UAW) and its Local 287. 

DTPOO6295 

EXHIBIT 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 2 of 71 Pg ID 5583
TABLE OF CONTENTS 

A. The Summar.y 

1- Employees Retired or Terminated before 

September 7, 1989 3 Highlights 

2. Highlights of the Plan 3 Highlights 

3. Participation in the Plan 3 Highlights 

4. Qualifying for a Benefit 4 Highlights 

5. Credited Service and Vested Service 4 Highlichts 

6. Breaks in Service 5 Highlights 

7. Types of Benefits 5 Highlights 

8. Calculation of Benefits 8 Highlights 

9. Supplemental Allowances 10 Highlights 

10. Loss or Reduction of Benefits or Supplemental Allowances 10 Highlights 

11- Social Security 12 Highlights 

12. Examples of Benefits a~ Retirement 12 Highlights 

13. Application for Benefits 17 Highlights 

14. Group Insurance at Retirement 17 Highlights 

15. Benefit upon Plan Termination 17 Highlights 

16. Financing 18 Highlights the Plan 

17. Rights under ERISA 19 Hiilhlights 

18. Other Information 20 Highlights 

B. The Official Agreement 

1-

2. 

3. 

4. 

5. 

6..-

7. 

8. 

9. 

10. 

11. 

12. 

13. 

Article One 

Article Two 

Article Three 

Article Four 

Article Five 

Article Six 

Article Seven 

Article Eight 

Article Nine 

Article Ten 

Article Eleven 

Article Twelve 

Article Thirteen 

1 

5 

5 

6 

10 

18 

21 

24 

29 

32 

35 

38 

42 

C. Supplemental Retirement Income Program Agreement 44 

D. Rate Schedule Table A 46 

E. Letters of Understanding: 1. Retiree Bonus 47 2~ Earnings Test 49 

F. Agreement on Extension of the Retirement Income 

Program Agreement 50 

DTP006296 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 3 of 71 Pg ID 5584
RETIREMENT INCOME PROGRAM 

OF 

Borg-Warner Automotive Diversified Transmission Products 

Corporation, Muncie Plant. 

The first twent7 pages of this booklet provide a summary of the 

Retirement Income Program"of Borg-Warner Automotive Diversified 

Transmission Products Corporation, Muncie Plant (the "Plan") and are intended to answer questions most often asked. Also, there are examples of various types of retirement benefits and schedules provided for your convenience. The balance of the booklet is a complete copy of the 

official agreement and Plan as it has been agreed upon between Borg- Warner Automotive Diversified Transmission Products Corporation, Muncie 

Plant and the International Union) United Automobile, Aerospace and 

Agricultural Implement Workers of America, UAW, and its Local 281 (the "Agreement"). Your eligibility to participate in this defined benefit 

plan and .the benefits you will receive will be determined by this - Agreement. You should refer to it to fully understand your benefits. 

These highlights reflect the Plan as it was amended effective as of 

September 7, 1989. 

Employees retired ~ terminated before September 1. lJUUi 

If you have retired or terminated employment before September 7, 1989, 

your benefits will be determined under the Plan as it existed at the 

time of Tour retirement or termination. 

Highlights of the ~ 

The purpose of the Plan, which is a defined benefit plan, is to provide 

you with a source ot income that .begins at retirement. When you retire, 

you may receive benefits from this Plan. 

Participation in the Plan 

To participate in this Plan you must be a person employed by Borg-Warner 

Automotive Diversified Transmission Products Corporation, Muncie Plant 

(the ftCompanyft) on September 1, 1989 in the bargaining unit which is 

defined in the applicable collective bargaining agreement between the 

Company and the Union, attained the age of 21 and received pay for 1,000 

hours during a twelve consecutive month period beginning on the date you were hired or in any succeeding twelve month period. You will not be 

eligible to participate in the Plan it: 

you were not employed by the Company in the Bargaining Unit on September 1, 1989. or 

you were hired for employment by the Company in the Bargaining Unit on September 7, 1989 or thereatter, or 

you elec-t to participate in the Borg-Wa.rner Automotive Diversified 

Trans.ission Products Corporation, Muncie Plant Retirement Savings Plan (the ftMuncie RSP"). . 

In the event you are a. Participant in the Plan, but quit, are discharged or have your seniority broken for anT other reason and a.t BODe later 

date you are rehired by the Company, you will not be eligible to accrue further Credited Service in this Plan. 

DTP00629T 

Page 3 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 4 of 71 Pg ID 5585
Qualifying for ~ Benefit 

You may qualify for: 

A Normal Retirement Benefit at or after age 65; provided however. 

you meet the eligibility requirements and you were hired prior to 

age 60 and you continue working through your 65th birthday. If you were hired after having attained age 60. you will become eligible 

for a Normal Retirement Benefit after you complete five years of 

participation in the Plan. 

An Early Retirement Regular Benefit, either: 

at or after age 60 but before age 65. if you have at least 

ten years of Credited Service. or 

at or after age 55. but before age 60, if the sum of your age 

and your years of Credited Service total at least 85, or 

at anytime after you have thirty years of Credited Service. 

A Special Early Retirement Benefit beginning at or after age 55 but 

before age 65, if you have at least ten years of Credited Service 

&nd you are retired at the option of the Company or under mutually 

satisfactory conditions as explained in the Plan and you are not 

discharged for cause. 

A Disability Retirement Benefit. if, your employment ends because 

you become totally and permanently disabled and you have at least 

ten years of Credited Service. To be eligible for this bene~it, 

you must fulfill all· the requirements as defined in the Plan. 

These requirements state the length of time you must have been 

disabled and also the type of disability which this benefit covers. 

A Deferred Vested Retirement Benefit if 70U have at 1east five 

-yeaTS of Vested Service or ten years of Credited Service. This 

benefit begins at age 65 t or. upon your election, a reduced benefit 

either after age 60 or a£ter age 55 if the sum of your age and 

years of Credited Service total at least 85. 

Credited Service ~ Vested Sgrvice 

Eligibility for benefits and the amount of benefits are determined by 

the amount of Credited Service which you have at the time you.terminate 

your employment. Your eligibility for a Deferred Vested Retirement 

Benefit is determined by whether you have five years of Vested Service or ten years of Credited Service at the time you terminate your 

employment 4 Credited Service and Vested Service is counted as follows: 

Credited Service: 

~ ~ 21 employment before October 1L 1950. You will receive 

Credited Service in an amount equal to the greater of the years 

of seniority you bave on October 1, 1950 or the actual years of 

employment • 

..E2.I:. years 2!. employment QD. 2l: ~ October h 1950. You will 

receive Credited Service in an amount equal to one year for each 

calendar year you work at least 1,600 hours for which you are paid, or a fractional year's credit, if you work fewer than 1,600 

hours. 

DTP006298 

Page 4 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 5 of 71 Pg ID 5586
Vested Service: 

You will receive one year of Vested Service for each year of 

Credited Service you had before January 1, 1976, and, one year of 

Vested Service for each calendar year beginning January 1, 1976 

during which you worked 1,000 hours. There are no fractional 

years of Vested Service. 

~ of Hours Counted for Credited and Vested Service: 

The hours counted for Credited Service and Vested Service are the 

hours you actually work, but they may also include limited 

periods during which you do not work or receive pay; they are described in the Plant and you should refer to it to determine 

the amount of hours you have. 

Breaks in Service 

You will incur a break in service if you quit, or are discharged, or seniority is broken for any other reason, and after January 1, 1976 if 

you also work fewer than 500 hours during a calendar year. If, you incur a break in service, you will lose credit for all of your previous 

Credited Service and Vested Service, unless you were eligible for a Deferred Vested Retireaent Benefit when you incurred the break in 

service. 

Your previous Credited Service and Vested Service will be restored as soon as yOu return to work, but you will not be eligible to Participate in this Plan and you will not be credited with further Credited Service 

in this Plan. 

Types of Benefits 

When you retire, you may be eligible for one or more of the Benefits* 

listed below. To determine whether you fulfill all of the requirements, 

you must review the Plan. ~ not assume ~ ~ ~ eligible ~ A 

Benefit. 

Ngrmal Retirement* 

.• The Normal Retirement Benefit plus the Special Age 65 Benefit. 

Early Retirement Regular* 

•• Thirty or more years of Credited Service: The Normal Retirement 

Benefit reduced until ag~ 62 and one month, plus the Early 

.Retirement Supplement until age 62 and one month, plus the 

Special Age 65 Benefit beginning at age 65. 

Less than thirty years of Credited Service and retired before 

age 62: The Normal Retirement Benefit reduced until age 62 and one month. plus the Interim Supplement until age 62 and one month, plus the Special Age 65 Benefit beginning at age 65. 

Less than thirty years of Credited Service and retired on or after age 62: The Nor.al Retirement Benefit plus the Special 

Age 65 Benefit beginning at age 65. 

Special ~ Retirement* ~ Disability Retirement* 

Thirty or more years of Credited Service: The Normal Retirement 

Benefit, plus if not "eligible for an Unreduced Social Security 

Benefit, a Temporary Benefit until age 62 and one month l plus 

the ~arly Retirement Supplement until age 62 and one month, plus 

the Special Age 65 Benefit beginning at age 65, or, if under 

voluntary Medicare coverage, before age 65. DTPOO6299 

Page 5 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 6 of 71 Pg ID 5587
Less than thirty years of Credited Service and retired before 

age 62: The Normal Retirement Benefit, plus the Special Age 65 

Benefit beginning at age 65, or, if under voluntary Medicare 

coverage, before age 65, plus if not eligible for an Unreduced 

Social Security Benefit, the Temporary Benefit until age 62 and one month. 

Less than thirty years of Credited Service and over age 62 when 

retired: The Normal Retirement Benefit, plus the Special Age 65 

Benefit beginning-at age 65, or J if under voluntary Medicare 

coverage, before age 65. 

Ueferred Vested Retjrement* 

•• Five years of Vested Service or Ten years of Credited Service: 

The Deterred Vested Retirement Benefit. 

Survivor Benefit 

There are two types of survivor benefit protection available under 

this Plan. One is in effect while you are still employed, and the 

other comes into effect when you begin retirement. There are several conditions for you and your spouse to satisfy before you 

qualify for the protection. Also, the election of the survivor 

protection will reduce the amount of your monthly retirement 

benefit so please read the following carefully. 

Pre-Retirement Survivor Benefit 

While you are still working, your eligible spouse may be 

entitled to a Survivor Benefit if you die at a time at which 

you have either: 

••• reached age sixty and have ten years of Credited Service; or 

••• reached age fifty-five and your age and number of 

years of Credited Service total at least 85; or 

..• have at least thirty years of Credited Service; or 

•.• Vested in accordance with the '·Vesting" provisions (5 

years) I although the benefit payments are delayed until the 

earliest date you could have retired. 

The amount of the Survivor Benefit will be 60% of the Normal 

Retirement Benefit which you would have received on or after 

age 62 years and one (1) month if you had retired on the day 

before your death, reduced in accordance with the Plan. 

In order to qualify for this Survivor Benefit, you must have 

fulfilled the requirements above and your surviving eligible 

spouse must have been married to you for at least one full year 

immediately before your death~ 

Post-Retirement Automatic Survivor Benefit 

Unless you ~ otherwise before you retire (see following paragraphs), your Benefit will autgmatically be reduced from 

the amount calculated under the formula to provide automatic 

survivor benefit protection after your normal retirement t early 

retirement, special early retirement, disability, or deferred 

vested retirement. 

Page 6 Highlights DlP006300 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 7 of 71 Pg ID 5588
An eligible spouse is a spouse to whom you are married for at 

least one year as of the date your Benefit commences or, if you are married to your spouse tor less than one year at the time 

your Benefit commences, then the survivor benefit will go into 

effect the first day of the month following the day in which 

you have been aarried to that spouse for one year. 

Under the automatic Survivor Benefit. except as provided in the 

next paragraph, you will receive a reduced Benefit for life and 

upon your death, .your surviving eligible spouse will receive 

60% of the reduced Benefit for his or her lifetime. Your 

Benefit will be further reduced for age, if you retire prior to 

age 62. The reduction percentage for an employee and his or ber eligible spouse, whose ages at retirement are within five 

years of each other. is 5% while age difference other than a five-year spread requires reduction percentages as explained in 

detail in the Plan (see Article Eight, Section 3). A 

Participant with 30 or more years of Credited Service will no longer have the reduction for age when he reaches age 62--but 

the percentage reduction to provide the automatic Survivor 

Benefit (based on what you receive if you were age 65 when the 

automatic Survivor Benefit goes into effect) continues while 

the automatic Survivor Benefit remains in effect. 

Unless ~ file the written torm described in the following paragrapb to cancel the automatic election, the automatic 

Survivor Benefit will go into effect at the time you apply for a benefit. However, if you have not been married to your 

spouse for a year, the election will go into effect the first 

day of the month following the day io which you have been 

married for one year. 

If you do not want this automatic Survivor Benefit, you along with your eligible spouse must elect in writing on a form 

provided by the Comfany to cancel it befor~ the effective dates 

above. Your spouse s signature must be notarized or witnessed 

by a mamber of the Board of Adainistration. 

If, after the election is in effect your eligible spouse dies or you are divorced by court decree, then the election will be 

cancelled if you provide sufficient evidence of t-be death or divorce to the Board. Your retirement benefit will at this 

time be adjusted to eliminate the surviving spouse reduction 

provided that no qualified domestic relations order is received 

prior to the beginning payment date of the restored benefit. 

If your eligible spouse dies or you are divorced while the 

reduction for survivor benefit protection is in effect and you do not provide sufficient evidence of the event to the Board, 

then the reduction will continue even though there is no longer an eligible spouse tor which this benefit was intended. 

Special Age 65 Benefit 

If you are receiving either a Normal Retirement Benefit, Early Retirement Regular Benefit, a Special Early Retirement Benefit. a Disability Retirement or a Survivor Benefit (excluding a surviving eligible spouse of a Retired Employee receiving a Deferred Vested 

Retirement Benefit) you will receive·a Special Age 65 Benefit if 

you are enrolled in the voluntary Medicare coverage insurance 

program that is available under the Federal Socia1 Security Act; 

provided however, that a surviving eligible spouse must be at least 

65 years old to receive this benefit. 

*Please note that each Benefit will be reduced by any "other 

benefits" you are receiving or entitled to receive. 

DTP006301 

-_._.- -- --- _._.- - - -- -----.---- -.- -- ---- ------ ------ ---

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 8 of 71 Pg ID 5589
Calculation of Benefits 

The benefit amount under the Plan and the periods they are payable are as follows: 

Normal Retirement ~~~~M::::~r~: Normal Retirement Benefit is a set 

amount based on a ~ your years of Credited Service on the 

day you retire to the following schedule: 

Date .Qi Retirement . Sept. 7, 1989 through Nov. 30, 1989 

December I, 1989 and after 

less Other Benefits, if any. 

·Rate 

$19.00 

l!2.00 

Earlv Retirement Regular Benefit--The amount of tbe Early Retirement Regular Benefit is determined by taking the Normal 

Retirement Benefit and multiplying it by the percentage as shown in 

the table below which is next to the age when the Benefit begins. 

Age When 

Benefit CommenceS 

47 

48 

49 

50 

51 

52 

53 

54 

55 

56 

57 

58 

59 

60 

61 

62 

*Prorated for intermediate ages. 

less Other Benefits, if any. 

Payment Percentage* 

30.4 

32.8 

35.4 

3B.3 

41.5 

45.0 

4B.9 

53.2 

57.9 

63.5 

69.4 

75.2 

BO.B 

86.7 

93.3 

100.0 

If you have thirty or more years of Credited Service or your combined age and years of Credited Service· (to the nearest 1/12th 

in each case} total at least 85 when you retire, the Early Retirement Regular Benefit will be redetermined to the amount of 

the Normal Retirement Benefit, without the percentage reduction, 

when you reach age 62 and one month. 

Special ~ Retirement Benefit--Tbis benefit. if you qualify. consists of: 

the Normal Retirement Benefit plus 

a Temporary Benefit determined by aultiplying your number of 

years of Credited Service on the day you retire by the rate in 

effect from the following table up to tbe maximum benefit. 

Page 8 Highlights DTPOO6302 

... -... _.- . .:...._-_ .. _----------------_..........:.-;;.=----_. __ ... _-_._----_._--_ ... _--- _._- ---:---

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 9 of 71 Pg ID 5590
Date of Retirement 

Sept. 7, 1989 thru Nov. 30. 1989 

Dec_ 1, 1989 thru Oct. 31, 1990 

Nov. I, 1990 thru Oct_ 31, 1991 

November 1, 1991 and after 

1esa Other Benefits, if any. 

R.ate 

$17.00 

19.00 

20.00 

2~.00 

Maxim.um 

Benefit 

$510.00 

510.00 

600.00 

630.00 

The Temporary·Benefit will terminate when you reach age 62 

and one month, or when you become eligible for an unreduced 

social security benefit for age or disability, whichever is 

the earlier. 

Disability Retirement Benefit--This benefit. if you qualify, cDnsists of: 

the Normal Retirement Benefit plus 

a Temporary Benefit determined by multiplying your number of 

years of Credited Service on the day you becoae totally and 

permanently disabled by the rate in effect from the following table up to the maxi.ua bene~it. 

Date of Retirement 

Sept. 1, 1989 thru Nov. 30, 1989 

Dec. I, 1989 thru OCt. 31, 1990 

Nov. I, 1990 thru Oct. 31, 1991 

November 1, 1991 and after 

l~ss Other Benefits, if an7_ 

Rate 

$11.00 

19.00 

20.00 

2l.00 

Maximum 

Benefit 

$510.00 

570.00 

600.00 

630.00 

The Temporary Benefit will terminate when you reach age 62 

and one month, or when you become eligible for an unreduced 

social security benefit for disability, whichever is the 

earlier. You will be considered eligible for an Unreduced 

Social Security Benefit on account of disability unless you furnish the Board with written evidence that you have 

applied for and been denied such benefit. 

Deferred Vested Retirement Benefit--Tbe amount of the Deferred 

Vested Retirement Benefit is the rate in effect at the time your employment with the CO.P&~T was terminated times each year of 

Credited Service. 

Date Qf Termination 

Sept. 7, 1989 thru Nov. 30, 1989 

Decelllber 1 t 1989 and after 

less Other Benefits, if any4 

RAk 

$19.00 

22.00. 

You may elect to receive the Deferred Vested Retirement Benefit 

after age 60 or after age 55 if your combined years of age and your 

years of Credited Service total at least 85, but the amount 

determined by using the formula above will be reduced by 5/9 of 1% 

for each month which the benefit begins before your 65th birthday. 

Special Age 65 Benefit--The monthly benefit 1 if 70U are eligible, is the amount Medicare determines as the cost for Part B of the 

Federal Medicare program. 

DTP006303 

Page 9 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 10 of 71 Pg ID 5591
Supplemental Allowances 

In addition to the benefits described above. there are supplemental allowances which are available to Participants who meet the requirements for them. There is a penalty for receiving a Supplemental Allowance 

after you become ineligible and the Supplemental Allowance is subject to a reduction in certain instances. 

'~~~~~:-~-::The Early ·Retirement Supplement is ~ retire with 30 or more years of 

with a Deferred Vested Retirement one month. This ,supplement is designed benefit under the Plan to the amount on the schedule • The amount of this supplement is the 

difference between the applicable amount on the schedule and the 

monthly retirement benefit. However, if a Retired Employee becomes 

eligible for a Unreduced Social Security Benefit as a result of a disability, the Early Retirement Supplement will be reduced by the 

Temporary Benefit. The actual amount of this supplement will, 

therefore, depend on the amount of the monthly retirement benefit 

for which you are otherwise eligible: 

Date of Retirement 

total aonthly benefit 

for determining Early Retirement Supp1emftnt 

Sept. 7, 1989 thru Nov. 30, 1989 

Dec. 1, 1989 thru Oct. 31. 1991 

Nov. it 1991 and after 

$ 1.075 

1.400 

1,500 

Interim Supplements-- A Participan~ who retires and is eligible for a Early Retirement Regular Benefit on or after Septeaber 7, 1989, 

with less than thirty {30} years of Credited Service and before 

attaining age sixty-two (62), shall be entitled to a monthly Interim Supplement until he attains age sixty-two (62) and one (1) month. The amount of the Interim Supplement is determined by 'multipying the number of years of Credited Service at the date of 

retirement by the following rate applicable to the age at 

retirement: 

Monthly Amount for Each Year of Credited Service* 

Age at Retirement 

54 or under 

55 

56 

57 

58 

59 

60 

61 

Ret. 917/89 

through 11/30/89 

$-0-

4.70 

5.80 

6.80 

7.90 

8.90 

10.00 

10.00 

*Prorated for intermediate ages. 

Ret. 12/1/89 

and thereafter 

$-0-

7.05 

8.70 

10.20 

11.85 

13.35 

15.00 

15.00 

Loss QL Reduction sf Benefjts BI Supplemental Allowances 

There are many ways in which you can fail to qualify for. lose, or have 

reduced the Benefits or Supplemental Allowance you may be expecting under this Plan. The following are some of the most common ways; review 

them carefully. They do not constitute all of the circumstances. You 

should realize that in ~ ~ receive a Benefit or & ~upplemental 

Allowance from the Plan you ~ qualify for that Bene,fl.t or Supplemental Allowance according to the provisions of the Plan and you should refer to the Plan to' see it you qualify for each Benef! t or Supplemental Allowance. 

Page 10 Highlights D1P006304 

- _.- -- .. --...:.--- -- -...:...---.. -- -'--":-'. -- ---....:.-- - -_. - -. -- -- ._. --'--.. -- _.- ---- ,-- -- - - - - ---

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 11 of 71 Pg ID 5592
If you were hired after you reached age 60 and you do not 

participate in the Plan for at least five years prior to the date of 

your teraination, you will be not eligible for a Benefit from this 

Plan. 

If you receive or are entitled to receive "other benefits," as fully 

described in the Plan, your Benefit will be reduced by the amount of 

each of the "other benefits." ftOther benefitsW means any annuity, 

pension or retirement-benefit for concurrent service with the 

Company to which a Retired Emplo7ee would be entitled by reason of 

any Company pension or retirement plan to the extent to which the 

Company contributes or has contributed, but does not include any benefit the Retired Employee receives fro. his Employee Retirement 

Account or Savings Account in the Muncie RSP or the Borg-Warner Automotive, Inc. Transmission Systems -Local 287 Retirement 

Investment Plan. 

If you are receiving a Temporary Benefit, it will end when you reach 

age 62 and one ~onth or when you are eligible for an Unreduced 

Social Security Benefit. 

If you are receiving an Interim Supplement, it will end when you reach age 62 and one month. 

If you are receiving a Early Retirement Supplement. it will end when 

you reach age 62 and one month. 

If you do not file for a Benefit within five years of the last day 

you work for the Company, except if you were on a union leave of 

absence, you will not. receive a Supplemental Allowance. 

If you do not agree to restrict your employment income as provided 

in the Plan, you will have your Supplemental Allowance reduced. 

LL you retire with a Special Early Retirement Benefit or a Disability Benefit you are entitled to receive a Early Retirement 

Supplement. The amount of such Early Retirement Supplement will be 

determined ~ if you are receiving a Temporary Benefit even though 

you may not be receiving a Temporary Benetit~ 

If you are entitled to receive an Early Retirement Supplement, 

the amount of such Early Retirement Supplement will be determined as if you had elected not to receive the Survivor Benefit. 

If the Supplemental Allowance you were to receive J when added to 

your Benefit J would result in your total benefit exceeding 70% of 

your final base pay (as computed in the Plan), then the amount of 

the Supplemental Allowance will be reduced until the total benefit 

is 70% of your final base payor until the amount of the 

Supplemental Allowance equal zero, whichever comes first. 

If you are entitled to receive a Supplemental Allowance and you earn over the maximum earnings allowable under social security prior to 

age 65, then you will be penalized double the amount that your 

earnings exceed the maximum earnings for Social SecuritY4 The 

amount of the penalty will be deducted from the amount of the 

Supplemental Allowance you receive in the future~ 

If you have incurred a penalty because of excess earnings or after 

you are entitled to Social Security benefits you are overpaid & 

Supplemental Allowance, you will have to either repay the over- payment in a lump sum or it will be deducted from futUre amounts 

payable to you from the Plan. 

DTP006305 

Page 11 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 12 of 71 Pg ID 5593
If you are discharged, you will not be eligible for a Supplemental 

Allowance unless. after a collective bargaining grievance, a decision was made that you are so eligible. 

If you have a break in service, you may lose all of your previous 

Credited Service and Vested Service. 

If you are credited with less than 1.600 hours in a year) you may 

not receive a full year of Credited Service. 

If you transfer to a supervisor posiLiont you will stop accumulating 

Credited Service under this Plan. 

If you don't apply for benefits, you won't receive them. 

Social Security 

You and the Company pay equal taxes during your work years to provide 

Social Security benefits for your retirement. Social Security is 

iuportant not only as part of your retirement incoue, but also for its 

disability, survivor and Medicare provisions. The amount of Social 

Security benefits will be based on those portions of your income on which Social Secur±ty taxes were paid, according to the schedule of 

benefits stated in the law when you retire. Although the examples in 

this Summary will not show estimated amounts for Social Security benefits. the availability of these benefits should be kept in mind as you review the examples~ You can obtain full information on your rights 

and benefits by visiting your local Social Security office. 

, and will be reduced by certain 

other benefits as in Agreement} if you are receiving or entitled to receive henefits. These amounts are a guide to show 

you how to deter~ine your benefits based on the Benefit that you are entitled to rece1ve; ~ ~ ~ a statement that ZQY are actually 

entitled to receive such a Benefit. All examples are based on the 

$22.00 rate (these calculations are as of 1/1/90). 

Normal Retirement Benefit at age 65 with 30 years ~ Credited 

Service 

.Without the Survivor Benefit Option 

Normal Retirement Benefit 

(rate x years of credited service) $660.00 

+Special Age 65 Benefit * + 28.60 

TOTAL BENEFIT $688.60 

.With the Survivor Benefit Option Normal Retirement Benefit $660.00 

(rate x years of credited service) 

-Survivor Benefit reduction** - 33.00 

BENEFIT 

+Special Age 65 Benefit * 

~ BENEFIT 

Survivor Benefit 

$627.00 

• 28.60 

$655.60 

(Kormal Retirement Benefit -Survivor 

Benefit Reduction x SOX: $376.20 

$660.00 - 33.00 = $627.00 x 60%) 

*Special Age 65 Benefit will be the normal Medicare charge. **The ~sual survivor option percentage charge is 5%. 

Page 12 Highlights DTPOO6306 

---:...._--_._-_.- .. --' ---_._-_ •... ..:. --- - -----_ ...... - - -- _. _. -.... _. - -- -- .--- --

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 13 of 71 Pg ID 5594
Norma] Retirement Benefit A! ~ 65 ~ 20 ~ of Credited 

Service 

.Without the Survivor Benefit Option 

Normal Retirement Benefit (rate x years of credited service) $440.00 

·+Special Age 65 Benefit * + 28.60 

TDTAL BENEFIT 

,With the Survivor Benefit Option 

Normal Retirement Benefit (rate x 

$468.60 

years of credited service) $440.00 

-Survivor Benefit Reduction * * - 22.00 

+Special Age 65 Benefit * 

TOTAL BENEFIT 

Survivor Benefit 

(Normal Retirement Benefit 

-Survivor Benefit Reduction** 

" 60%: 

$440.00 -22.00 = $418.00 x 60%) 

$418.00 

+ 28.60 

$44 6 •60 

$250.80 

*Special Age 65 Benefit will be the normal Medicare charge. 

**Tbe usual survivor option percentage charge is.5%. 

Page 13 Highlights DTI'006307 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 14 of 71 Pg ID 5595
~ Retirement Regular Benefit ~ ~ 60 liiih 1Q ~ £i Credited 

Service -

.Without the Survivor Benefit Option 

Benefits 

Received 

Until Age 

62 

Normal Retirement 

Benefit t $572.22 I 

+Early Retirement 

Supplement 827.78 

+Special Age 65 

Benefit .. .00 

---------- 1:QIAl, BENEFII n ,iOQ. OQ 

.With the Survivor Benefit Option 

Benefits 

Received 

Until Age 

62 

Normal Retirement 

Benefit # $572.22 # - Survivor Option ** - 33.00 

BENEFIT $539.22 

+ Early Retirement 

Supplement 827.78 

+ Special Age 65 

Benefit * .00 

~ 

--------- BK!1f:FII 11367.00 

Survivor Benefit Option 

(Early Retirement 

Regular Benefit - Survivor Benefit *~ 

Reduction x 60%: $376.20 

$660.00 -33.00 ; $627.00 x 60X) 

I Reduced for Early Retirement 

Benefits 

Received 

Between 

Age jig !, 65 

$660.00 

.00 

.00 --------

i660,00 

Benefits 

Received 

Between 

Age 62 &. 65 

$660.00 

- 33.00 

$627.00 

.00 

.00 

--------- $627.00 

$376.20 

Benefits 

Received 

Beginning 

II Au li 

$660.00 

.00 

28.60 ---------

l§~~.60 

Benefits 

Received 

Beginning 

at age 65 

$660.00 

- 33.00 

$627.00 

.00 

+ 28.60 

---------

l655.60 

$37£.20 

*Special Age 65 Benefit will be the normal Medicare charge. **The usual survivor option percentage charge is 5S. 

Page 14 Highlights DTPO06308 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 15 of 71 Pg ID 5596
Early Retirement Regular Benefit at age 60 with 20 ~ of Credited 

Service - -

.Without the Survivor Benefit Option 

Benefits 

Received 

Until Age 

62 

Normal Retirement Benefit 

(reduced for early 

retirement) $381.48 

+ Interim 

Supplement 300.00 + Special Age 65 

Benefit * .00 

IQIA.l, BENEFIT $681.48 

.With the Survivor Benefit Option 

Benefits 

Received 

Until Age 

g 

Normal Retirement Benefit 

(reduced for early 

retirement) $381.48 -. Survivor option * - 19.07 

BENEFIT 

-+ Interim 

Supplement + Special Age 

65 Benefit ** 

I!lIA.!< BENEFIT 

Survivor Benefit 

$362.41 

+300.00 

.00 

$662.41 

(Early Retirement Regular 

Benefit -Survivor 

Reduction x 60~: $228.89 

$440.00 -58.52 = $381.48 x 60%) 

Benefits 

Received 

Between 

Age .liZ !. 65 

$381. 48 

.00 

.00 

$381.48 

Benefits 

Received 

Between 

Age g !. ill! 

$381.48 

- 19.07 --------

$362.41 

.00 

.00 --------

l~62·41 

$228.89 

Benefits 

Received 

Beginning 

II AU ill! 

$381.48 

.00 

+ 28.60 

$410.08 

Benefits 

Received 

Beginning 

at Att M 

$381.48 

- 19.07 ---------

$352.41 

.00 

+ 28.50 

---------

~~~l·Ol 

$228.89 

*Special Age 65 Benefit will be the normal Medicare charge. 

**The usual survivor option percentage charge is 5%. 

Page 15 Highlights 

DTP006309 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 16 of 71 Pg ID 5597
Disability Retirement or Special ~ Retirement lii1h 

20 years of Credited Service at age ~ 

.Without the Survivor Benefit Option 

If eligible for 

Social Security:" Normal Retirement 

Benefit ... Special Age 65 

Benefit * 

(Assumed) 

IQIAl, BENEfI T 

If not eligible 

for Social Security: 

Normal Retirement 

Benefit 

+ Temporary 

Benefit ($20) + Special Age 65 

Benefit * 

lQTA1 BENEFIT 

Benefits 

Received 

Until Age 

g 

$440.00 

+ 28.60 

S468.60 

$440.00 

+400.00 

0.00 

$840.00 

.With" the Survivor Benefit Option 

Benefits 

Received 

Until Age 

If eligible for 

Social Security: 

Normal Retirement 

Benefit 

- Survivor Option ** 

BENEFIT 

+ Special Age 

65 Benefit * 

~ BENEFIT 

If not eligible "for 

Social Security: 

Normal Retirement 

62 

$440.00 

- 22.00 --------

$418.00 

+ 28.60 

---------

lH6.60 

Benefit $440.00 - Survivor Option ** - 22.00 

+ Temporary 

Supplement + Special Age 

65 Benefit * 

:rllIa!. BENEFIT 

Survivor Benefit 

$418.00 

+400.00 

+ 28.60 

$846.60 

(Normal Retirement Benefit 

Reduced-Survivor 

Reduction x SOX: $250.80 

$440.00 -22.00:$418.00 x 60~) 

Benefits 

Received 

Between 

An g! 65 

$440.00 

+ 28.60 

$468.60 

$440.00 

.00 

+ 28.60 

$468.60 

Benefits 

Received 

Between Age 

62! M 

$440.00 

- 22.00 --------

$418.00 

+ 28.60 --------

1446.60 

$440.00 

- 22.00 --------

$418.00 

.00 

+ 28.60 --------

$446.60 

$250.80 

Page 16 Highlights 

Benefits 

Received 

Beginning 

At~M 

$440.00 

+ 28.60 

$468.60 

$440.00 

.00 

+ 28.60 

$468.60 

Benefits 

Received 

Beginning 

at An M 

$440.00 

- 22.00 --------

$418.00 

+ 28.60 --------

1446.60 

$440.00 

- 22.00 --------

$418.00 

.00 

+ 28.60 --------

$446. 60 

$250.80 

DTPOO63 10 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 17 of 71 Pg ID 5598
*Special Age 65 Benefit will be the normal Medicare charge. 

**The usual survivor option percentage charge is 5%. 

Deferred Vested Retirement 2i g Pa~ticipant who terminated 

mi0yment with 20 years of Credited Service ~ .2l: ~ pecember L. 

a at age 65 

Deferrea-Vested Retirement Benefit: = $440.00 

($22.00 x 20 years of Credited Service) 

Application ~ ~ Benefit 

To begin a Benefit under the Plan, yeu must file an application. An 

application may be obtained from the Company's Insurance and Pension 

office, or ask your foreman or Union Representative. 

You should file your application about 60 days before the date you wish to retire .. 

If your claim for a Benefit is denied, in whole or part, you will be 

notified, in writing, by the Board of Administration. The Board will 

give the reasons for the denial and tell you what additional information mig~t be needed to consider your claim further. You may appeal 

to the Board for a review of any claim which the Board denies in whole or in part within 60 days of the date on which your clai. is denied. 

The Board will review any information wbich you provide and will notify yOU within 60 days after receipt of your request for review. 

Group Insurance at Retirement 

Hospital and Medical Insurance Benefits--Your hospital and medical 

expeDse coverage will be continued after your retirement pursuant to the 

Health Insurance Agreement between Borg-Warner Automotive Diversified 

Transmission Products Corporation, Muncie Plant, and International 

Union, United Automobile, Aerospace and Agricultural Implement Workers 

of America (UAW) and its Local No. 287 entered into on the 21th day of 

October, 1989 (the "Health Insurance Agreement"). The Company pays the 

full cost of such coverage for Itretirees and their eligible dependents" according to the terms of the Health Insurance Agreement. These terms are described in the Health Insurance Agreement and Group Insurance booklet~ 

Life Insurance After Retirement--If your group life insurance is in 

effect at the date of your retirement, your life insurance will be 

continued in effect for you in accordance with the terms and the 

schedule of the Health Insurance Agreement. These terms are described in 

the Health Insurance Agreement booklet. 

Benefits upon Plan Termination 

If the assets in the Trust Fund are sufficient, then all the benefits 

based on your Credited Service under the Plan to date of termination of 

the Plan would be paid; however, if the assets in the Trust Fund aren't 

sufficient, certain groups get their benefits, or parts of the benefits, 

before certain others, and ~ benefits may pot ~ ~ At A!1. 

Even if assets shOUld run out, there are certain benefits that BorgWarner Automotive Diversified Transaission Products Corporation will pay 

out of corporate funds. In the event that Borg-Warner Automotive 

Diversified Transmission Products Corporation should go out of existence 

completely, there are certain government guarantees from the Pension 

Benefit Guaranty Corporation (PBGC). 

Page 17 Highlights DTP006311 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 18 of 71 Pg ID 5599
Benefits under this Plan are insured by the PBGe if the Plan terminates. 

Generally, the PBGe guarantees most vested normal age retirement 

benefits, early retirement benefits, and certain disability and 

survivor's benefitsi however, the PBGe does not guarantee all types of 

benefits under covered plans 1 and the amount of benefit protection is 

subject to certain limitations. 

The PBGC guarantees vested benefits at the level in effect on the date 

of a plan termination; however, if a plan has been in effect less than 

five years before it terminates. or if benefits have been increased 

within the five years before plan termination, tbe whole amount of the 

plan's vested benefits or the benefit increases may not be guaranteed. 

In addition, there is a ceiling on the amount of monthly benefit the 

PBGC guarantees. which is adjusted periodically# 

For more information on the PBGC insurance protection and its 

limitations, ask the Company's Insurance and Pension Office or the PBGC. 

Inquiries to the PBGC should be addressed to: 

The Office of Communications 

PBGC 

2020 otK" Street, N.W. 

Washington, D.C. 20006 

The PBGC Office of Communications may also be reached by calling (202) 

254-4817. 

To the extent provided for in the Supplemental Retirement Income Program Agreement dated 10/27/89, if the Plan should terminate because of the 

Muncie Plant closing, 

•• all Participants who had retired, surviving eligible spouses who were being paid a Benefit, and Participants eligible to retire would 

receive their full benefits. including all Supplemental Allowances • 

• ~ Participants entitled to a Deferred Vested Retirement Benefit 

would receive their accrued benefits, and 

•• the eligible spouses of deceased employees who were eligible for a Survivor Benefit would receive such Survivor Benefit. 

If Borg-Warner Automotive Diversified Transmission Products Corporation should go out of existence, the Supplemental Allowances might no longer be guaranteed. 

After the benefits of the previous paragraph were taken care of, then IF 

THERE WAS ANY MONEY LEFT IN THE TRUST FUND. Participants with less than 

10 years of service would be taken care of. These benefits are entirely dependent upon there being Trust Fund assets. Neither Borg-Warner Automotive Diversified Transmission Products Corporation nor the PBGC 

would pay any of tbese. 

Financing the Plan 

Borg-Warner Automotive Diversified Transmission Products Corporation, Muncie Plant, sponsors the Plan and makes contributions to the Borg- Warner Corporation Employees Pension Trust. Company contributions are made each year according to what an independent actuary says is 

sufficient to provide the Plan's stated benefits assuming the Plan 

continues in effect. 

DTP006312 

Page 18 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 19 of 71 Pg ID 5600
Your Rights under the Employee Retirement Income Security Act £i ~ 

IffiSAI 

As a participant in the Plan, you have certain rights and protections under the Employee Retirement Security Act of 1974. ERISA entitles you 

to: 

Examine, without charge, at the Company's Insurance and Pension 

Department, 5401 Kilgore, MUDcie, IN 47304, all Plan documents. 

including copies of all documents filed by the Plan with the U.S. 

Department of Labor, such as annual reports and Plan descriptions. 

Obtain copies of all Plan documents and other Plan infor~ation upon 

request to the Insurance and Pension Depart&ent. A reasonable 

charge will be made for copies. 

Receive a summary of the Plan's annual financial report. We will 

furnish each participant with a copy of this swamary financial 

report. 

Obtain a statement once a year telling you whether you have a right 

to receive a benefit at normal retirement age (age 65) and if so, 

what your benefits would be at normal retirement age if you St9P 

working under the Plan now. If you do not have a right to a benefit, the statement will tell you how many more years you have to 

work to get a right to a benefit. This statement must be requested in writing. We will provide the statement free of charge. 

In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are responsible for the operation of a plan. The people who operate your Plan. called Hfiduciaries" of the 

Plan, have a duty to operate the Plan prudently and in the interest of ~ou and other Plan participants and beneficiaries. 

No one, including your employer, or any other person, may terminate you or otherwise discriminate against you in any way to prevent you from 

obtaining a benefit or exercising your rights under ERISA. 

If your claim for a benefit is denied in whole or in part, you must 

receive a written explanation of the reason for the denial. You have 

the right to have the Board of Ad.inistration of the Plan review and 

reconsider your claim. 

Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request materials from the Board of Administration 

and do not receive them within thirty days, you may file suit in a federal court. In such a case, the court may require the Plan 

administrator to provide the materials and pay you up to $100 a day until you receive the materials, unless the materials were not sent 

because of reasons beYGnd the control of the Board of Administration. 

If you bave a claim for benefits which is denied or ignored, in whale or in part, you may file suit in a state or federal court. 

If it should happen that the Plan fid~ciaries misuse the Plan's money, or if you are discriminated against for asserting your rights, you may seek assistance from the u.s. Department of Labor, or you may file 

suit in federal court. 

The court will decide who should pay court costs and legal fees. If 

you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these 

costs and fees, for example, if it finds your claim is frivolous. 

DTP006313 

Page 19 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 20 of 71 Pg ID 5601
If you should have any questions about this Plan or your rights under 

ERISA, you should contact the Insurance and Pension Office or the 

nearest Area Office of the u.s. Labor/Management Service Administration, 

Department of Labor. 

~ Information 

This summary is & brief description of the Plan. The official Plan 

document and Trust Agreement describe the provisions of the Plan in more detail and will ~olely govern with respect to your eligibility 

to participate in the Plan and the benefits you will receive under 

the Plan. 

Type of administration of the Plan. 

Administered by the Company. Benefit structure administered by the Company-Union Joint Board ot Administration Per Article Four 

of the Retir~ment Income Program Agreement. 

Name and address of the emp~oy~r and administrator. 

Borg-Warner Automotive Diversified Transmission Products 

Corporation, Muncie Plant 

5401 West Kilgore Muncie, IN 47304 

(317) 286-6100 

Employer tax identification number and plan. 

EIN 31-1232404 Plan No. 036. 

Name and address of trustee. 

The Northern Trust Company Employee Benefit Fund Division 

50 South LaSalle Street 

Chicago, IL 60675 

The name of the Trust is the Borg-Warner Corporation Employees 

Pension Trust. 

The Retirement Income Program Agreement is negotiated separately from the collective bargaining agreement, and it contains all 

relevant provisions. 

Name and address for service of legal process. 

Retirement Income Program Borg-Warner Automotive Diversified Transmission Products 

Corporation, Muncie Plant 

5401 W. Kilgore Muncie, IN 41304 

Service of legal process may also be made on the trustee. 

Plan year for record keeping. 

Records are kept on a Plan year basis. End of Plan year is 

December 31~ 

DTP006314 

Page 20 Highlights 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 21 of 71 Pg ID 5602
RETIREMENT INCOME PROGRAM 

OF 

BORG-WARNER AUTOMOTIVE DIVERSIFIED TRANSMISSION PRODUCTS 

CORPORATION, MUNCIE PLANT 

THIS AGRE~ENT was made and entered into this 27th day of October, 1989 

by and between Borg-Warner Automotive Diversified Transmission Products 

Corporation. Muncie Plant,' hereinafter called the Company, and the 

International Union, United Automobile. Aerospace and Agricultural Implement Workers of America, UAW and its Local 287 1 hereinafter called 

the Union. 

WIT N E SSE T H: 

The parties hereto have mutually agreed as follows: 

This Agreement supersedes the Retirement Income Program Agreement between 

the parties dated September 7. 1986, and sets forth the entire agreement of the parties with respect to the subject of pensions for employees who were employed in the bargainging unit on September 1, 1989 and who have 

not elected to become a participant in the Borg-Warner Automotive 

Diversified Transmission "Products Corporation, Muncie Plant, Retirement 

Savings Plan. This Agreement may be modified or supplemented only by further written agreement between the parties hereto. 

This Agreement is effective September 1, 1989. Except as provided in 

Article Seven, Section 7, the Retire.ent Inco.e Program Agreement between 

the Compan7 and the Union dated July 16, 1914 (as amended January 1, 

1975). March 6, 1980, March 3,1983, and September 7, 1986 (individually, the "Prior Agreement" or collectively, the "Prior Agree.ents") shall 

apply to any Employee retired or terminated prior to September 7, 1989. 

ARTICLE ONE 

DEFINITIONS 

As u~d in this Agreement, the following terms shall have tbe meanings indicated: 

1. ftAccrued Benefit" means any Benefit under the Plan that a Participant is entitled to under Article Seven as of A particular date. 

2. "Actuary· means the actuary selected by the Company pursuant to 

Article Three of this Plan. 

3. ftAffiliate W means the Company or any corporation that is either a parent corporation, subsidiary corporation or an affiliated or associated entity of the Company that together with the Company is a member of a "controlled group· within tbe meaning of the Code 

Sections 414(b), 414(e), 414(m) and 414(0). 

4. 1IBargaining Unit" means the group of eaployees represented by the 

Union and defined in the Collective Bargaining Agreement between the 

Company and the Union as amended from time to time. 

S. ~Benefit" means either & Normal Retirement Benefit, Early Retirement 

Regular Benefit, Special Early Retirement Benefit, Disability Retireaent Benefit, Deferred Vested Retirement Benefit or Survivor 

Benefit pursuant to Article Seven and/or Article Eisht to which a Participant or Eligible Spouse is entitled upon meeting the 

eligibility requirements pursuant to Article Six. 

6. "Benefit Commencement DateR means the date on which a Participant's Benefit actually begins under the Plan, 

Page 1 J)TP006315 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 22 of 71 Pg ID 5603
7. "Board" means the Board of Administration, provided for in Art.icle 

Four of this Agreement. 

8. "Break in Service- means less than 500 Hours of Employment in any Plan Year pursuant to Article Five, Section 3. A Participant will 

incur a one-year break in service for purposes of eligibility to 

participate if during an eligibility computation period he completes less than 500 hour.s of employment. 

9. "Code" means the Internal Revenue Code of 1986, as amended and in 

effect from ti.e to time. 

10. "Collective Bargaining Agreement" means the Collective Bargaining Agreement between the Company and the Union, effective September 7, 1989 with respect to the Bargaining Unit. as amended from time to 

tiDe. 

11. "CompanyU means the plants of Borg-Warner Automotive Diversified 

Transmission Products Corporation, Muncie Plant, located in the city of Muncie and Delaware County, Indiana. 

12. "Credited Service" means the sum of any Past Service and any Future 

Service under Article Five. Service with the Company after the 

December 31 immediately preceding the January 1 that a Participant's Accrued Benefit is frozen under Article Seven, Section 8 shall not 

be considered as Credited Service under the Plan. 

13. ~Early Retirement Supplement" means that portion of the Supple- mental Allowance provided in accordance with the provisions of 

Article Nine, Subsection 2(a). 

14. "Effective Date" means September 1, 1989. 

15. ~ligible Spouse" means (a) the husband or wife to whom a Participant has been married for at least one year prior to his 

Benefit Commencement Date by & marriage recognized by the law of the 

state of residence and with respect to a deceased Participant means the husband or wife to whom the deceased Participant had been 

married for at least one (1) year immediately prior to the 

Participant's date of death, or (b) the husband or wife to whom a Participant has been married less than one year prior to his Benefit 

Commencement Date but to whom the Participant ·thereafter remains 

married through the first anniversa~y date of such marriage. 

16. "Employee" means any person employed by the Company or on the 

seniority list on or after January 1, 1950 1 in the Bargaining Unit 

defined in the applicable Collective Bargaining Agreement between 

the Company and the Union. 

17. "ER!SA~ means the Employee Retirement Income Security Act of 1974, as amended from time to time. 

18. flPiduciaries" means the Company, the Trustee or Trustees, the Board 

and any investment or financial management or consulting firm, 

company. or individual designated in accordance with Article Two. 

but only with respect to the specific responsibilities of each for P~an and Tr~st administration, all as described in Articles Two and 

Four herein and the Trust Agreement. 

19. "Future Service" means service with the Company as determined under 

Article Five. Section 2. 

Page 2 DTP(){){j316 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 23 of 71 Pg ID 5604
20. "Interim ~uppl~ment" means the portion of the Supplemental Allow- ance provlded 1n accordance with the provisions of Article Nine, Subsection 2(bl. 

21. -Muncie RSp· means the Borg-Warner Automotive Diversified 

Transmission Products Corporation, Muncie Plant Retirement Savings Plan, as amended from time to time. 

22. -Normal Retirement Age- means the later of the date on which the 

Participant attains ags 65 or, if hired after a~e sixty (60), the 

fifth anniversary of the date on which the Partlcipant commenced 

participation in the Plan. A Participant's right to his Benefit 

shall be nonforfeitable when he attains Normal Retirement Age. 

23. ~Other Benefits·. means any other annuity, pension or retirement 

benefit for concurrent service with the Company that a Retired 

Employee would be entitled to'by reason of any Company pension or 

retirement plan to which the Company contributes or has contr.ibuted, but does not include any benefit the Retired Employee receives from 

his Employee Retirement Account or Savin~s Account in the Muncie RSP 

or any benefit the Retired Employee reC81ves under the Borg-Warner Automotive. Inc. Transmission Systems-Local 287 Retirement 

Investment Plan~ 

24. -Participant" means any Employee who (al was employed by the Company in the Bargaining Unit on september 7, 1989, (bl has attained age 21 

and (cl has completed twelve (12) consecutive months beginning on 

the Employee's date of hire or succeeding twelve (12) month periods, during which the Employee completes 1000 hours of Future Service. 

Any Participant who elects to participate in the Muncie RSP 

effective as of january 1, 1991 or any January 1 thereafter. shall 

cease being a Participant in this Plan effective as of the December 

31 immediately preceding that January 1. Any Employee hired for 

employment with the Company on September 7. 1989 or thereafter shall 

not be eligible to participate in the Plan. Any Employee who is 

rehired for amployment with the Company on September 7, 1989 or thereafter will be credited with Vested Service, but not any further 

Credited Service under the Plan for the subsequent period of 

employment. 

25. "Past Service" means servi_ce with the Company as determined under 

Article Five, Section 1. 

26. 

27. 

28. 

29. 

30. 

31. 

"Plan" means the Retirement Income Program of Borg-Warner Automotive 

Diversified Transmission Products Corporation, Muncie Plant. 

"Plan Year·' means the calendar year beginning January 1 and ending December 31 during which the Plan is in effect. 

-Retired Ernployee~ means a Participant retired under the Plan. 

"Retirement Benefit·' means the monthly payment or payments to which 

a Retired Employee is entitled. 

"Special Age 65 Benefit" means that benefit provided in accordance 

with the provisions of Article Seven, Section 6. 

HSupplemental Allowance" means the amounts consisting of the Early Retirement Supplement, and Interim Supp1ement, provided in 

accordance with the provisions of Article Nine. Unless otherwise 

expressly provided, a Supplemental Allowance is subject. to the 

provisions of this Agreement and the Retirement Benefits payable from the Trust Fund. DTPOO6317 

Page 3 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 24 of 71 Pg ID 5605
32. ~Surviving Eligible Spouse" means an Eligible Spouse who is 

receiving a Benefit under Article Eight, Section 3 of the Plan~ 

33. "Temporary Benefit" means the portion of the Retirement Benefits 

provided in Article Seven that is terminated upon the earlier of a Retired Employee's attainment of age 62 or becoming eligible for an Unreduced Social Security Benefit. 

34. ftTotally and Permanently Disabled~ means the Participant has a mental or physical condition resulting from any medically determinable injury or disease which the Board finds. on the basis 

of competent medical evidence, will result in the Participant being unable to engage in further regular employment with the Company and 

will presumably be permanent and continuous for life; provided, however, that for the purposes of the Plan, a Participant shall not 

be deemed Totally and Permanently Disabled if his disability was a result of service in the armed forces of any country I performed after October 1, 1950, for which a service-connected veteran's 

disability benefit is pay,able, ex.cept that nothing herein shall 

prevent a Participant from being deemed so disabled under the Plan 

if he has accumulated at least five (5) years of Credited Service 

after separation from service in the armed force~ and before such 

disability occurs. 

35 _ "Trust Agreement" means the agreement or the agreements entered 

into by the Company with the Trustee in accordance with Article Two. 

36. "Trusteeft means the trustee or trustees selected by the Company, and 

designated by the Trust Agreement to hold and invest the Trust Fund. 

37. "Trust Fund" means the fund or funds established pursuant to Article 

Two and to which payments are made by the Company in accordance with 

Article Three of this Agreement. 

38. "'Union" means the International Union) United Automobile, Aerospace and Agricultural Implement Workers of America, UAW, and its Local 

281. 

39~ "Unreduced Social Security Benefit'" means a benefit eqUivalent to an individual's primary insurance amount determined and payable under 

Title II of the Social Security Act, as now in effect or as hereafter amended, without any reduction being made thereon~ 

40. "Vested Serviceft means a calendar year during which the Employee completes at least one thousand (1000) hours of Future Service as defined in Article Five, Section 3. 

~ 

ARTICLE TWO 

E!!!m AND TRUSTEE 

A Trustee or Trustees shall be designated by the Company with one or more Trust Agreements executed between the Company and such Trustees, under 

the terms of which one or more Trust Funds shall be established to 

receive, hold, invest and reinvest contributions payable by the Company, interest and other income, and to pay the Benefits and Supplemental Allowances provided by the Plan~ A copy of the Trust Agreement or Trust 

Agreements shall be filed with the Board for information only. The 

Trustee or Trustees or, if so designated by the Trustee or by the Company or by both, an investment or financial management or consulting firm, 

company, or individua1 shall be solelY responsible for the investment and 

reinvestment of the funds in the Trust Fund, and shall have .s~le 

DTP006318 

Page 4 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 25 of 71 Pg ID 5606
discretion as to the securities in which the fUnds shall be invested or reinvested, including a share of any joint investment account or trust. 

The Company will determine the form and terms of any such Trust 

Agreement; may modify any such Trust Agreement from time to time to 

accomplish the purpose of the Plan; and remove any T~ustee and select any successor Trustee. No Participant shall make or be required to make any contribution to the Trust.Fund. The Retirement Benefits provided for 

herein shall be only such as can be provided by the assets of the Trust 

Fund and there shall be no liability or obligation on the part of the 

Company to make any further contributions to the Trustee in the event of 

termination of this Agreement Qr the Plan. 

ARTICLE THREE 

PAYMENTS :m THE TRUST 

1. Company Contributions. The Company agrees that, during the period commencing with the Effectiv~ Date and continuing for the term of 

this Agreement, it will from time to time make contributions to the 

Trust Fund in an aggregate amount sufficient, based upon estimates 

made by a qualified Actuary selected by the Company, 

2. 

3. 

( a) 

(b) 

(e) 

to cover the normal cost of the Retirement Benefits provided for under the Plan for such period; 

to fund the lump sum past service costs of the Retirement 

Benefits provided for under the Plan for such period, on the 

basis Df a method of funding approved by such Actuary. whicb 

complies with ERISA; and 

to fund the Early Retirement Supplements and Interim Supplements provided under Article Nine of the Plan on any basis 

approved by the Actuary; provided that the only contribution 

required with respect to such Supplemental Allowances shall be 

the cumulative amount of such Supplemental Allowances paid to 

the date as of which contributions are being determined less 

all prior contributions made with respect to Supplemental Allowances, if any. 

In determining the amount of the contributions required by this 

Article Three, Section 1, the Actuary shall also take into account 

contributions heretofore made to the Trust Fund under all Prior 

Agreements. 

Contributions Greater ~ Minimum. Nothing herein shall be deemed 

to prevent the Company from making contributions toward the lump sum past service cost greater than those required under this Article 

Three, nor shall a greater contribution in anT year be construed to 

reduce the maximum funding period established as provided above. 

Amounts contributed by the Company in any year in excess of the 

requirements of this Article Three, including contributions made 

prior to January 1, 1989, shall be credited against contributions 

required hereinunder in the subsequent year or years. 

Tax Deductibility Qf Contributifios. All of the foregoing is subject 

to the understanding that (a) t e Company shall not be required in 

any year to make contributions in the amount which is greater than 

the amount which is deductible in that year in computing taxable 

income under the provisions of the Code. and (b) tbe Company shall 

not be obligated to make additional payments to the Trust Fund to 

make up deficiencies arising from depreciation in the value of the 

securities of the Trust Fund except as otherwise provided by the 

Supplemental Retirement Income Program Agreement between the Company and the Union of even date herewith. 

Page 5 D11'006319 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 26 of 71 Pg ID 5607
4. Statement ~ Actuary ~ Board. The Company will cause the Board to 

be furnished annuallY with a statement, certified by the Actuary. that the aggregate amount of the contributions made by the Company 

to the Trust Fund is not less than the amount required by this 

Agreement. The Company's obligation under this Article Three shall 

be deemed to have been completely discharged by the furnishing of 

such statement certi~ied by the Actuary. 

5. Liability Limited 1Q ~ Fund. By payment to the Trust Fund of 

the contrib~tions provided in this Article Three, the Company shall 

be relieved of any further liability, and Retirement Benefits, 

including Supplemental Allowances, provided for under this Agreement 

shall be payable only from the Trust Fund except as otherwise 

provided by the Supplemental Retirement Income Program Agr~~ment 

between the Company and the Union of even date herewith. 

ARTICLE FOUR 

ADMINISTRATION Q[ 1li! ~ 

1. Administration Bz the Company. Except as specifically provided 

otherwise in this Article Four. the administration of the provisions of the Plan shall be the sole responsibility of the Company. As 

administrator of the Plan, the Company shall: 

2. 

(a) Select the Trustee for the Trust Fund as provided for in 

Article Two. 

(b) Select the Actuary for the Plan. 

(c) Select an indep~ndent qualified public accountant to render. 

where required by regulation. his opinion of the financial 

statements and schedules included in the annual reports filed 

.with federal agencies pursuant to Title I of ERISA. 

(d) 

(e) 

(f) 

(g) 

Submit all reports and disclosures required by federal law to 

the appropriate regulatory agencies and participants, and 

concurrently submit the same to the Board~ 

Notify Participants annuallY of their Credited Service and 

Vested Service, and after any appeals to the Board have been 

resolved, record such Credited Service and/or Vested Service. 

Arrange for payment of a Benefit to which Retired Employees and 

Eligible Spouses are determined to be entitled by the Board and 

other payments which may properly be paid from the Trust Fund 

under the terms of the Plan. 

Maintain all records necessary for administration of the Plan. 

Board. There shall be established & Board of Administration, three ~embers of which shall be employees of the Company appointed by the Company {hereinafter referred to as the Company members}, and 

three (3) members of which shall be Employees of the Company appointed by the Unipn (hereinafter refer~ed to as the Union 

members). which Board shall administer the benefit structure of the 

Plan. An impartial chairman shall be selected by mutual agreement of the Company members and the Union members of the Board. In the 

event of their inability to agree within a period, of ten (10) days, the Board shall ask the American Arbitration Association to submit 

to the Board a list of five {5) names~ The Union members of the 

Board shall first strike two (2) names from the list and the Company 

Page 6 DTP006320 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 27 of 71 Pg ID 5608
members.shall.then s~rike two (?) Dam~s, leaving the remaining name as the lmpartlal chalrmao. The lmpartlal chairman shall vote at 

meetings of the Board only in the event of a deadlock. 

3. Removal. Either the Company or the Union at any time may remove a member appointed by it,and may ~ppoint a member to fill any vacancy 

among the members appo~nted by It. Both the Company and the Union shal~ notify each other in writing of the members respectively 

apPo1nted by them before any such appointments shall be effective. 

The impartial chairman shall serve until such time as he may be 

requested t~ resig~ by three (3) of the members· of the Board. 

4. Powers of the Board. The Board shall have the following powers in 

the application of this Agreement, but without adding to or amending same: 

(a) To prescribe procedures to be followed by Participants in 

filing applications for a Benefit, and for the furnishing of 

evidence necessary to establish Participants rights to a Benefit under the Plan, and to institute rules and procedures as may be necessary to administer any qualified domestic 

relations orders; 

(b) To make a determination as to rights of any Participant 

applying for a Benefit, and shall afford any such individual or the Company dissatisfied with any such determination the right 

to a hearing thereon; 

(c) To develop procedures for the establishment of Credited Service 

for Participants and, after a.ffording Participants an opportunity to make objection with respect thereto, to 

establish such facts conclusively in advance of retirement; 

-Ld} To receive from the Company, from the Union, and from 

Participants such information as shall be necessary for the 

proper administration of the benefit structure of the Plan; 

(e) To prepare and distribute. in such manner as the Board 

determines to be appropriate, information explalning the Plan; 

(f) To furnish to the Company, the Union, and the Social Security Departaent of the International Union (UAW), upon request, such 

annual reports with respect to its administration of the Plan as are reasonable and appropriate; 

(g) To receive the certified statement of the Actuary as provided in Article Three; 

(h) To receive and review annually a report of receiptsl disbursements and aggregate assets of the Trust Fund fro~ the Trustee 

(which report shall include a percentage breakdown' of the 

assets classified by categories of investments) and actuarial 

valuations of the Plan by the Actuary (which report shall 

include a statement of the assumptions used and a summary of 

the age, sex and service data on which it is based). Copies of 

such reports shall be sent to the Social Security Department of 

the International Union (UAW). 

(i) To collect, receive, evaluate, analyze and prepare statistical 

data with respect to the administration of the Plan; 

DTP00632I 

Page 7 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 28 of 71 Pg ID 5609
(j) In the event the Company does not furnish facilities satisfactory ~o the Board, ~he Board sh~ll maintain or arrange for 

such off1ce space, equ~pment, serv~ces and other assistance as may be necessary for the proper administration of the Plan, 

with due regard to economical administration of the Plan° and 

to authorize payment by the Trustee from the Trust Fund ~f expenses necessary for the proper administration of the Plan; 

and 

(k) In the event a payment or payments hereunder are due to a Retired Employee or a Surviving Eligible Spouse and unpaid at 

the tiDe of the Retired Employee's death or the Surviving Eligible Spouse's death, the Board may determine that said 

payments shall be made either to the spouse, a child or children, a parent or parents, a brother or brothers, or a sister or sisters'of the deceased Retired Employee or Surviving Eligible Spous~, or to the estate of the decedent, and may cause payments to be made to such person so determined or to 

the decedent's estate. Any such payment shall be a payment for 

the account of the Retired Employee or the Surviving Eligible Spouse and shall operate as a complete discharge of the Board, 

the Coapany. the Union and the Trustee, of any liability therefor. 

5. Applications. Notice and Appeal. The Participant or the Surviving Eligible Spouse of the deceased Participant, shall file his 

application for & Benefit with the Personnel Department or other 

designated department or employee of the Company, or at such other 

place as may be designated by the Board. which application shall be 

transmitted with pertinent data bearing on the applicant's eligibility to the Board for action at its next regular monthly meeting. The Board shall act upon the application promptly and 

shall notify the applicant and the Company whether or not, on the 

basis of the information submitted the applicant is eligible under ~he Plan, and. if so, the amount of the Benefit. Upon approval of 

the application, the Board shall direct the Trustee to make payments from the Trust Fund. No such payment shall be made until authorized 

by the Board, but payments shall be retroactive to the date the 

Benefit was first payable under Article Eight. 

If the Board denies any application for a Benefit, in whole or in 

part, it shall notify the applic'ant in writing of such denial and of 

the right to a review by the Board and shall set forth in a manner calculated to be understood by the applicant specific reasons for 

such denial and references to Plan provisions on which the denial is 

based J a description of any additional material or information 

necessary for the applicant to perfect his application and an explanation of why such material or information is necessary. 

Any person, or his duly authorized representative, whose application for a Benefit is denied in Whole or in part, may appeal from such 

denial to the Board for a review of the decision by submitting to 

the Board within sixty (60) days after receiving written notice from 

the Board of the denial of his claim a written statement: 

(a) Requesting a review of the application for a Benefit by the 

Board, and 

(b) Setting forth all of the grounds upon which the request for 

review is based, any facts in support thereof and any issues or comments which he deems releval),t to the application. 

Page S DTP006322 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 29 of 71 Pg ID 5610
The Board shall make a full and fair review of each such application and any written materials submitted by the applicant or the 

Company in connection therewith and may require the Company or the 

applicant to submit within thirty (30) days of written notice by the 

Board therefor, such additional facts, documents or other evidence as the Board reasonably requests in order to make such a review. On 

the basis of its review, the Board shall make a determination of the 

applicant's eligibility for a Benefit under the Plan. The Board 

shall act upon each such submission within sixty (SO) days after the 

later of the receipt of the applicantts request for review or receipt of any additional materials reasonably requested by the 

Board from such applicant. 

6. Meetings. The Board shall meet once each month, or more often if 

the Board deems it necessary, and to constitute a quorum for the 

transaction of business there shall be required to be present at any 

meeting of the Board at least two (2) Union meabers and two (2) 

Company members. At all meetings of the Boarq the Company members 

shall have a total of three (3) votes and the Union members shall 

have a total of three (3) votes, the vote of any absent members 

being divided equally between the members present appointed by the same party. Decisions of the Board shall be by a majority of the 

votes cast and shall be final and binding upon the" Company, the 

Union, and the Employee involved. 

7. Reliance 2n InforDation. The Board and any member thereof shall be 

entitled to rely upon the correctness of any information furnished 

by the Union, the Company, or the Participant. Neither the Board nor any of its members, nor the UnioDt"nor any officer or any other 

representative of the Union, nor the CompanY, nor any officer or other representative of the Company, shall be liabI@ because of any 

act or failure to act on the part of the Board, or any of its 

members, to any person whatsoever, except that nothing herein shall 

be deemed to relieve any ~uch individual from liability for his own :fraud or bad faith. " 

8. Compensation. The Company members and the Union members of the 

Board shall serve without compensation from the Trust Fund. The 

Company and the Union each shall be responsible for the expenses of 

any expert or advisor selected by its members but not" by the Board as such. 

D1P006323 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 30 of 71 Pg ID 5611
9. Limi t .Q.f. Board Power. The Board shall have no power to add to or to 

subtract from or modify any of the terms of this Agreement or Plan nor to change or add to any benefit provided by this Agreement or ' 

Plan, nor to waive or fail to apply any requirement of eligibility for a Benefit under this Agreement or Plan. 

Any case referred to the Board on which it has no power to rule 

shall be referred baCK to the parties without ruling. 

No ruling or decision cf the Board in one case shall create a basis 

for a retroactive adjustment in any other case prior to the date of 

written filing of eacb specific claim. 

The Board will accept as conclusive and final any determination made 

under the Collective Bargaining Agreement hereinbefore referred to or any subsequent collective bargaining agreement on any matter for 

which the terms of such agreement provide a means of determination. 

ARTICLE FIVE 

CREDITING OF SERVICE 

~ Past Service 

(a) ~ Service ~ Credited prior !.Q. ~ h llll 

A Participant s Past Service shall be computed to the nearest 

one-twelfth·{1/12) year and shall be credited at the rate of one (l) year for each year of seniority which the Participant held on October 1, 1950, excluding any years or portions thereof of 

seniority which have been granted because of military service 

prior to employment by the Company. When the Participant's actual service with the Company is greater than bis seniority, 

such actual service record shall be used on a ca1endar year basis, provided that if the Participant was out of the employ of 

the Company for one (1) or more periods of two (2) years Or 

more, only service following the most recent of such periods shall be counted. 

(b) Past Service ~ Credited .Qll .Q..l: after Hsti:£h L.. 1974 

A Participant's Past Service shall be computed to the nearest 

one-twelfth (1/12} year and shall he credited as follows: 

(i) Past Service as described in Subsection 1 (a) above, plus 

(Hl Elapsed time actually worked (including authorized leave 

of absences due to sickness or accident and authorized 

leave of absence for military service if the Participant 

returns to active employment within ninety (90) days of 

discharge from military service) for periods of employment prior to October 1, 1950, not previously credited. Any 

other time during which such Participant was employed by 

the Company (including, but not limited to, layoff and 

leaves of absence other than for sickness, accident, or military service) shall not be counted. 

Page 10 DTP006324 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 31 of 71 Pg ID 5612
In computing additional Past Service under this Subsection l{b) 

each period of employment shall be considered separately and 

such service computed to the nearest· one-twelfth (1/12) year for 

each period. For an Participant with seniority on March 1, 

1974, application for additional Past Service must be made 

within ninety (90) days of April 22, 1974, and for a Participant 

hired after March 1, 1974, within thirty (30) days of hire; 

otherwise no additional Past Service credit under this 

Subsection l(b) will be granted at any time. 

Except as provided in Article Five, Section 7, a supervisor or any other employee transferred into the Bargaining Unit from other 

employment by the Company, shall receive credit for Past Service to 

the nearest quarter year as though the seniority rules referred to 

above were applied to his entire service with the Company. 

2. Future Service 

(a) On or after October 1. 1950. a Participant shall be credited 

with one (1) year of Future Serviee for every Plan Year 

in which he receives pay from the Company for working 1,600 or more bours. For a Plan Year in which be receives pay for 

working less than 1,600 hours, he may count such part of the 

year as the number of hours of work for which he receives pay in that year bears to 1,£00. each bour in any year to count 

only once, although he may receive more than straight time pay for it. For the purpose of this Subsection 2 (a), pay includes 

straight time holiday pay and vacation bonus pay. For the 

purpose of the allowance of credit only under this Section 21 a holiday for which pay is received for eight ca) hours shall be 

deemed to be worked at eight (8) hours. Vacations shall be 

deemed to be worked in the amount of forty ((0) hours for 

Participants with more than one ell but less than three (3) 

year's seniority; sixty (SO) hours for Participants with more than three (3) but less than five {5) years 1 seniority; eighty (80) hours for Participants with more th~n five (5) but less 

than ten (10) years' seniority; one hundred (100) hours for 

Participants with more than ten (10) but less than fifteen (l5) 

years' seniority; one hundred twenty (120) hours for 

Participants with fifteen (IS) years but less than twenty (20) 

years of seniority; and. for Participants with twenty (20) or more years of seniority. one hundred twenty (120) hours for the 

years prior to 1973 and one hundred forty (140) hours for the 

year 1973 and thereafter. -

On and after January 1. 1976, to the extent that Future Service 

is not otherwise given for hours under this Section 2, 

Future Service shall be given for: 

( i ) Each hour. for which a Participant is directly or indirectly paid or entitled to payment by the Company for 

the performance of duties. These hours shall be credited 

to the Participant for the computation period or periods in which the duties are performed. 

DTPO06325 

Page 11 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 32 of 71 Pg ID 5613
(ii) Each hour fer which a Participant is directly or indirectly paid or entitled to payment by the Company for reasons other than for the performance of duties. These 

hours shall.be credited to the Participant for the 

computation period or periods in which payment is made or amounts payable to the Participant become due. No more than 501 hours shall be credited under this provision (ii) for any continuous period of nonperformance of 

duties. 

{iii) Each bour for which back pay, irrespective of mitigation of damage, has been either awarded or agreed to by. the 

Company. These hours shall be credited to the 

Participant for the computation period or periods to 

which the award or agreement pertains rather than the 

computation p~riod in which the award, agreement 1 or payment was made. 

(b) For the period from October I, 1950 , to December 31, 1950 1 the 

Participant may count each one hundred thirty-three (133) hours 

for which he received pay from the Company for working as one (I) month of Future Se~ice and the remaining hours. if more than sixty-six (66). shall count as one (I) month of Future 

Service, but in no event may he count more than the total 

number of months from October 1, 1950, to December 31, 1950 as Future Service. 

(c) Credit towards Future Service after January 1, 1951, will be 

computed to the nearest full month. For the period beginning 

with January 1st in every Plan Year in which hours for which 

the Participant has received pay within the year as defined in 

this Section 2 are less than one thousand six hundred (1,600). 

everyone hundred thirty-three (133) bours shall count as a month of Future Service, and the remaining hours, if sixty-six (66) or more, shall count as another month of Future Service, 

and if less than sixty-six (66) sha.ll not count: 

(d) A Participant who may be absent from his work pursuant to leave 

of absence approved by the Company for illness and who otherwise has been scheduled to work, shall receive credit for 

Future Service (not to exceed his total years or portion 

thereof of seniority at the time of such leave. if such leave commences after April 1, 1983) at the rate of forty (40) hours 

per week during such period of leave. A Participant who may be 

absent from his work for Local 287 business. or to serve as an International Representative of the Union (this provision 

limited to three (3} International Representatives at anyone 

(I) time) and who would otherwise have been scheduled to work t 

shall receive credit toward Future Service at the rate of forty 

(40) hours per week during such periods of leave , except that 

with respect to the period commencing on or after November 1. 

1961, & Participant who is on such leave for Local 287 business or to serve as an International Representative of the Union 

shall receive credit toward FutUre Service at the rate of forty 

(40) hours per each complete week that he is on such leave. 

DTPOO6326 

Page 12 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 33 of 71 Pg ID 5614
(e) 

(0 

(g) 

A Participant who on or after January 1, 1968, shall be absent 

during any Plan Year from his work because of~~ayoff shall 

receive credit for Future Service at the rate of forty (40) hours per week during the Plan Year in which the layoff occurred provided that such Participant during such Plan Year 

shall have received pay for at least one hundred seventy (170) 

hours of work; and provided further, that if such layoff commenced in 1974 or any Plan Year thereafter and continues 

after the Plan Year in which it commenced, the Participant (including a Participant who receives pay for 1,600 or more hours in 1974 or any Plan year thereafter if he is absent from 

work due to layoff at tbe end of any such P1an Year) may count 

forty (40) hours for each complete calendar week of absertce 

from work due to layoff in the Plan Year after such. commencing 

year, not to exceed 1,430 hours that he may count for all such 

absence related to receipt of such pay from the Company in· such 

commencing year. In no event shall the provisions of this 

Section 2 result in a duplication of Future Service under any other provision of this Article Five. 

A Participant who was active on January 1, 1971, and who had at 

least five (S} years of seniority on 3anuary 1, 1968, and who was absent from work because of layoff during any Plan Year 

after December 31, 1955 and before January 1, 1963. shall 

receive credit for Future Service, for each complete calendar 

week of such absence during which he had seniority, with a number of hours' computed by multiplying forty (40) hours by the 

applicable percentage determined with reference to his 

seniority on January I. 1968, pursuant to the following table: 

Participant's Seniorit.y OD 

January .L.. 1968 Perc.ent 

20 or Blore years 100 

15 years but less than 20 years 75 

10 years but less than 15 years 50 

5 yea.rs but less than 10 years 25 

provided, however, that the foregoing shall apply only if (i) the Pa.rticipant shall have made proper appl,ication for 

adjustment of his Future Service in accordance with the 

foregoing, (ii) he shall have been credited with not more than one thousand six hundred (1,600) hours in any Plan Year with 

respect to which adjustment is to be made, and (iii) tbat there 

shall be no duplication of Future Service by virtue of the 

application of the provisions of this Section. 

If a Participant who was active on January 1, 1971 had at least 

five (5) years of seniority on April I. 1980, then the 

application of the table set forth in this Subsection 2 (f) shall be extended to January 1, 1968, and the percent in the 

table shall be 100 for all of the seniority classes shown 

subject to all other conditions of Subsec.tion 2 (f). 

A Participant who was active and who bad at least five (5) 

years of seniority on March 1, 1974. and who was absent from 

work because of layoff during any Plan Year after December 31, 

1950 and before January 1. 1956. shall receive credit for 

Future Service, for each complete calendar week of such absence 

Page 13 DTP006327 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 34 of 71 Pg ID 5615
during which he had seniority, with a number of hours computed 

by multiplying forty (40) hours by the applicable percentage 

determined with reference to his seniority on March I. 1974 

pursuant to the following table: • 

Participant's Seniority on March .L.. 1974 Percent 

20 years or more 100 

15 yea~s but less than 20 years 75 

10 years but less than 15 years 50 

5 years but less than 10 years 25 

provided, ho~~ver, that the foregoing shall apply only if (i) 

the Participant shall have made proper application for 

adjust.ent of his Future Service in accordance with the 

foregoing, (ii) be shall have been credited with not more than one thousand six hundred (1,600) hours in any Plan Year with 

respect to which adjustment is to be made, and (iii) that there 

shall be no duplication of Future Service by virtue of the 

application of the provisions of this Section 2. 

If a Participant was active on or after March 6, 1977 and 

otherwise met the conditions of this Subsection 2 (g). the 

percent in the above table shall be 100 for all of the 

seniority cLass~s shown, subject to all other conditions of 

Subsection 2 (g). 

(h} A Participant who was active and who had at least five (5) 

years of seniority as of September 8, 1986 and who held 

seniority between January 1, 1968 and December 31, 1972, and 

who was absent from work because of layoff during any Plan Year 

after December 31 1 1967 and before 3anuary I. 1973, shall be 

credited, for each complete calendar week of such absence 

during which he bad seniority, with a number of hours computed by multiplying forty (40) hours by the applicable percentage 

determined with reference to his seniority on September 8, 

1986, pursuant to the following table: 

Participant~ Seniority Qn 

Septembe r L ill..§. Percent 

20 years or more 100 

15 years but less than 20 years 75 

10 years but less than 15 years 50 

5 years but less than 10 years 25 

provided, however, that the foregoing shall apply only if (i) the Participant shall have made proper application for 

adjustment of his Future Service in accordance with the 

foregoing, (ii) he shall have been credited with not more than one thousand six hundred (l,600) hours in any Plan Year with 

respect to which adjustment is to be made, and (iii} that there 

shall be no duplication of Future Service by virtue of the 

application of the provisions of this Section 2. 

(i) A Participant who was active and who had at least five (5) 

years of seniority as of December 1, 1989 and who held 

seniority between January 1, 1973 and December 31, 1977, and 

Page 14 DTP006328 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 35 of 71 Pg ID 5616
who was absent from work because of layoff during any Plan Year 

after December 31, 1972 and before January 1, 1978, shall 

receive credit for Future Service, for each complete calendar 

week of such absence during which he had seniority, with a number of hours computed by multiplying forty (40) hours by tbe 

applicable percentage determined with reference to his . seniority on December 1, 1989 pursuant to the following table: 

Participant's Seniority on December 1, 1989 Percent 

20 years or more 100 

15 years but less than 20 years 75 

10 years but less than 15 years 50 

5 years but less than 10 years 25 

provided, however, that the foregoing shall ~pply only if (i) 

the Participant shall have made proper application for 

adjqstment of his FutUre Service in accordance with the 

foregoing, (ii) he shall have been credited with not more than one thousand six hundred (1,600) hours in any Plan Year with 

respect to which adjustment is to be made, and (iii) that there 

shall be no duplication of Future Service by virtue of the 

application of the provisions of this Section 2. 

(j) Except as provided in Article Five, Section 1, a supervisor or any other employee transferred into the Bargaining Unit from 

other employment by the Company. shall receive credit for 

Future Service in accordance with the provisions ot this 

Section 2 in the same manner as though the entire time was worked in the Bargaining Unit. 

(k) A Participant who after October 1, 1950, is absent from his 

work pursuant to leave of absence, approved by the Company, for 

military service and who during such absence retains 

reemployment rights under the provisions of the Selective 

Service Act, as amended, and who while he retains such 

reemployment rights returns to work for the Company or reports 

to the Company and is given leave of absence or layoff status. 

shall be credited with Future Service at the rate of forty (40) 

hours per week for the period of such absence. 

Notwithstanding the foregoing, in no event will the operation of 

this Section 2 result in a duplication of Credited Service for the same hours. 

3. Vested Service 

A Participant shall be credited with one year of Vested Service for 

each year of Credited Service prior to January 1, 1976. and for each 

Plan Year commencing on or after January 1, 197o, in which he has 

1,000 or more bours of Future Service as defined in Article Five, 

Section 2 for which allowance of credit is given, up to a maximum of 

Five (5) years of Vested Service. 

On .and after January 1 J 1987, hours for the purpose of Vested 

Service shall include each hour of maternity or paternity leave of 

absence at the rate of forty hours per week of such leave. Such 

hours shall be credited in the year the leave begins, if necessary 

to prevent a Break in Service, otherwise in the year next following. 

Hours of leave in excess of five hundred one (501) may be 

disregarded for anyone period of leave. For purposes of this Plan, 

Page 15 DTPOO6329 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 36 of 71 Pg ID 5617
"maternity or paternity leave" means termination of employment or absence.from work due to the pregnancy of tbe Participant, the birth 

of a ch~ld of the Participant, the placement of a child in 

connection with the adoption of a child by a Participant, or the 

caring.for a Par~ic~pan~'s child during the period immediately follow~ng the ch~ld s b2rth or placement for adoption. The Company shall determine, under rules of uniform application and based on information provided to the Company by the Participant, whether or not the Participant's termination of employment or absence from work 

is due to "maternity or paternity leave." 

4. ~ QL Credited Service. 

After October 1, 1950, a Participant shall, subject to the 

provisions of the Plan, lose all Credited Service for the purpose of 

this Plan: 

(a) If the Participant quits; or 

(b) If the Participant is discharged; or 

(c) If the Participant's seniority is broken for any other reason, 

provided that. any Participant, retired under the Disablity Retirement provisions of this or Prior Agreements and who is 

subsequently re-employed by the Company and bas his seniority reinstated, shall have his Credited Service at the time of the 

Disability Retirement reinstated. 

Any former Participant, who on termination of his employment becomes 

entitled to a Deferred Vested Retirement Benefit and who is 

subsequently rehired by the Company, shall not be credited with 

any further Credited Service under the Plan for any period of 

employment with the Company after his rehire date and shall not 

be eligible during the period to receive the Deferred Vested 

""Retirement Benefit that he was entitled to at the time of his 

initial termination a 

Any Participant with seniority on or after March I, 1974, whose 

seniority was broken on or after October 1; 1950, and before 

January 1, 1976, thereby losing his Credited Service pursuant 

to this Section 4J shall upon making proper application, have 

such Credited Service reinstated. For Participants with· 

seniority on March 1 f 1974, -application must be made within 

ninety (gO) days of April 22, 1974. For other Participants, application must be.~ade within thirty (30) days of hire. 

On and after January 1, 1976 if an event specified in (a), (b), or (c) above occurs and the Participant completes less than 500 

hours for which allowance of credit for purposes of Vested 

Service is given. in that Plan Year, then that Plan Year and 

subsequent Plan Years during which such Participant has less 

than 500 hours for which allowance of credit is given shall 

each constitute a one year Break in Service. Upon incurring a Break in Service, a Participant's rights and benefits under the 

Plan shall be determined in accordance with Credited Service 

aDd Vested Service at the time of Break in Service. For a former Employee who l at the time of a Break in Service, has not 

become entitled to a Deferred Ves·ted Retirement Benefit, years of pre-break Credited and Vested Service shall -be restored only if the number of consecutive years of Break in Service was less 

than the greater of five (5) years or the aggregate number of 

years of pre-break Vested Service. 

DTPO06330 

Page 16 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 37 of 71 Pg ID 5618
j. Notice of Credited Service ~ Vested Servjce. 

Once each year the Board shall inform each Participant in wr1ting of 

the Future Service and Vested Service he accumu1ated for the 

preceding year. His total Credited Service and Vested Service to 

date shall also be show". Credited Service and Vested Service shown 

in any notice given' by the Board to a Participant (whether 

heretofore or hereafter) Shall be conclusively deemed to be correct 

and final, and no contrary claim concerning it may be raised, unless 

the Participant files or has filed objection with the Board, in 

writing, within sixty (50) days followin~ the first receipt of 

notice of such accumu1ated Credited SerV1ce and Vested Service. 

This sixty (60) day period may be extended by the Board at its 

discretion within such sixty (50) day period. 

B. Service in Controlled Group. 

A Participant who has been employed on and after January 1,· 1976 

by an Affiliate sha11 receive credit towards Vested Service for 

service with such Affiliate on or after January 1, 1976 as if it 

were service with the Company. 

7. Non-pupljcation Qf Credited Service 

8. 

Except for the provisions of Section a of Article Five, any Participant transferred to or from the Bargaining Unit shall not 

receive Credited service under this Article Five for service under 

the Borg-Warner Retirement Savings Plan (the -Retirement Savings Plan") or any other retirement plan (including any defined benefit -; plan or defined contribution plan) of the Company or an Affliate . 

(a) 

(b) 

(c) 

the Participant has received, is receiving, is eligible to 

receive or may become eli~ible to receive a lump sum 

distribution from the Ret,rement Savings Plan or any other 

retirement plan of the Company or an Affiliate except for a lump 

sum distribution under the Borg-Warner Automotive, Inc. 

Transmission Sustems-Local 287 Retirement Investment Plan; or 

the Participant has received~ is receiving. is eligible to 

receive or may become eligible to receive an annuity benefit 

from any other retirement plan of the Company or an Affiliate, 

except for a benefit under the Bor~-Warner Automotive, Inc. 

Transmission Systems-local 287 Ret1nment Investment Savings Plan; or 

the Company or the Affiliate made a contribution on behalf of 

the Participant for the same period of service to the Retirement 

Savings Plan or any other defined contribution retirement plan of the COmpany or an Affiliate, except for a benefit under the Bor~-Warner Automotive. Inc. Transmission Systems-Local 287 

Retlrement Investment Savings Plan. 

~~~~r~~<~8~a~r~g~a~i~n~i~n~g Unit From Supervisory Posit jon. • ipant who 

(a) transferred from the Bargaining Unit to a Supervisory position with the Company. and 

D-fP006331 

Page 17 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 38 of 71 Pg ID 5619
(b) returns to the Bargaining Unit during the term of this Agreement pursuant to the provisions of the Collective Bargaining Agreement, 

shall resume participation in the Plan as of the date of such 

return. The Participant shall be credited with Credited Service for 

the period of time he was a participant in the Retirement Savings Plan only if within thirty (3D) days prior to his date of retirement 

he elects either to: 

(y) 

(z) 

receive his Retirement Benefit under the Plan and forfeit the 

Vested Portion of his Company Retirement Account under the 

Retirement Savings Plan, or 

receive his Retirement Benefit under the Plan reduced by the actuarial equivalent benefit amount of the Vested Portion of 

his company Retirement Account under the Retirement Savings Plan 

(as determined by an actuary selected by the Plan Administrator 

of the Retirement Savings Plan), and receive the Vested Portion 

of his Company Retirement Account under the Retirement Savings Plan. 

ARTICLE SIX 

ELIGIBILITY 

1. Normal Retirement. 

Each Participant hired prior to age sixty (60) who has attained the 

age of sixty-five (65),on or after the Effective Date and whose 

employment with the Company is thereafter terminated, shall be 

eligible for a Normal Retirement Benefit as provided in Article 

Seven, Effective January " 1988, each Participant hired after age sixty (60) who has attained the age of sixty-five (65) and has 

reached the fifth ann;'versary of the date on which his participation commenced shall be eligible for a Normal Retirement Benefit as 

provided in Article Sevenw Notwithstanding the foregoing, an 

Employee who retired prior to January 1, 1976 must also have at 

least ten (101 years of Credited Service to be eligible for a Normal 

Retirement Benefit. 

2. ~ Retirement Re9ular. 

Each PartiCipant whose.employment with the Company is terminated on 

or after the Effective Date under anyone of the following conditions: 

(a) Has ten (10) years or more of Credited Service and has 

attained the age of sixty (60) but not sixty-five (65), or 

(b) Has attained the age of fifty-five (55), but not sixty (60), and when his combined years of age and years oT Credited 

Service (to the nearest one-twelfth (1/12) in each case) shall 

total eighty-five (85) or more, or 

(e) Has thirty (30) years or more of Credited service. DTP006332 

and whose termination of employment shall not constitute a Special Ear1y Retirement under Article Six, Section 3, or a Disability 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 39 of 71 Pg ID 5620
Retirement under Article Six, Section~4 shall be eligible for the 

Early Retirement Regular Benefit as provided in Article Seven, Section 2. 

3. Specjal ~ Retirement. 

(a) A Participant with ten {lO} or more of Credited Service who has 

attained the age of fifty-five (55) but "not sixty-five (65) and ~bo is unable to work efficiently by reason of a permanent disability is eligible for a Special Early Retirement Benefit as provided in Article Seven, Section 3, provided that such 

retirement, on or after the Effective Date, is under mutually 

satisfactory conditions acceptable to the Participant. the 

Company and the Union;- provided however, that a Participant 

discharged for cause prior to a~e sixty-five (65) shall not be 

entitled to a Special Early Ret~remeDt Benefit but shall only be entitled to a Benefit under Article Seven, Section 2 if such 

Participant otherwise meets the eligibility requirements of 

such Section 2. 

(b) Such Special Early Retirement must be in the best interests of 

the Company and intended to benefit a Participant who is unable 

to work efficiently by reason of permanent disability. Any of 

the following situations (the listing of which should not be 

considered as excluding other situations not enumerated) 

generally will result in Special Early Retirement for the 

Participant: 

(i) The Participant is no longer physically or mentally capable of performing bis work in an efficient and 

satisfactory manner. 

(H) 

( iii) 

(iv) 

The Participant, though still capable of performing his 

work satisfactorily, is prevented by chronic physical illness or physical disability (less than total) from 

working regularly to the extent that the efficiency of 

operation is interfered with. 

The Participant's condition, based on medical evidence 

satisfactory to the Company, is such that t although able 

to perform the duties of his job efficiently and 

satisfactorily, he would thereby be jeopardizing his 

health or that of fellow Participants or Employees. 

The Participant is on disability leave or is laid off 

because he is unable to do the work offered by the Company efficiently and satisfactorily although able to perform efficiently and satisfactorily other work in the plant to 

which he would have been entitled if he had had sufficient 

seniority, and his condition, based on medical evidence 

satisfactory to the Company, is expected to be continuous 

until his normal retirement age. 

DTP006333 

Page 19 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 40 of 71 Pg ID 5621
4. Disability Retirement. 

Each Participant whose employment with the Company is terminated on or after the Effective Date, with ten (10) years or more Credited 

Service who is Totally and Permanently Disabled and who retires by· reason of such disability prior to attainment of age sixty-five (65) 

shall be eligible fo~ a Disability Retirement Benefit as provided in 

Article Seven, Section 4. 

5. Deferred Vested Retirement 

Each Participant with ten (10) years or more of Credited Service or five years of Vested Service whose employment is terminated on or after the Effective Date and who is not eligible for or receiving 

any other type of Benefit under this Plan, shall be eligible for a Deferred Vested Retirement Benefit as provided in Article Seven, Section 5. 

6. Election ~ become ~ Participant in !bg Muncie RSP~ 

Notwithstanding anything else in this Article Six, any Participant, who was 

(a) employed by the Company in the Bargaining Unit on September 7, 

1989, 

(b) employed by the Company in the Bargaining Unit on December 31, 

1990, and 

(c) not eligible on December 31, 1990 under Article Six of the 

Plan for a Normal Retirement Benefit or an Early Retirement 

Regular Benefit. 

Dray elect to become a Participant in the Muncie RSP on January 1, 

1991 pursuant to a written election (on the appropriate form 

provided by the Company) prior to the deadline for such an election as established by the Company. If a Participant does not elect to 

participate in the Muncie RSP effective January 1, 1991, the 

Participant may make this election effective as of any succeeding January 1 pursuant to the written election procedures established in 

the Muncie RSP~ If the Participant elects to participate in the 

Muncie asp, the Participant's Accrued Benefit under this Plan shall 

be frozen pursuant to Article Seven, Section 8 and the Participant shall not be credited with any further Credited Service under this 

Plan. . 

7. N..Q Eligibility after September L.. 1989. 

An Emplol"ee who: 

(a) 

(b) 

(e) 

who was not employed by the Company in the Bargaining Unit on September 7, 1989 or 

who is hired for employment with the Company in the 

Bargaining Unit on September 1, 1989, or thereafter, or 

was (i) employed by the Company in the Bargaining Unit on September 7, 1989, tii) terminated his employment with the 

Company on or after September 7, 1989, and (iii) was rehired by the Company thereafter, 

Page 20 DTP006334 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 41 of 71 Pg ID 5622
shall not be eligible to participate in this Plan. 

ARTICLE SEVEN 

RETIREMENT BENEFITS 

1. Normal Retirement Benefit. 

From and after the Effective Date, the Normal Retirement Benefit of a Participant eligible therefor under Article Six. Section 1, and 

who has app~ied therefor, shall be a monthly amount equal to the 

number of hls years of Credited Service multiplied by the applicable 

rate from the following table: 

~ Qf Retirement Rate 

September 7. 1989 through November 30, 1989 $19.00 

December 1, 1989 and after 22.00 * 

less Other Benefits, if any. 

* Prorated for Credited Service of less than one {I) year in 

accordance with table A attached hereto 

2. ~ Retirement Regular Benefits. 

From and after the Effective Date, the EarlY Retirement Regular Benefit of a Participant eligible therefor under Article Six, 

Section 2, and who has applied therefor, shall be a monthly amount 

which shall be determined in accordance with the provisions of 

Article Seven, Section lJ reduced in accordance with the table set 

forth below, less Other Benefits, if any: 

Age 'When 

Pension Cqmmences Percentages * 

47 30.4" 

48 32.8 

49 35.4 

50 38.3 

51 41.5 

52 45.0 

53 48.9 

54 53.2 

55 57.9 

56 53.5 

57 69.4 

58 75.2 

59 BO.8 

60 86.7 

61 93.3 

62 or over 100.00 

*Prorated for intermediate ages computed on the basis of the number 

of complete calendar months by which the Participant is under the 

age he will attain at his next birthday. 

If a Participant with thirty (30) or more years of Credited Service or whose combined years of age and years of Credited Service (to the 

nearest one-twelfth (I/1Z) in each case) total eighty-five (as) or more retires at his option on or after the Effective Date, the 

Page 21 DIP006335 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 42 of 71 Pg ID 5623
Benefit otherwise payable to him after age sixty-two (62) and one 

(l} month shall be redetermined en the basis of an unreduced benefit 

in accordance with Article Seven, Section It based upon his Credited 

Service and the provisions of the Plan in effect at the time of his 

retirement from the Company. 

3. Special Early Retirement. From and after the Effective Date, the 

Early Retirement Benefit of a Participant eligible therefor under 

Article Six, Section 3, by reason of retirement because of mutually satisfactory conditions between the ages of fifty-five (55) and 

sixty-five (55), and who has applied therefor, shall be a monthly 

amount consisting of: 

Ca) An amount determined in accordance with Article Seven l Section 1, plus 

(b) A Temporary Benefit equal to his number of years of Credited 

Service multiplied by the applicable rate from the following 

table: 

Date of Retirement 

Sept.1, 1989 thru Nov. 30, 1989 

Dec. I. 1989 thru Oct. 31, 1990 

Nov. 1, 1990 thru Oct. 31, 1991 

November 1, 1991 and after 

less Other Benefits. if any. 

Rate 

$17.00 

19.00 

20.00 

21.00 

. Maximum 

Benefit 

$510.00 

570.00 

600.00 

630.00 

The Temporary Benefit determined in accordance with this Article 

Seven, Subsection 3 (b) shall be payable until age sixty-two (62) and one (l} month or until the age at which the Participant becomes or could have become eligible for an Unreduced Social 

Security Benefit for age or disability, whichever is the 

""'e"arlier. 

4. Disability Retirement Benefit. 

From and after the Effective Date, the Disability Ret"irement Benefit 

of a Participant eligible therefor under Article Six, Section 4, and 

who has applied therefor. shall be a monthly amount consisting of: 

(a) 

(b) 

An amount determined in accordance with Article Seven I Section 

1, plus 

A Temporary Benefit equal to his number of years of Credited 

Service multiplied by the applicable rate from the following table: 

Date of Retire~ 

Sept.~J 1989 Nov. 30, 1989 

Dec. I, 1989 thru Oct. 31, 1990 

Nov. 1, 1990 thru Oct. 31, 1991 

November 1. 1991 and after 

less Other Benefits, if any. 

Rate 

$I7.00 

19.00 

20.00 

21.00 

Maximum 

Benefi t 

$510.00 

$570.00 

600.00 

630.00 

The Temporary Benefit determined in accordance with this 

Article Seven, Section 4, shall be payable until age sixty-two (62) and one month or until the age at which the Retired 

Employee becomes or could have become eligible for an Unreduced 

Page 22 DTP006336 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 43 of 71 Pg ID 5624
Social Security Benefit for age or disability, whichever is the ear~ier. For purposes of this Article Seven, Section 4, a Ret1red E~ployee shall be considered as being eligible for an Unreduced Social Security Benefit on account of disability 

under the Social Security Act unless he shall have furnished to 

the Board written evidence from the Social Security 

Administration that he bas applied for and has been adjudged ineligible for s'uch benefits .. 

5. Deferred Vested Retirement Benefit. 

The Deferred Vested Retirement Benefit of a Participant eligible 

therefor under Article Six, Section 5, and who has applied therefor. 

shall be whichever of the following is applicable. 

(a) For a Participant terminated on or after the Effective Date, a monthly benefit payable at age 65 equal to his years of 

Credited Service multiplied by the applicable rate from the 

following table: 

Date Qf Retirement 

September 7, 1989 through November 30 , 1989 

December 1. 1989 and after 

less Other Benefits, if any. 

Rate 

$19.00 

22.00 

(b) The Participant may elect, in lieu of the Deferred Vested 

Retirement Benefit determined in accordance with Subsection 5 

(a), a Deterred Vested Retirement Benefit commencing after age sixty (60) or after age fifty-five (55) if combined years or 

age and years of Credited Service (to the nearest one-twelfth 

{1/12} in each case) shall total eighty-five (85) or morel 

determined in accordance with Subsection 5 Ca}, but reduced by five-ninths {5/9ths) of one percent (IX) for each complete 

calendar month by which such former Participant is under the 

age of sixty-five (65) at the date the Deferred Vested 

Retirement Benefit commences~ 

6. Special ~ 65 Benefit. 

Commencing on and after the Effective Date, any Retired Employee age 

sixty-five (65) years or older who is receiving a Benefit under 

Article Seven, Section 1 (Normal Retirement), or Article Seven, 

Section 2 (Early Retirement Regular). or Article Seven. Section 3 

(Special EarlY Retirement), or Article Seven, Section 4, (Disability Retirement), or any Surviving Eligible Spouse age sixty-five (55) or older who is receiving a Benefit payable under Article Eight I 

Section 3, (Survivor Benefit Option), (excluding the Surviving 

Eligible Spouse of a former Participant who was receiving a Deferred 

Vested Retirement Benefit UDder Article Seven, Section 5) or any 

Retired Employee who 00 or after September 1, 1974, has not attained 

age sixty-five (65) and who is receiving a Benefit under Artic1e 

Seven, Section 2 (Early Retirement Regular', or Article Seven, 

Section 3 (Special Early Retirement), or Article Seven, Section 4 

(Disability Retirement) and who is enrolled in the voluntary 

medicare coverage insurance ~rogram that is available under the 

Federal Social Security Act ("Voluntary Medicare Coverage") by 

making contributions therefor, shall receive a monthly Special Age 

65 Benefit equal to tbe amount of the monthly premium rate in effect 

Page 23 DTP006337 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 44 of 71 Pg ID 5625
Participant becomes eligible and applies therefor and shall be 

payable on the first day of each month thereafter during the 

life of such Participant. 

(b) With respect to a former Particiant whose employment is 

terminated, a Deferred Vested Retirement Benefit shall be 

payable to such.former Participant, if eligible therefor, as of 

the later of the first day of the month following the month (i} 

in which such former Participant attains age sixty (60), or becomes age fifty-five (55) if years of age and years of C~edited Service (to the nearest one-twelfth (1/12) in each 

case) shall total eighty-five (8S), or (ii) during which the 

Board receives a written application from such former 

Participant and shall be payable on the first day of each month 

thereafter during the life of such former Participant. 

A former Participant who would be eligible to receive a Deferred Vested Retirement Benefit but who has not made 

application therefor by the ninetieth (90th) day prior to his 

sixty-fifth (65th) birthday shall on or about that time be 

mailed by the Company a notice informing him that he may make 

such application. The notice shall be mailed to his last 

address shown on the Company's records. 

(e) Notwithstanding anything to the contrary in this Article Eight. 

payment of a Benefit under this Plan shall commence not later 

than the 60th day following the close of the Plan Year in which 

the latest of the following dates occurs: (i)· the date which 

the Participant- attains age sixty-five (65); (ii) the tenth 

anniversary of the year in which the Participant commenced 

participation in the Plan; or (iii) the date on which the 

Participant terminated his service with the Company. 

If a Participant has a "Required Beginning Date ft which precedes 

the latest of the three dates specified in the preceding 

sentence, distribution shall commence no late:r than such 

Required Beginning Date. In this regard, Required Beginning 

Date shall mean April 1 of the Plan Year following the later of 

the Plan Year in which the Participant attains age 70-1/2. 

Unless a shorter period of distribution is prescribed by other 

provisions of this Plan, distribution of a Benefit hereunder 

shall be made over the life of the Participant or the lives of 

the Participant and his Eligible Spouse_ 

2. Disability Retirement Benefit. 

(al Disability Retirement Benefits shall be payable &s provided 

under Article SeveD. Section 4 to a Participant eligible therefor under Article Six, Section 4 on the first day of the 

month following the expiration of twenty-six (2S) weeks from 

the date on which he became TotallY and Permanently Disabled 

and shall be payable on the first day of each month thereafter, so long as he is Totally and Permanently Disabled. during the 

life of such Participant until he attains age sixty-five (65) 

or, if earlier, the age at which he becomeS eligible for an Unreduced Social Security Benefit for age, at which time he 

shall receive the Normal Retirement Benefit to which he is 

entitled under Article Seven, Section I, based on his Credited 

Service at the time he became Totally and Perman~ntlY Disabled. 

Page 25 DTP006338 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 45 of 71 Pg ID 5626
(b) Disability Retirement Benefits shall be terminated: 

(il If the Participant returns to any regular gainful 

employment or occupation (except for purposes of 

rehabilitation under supervision of a recognized rehabilit~tion agency for a temporary period approved by the Board) i or 

(iil If the Board determines that the Participant has 

sufficiently recovered to engage in any regular gainful 

employment or-occupation with the Company: or 

(iii) If the Participant refuses to undergo a medical 

examination requested by three (3) members of the Board. 

provided that the Participant may not be required to 

undergo a medical examination more often than twice a year. 

In any case where the Board is required to make a determination 

with respect to whether a Participant applying for a Disability 

Retirement Benefit is Totally and Permanently Disabled, the 

Participant first shall be required to submit to an examination 

by a competent physician or physicians selected by the Board, 

and shall be required to submit to such re-examination as shall 

be necessary for the Board to make a determination concerning 

his physical or mental condition~ Whenever any such question 

is before the Board for determination, any three (3) members of 

the Board may require the Participant to submit to an examination by a physician of their choice, and such physician 

shall be afforded an opportunity to consult with the physicians 

appointed by the Board at any time before a final determination 

by the Board shall have been made. A Participant or Retired 

Employee who shall refuse to submit to any physical examination 

properly requested under the Plan shall not be placed or continued on Disability Retirement~ 

3. Survivor Benefit Option. 

(a) If a Participant dies on or after the Effective Date, and at a time when such Participant shall have reached his or her 

sixtieth (60th) birthday and had ten (10) or more years of 

Credited Service, or shall have reached his or her fifty-fifth 

(55th) birthday with combined years of age and Credited Service 

(to the nearest one-twelfth (1/12th) in each case) that total 

at least eighty-five (a5), or had thirty (30) or more years of 

Credited Service and, 

(i) such Participant had seniority at the time of his death 

or, the seniority of such Participant had been broken 

because of retirement on or after the Effective Date and 

the Participant dies before the date when his Retirement 

Benefits are to co~enee, and 

(ii) such Participant is survived by an Eligible Spouse, 

then the Eligible Spouse of such Participant shall be eligible, 

upon due application therefor to receive the Survivor's Benefit 

described in Article Eight, Subsection 3 (i} below~ 

Page 26 DTP006339 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 46 of 71 Pg ID 5627
(b) The Eligible Spouse of a Participant who h~s ten (10} or more years of Credited Service or Five (5) or more years of Vested 

Service but who is not separated from service and is not yet 

eligible to retire and the Eligible Spouse of an Employee who 

separated from service after September 1. 1974 and at such time was eligible for a Deferred Vested Retirement Benefit but who 

has not retired and not received his first Retirement Benefit, 

shall be eligibl-e to receive the Survivor's Benefit described 

in Article Eight, Subsection 3 (i) below_ The Survivor Benefit 

shall commence at the first of the month following the earliest 

date the Participant or the terminated Employee eligible for a Deferred Vested Retirement Benefit would have become eligible 

to have retired under the terms of this Plan. 

{c} In lieu of the applicable Retirement Benefit provided in 

Article Seven, Section 1 {Normal-Retirement Benefit}, Section 2, 

(Early Retirement Regular Benefit), ·Section 3 (Special Early 

Retirement Benefit), Section 4 (Disability Retirement Benefit). or Section 5 {Deferred Vested Retirement Benefit} or, if less, 

the Benefit which would be payable if eligible for an Unreduced 

Social Security Benefit for age or disability, a Participant automatically shall be deemed to have elected a reduced Benefit 

during his lifetime as hereinafter provided in Subsection 3 (d) 

below, and a Survivor's Benefit as hereinafter provided in 

Subsection 3(e) below, payable after the death of such 

Participant to the Eligible Spouse of such Participant during 

the further lifetime of the Eligible Spouse. 

This automatic election shall become effective on the Benefit 

Commencement Date, except that if. on such date which would 

otherwise be the effective date of the election, the 

Participant's spouse is not an Eligible Spouse, the effective 

date of the election shall be postponed until the first day of 

the month following the month in which the spouse becomes an Eligible Spouse and at such time the Participant's Benefit will 

be automatically adjusted in accordance with Subsection 3 (d) 

below. 

This automatic election shall be applicable only with respect 

to the Eligible Spouse of the Particiant at the effective date 

of the election. 

At least nine mon.ths prior to a married Participant's earliest 

retirement date, the Board shall provide the Participant with 

information regarding the automatic election and the necessary 

forms upon which the Participant, with the written .consent of 

his Eligible Spouse. can waive the automatic election. A 

Participant, with the consent of the Participant's Eligible Spouse, may prevent this automatic election by executing a written rejection in whatever form and manner as may be 

prescribed by the Board for this purpose and by filing such 

written rejection: 

(i) at the time of application for the Benefit, or 

(iii) during the 90 day period following the date the 

Participant is provided with the information 

regarding the automatic election. 

Page 27 

DTPOO6340 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 47 of 71 Pg ID 5628
(d) 

The consent of the Participant·s Eligible Spouse must b~ in t 

writing, notarized or witnessed by a me~b7r of.the.Boar • mus be irrevocable and must acknowledge the f1Danc~a~ ~mpact o~ the 

waiver of the automatic election. If ~he Part1c1pant or h1S . Eligible Spouse dies before the effect~ve date of , the automatlc 

election. the election shall be cancelled automat1cally. 

The amount of tne reduced Retirement Benefit payable under. 

Article Seven, Section 1 {Normal Retirem~nt Benefit!. Sect10n 2 

(Early Retirement Regular Benefit}, S~c~1on 3 ~Spec1al Earl~ Retirement Benefit). Section 4 (D1sab~11ty Ret~rement Benef~t). or SectioD 5 (Deferred Vested Retirement Benef1t), to a Ret1red 

Employee (including for purposes of this Sub~ection a for~er 

Participant entitled to a Deferred ,Vested.Ret~rement Bene~~t} who shall have elected the Survivor Benef1t under Subsectlon 3 

(e) above shall be determined by reducing the amount of the 

applicable Benefit by a percentage. hereinafter provided, of 

the Benefit that would have been payable to the Retired . Employee on and after age sixty-five (55) if such Retired 

Employee had not elected the Survivor Benefit. The percentage 

to be used shall be five percent (SX) except that such 

percentage shall be decreased by one-half (1/2) of one percent {l%) for each year in excess of five (5) years up to ten {to) 

years that the age of the Eligible Spouse exceeds the age of 

the Retired Employee and increased by one-half (1/2) of one percent (l%) for each year in excess of five (5) years that the 

age of the Eligible Spouse is less than· the age of the Retired 

Employee (the age of each being determined as being the age at 

his or her birthday nearest the date on which the first payment 

of such Retired Employee's Benefit shall be payable). 

The reductions provided in this Subsection 3 {d) shall be made 

in all Retirement Benefits payable to the Retired Employee on or aiter the date the election of the Survivor Benefit becomes 

effective. 

(e) The amount of the Benefit payable to the Eligible Spouse of a Retired Employee who elected a Survivor Benefit under 

Subsection 3 (c) above shall be sixty percent (SOX) of the 

amount of the Benefit that was or would have been payable after 

age sixty-two (52} and one (l) month to the Retired Employee after the applicable reduction provided in Subsection 3 (d) 

above. 

(f) The Benefit rate used for purposes of computing the amount of 

the Benefit which is referred to in Subsection 3 (d) and (e) 

above I shall be the rate specified in the applicable Subsection 

of Article Seven, Section 1 (Normal Retirement Benefit), Section 2 (Early Retirement Regular Benefit), Section 3 

(Special Early Retirement Benefit), Section 4 {Disability 

Retirement Benefit), or Section 5 (Deferred Vested Retirement 

Benefit) which would be payable after the Participant becomes 

eligible for an Unreduced Social Security Benefit for age or disability. 

{g) In the e.vent the Eligible Spouse of a Retired Employee who has 

made a Survivor Benefit election under Subsection 3 (c) above 

shall predecease such Retired Employee, such Retired Employee shall have his Retirement Benefit restored to the amount 

payable without the Survivor Benefit, effective the first day 

Page 28 DTPOO6341 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 48 of 71 Pg ID 5629
( h) 

(i) 

of the third month following the month in which the B?a~d receives evidence satisfactory to the Board of the El~g~ble 

Spouse's death. 

A Retired Emploree who has elected the Survivor Benefit und~r 

Subsection 3 (c} and who is divo~ced by court dec~ee fr~m h~s Eligible Spouse .after such elect~on) sha~l have h~s Ret~rement 

Benefit restored to the amount payable wlthout the Surv1vor 

Benefit, effective the first day of the third month following the month in which the Board receives evidence satisfactory to 

the Board of the final decree of divorce. provided that no qualified domestic relations order is received prior to the 

beginning payment date of the restored benefit. 

The monthly Benefit payable to the Eligible Spouse of a Participant who died prior to becoming eligible for a Benefit 

under Subsection 3 (a) shall be the Bene(it such Eligiole Spouse would have been entitled to receive under Subsection 

3 (e},if the Participant had retired on the earliest date he 

would have become eligible to have retired under the terms of 

the Plan with Retirement Benefits commenCing the first day of 

the following month in which the Participant could have elected 

the Survivor Benefit. 

ARTICLE NINE 

SUPPLEMENTAL ALLOWANCES 

1. Eligibility. 

Supplemental Allowances consist of an Early Retirement Supplement, 

and an Interim Supplement. 

Subject to the Provisions of Article Nine. Sections 3. 4. 5, and 6, 

:a Participant who retires under Article Six, Section 2, 3, or 4 

hereof, and who files his application for a Benefit within five (5) 

years of the last day he worked for the Company and/or Affili~te ) and who agrees to restrict his participation in the work force as provided in Article Nine, Section 4 below will receive, on the 

following terms and conditions, a monthly Supplemental Allowance in 

addition to his Retirement Benefit. 

2. Amount of the Supplemental Allowance. 

( a) Early Retirement Supplement. A Participant who retires under 

Article Six, Section 2 (Early Retirement Regular), Section 3 

(Special Early Retirement), or Section 4 (Disability 

Retirement) on or after the Effective Date, with thirty (30) 

years or more of Credited Service, shall be entitled to a monthly Early Retirement Supplement until age sixty-two (62) 

and one (l) month in an amount which when added to his 

Retirement Benefit under the Plan will equal the amount of the 

total monthly benefit applicable to him as provided below; 

subject to the provisions of Article Nine, Sections 3, 4, 5, and 6. 

Page 29 DTP006342 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 49 of 71 Pg ID 5630
EARLY RETIREKENT SUPPLEKENT RATES 

total monthly benefit 

Date of Retirement 

for Determining Early 

Retirement Supplement 

September 1, 1989 th~ugh 

November 30, 1989 $1,075 

1,400 

1,500 

December 1. 1989 through . October 31, 1991 

November 1, 1991 and after 

(b) Interim Supplement. A Participant who retires under Article 

Six, Section 2 (Early Retirement Regular) on or after th~ 

Effective Date, with less than thirty (SO) years of CredJ.ted 

Service and before attaining age sixty-two (62), shall be 

entitled to a monthly Interim Supplement until he attains age 

sixty-two (62) and one (1) month equal to the amount applicable 

to him as provided below for each year of Credited Service that 

he had at the date of his retirement; subject to the provisions 

of Article Nine, Sections 3, 4, 5, and 6. 

INTERIM SUPPLEMENT RATES 

Monthly Amount for Each Year 

2L Credited Service* 

Age n Retirement, 

54 or under 

55 

56 

57 

58 

59 

60 

61 

Ret. 9/7/89 

through 11/30/89 

$-0-

4.70 

5.80 

6.80 

7.90 

8.90 

10.00 

10.00 

Ret. 12/1/89 

and After 

$-0-

7.05 

8.70 

10.20 

11.85 

13.35 

15.00 

15.00 

*Prorated for intermediate ages computed on the basis of the number 

of complete calendar months by which the Participant is under the 

age he will attain at his next birthday. 

3. Assumptions and Adiustments in Computing Amount 2i Supplemental allowance. 

(a) The Early Retirement Supplement under Article Nine, Subsection 

2 (al or the Interim Supplement under Article Nine, Subsection 

2 {b for a Participant retiring under Article Six, Section 2 

(Early Retirement Regular) shall be calculated assuming that 

his Retirement Benefit commences immediately after retirement, 

and such Early Retirement Supplement or Interim Supplement 

shall be reduced for any montb prior to age sixty-two (62) and one (1) month for whicb he receives or is entitled to receive an Unreduced Social Security Benefit, by an amount equal to the 

amount of the Temporary Benefit to which he would have been 

entitled if he had retired under Article Six, Section 3 

(Special Early Retirement). 

(b) The Early Retirement Supplement under Article Nine, Subsection 

2 (a) for a Participant retiring under Article Six, Section 3 

(Special Early Retirement) or Section 4 (Disability Retirement} 

shall be calculated on the assumption that he will receive his 

Page 30 DTPO06343 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 50 of 71 Pg ID 5631
5. 

(e) 

Temporary Benefit until age sixty-two (62) ev7 n.if such. 

Temporary Benefit is not received by ~be Part~~1pant un~11 such 

age because of his entitlement to Soc1al Secur~ty benef1ts. 

The Early Retirement Supplement under Art~cle Nine._Subsec~ion 2 (a) for a Participant who elects a Surv1vor B~neflt prov1ded in Article Eigh~ shall be calculated OD the bas1s of the 

Benefit he would have received if he had not elected the 

Survivor Benefit. 

Payment £f Supplemental Allowance ~ Penalty Provision. 

Any of the Supplemental Allowances to which a Participant is 

entitled shall commence on the first day of the month in which ~he Participant retires and shall be payable monthly thereaft~r untIl 

the first day of the month in which he dies, or bis Benef1t ceases for any other reason, or be attain~ age sixty-two {52) and on~ (1) 

month whichever 'occurs first, prov~ded however, that 1f a Ret~red 

Employee receiving any of the Supplemental Allowances has earnings 

after retirement in excess of the allowable earnings level (for 

Social Security recipients under the age of 65 or the age level as determined by the Federal Social Security rules then in effect) 

before he attains age sixty-two (52) in any calendar year (such 

earnings being defined for this purpose as the amount and type 

permitted without reduction of benefits under the Federal Social 

Security Act or the corresponding amount and type in any future 

Federal legislation amending, superseding, supplementing or incorporating the Federal Social Security Act). a penalty equal to 

double the amount bY,which such earnings exceed the amount permitted 

shall be charged against each succeeding monthly Supplemental 

Allowance which the Retired Employee would otherwise be entitled to 

receive until the full amount of such penalty is' satisfied, it being 

understood that penalties and charges herein shall be cumulative if ~propriate; and provided further, that if he had been receiving a Benefit under Section 4, Article Six (Disability Retirement) and had 

been receiving Supplemental Allowance payments and the Board finds 

that he is no longer Totally and Permanently Disabled he shall not, 

if his seniority is restored, thereby forfeit any right he may 

thereafter have to receive Supplemental Allowance payments if he 

thereafter retires under the Plan. 

A Retired Employee receiving any Supplemental Allowance before age 

sixty-two (62) and one (l} month may be required to certify that his 

earnings have not been in excess of the permitted amount and to 

furnish verification of the amount of bis earnings. If any 

overpayments of a Supplemental Allowance are made after a Retired 

Employee incurred a penalty because of excess earnings, or by reason of a Retired Employee becoming entitled to' receive Social Security 

benefits, any such overpayments shall, unless repaid by the Retired 

Employee in a lump sum, be deducted from future Retirement Benefits 

payable to him under the Plan. 

Reduction Due ~ Earnings Limitation 

If the total of the Retired Employeeis Retirement ,Benefit under this 

Plan and his monthly Supplemental Allowance receivable up to' age 

Sixty-two (52) and one (l) month as computed above would exceed 

seventy percent (70X} of his final base pay, his monthly Supplement 

Allowance (but not his Retirement Benefit under Article Seven) shall 

be reduced to the extent required so that such Retirement Benefit 

plus 'his Supplemental Allowance will equal seventy percent (70%) of 

his final base pay. For this purpose, the final monthly base pay of 

Page 31 DTPOO6344 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 51 of 71 Pg ID 5632
such Retired Employee shall mean four and one-third (4-1/3) times 

the base hourly rate of such Retired Employee at the time of 

retirement. as defined in Article IX of the Supplemental. . Unemployment Benefit Plan between the Comp~ny.and the Un~on 1n . effect at the time of his retirement, mult1p11ed by forty (40) ~n 

the case of an hourly rated Employee, plus cost-of-living allowances 

but excluding overti~e additions to straight time pay, shift 

differentials. vacation bonus, year-end bonus, or any other extra 

compensation. 

6. Discharged partiCipants. A discharged Participant shall not be eligible to receive a Supplemental Allowance except that a discharged Participant eligible 

for an Early Retirement Regular Benefit under Article Seven, Section 

2 may retire and also pro~ess a grievance in which a determination 

is 'sought through the regular grievance procedure under the 

Collective Bargaining Agreement that the reason for the discharge of 

the Participant shall Dot result in the Participant being ineligible 

to receive a Supplemental Allowance. If the award should provide 

for the payment of any wages for time not worked after the 

discharge, then any Retirement Benefits received by such Participant 

for such period of time shall be credited against the award. 

7. Union Leave g.f. Absence. 

Notwithstanding anything in this Plan, a Participant who retires 

while on an approved leave of absence requested by the International 

Union to permit such Participant to engage in the business of or to 

work for the International Union shall be entitled to a Supplemental 

Allowance under this" Article Nine, even though such Participant had 

not worked for the Company within five (5) years of retirement. 

ARTICLE TEN 

MISCELLANEOUS 

1. Non-alienation 2i Benefits and Supplemental Allowance. 

No Benefit or Supplemental Allowance payable at any time under the 

Plan shall be subject in any manner to alienation. sale, transfer, 

assignment, pledge, attachment or encumbrance of any ·kind4 Any 

attempt to alienate, sell, transfer, assign, pledge or otherwise 

encumber any such Benefit or Supplemental Allowance, whether 

presently or thereafter payable, shall be void. No Benefit or Supplemental Allowance, nor the Trust Fund. shall in any manner be 

liable for or subject to the debts or liability of any Participant, 

Surviving Eligible Spouse, or Retired Employee entitled to a Benefit or Supplemental Allowance. If the Participant, Surviving 

Eligible Spouse, or Retired Employee shall attempt to, or shall, 

alienate. sell, transfer, assign, pledge, or otherwise encumber his or her Benefit or Supplemental Allowance under the Plan or any part 

thereof, or if. by reason of his bankruptcy or other event happening 

at any such time, such Benefit or Supplemental Allowance would 

devolve upon anyone else or would Dot be enjoyed by him or her, then 

the Board in its discretion may terminate his or her interest in any 

such Benefit or Supplemental Allowance and hold or apply it to or for the benefit of such person, his or her spouse, children, or other dependents) ar any of them in such manner as the Board may 

deem proper. Notwithstanding the foregoingj 

{a) The Trustee sball deduct from the Retirement Benefits or Supplemental Allowances payable to a Retired Employee or Surviving Eligible Spouse who elected to participate in the 

Page 32 DTPOO6345 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 52 of 71 Pg ID 5633
(b) 

(c) 

( d) 

Group Hospitalization and Surgical Insurance provided for in 

any applicable lnsurance Agreement between the Compa~y and the 

Union, upon notification from the Board that the Ret~red 

Employee or Surviving Eligible Spouse has so autborized~ an amount equal to the contribution rate from time to time 

established for such insurance as certified to the Trustee by 

the Board, and.shall pay such amount (as the Board may direct) 

either directly to the carrier of such insurance or to the 

order of the Company for transmittal to such carrier. 

A Retired Employee shall have the right. subject to the 

provisions of this Subsection 1 (b), to authorize the Trustee 

to deduct from the Retirement Benefit payable to him, and to 

pay to the Union on his behalf, monthly dues in such amount as shall be certified to the Trustee from time to time by the 

Financial Secretary of the Union as being the current rate of 

monthly dues for Retired Employees. Such authorization spall 

be made by a Retired Employee on a form provided by the Union 

and filed with the Board as hereinafter provided. An 

authorization with respect to a particular calendar year shall 

be effective only if filed during the month of December 

immediately preceding the commencement of such calendar year, 

or, in the case of a Participant who retires during the course of a calendar year, during the month in which such retirement occurs. Any such authorization filed with respect to a particular calendar year shall be irrevocable for the 

remainder of such calendar year, and shall be automatically 

renewed with respect to each succeeding calendar year unless 

the Retired Employee shall file a revocation with the Board 

during the month of December preceding the beginning of the 

calendar year for which the revocation is to be effective; 

provided, however, that if the rate of dues for Retired 

Employees shall be increased, a Retired Employee shall have 

the right to revoke such authorization by filing a revocation 

with the Board within thirty (30) days after the increase in 

the rate of dues becomes effective, such revocation to be 

effective for the month following the month in which the 

revocation is filed. The Board shall promptly certify to the 

Trustee all such authorizations effectively filed by Retired 

Employees, and the Trustee shall give effect to such 

authorizations until notified by the Board of the revocation 

thereof. Notwithstanding the foregoing, it is mutually 

understood and agreed that the Board shall have the right to 

discontinue the deductions and payments of dues pursuant to 

this Subsection 1 (b) at any time when the number of Retired 

Employees who have currently effective authorizations on file 

with the Board shall be less than one hundred (100). 

A Retired Employee or Surviving Eligible Spouse entitled to a Benefit under this Plan shall have the right, upon submitting 

to the Board written authorization and direction acceptable to 

the Board, to cause Federal income taxes to be withheld from 

the Retirement Benefits payable under the Plan in accordance 

with Section 3402(0) of the Code, or subsequent comparable 

statute, and the applicable regulations thereunder. 

Nothing in this Article shall prevent the payment of all or a portion of the Retirement Benefits under the Plan to an alternate payee under a qualified domestic relations orde~ as such is defined in the applicable Federal law and regulations. 

Page 33 DTP006346 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 53 of 71 Pg ID 5634
2. Vesting. 

Except in accordance ~ith the provision of Article Seven, Section 7, no Participant or Eligible Spouse shall be eligible to receive any Benefit or Supplemental Allowance under the provisions of the 

Plan prior to the Effective Date thereof. No Participant or Eligible Spouse shall have any vested right under this Plan except 

such rights. if any. as may accrue to a Participant upon retirement or entitlement to a Deferred Vested Retirement Benefit or to a. Eligible Spouse for a Survivor Benefit upon the death of a Participant, in accordance with the provisions of the Plan. 

3. Waiver ~ Suspension of Benefits 

(al Subject to applicable Federal law and regulations and 

notwithstanding anything to the contrary in the Plan, a Retired Employee or Surviving Eligible.Spouse entitled to 

receive a Retirement Benefit, for personal reasons and without 

disclosure thereof, may request the Board in writing to suspend 

for any period of time the payment of all or of any part of 

such Retirement Benefits otherwise payable to him or her under 

the provisions of the Plan. Upon receipt of such a written 

request the Board shall authorize such suspension, in which 

event the Retired Employee or the Surviving Eligible Spouse 

shall be deemed to have forfeited all right to or interest in 

the amount of the Retirement Benefits so suspended, but the 

Retired Employee or the Surviving Eligible Spouse, as the case may bel shall retain the right to have the full amount of such 

Retirement Bene'fits to which he or she otherwise would be 

entitled reinstated with respect to future payments upon 

written notice to the Board of his or her desire to revoke a prior request for suspension under this Article Ten, Subsection 

3 (a). Any suspension of Retirement Benefits requested hereunder by a Retired Employee shall not affect the Survivor 

Benefit payable under the Survivor Benefit Option which the 

Retired Employee has elected or is deemed to have elected under 

the Plan. 

(b) In determining any Benefit or Supplemental Allowance payable to 

any Retired Employee, no Retirement Benefit or Supplemental 

Allowance shall be payable for any month during all of ~hich 

the Retired Employee is receiving weekly accident or sickness 

benefits under any plan to which the Company shall have 

contributed; and for any montb during part of which the Retired 

Employee is receiving such accident or sickness benefits) a proportionate amount of any Retirement Benefit or Supplemental Allowance otherwise payable shall be paid for that part of the 

month for which the Retired Employee receives no such accident or sickness benefits. 

4. Gender. Number ~ Context. Words used in the Plan which are in the 

masculine gender shall include the feminine gender, the singular shall include the plural and the plural shall include the singular, 

all unless the context clearlY indicates otherwise. The titles of 

Sections and Subsections in this Plan are included solely for 

convenience of reference and, if there is any conflict between the 

titles and the text. the text shall control. 

Page 34 DTP006347 

.--. - ~-~.--.,~. -"'-=::..........:----

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 54 of 71 Pg ID 5635
ARTICLE ELEVEN 

MAXIMUM ANNUAL BENEFITS 

1. Maximum Permissible Amount~ The Annual Benefit, as such term is 

defined in Article Eleven$ Subsection 9 (e), payable to a Participant at 

any time under the Plan shall not exceed the Maximum Permissible Amount. as sucb term is defined in Article Eleven, Subsection 9 (b). If the 

Annual Benefit that the Participant would otherwise accrue in a Limitation Year, as such term is defined in Article Eleven, Subsection 

9 (g), would produce an Annual Benefit in excess of the Maximum 

Permissible Amount, the rate of accrual will be reduced so that the 

annual Benefit will equal the Maximum Permissible Amount. 

2. Alternative Comvutation. The limitation in Article Eleven, 

Section 1 is deemed sat1sfied if the Annual Benefit payable to a Participant -is not more than $1,000 multiplied by the Participant's years of participation (not to exceed 10) and the Company and any Affiliate nas not at any time maintained any defined contribution plan in which the 

Participant participated. 

3. Maxjmum Permissible Amount - ~ Than Ten Years Qt Credited 

Service. If a Participant has completed less than 10 years of Credited 

Service in the Plan, the Participant's Annual Benefit shall not exceed 

the Maximum Permissible Amount specified below as adjusted by multiplying 

such amount by a fraction, the numerator of which is the Participant's number of years of Credited Service in the Plan , and the denominator of 

which is 10. In no event shall the provisions of this Section 3 reduce 

the limitations provided-under Code Sections 415 (b) (1) and (b) (4) to an amount less than one-tenth (l/lOth) of the applicable limitation (as 

determined without regard to this Section 3)~ 

4. - Retirement Prior !£ Participants 

Socia:!" the Annual Benefit of a Participant commences Social ty Retirement Age, as such term 9 (i) I the Maximum 

Permissible the actuarial 

equivalent (as s Actuarial Factors) of an Annual Benefit of $90.000, Adjustment Factor, as such 

term is defined in Article 9 (a), as prescribed by 

regulations issued by the Secretary of the Treasury of, the United States, 

beginning at the Social Secur.ity Retirement Age. The adjustment provided 

for in the preceding sentence shall be wade in such manner as the 

Secretary of the Treasury of the United States may prescribe that is 

consistent with the reduction for old-age insurance benefits commencing before the Social Security Retirement Age under the Social Security Act. 

In addition, the adjustment shall be based on the greater of the interest 

rate assumption or an assumption of 5X per year. 

5. Maximum Permissible Amount - Retirement After Participants Social 

Security Retirement~. If the Annual Benefit of a Participant commences after the Participant's Social Security Retirement Age, the 

Maximum Permissible Amount shall be adjusted so that it is the actuarial 

equivalent (as determined by using the Plan's Actuarial Factors) of a benefit of $90,000, multiplied by the Adjustment Factor as provided by the Secretary of the TreasurT of the United States, beginning at the 

Social Security Retirement Age. 

6. Current Accrued Benefit. If the Current Accrued Benefit of an individual who was a Participant as of the first day of the Limitation 

Page 35 DTP006348 

--.~ ._,-- ._ .. _----------,,--=-------------------------

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 55 of 71 Pg ID 5636
Year beginning on or after January 1, 1987, exceeds the benefit 

limitations under Code Section 415 (b), the Maximum Permissible Amount 

with respect to the individual shall equal that current Accrued Benefit. 

7. Participation In Other Company/Affiliate Defined Benefit Plans. 

If a Participant is or has ever been a participant in any other defined 

benefit plan maintained by the Company or any Affiliate, the sum of the 

Participant's Annual Benefits from all such plans (including the Plan) 

shall not exceed the Maximum Permissible Amount. If the Maximum 

Permissible Amount would otherwise be exceeded after takinf into account 

all such plans, the necessary reduction of the Participant s Annual 

Benefit shall be made under the Plan. However, if the Plan (or any other 

defined benefit plan of an Affiliate in which a Participant participates) was amended after Kay 5, 1985. but before the first Limitation Year 

beginning after December 31 t 1986. to increase accrued benefits to a level below the Code Section 415 limits for Limitation Years beginning a£ter 1986 , such excess amounts are not reflected in the denominator of 

the Defined Benefit Plan Fraction for the Limitation Years beginning after 1986 or in adjusting the numerator of the Defined Contribution Plan 

Fraction_in accordance with Federal Income Tax Regulations issued under 

Section 235(g)(3) of the Tax Equity and Fiscal Responsibi1ity Act of 

1982. The excess accruals are reflected in the numerator of the Defined 

Benefit Plan Fraction for Limitation Years beginning after 1986 1 unless 

the excess is eliminated. The excess is not reflected in the Current 

Accrued Benefit. 

8. Participation In Company/Affiliate Defined Contribution flAn2. 

If a Participant is also a participant in any defined contribution plan maintained by the Company' or any Affiliate, the sum of the Participant's Defined Contribution Plan Fraction as such term is defined in Article 

Eleven, Subsection 10 (f) and the Defined Benefit Plan Fraction, as such 

term is defined in Article Eleven, Subsection 9 (e), shall not exceed 140 

in a~ Limitation Year. If tbe sum of the fractions would exceed 1.0 in 

any L1mitation Year. the Participant's Annual Benefit shall be reduceduntil the sum of the fractions is 1.0. 

9. Definitions. For purposes of computing the limitations under 

this Section 9; 

(a} "Adjustment Factor" means the cost of living adjustment factor prescribed by the Secretary of the Treasury under 

Section 415 (d} of the Code for years beginning. after 

December 31, 1987 , applied to such items and in such manner as the Secretary shall prescr.ibe. 

(b) "Annual Additions" with respect to a Participant means the sum of --

(i) The Affiliates' contribution made for him under any defined contribution plan of the Affiliates for the 

Limitation Year; and 

(ii) Nondeductible contributions by the Participant for 

Limitation Years beginning after 1986 (as to Limitation 

Years beginning before 1987, only the lesser of 50~ of 

such contribution or the amount of such contributions 

that exceed 6X of the Participant's compensation I as defined in Code Section 415 (c) (3), for the Limitation 

Year are treated as Annual Additions); 

Page 36 DTPOO6349 

. --.--------•. - :-..:0-

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 56 of 71 Pg ID 5637
( iii) 

(iv) 

Forfeitures allocated to him under all defined 

contribution plans of the Affiliates for the Limitation 

Yeari and 

(4) Any contributions allocated on the Participant's 

behalf to any medical account under Code Sections 

401 (h) (6) and 419A (d). 

(c) "~nnual Benefit" means a Participant's Normal Retirement 

Benefit computed under Article Seven. Section 1. expressed 8.S--

(d) 

(i) 

( ii) 

A qualified joint and survivor annuity form of payment for any married Participant if the automatic election 

applies to such Participant; or 

A single life annuity fora of payment for any other 

Participant. 

flCurrent Accrued BenefitW means a Participant's Annual 

Benefit under the Plan, determined as if the Participant had 

separated from service as of the close of the last Limitation 

Year beginning before January 1, 1987~ when expresssed as an annual benefit within the meaning of Code Section 415 (b) (2). In determining the amount of a Participant's Current 

Accrued Benefit$ any change in the terms and conditions of 

the Plan after Kay 5, 1986 shall be disregarded. 

(e) '"Defined Bene'fit .f.l.A!!. Fraction" for any year means the 

fraction--

( i ) 

(ii ) 

The numerator of which is the sum of the Participant's projected annual benefits under all tax-~ualified 

defined benefit plans of the Affiliates lwhether or not 

any such plan is terminated), determined as of the close 

of the year, and 

The denominator of which is the lesser of 125% of the 

dollar limitation in effect for the Limitation Year 

under Code Section 415 (b) (1) (A) or 140~ or the 

average ~nual compensation amount. 

(f) "Defined Contribution ~ Fraction" for any year mea.ns the 

fraction--

(i) 

(ii ) 

The numerator of which is the sum of the Annual 

Additions to the Participant's accounts under all tax- ~ualified defined contribution plans of the Affiliates 

(whether or not terminated) for the current and all 

prior Limitation Years (reduced, it applicable, in 

accordance with Federal Income Tax Regulations issued 

pursuant Section 235 (g) (3) of the Tax Equity and 

Fiscal Responsibility Act of 1982). and 

The denominator of which is the sum of the lesser of the 

following amounts determined for the current and all 

prior Limita.tion Years of service witb the Affiliates: 

(A) 125% of the dollar limitation in effect under Code 

Page 37 DTP006350 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 57 of 71 Pg ID 5638
(iii) 

Section 415 (e) (I) (A) for each year, or 

(B) 140% of the amount which may be taken into account 

under Code Section 415 (e) (l) (B) with respect to 

him under such plan for such year. 

The denominator of the Defined Contribution Plan 

Fraction shall be multipli~d by the "transition 

fractionft (as defined in Code Section 415 (el (6) if the Board has elected to use it. 

(B) ) , 

(g) "Limitation ~n means the calendar year. 

(h) 

( i ) 

"Maximum Permissible Amount" means the lesser of (A} $90~OOO 

(multiplied by the Adjustment Factor) or (B) 100~ of the 

Participant's annual average o·f-the higbest three consecutive 

calendar years of total compensation {as defined in Code, 

Section 415 (c) (3» paid to the Participant by the 

Affiliates during his active participation in the Plan (or 

any other defined benefit plan of the Affiliates). 

Soc~al ~. "Social Security Retirement 

Age means in Code Section 415 (b) (S). Under that Section, a person's Social Security Retirement Age is (a) 65 if the year of birth is before 1938, (b) 66 if the 

year of birth if after 1937 but before 1955, or (e) 67 if the 

year of birth is after 1954. 

ARTICLE TWELVE 

TERMINATION OF ~ £LAN 

1. Order of Priorities. 

In the event of termination of the Plan embodied in this Agreement, the assets then remaining in the Trust Fundi after providing the 

expenses of the Plan and of the Trust Fund, shall be allocated, 

after deducting any balance in the Trust Fund attributable to 

funding the cost of the Supplemental Allowances under Article Nine, 

to the extent that they shall be sufficient, for the purpose of 

paying Benefits (based on Credited Service to the date of 

termination of the Plan) to Participants who have retired or who 

retire and former Employees in the following order of precedence: 

(a) To provide Benefits at such time as they become payable under 

the terms of the Plan to a Retired Employee (and his Surviving Eligible Spouse) who was receiving a Retirement Benefit as of 

the beginning of the three-year period ending on the date of 

termination of the Plan (or would haVe been eligible to retire 

and commence receiving a Retirement Benefit as of the beginning of said three-year period), computed under the provisions of 

the Plan (as in effect during the five-year period ending on the date of termination of the Plan) which would provide the 

smallest Benefit. 

(b) To provide Benefits to a Retired Employee (and his Surviving Eligible Spouse) at such time as they become payable under the 

terms of the Plan~ which when added to the Benefits provided under Subsection 1 (a) above, would be equal to the Benefits 

under the Plan which are determined by the Pension Benefit 

Guaranty Corporation to be guaranteed under Section 4022 of 

Page 38 DTPOO635I 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 58 of 71 Pg ID 5639
(e) 

ERISA (computed without regard to Section 4022 (b} (5) of said 

Act) • 

To provide Benefits, which when added to the Benefits provided under Subsections 1 (a) and 1 (b) above would be equal to the 

Benefit to which the Participant would be entitled under the 

terms of the Plan, in the following order of precedence: 

(i) 

(ii ) 

(iii) 

( iv) 

To provide Benefits (including any Age-Service Supplement, Lifetime Supplement or Special Age 65 Benefit 

that commenced prior to the date of termination of the 

Plan, but excluding any Supplemental Al~owances under 

Article Nine) to Retired Employees receiving Retirement 

Benefits and to Participants who retire under the Plan 

prior to the date at termination of the Plan, and to 

a Surviving Eligible Spouse entitled to a Survivor 

Benefit under Article Eight, without reference to the 

order of retirement. No increase due to a redetermination of benefits shall be provided at any date 

after the termination of the Plan under this Article 

Twelve, Subsection 1 (e}, paragraph (i). 

To provide Normal Retirement Benefits (including the 

Special Age 65 Benefit, if such would actually be payable 

upon the date of termination of the Plan) upon retirement 

under the terms of this Plan as if it were in effect, to 

Participants age sixty-five (65) or older and who have 

ten (10) years or more of Credited Service on the date of 

termination of the Plan. without reference to the order 

in which they reached age sixty-five (65), and to provide 

Disability Retirement Benefits, excluding any Supplemental Allowances under Article Nine. to 

Participants who on the date of termination of the Plan 

have been approved for a Disability Retirement Benefit 

but who have not then commenced to receive such benefit. 

To provide at age sixty-five (65) or, if the Participant 

elects, at such earlier age as the Participant may elect 

to receive a Normal Retirement Benefit (excluding the 

Special Age 65 Benefit) provided for under the terms of 

the Plan as now in effect, at the level reached on Septeaber 7, 1986, to Participants who on the date of 

termination of the Plan have ten (10) years or more of 

Credited Service, without reference to their ages on the 

date of termination of the Plan or to the order in which 

they shall reach age sixty-five (65). 

To provide additional Benefits which, when added to the 

Benefits received under Subsection 1 (c) (i) above, shall 

equal the Benefits otherwise provided under the Plan as noW in effect (excluding any Supplemental Allowances 

under Article Nine and excluding any Age-Service Supplement, Lifetime Supplement or Special Age 65 Benefit 

not otherwise payable under Subsection 1 (e) (i) above) 

to Retired Employees receiving Benefits and to 

Participants who retire under· the Plan prior to the date 

of its termination, and to a E1igible Spouse entitled to a Survivor Benefit under Article Eight without reference 

to order of retirement; 

Page 39 DTP006352 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 59 of 71 Pg ID 5640
(v) 

{vi} 

To provide additional Benefits which, when added to the 

Benefits received under Subsection 1 {c) (ii) above I 

shall equal the Benefits otherwise provided under the 

Plan as now in effect, to Participants age sixty-five 

(55) or older and who have ten (10) years or more of 

Credited Service on the date of termination of the Plan. 

without reference to the order in which they reached age 

sixty-five (55) and to pro~ide additional Benefits which. 

when added to the Benefits received under Subsection 1 

(c) (ii) above, shall equal the Benefits (excluding any Supplemental Allowances under Article Nine) otherwise 

provided under the Plan as now in effect, to Participants 

who on the date of termination of the Plan have been 

approved for a Disability Retirement Benefit but who have 

not then commenced to receive such a Benefit; 

To provide, at age sixty-five (65), additional Benefits 

(excluding the Special Age 65 Benefit) which when added 

to the Benefits received under Subsection 1 (c) (iii) 

above, shall equal the Normal Retirement Benefit provided 

for under the Plan as now in effect to Participants who on the date of termination of the Plan have met the 

requirements of Article Six, Section 2, for Early 

Retirement, without reference to the order in which they 

shall reach age sixty-five. 

(vii) To provide. at age sixty-five (55), Benefits (ex~luding 

the Speci~l Age 65 Benefit) which when added to the 

Benefits received under Subsection 1 (c) (iii) if any, 

shall equal the Normal Retirement Benefit provided under 

the Plan, as now in effect, to Participants less than age 

sixty (60) and whose combined age and Credited Service 

(to the nearest one-twelfth (1/12th) in each case) equal 

at least sixty {SO) on the date of termination of the 

Plan, without reference to the order in"which they shall 

reach age sixty-five (65); 

{viii) 

(ix) 

To provide at age sixty-five (65), or upon the date of 

termination of the Plan if the Participant is age sixty- five (65) or older on the date of termination of the 

Plan, Benefits (excluding the Special Age 65 Benefit) 

which. wben added to the Benefits recehred under 

Subsection 1 (e) (iii), if any, shall equal the Normal 

Retirement Benefit provided for under the terms of the 

Plan, as now in effect, to Participants on the date of 

termination of the Plan who are not provided for above in 

this Article Twelve, Section 1, without reference to the 

order in which they shall reach or shall have reached age 

sixty-five (65); 

Within each of the above Subsections 1 (a) through {c) 

(viii), shall be included such former Participants 

eligible for a Deferred Vested Retirement Benefit under 

Article Seven, Section 5, who are eligible for such 

Benefit on the date of termination of emp1oyment. 

(x) To provide Special Age 65 Benefits commencing on the 

first day of- the month following the month in which age 

Page 40 DTP006353 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 60 of 71 Pg ID 5641
(dl 

six.ty-five (65} is attained to Retired Employees and 

eligible Surviving Eligible Spouses provided for in 

Subsection 1 {al and Subsection 1 (c) (iv) who are under 

age sixty-five (65) on the date of termination of the 

Plan. 

The assets remaining in the Trust Fund attributable to funding the cost of Supplemental Allowances payable under any Prior 

Agreement and Supplemental Allowances payable as provided under 

Article Nine in the Plan, as now in effect. shall be allocated, 

to the extent that they shall be sufficient, in the following order of precedence: 

1. To continue payments of Supplemental Allowances payable under any Prior Agreement and Supplemental Allowances 

payable under Article Nine in the Plant as DOW in effect 

to Participants who shall have retired under the Plan 

prior to its termination; 

2~ To provide for the payment to Participants who have made an application, which is subsequently approved, for a Disability Retirement Benefit under the Plan prior to its 

termination) who are otherwise entitled to a Supplemental Allowance, of the amount of such Supplemental Allowance; 

3. To provide for the payment to all other Participants on the date of termination of the Plan of their proportionate share of any actuarial reserve for Supplemental Allowances 

for them as certified by the Actuary. 

If under this Article Twelve, Subsection 1, above, after having 

made provision in the above order of precedence for some but 

not all of the groups listed above, the assets then remaining in the Trust Fund are not sufficient to provide completely for 

the Benefits for persons in the next group I such Benefits shall 

be provided for each person in such group on a pro-rata basis as determined by the Actuary. 

2. Methods of Allocation. 

The allocation hereinbefore specified shall be accomplished through either til continuance of the Trust Fund or a new Trust Fund, or (ii) purchase of insurance annuity contracts; provided, however, 

that the Board, upon finding that it is not practicable or desirable 

under the circumstances to do either of the foregoing with respect 

to some or all of the groups listed in Article Twelve, Section 1, with the unanimous consent of its members, may provide for 

allocation of a part or all of the assets of the Trust Fund other 

than by the continuance of a Trust Fund or the purchase of insurance 

annuity contracts with respect to any or all of such groups; provided, further, however, that no change shall be made in the 

order of precedence and basis for allocation established in Article 

Twelve, Section 1. Except as otherwise provided in the Supplemental Retirement Income Program AgreemeDt between the Company and the 

Union of even date herewith, there shall be no liability or obligation on the part of the Company to make further contributions 

to the original Trust Fund or such new Trust Fund in the event of 

termination of the Plan. 

Page 41 DTP006354 

,'.- -- .. _----- .'-

==~------------------~ 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 61 of 71 Pg ID 5642
3. Merger ~ Consolidation 

In the event of any merger or consolidation of the Plan with, or transfer in whole or in part of the assets and liabilities of the 

Trust Fund to another trust fund held under any other plan of 

deferred compensation maintained or to be established for the 

benefit of all or some of the ParticipantsJ the assets of the Trust 

Fund applicable to such Participants shall be transferred to the 

other trust fund only if each Participant ~ould (if either this Plan or the other plan then terminated) receive a benefit immediately 

after the merger, consolidation or transfer which is equal to or greater than the benefit be would have been entitled to receive 

immediately before the merger, consolidation, or transfer (if this 

Plan has been terminated), and such other plan and trust are qualified under Sections 401 (a) and 501 (b) of the Internal Revenue 

Code. 

4. Partial Termination 

In the event of a partial termination of the Plan, each affected 

Participant's Accrued Benefit , based on Credited Service prior to 

the effective date of the partial termination shall become fully 

vested and nonforfeitable to the extent funded. The extent funded 

shall b~ determined by computing the extent funded for the affected 

Participants as if the entire Plan had terminated and assets 

allocated in accordance with Article Twelve t Section One. 

ARTICLE THIRTEEN 

AMENDMENT M!ll DURATION QE XJL<; PLAN 

1. CommeDcem~nt of Increased Benefits Contingent an Internal Revenue 

Approval. 

This Agreement and the Plan provided for herein shall be effective 

September 7, 1989, contingent upon and subject to approval from the 

Director of Internal Revenue of the Plan and Trust established in 

connection herewith for exemption from taxation under Sections 401 

and 501 (a) and other applicable provisions of the Code, and 

deductibility of contributions under Section 404 and other 

applicable provisions of the Code. Benefits not paid pending such 

approval shall be paid retroactively to the date they would 

otherwise have become due and payable after such approval is 

received, but in no event shall any of the Benefits provided for 

herein be paid for any month prior to September 7, 1989. Any 

modifications, alterations or amendments required by the Director of 

Internal Revenue, for the purpose of approval of the Plan under 

Section 401 (a) and other applicable provisions of the Code J shall 

be made retroactively. 

2. Amendment and Duration. 

This Agreement shall continue in full force and effect until 

September 12, 1992. During the term of this Agreement neither the 

Company nor the Union shall request any change in, deletion_ from, or addition to the Agreement, or be required to bargain with respect to 

any change in this Agreement, nor shall any modifications, 

alterations or amendment of said Agreement be an objective or be 

stated as a reason for any strike or lockout, or other exercise of 

economic force or threat by the Union or the Company. 

Page 42 

DTP006355 

-_.- - - -'._-------- -----_. ---------------- ------------------------- .. - -------- ---_.-._-_.,-------_. __ . 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 62 of 71 Pg ID 5643
As of September 12, 1992, this Agreement may be terminated, 

modified, changed or continued in the same manner as provided ill 

Article Sixteen of the Collective Bargaining Agreement. In the 

event this Agreement shall terminate. the Company shall have no 

obligation to continue the Plan. 

COMPANY' 

BY ---------------------------

Glen O. EcKelman. Manager 

Human Resources 

Jack Reising, Vice President 

Human Resources 

R. A. Nuerge, Manager 

Benefits 

Date signed 

UNION 

by ------------------------------ Director, Region Three 

International Representative 

Page 43 

DTPO06356 

--- -- -- - --------- -------------------------------------------

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 63 of 71 Pg ID 5644
S"~PLEMENTAL RETIREMENT INCOME PROGRAM AGREEMENT 

THIS SUPPLEMENTAL RETIREMENT INCOME PROG~~M AGREEMENT, entered into this 

27th day of October, 1989. between Borg-Warner Automotive Diversified 

Transmission Products Corporation, Muncie Plant, hereinafter called the 

Company as defined in Article One, Section.11 of the Retirement Income 

Program Agreement of even"date, and the Interna~ional Union, United 

Automobile, Aerospace and Agricultural Implement Workers of America, UAW, 

and its Local Union No. 287, hereinafter called the Union as defined in 

Article One, Section 38, of the Retirement Income Program Agreement of 

eYen date. 

WITNESSETH 1HhI: 

WHEREAS, the Company and the Union have entered into the Retirement 

Income Program Agreement dated October 21. 1989; and 

WHEREAS, the Company and the Union after negotiations have agreed upon 

provisions for the guaranteed payment by the Company of certain 

retirement income benefits under certain conditions; and 

WHEREAS, the Company and the Union desire to incorporate such provisions 

in this Supplemental Retirement Income Program Agreement; 

NOW. THEREFORE, the Company and the Union agree a~ follows! 

1. In the event that the Plan established in the Retirement Income 

Program Agreement entered into on OCtober 21, 1989 is terminated in 

accordance with its terms by reason of the closing of the plants of 

the Company located in the City of Muncie and Delaware County, 

Indiana and the assets in the Trust Fund maintained pursuant to the 

Retirement Income Program Agreement at such time are not sufficient, -if allocated in accordance with the terms of Section 1 of Article 

TWelve of said Retirement Income Program Agreement, to provide in 

full the benefits described in Subsections (al, (b)t (c){i), 

{cHii}, (cHiii), and (c)(iv) of said Section 1, Article Twelve, 

the Company agrees to payor cause to be paid said benefits {and all 

Supplemental Allowances to which the Participants covered by 

Subsections (a}, (c) (i) and (c)(ii) of said Section 1, Article 

Twelve, are eligible for under Article Nine of the Retirement Income 

Program Agreement) as they from time to time become due to all 

persons eligible therefor under said Subsections to the extent that 

said benefits are not" provided from the assets in said Trust Fund. 

The obligations of the Company hereunder may be discharged by the 

continuation of the Trust Fund and further contributions, in such 

amounts and at such time as determined .by the Company in its 

discretion, to said Trust Fund or the purchase of insurance annuity 

contracts or such other manner as the Company deems appropriate. 

2. The Supplemental Retirement Income Program Agreement between the 

Company (previously identified as Borg-Warner Automotive Inc. 

Transmission Systems) and the Union entered into on September 7, 

1986 shall terminate as of September 1. 1989. This Supplemental 

Retirement Income Program Agreement shall be effective as of 

September 7, 1989 and shall continue in full force and effect until 

the execution of a Retirement Income Program Agreement which 

supersedes the Retirement Income Program Agreement entered into on October 21, 1989. This Supplemental Retirement Income Program 

Agreement shall be subject to negotiation at the same time specified for negotiations on the subject of a Retirement Income Program under 

Page 44 

DTP006357 

--------- -----.--- ------------------------------------------ ---- --.------.-~.-=-~------------

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 64 of 71 Pg ID 5645
Section 2, Article Thirteen" of said Retirement Income Program 

Agreement. 

Executed at Muncie, Indiana, on the day and year written below. 

COMPANY 

Glen O. Eckelman? Manager Human Resources 

Jack Reising, Vice President 

Human Resources 

R. A. Nuerge, Ma~ager 

Benefits 

Date of Agreement 

UNION 

by ------------------------------- Director, Region Three 

Page 45 DTPO06358 

--- -- - -- -_._-------_._-----------------------------

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 65 of 71 Pg ID 5646
, 

'. 

I LOCAl , 287 UAW 

AnDU~ Pension Amount Fractions of V--.: of Sar~ Credit 

22 f Eftactiw, o.c.mbw t. 1989 

Aftet amount entered above, go iocell Y4 $22.00 Rate 

YEARS OF BORG-WARNER AUTQUOnve DlPC. MUNCIE PlAtfI' 

"';'RIDJTED 

ERVI 0 1 MO. 2 MOS. UoIOS. "MOS. 5 MOS. 6 NOS 7 LIOS 8 uos.. 9 MOS. ,0 MOS. 11 MOS. 

51 110.00 I 111.83 I 113.67 I 115.50 1 11733 I 119-17 I 121.1)1) I 122.83 I 124.67 I 126.so I 12833 I l3O.l7 I 

61 132.00 I 133.83 I 135.671 137.so I 13933 1 141.111 143.00 I 14U31 146.611 148.50 1 15033 I 152.111 

1 f 154.00 I 155.83 I 157.61 I 159-Sll I 161331 163.17 I 165.00 I 166.83 I 168.67 I 170.50 1 172.33 I 174.171 

81 176.00 1 177.83 I 179.67 1 181.50 1 '183.331 185-171 187.00 I 188.83 f 190.67 I 192.50 f 19433 I 196.171 

9 f 198.00 f 199.83 I 201.67 I 203-Sll1 20533 I 207.17 I 209.00 I 210.831 212.67 I 214.so I 216331 218.171 

10 I 220-00 I 22U31 223.67 I 225-Sll I 227331 229.171 231.00 1 232.831 234.67 I 236.so 1 23833 1 240.17 I 

11 I 242.00 I 243.831 245.67 1 247-Sll1 249331 251-171 253.00 1 25U31 256.671 25B.so 1 260331 262.171 

12 I 264-00 I 265.B3 I 267.67 I 269.so I 27133 I 273-171 275.00 I 276.83 f 278.67 I 280.50 1 282.33 I 284.17 I 

131 286.001 287.83 I 289.67 I 291.50 I 293331 295.171 297.00 I 298.831 300.67 1 302.50 I 304.331 306.J7 1 

14 1 3Os.oo 1 309.83 1 311.671 313.so I 31533 I 317.171 319.00 I 320.83 I 322.67 I 324.50 I 32633 I 328.17 I 

15 I 330-00 1 331.831 333.671 335.so I 337331 339.171 34LOO I ;142.831 344.67 f 346.50 I 348331 350.171 

16 f 352.00 I 353.831 355.671 357-Sll1 359331 lOU71 363.00 1 364.831 366.671 368.so I 370331 .372.171 

17 1 374.00 I 375.831 377.67 1 379.50 1 38133 1 383.11 f 385.00 1 386.83 f 388.67 I 390.50 f 392.33 I 394.171 

18 f 396.00 I 397.83 I 399.671 41)1.50 I 41)333 I 4I)S.l7 1 407.00 1 41)8.831 410.67 I 412.50 I 414331 41U71 

191 418.00 I 419.831 42l.611 423.50 f 425331 427.17 f 429.001 430.831 432.67 I 434.50 I 436331 438.171 

20 I 440.06 f 441.83 I 443.611 445-Sll1 44733 I 449.171 451.001 452.831 454.671 456.50 I 458331 460·l71 

21 I 462.00 I 463.831 465.671 467.so I 469331 47U71 473.06 I 474.831 476.67 I 478.50 I 480331 432.171 

22 I 484.00 I 485.83 I 487.67 I 489.50 I 49133 I 493.17 I 495.00 I 496.831 .98.67 I 500.50 I S02.331 SOU7 I 

23 I 506.00 I 507.83 I 569.67 I 511.50 I 513331 515.171 517.00 I 518.831 520.67 I 522.50 I 52433 I 526.171 

241 528.00 1 529.831 531.671 533.50 I ·S3S.33 I S37.17 I 539.00 1 540.831 542.671 S44.5O I 546331 548.171 

25 I 550.00 I 5SI.83 I 553.67 f S55.5O I 557331 SS9.171 561.001 562.831 564.67 f S66.5O I 568331 570.171 

~6 I 572.00 I 573.831 575.'7 I 577.50 I 579331 581.111 583.00 I 58U31 586..71 588.501 590331 592.171 

27 I 59 •• 00 1 59S.83 1 591.671 599.50 1 601331 603.171 6OS.00 I 606.831 608.67 I 610.50 I 612.331 614.171 

281 6I6·DDT 617.83 I 619.67 I 62I.so 1 623331 625.111 627.00 I 628.831 630.671 632.50 I 634331 636.l71 

291 038.001 639.83 I 641.671 643.so I 64533 I 647.171 649.00 1 650.831 652.671 6S4.50 I 656.331 65&.171 

30 660.00 I 661.83 I 663.67 I 66S.so I 66133 I 669.111 671.00 I 672.83 I 674.67 I 676.50 I 67833 I 680.17 I 

31 682.00 I 683.83 I 685.67 I 687.50 I 689331 691.17 I 693.00 I 694.831 696.67 I 698.50 I 100.331 702.171 

32 704.00 1 705.83 I 707.671 709.50 I 711.33 I 713.171 7U.oO I 716.831 718.67 I 720.50 1 72233 I 724.171 

33 726.00 I 727.83 I 729.671 731-Sll1 733331 735.171 737-00 I 738.831 740.67 I 742.50 I 744331 746.171 

34 748.00 I 749.83 I 7SL67 I 153.50 1 7SS33 I 757.17 I 759.D0 I 760.83 I 762.67 I 764.50 I 766331 768.171 

3S 770.00 I 771.83 1 773.67 I 77S.SO I 777331 779.17 I 781.00 I 782.83 I 784.67 I 786.50 I 78833 I 790.171 

36 192.00 I 193.83 I 795.671 797.50 I 79933 I 801.17 I 863.00 1 804.831 806.671 808.50 I 310331 812.171 

37 814.00 I 815.83 1 817-67 I 819.so 1 821331 823.111 82S.00 1 826.831 828.67 I 830.50 1 832.33 I 834.171 

~~1~831_67184~184~1~7184~1~831~671~016S4~1~1 

39 858.00 I 859.83 I 861.671 863.50 I 86533 I 867.17 I 869.00 I 870.83 I 872.67 I 874.50 I 87633 I 378.171 

40 880.00 I 881.83 1 883.'7 I 885-Sll I 88733 I 889.17 1 891.00 1 892.83 I 894.67 I 896.50 I 898.33 I !HJO.I71 

41 902.06 I 903.83 I 905.671 901.50 I 909331 911.17 I 913.06 I 914.831 916.67 I 918.50 I 920331 922.171 

42! 924.00 I 925.83 1 927.'7 I 929-Sll1 93133 I 933.171 935.00 1 936.83 1 938.67 I 940.50 I 942.33 I 944.171 

OI-MI~83I94~lm.50I~31~1~001~~I~67I~.50I~33I~1 

441 968.00 I 969.83 I 971.671 973.50 I 975331 971.171 919.00 I 980.831 982.67 I 984.50 I 986.33 I 988.171 

45 I 990.00 I 991.83 I 993.671 995.SO I 997331 999.1711001.00 11002.83 11004.6711006.50 110083311010.171 

46 11012.00 11013.83 1101S.67 11017.50 11019.33 11021.11 11023.00 11024.83 11026.67 11028.50 11030.33 11032.17 I 

47 11034.00 11035.83 11037.67 11039-Sll 11041.33 11043.17 11045.00 11046.83 11048.67 11050.50 1105233 11054.17 I 

'811056.00 11057.83 11059.6711061.50 1106333 1106S.17 11067.00 11068.83 11070.67 11072.SO 11074.33 11076.17 I 

.911078.00 11079.83 j1081.6711083-Sll 1108533 11087.11 11089.00 11G90.83 11092.67 11094.SO 110963311098.171 

50 ! 1100.00 ! 1101.83 ! 1103.67 ! 110S.50 !~! 1109.17 !~!~! 1lI4.67 ! 1116.50 ! 1118.33 1'1120.17 1 

Page 46 DTP006359 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 66 of 71 Pg ID 5647
, 

, 

-

MEMORANDUH OF UNDERSTANDING 

THIS MEMORANDUM Qf UNDERSTANDING, entered into on the 27th day of October 

1989, between Borg-Warner Automotive Diversified Transmission Products 

Corporation Muncie Plant, hereinafter called the Company as defined in 

Article One, Section 11 of the Retirement Income Program Agreement of even date, and the International Union. United Automobile, Aerospace and 

Agricultural Implement Workers of America, UAW, and its Local Union No. 

287, hereinafter called the Union as defined in Article One, Section 38, 

of the Retirement Income Program Agreement of even date. 

WHEREAS, the Company and the Union are parties to a Retirement Income 

Program Agreement dated October 27, 1989; 

NOW THEREFORE, the Company and the Union agree that the Retiree/Survivor 

Bonus Arrangement. as described in the Kemorandua of Understanding between 

the Company and the Union entered into on the 7th day o~ September 1986, 

shall be continued for the term of the Collective Bargaining Agreement entered into on October 21. 1989 subject to the following prov~8ions: 

1. Surviving Eligible Spouses who were receiving benefits prior to 

December 1, 1989, and Retired Employees who retired prior to December 

1, 1989 with Ten (10) or .ore years of Credited Service and are receiving a Normal Retirement Benefit, Early Retirement Regular Benefit, Special Early Retirement Benefit Or & Disability Retirement 

Benefit shall receive a scheduled bonus payment in accordance with 

paragraph 5 below~ 

2. Retired Employees who began receiving & Normal Retire.ent Benefit on or after December 1. 1989 and prior to April 1, 1990, and Surviving Eligible Spouses ot such Retired Employees. shall receive a schedUled 

bonus payment PAyable April, 1991 and April, 1992 in accordance with 

paragraph 5 below. 

3. Retired Employees who began receiving a Normal Retirement Benefit on or after April 1. 1990 and prior to April I, 1991, and Surviving EfIgible Spouses of such Retired Employees, shall receive a scheduled 

bonus payment payable April. 1992 in accordance with paragraph 5 

below. 

4. Participants who retire on or after April 1, 1991 shall not receive a scheduled bonus payment in accordance with paragraph 5 below. 

5. In each case listed above where a Retired Employee or a Surviving Eligible Spouse shall receive a Retiree/Survivor Bonus, the fol19wing Credited Service Schedules listed below as (a) or (b) shall apply. 

( a) Retired Employe~s 4l1l90 4/1191 4fl/92 

with 

25 or more years $425 $425 $425 

of Credited Service 

15 but under 25 years $295 $295 $295 

of Credited SerVice 

10 but under 15 years $230 $230 $230 

of Credited Service 

(b) 4/1/90 411191 411192 

25 or more years $235 $235 $235 

of Credited SerVice 

page 47 DTPOO6360 

- . - - •• _' __ ••• ___ 0 ___ .-_- ---.. -~ . __ .-

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 67 of 71 Pg ID 5648
15 but under 25 years of Credited Service 

10 but under 15 years of Credited Service 

$165 

$125 

$165 $165 

$125 $125 

6. The Retiree/Survivor Bonus shall be paid based on the availability of 

funds accrued At & $O.19/hour Cost of Living Adjust.ent offset as provided in the Collective Bargaining Agreement4 Such Retiree/Survivor 

Bonus shall be paid annually with the first payment to be made April, 1990, second April 1991 and the last April, 1992; provided however 

that if the funds are not adequate to pay full bonus payments, a pro- rated amount. not less than the amounts set torth in the Memorandum of 

Understanding between the Company and the Union entered into on September 7, 1986, will be paid. If funds made available as described 

above in paragraph 5 exceed the amount necessary to pay the bonus 

payment. the excess amount will be retained to apply against future 

payments. 

Executed at Muncie, Indiana 1 on the day and year written below. 

COMPANY 

Glen O. Eckelman 1 Manager Human Resources 

Jack Reising, Vice President 

Human 

Resources 

R~ A. Nuerge, Manager Benefits 

Date of Agreement 

" -------------"-

UNION 

b~ ------------------------------- Director, Region Three 

page 48 DTP006361 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 68 of 71 Pg ID 5649
MEMORANDUM OF UNDERSTANDING 

THIS MEMORANDUM OF UNDERSTANDING entered into on the 27th day of October, 1989 between Borg-Warner Automotive Diversified Transmission Products 

Corporation, Muncie Plant, hereinafter called the Company as defined in 

Article One, Section 11, of the Retirement Income Program Agreement of even date, and the International Union, United Automobile} Aerospace and 

Agricultural Implement Workers of America. UAW and its Local Union No. 

287, hereinafter called the Union as defined in Article One, Section 38, of 

the Retirement Income Program Agreement of even date. 

WHEREAS, the Company and the Union are parties to a Retirement Income 

Program Agreement dated October 27, 1989, (the ftAgreement"): 

NOW I THEREFORE, the Company and the Un~on agree as fo11ows: 

1. Subject to paragraph 2 below, Article Nine, Section 4 of the Agreement 

shall be modified in the following aanner: 

"An Employee receiving Supplemental Allowance payments shall not be 

subject to the excess earnings penalty described in this ArtIcle 

Nine, Seetion 4 after three (3) full years have passed from the date 

his benefits commence." 

2. Either the Company or the Union reserves the right to unilaterally discontinue the modification set forth in paragraph 1 above at the end 

of a plan year if it becomes apparent that such modification shows 

adverse effects to the Agreement b7 implementation of this 

liberalization. One example might be an indication of an unusually 

large number of employees electing to retire after adoption of this 

modification, but any other adverse effect could be cause for 

discontinuance. 

Executed at Muncie, Indiana on the day and year written below. 

5y 

COMPANY 

Glen O. Eckelman, Hanager 

Human Resources 

Jack Reising, Vice President 

Human Resources 

R. A. Nuerge, Manager 

Benefits 

Date of Memorandum of 

Understanding 

5y 

UNION 

Director, Region Three 

International Representative 

Page 49 DTPOO6362 

-- --.--------------

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 69 of 71 Pg ID 5650
AGREEMENT ON EXTENSION 

ill: TIlE RETIREMENT INCOME PROGRAM AGREEMENT 

THIS AGREEMENT ON EXTENSION OF THE RETIREMENT INCOME PROGRAM AGREEMENT was entered into this 27th day of September, 1990. by and between Borg- Warner Automotive Diversified Trans.lasion Products Corporation, MUncie 

Plant (the "Company") and InternatioDal Union. United Automotive, 

Aerospace and A!ricultural Implement Workers of America (UAW) and its 

Local 287 (the Union"). 

WHEREAS, the Company and the Union are parties to a Retirement Income 

Program Agreement dated October 21, 1989 (the ttAgreement W ); and 

WHEREAS, the Company and the Union have entered into an Agreement On 

Modification And Extension .Of Existing Labor Contract executed on the 

27th day of September 1990, wherein the Company and the Union agreed to 

extend the Agreement through March 11, 1995: 

NOW, THEREFORE, the Company and the Union agree as follows: 

1. Article Thirteen, Section Two, is amended effective as of 

September 27. 1990 in the following manner: 

"2_ Amendment AnS Duration. 

This Agreement shall continue in full force and effect 

until Karch 12. 1995. During the term of this Agreement neither the Company nor the Union shall request any change in, deletion froa, or addition to the Agreement, or be 

required to bargain with respect to any ch&nge in this 

Agreement. nor shall any modifications, alterations or amendment of said agreement be an objective or be Btated as a reason for any strike or lockout, or other exercise of 

economic force or threat b7 the Union or the Company_ 

As of Karch 12, 1995, this Agreement may be terminated, 

modified, changed or continued in the same manner as provided in Article Sixteen of the Collective Bargaining 

Agreement. In the event this Agreement shall terminate, 

the Company shall have no obligation to continue the Plan. ft 

Executed at Muncie, Indiana in the day and year written below. 

BY 

COMPANY 

Glen O. Eckel.an, Manager 

Human Resources 

Jack Reising, Vice President 

Human Resources 

By 

Page 50 

UNION 

Director, Region Three 

International 

Representative 

DTPOO6363 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 70 of 71 Pg ID 5651
r-

.,," 

" ~ 

g' 

~ 

r; ... .. " .. 0 ... 

.. ... 

>- '" ~ 

~ 

~ 

B 

~ 

.. 

~ 

~ 

~ II: 

~ 

.. • 

~ 

~ 

r 

; 

I '" Ii .. • 

~ 

i '" ~ 

2:09-cv-10918-PDB-MKM Doc # 104-7 Filed 05/14/12 Pg 71 of 71 Pg ID 5652