THE PLAN SPONSOR NOR ANY OF ITS OFFICERS NOR ANY
MEMBER OF ITS COMMITTEE SHALL BE UNDER ANY LIABILITY OR RESPONSIBILITY FOR
FAILURE TO EFFECT ANY OF THE OBJECTIVES OR PURPOSES OF THIS PLAN BY REASON OF
THE INSOLVENCY OF THE PLAN SPONSOR.
10.3.
DELEGATION.
THE PLAN SPONSOR AND ITS
OFFICERS AND THE MEMBERS OF ITS COMMITTEE SHALL NOT BE LIABLE FOR AN ACT OR
OMISSION OF ANOTHER PERSON WITH REGARD TO A RESPONSIBILITY THAT HAS BEEN
ALLOCATED TO OR DELEGATED TO SUCH OTHER PERSON PURSUANT TO THE TERMS OF THE PLAN
RESTATEMENT OR PURSUANT TO PROCEDURES SET FORTH IN THE PLAN RESTATEMENT.
29
SECTION 11
MISCELLANEOUS
11.1.
ERISA STATUS.
THIS PLAN IS ADOPTED
WITH THE UNDERSTANDING THAT IT IS AN UNFUNDED PLAN MAINTAINED PRIMARILY FOR THE
PURPOSE OF PROVIDING DEFERRED COMPENSATION FOR A SELECT GROUP OF MANAGEMENT OR
HIGHLY COMPENSATED EMPLOYEES AS PROVIDED IN SECTION 201(2), SECTION 301(3) AND
SECTION 401(A)(1) OF ERISA.
EACH PROVISION SHALL BE INTERPRETED AND
ADMINISTERED ACCORDINGLY.
11.2.
IRC STATUS.
THIS PLAN IS INTENDED TO
BE A NONQUALIFIED DEFERRED COMPENSATION ARRANGEMENT.
THE RULES OF
SECTION 401(A) ET. SEQ. OF THE CODE SHALL NOT APPLY TO THIS PLAN.
THE RULES OF
SECTION 3121(V) AND SECTION 3306(R)(2) OF THE CODE SHALL APPLY TO THIS PLAN.
11.3.
EFFECT ON OTHER PLANS.
THIS PLAN SHALL
NOT ALTER, ENLARGE OR DIMINISH ANY PERSON'S RIGHTS, BENEFITS OR OBLIGATIONS
UNDER ANY PLAN OR PROGRAM SPONSORED BY THE PLAN SPONSOR INCLUDING WITHOUT
LIMITATION THE QUALIFIED PLAN.
IT IS SPECIFICALLY CONTEMPLATED THAT SUCH PLANS
OR PROGRAMS WILL, FROM TIME TO TIME, BE AMENDED AND POSSIBLY TERMINATED.
ALL
SUCH AMENDMENTS AND TERMINATION SHALL BE GIVEN EFFECT UNDER THIS PLAN (IT BEING
EXPRESSLY INTENDED THAT THIS PLAN SHALL NOT LOCK IN THE BENEFIT STRUCTURES OF
ANY OTHER PLAN OR PROGRAM AS IT EXISTS AT THE ADOPTION OF THIS PLAN OR UPON THE
COMMENCEMENT OF PARTICIPATION, OR COMMENCEMENT OF BENEFITS BY ANY PARTICIPANT).
THE PLAN SHALL SUPPLEMENT AND NOT SUPERCEDE, MODIFY OR AMEND ANY OTHER PLAN OR
PROGRAM SPONSORED BY THE PLAN SPONSOR, AND THE PARTICIPANT'S RIGHT TO BENEFITS,
IF ANY, UNDER SUCH PLAN OR PROGRAM SHALL BE DETERMINED IN ACCORDANCE THE TERMS
OF SUCH PLAN OR PROGRAM.
11.4.
DISQUALIFICATION.
NOTWITHSTANDING ANY
OTHER PROVISION OF THE PLAN RESTATEMENT OR ANY ELECTION OR DESIGNATION MADE
UNDER THIS PLAN, ANY INDIVIDUAL WHO FELONIOUSLY AND INTENTIONALLY KILLS A
PARTICIPANT SHALL BE DEEMED FOR ALL PURPOSES OF THIS PLAN AND ALL ELECTIONS AND
DESIGNATIONS MADE UNDER THIS PLAN TO HAVE DIED BEFORE SUCH PARTICIPANT.
A FINAL
JUDGMENT OF CONVICTION OF FELONIOUS AND INTENTIONAL KILLING IS CONCLUSIVE FOR
THIS PURPOSE.
IN THE ABSENCE OF A CONVICTION OF FELONIOUS AND INTENTIONAL
KILLING, THE PLAN SPONSOR SHALL DETERMINE WHETHER THE KILLING WAS FELONIOUS AND
INTENTIONAL FOR THIS PURPOSE.
11.5.
RULES OF DOCUMENT CONSTRUCTION.
(A)
AN
INDIVIDUAL SHALL BE CONSIDERED TO HAVE ATTAINED A GIVEN AGE ON SUCH INDIVIDUAL'S
BIRTHDAY FOR THAT AGE (AND NOT ON THE DAY BEFORE).
INDIVIDUALS BORN ON
FEBRUARY 29 IN A LEAP YEAR SHALL BE CONSIDERED TO HAVE THEIR