EFFECTIVE JANUARY 1,
1997.
ANY PROVISION OF THIS AMENDMENT AND RESTATEMENT REQUIRED TO BE EFFECTIVE
ON AND AFTER JANUARY 1, 2005 IN ORDER FOR THE PLAN TO COMPLY WITH CODE
SECTION 409A SHALL BECOME EFFECTIVE AS OF JANUARY 1, 2005 (OR SUCH LATER DATE UP
TO JANUARY 1, 2008 AS SHALL BE PERMITTED UNDER APPLICABLE CODE SECTION 409A
TRANSITION RULES).
2
1.11
"ELIGIBLE EXECUTIVE" OR "EXECUTIVE" MEANS AN
EMPLOYEE OF THE BANK WHO IS A CORPORATE OFFICER AND (A) IS ELIGIBLE TO
PARTICIPATE IN THE THRIFT BEP, OR (B) HAS BEEN SELECTED TO BE AN ELIGIBLE
EXECUTIVE BY THE COMMITTEE.
1.12
"EXECUTIVE OFFICER" MEANS AN ELIGIBLE EXECUTIVE
WHO IS DESIGNATED AS AN EXECUTIVE OFFICER BY THE BOARD OF DIRECTORS OR THE
COMMITTEE.
1.13
"GRANDFATHERED SUPPLEMENTAL BENEFIT" MEANS, FOR
ANY MEMBER IN THE PLAN ON OR BEFORE DECEMBER 31, 2004, THE PRESENT VALUE OF THE
AMOUNT TO WHICH THE MEMBER WOULD HAVE BEEN ENTITLED UNDER THE PLAN IF HE OR SHE
HAD VOLUNTARILY TERMINATED SERVICE WITHOUT CAUSE ON DECEMBER 31, 2004 (OR HIS OR
HER EARLIER TERMINATION OF EMPLOYMENT), AND RECEIVED A PAYMENT OF THE BENEFITS
AVAILABLE FROM THE PLAN ON THE EARLIEST POSSIBLE DATE ALLOWED UNDER THE PLAN IN
THE FORM WITH THE MAXIMUM VALUE.
NOTWITHSTANDING THE FOREGOING, FOR ANY
SUBSEQUENT PLAN YEAR, THE GRANDFATHERED SUPPLEMENTAL BENEFIT MAY INCREASE TO
EQUAL THE PRESENT VALUE OF THE BENEFIT THE MEMBER ACTUALLY BECOMES ENTITLED TO,
IN THE FORM AND AT THE TIME ACTUALLY PAID, DETERMINED UNDER THE TERMS OF THE
PLAN (INCLUDING APPLICABLE CODE LIMITS), AS IN EFFECT ON OCTOBER 3, 2004,
WITHOUT REGARD TO ANY FURTHER SERVICES RENDERED BY THE SERVICE PROVIDER AFTER
DECEMBER 31, 2004, OR ANY OTHER EVENTS AFFECTING THE AMOUNT OF OR THE
ENTITLEMENT TO BENEFITS (OTHER THAN THE MEMBER'S ELECTION WITH RESPECT TO THE
TIME OR FORM OF AN AVAILABLE BENEFIT).
FOR PURPOSES OF CALCULATING THE PRESENT
VALUE OF THE GRANDFATHERED SUPPLEMENTAL BENEFIT, REASONABLE ACTUARIAL
ASSUMPTIONS AND METHODS MUST BE USED.
THE GRANDFATHERED SUPPLEMENTAL BENEFIT
SHALL BE CALCULATED IN ACCORDANCE WITH THE RULES AND REGULATIONS PROMULGATED
UNDER CODE SECTION 409A IN ORDER TO TREAT THE GREATEST PROPORTION OF ACCRUED
BENEFIT POSSIBLE AS NOT SUBJECT TO SECTION 409A BECAUSE IT WAS VESTED AND
ACCRUED PRIOR TO JANUARY 1, 2005.
1.14
"INCENTIVE COMPENSATION" MEANS ANNUAL BONUS UNDER
THE BANK'S EXECUTIVE INCENTIVE PLAN AND, IF APPLICABLE, ANY LONG-TERM INCENTIVE
COMPENSATION PAYABLE TO A MEMBER UNDER THE BANK'S INCENTIVE COMPENSATION
PLAN(S).
1.15
"MEMBER" MEANS A PARTICIPANT IN THIS PLAN, UNLESS
IT IS CLEAR FROM THE CONTEXT THAT PARTICIPATION IN THE QUALIFIED PLAN IS
REFERENCED.
1.16
"NON-GRANDFATHERED SUPPLEMENTAL BENEFIT" MEANS
THE AMOUNT OF THE MEMBER'S ACCRUED BENEFIT UNDER THE PLAN, OTHER THAN HIS OR HER
GRANDFATHERED SUPPLEMENTAL BENEFIT, IF ANY.
1.17
"PENSION COMMENCEMENT DATE" MEANS THE FIRST DAY
OF THE FIRST PERIOD FOR WHICH A SUPPLEMENTAL BENEFIT IS PAID AS AN ANNUITY OR
LUMP SUM.
THE PENSION COMMENCEMENT DATE IS DETERMINED SEPARATELY FOR
GRANDFATHERED AND NON-GRANDFATHERED SUPPLEMENTAL BENEFITS.
1.18
"PLAN" MEANS THE FEDERAL HOME LOAN BANK OF BOSTON
PENSION BENEFIT EQUALIZATION