TAKE INTO
ACCOUNT ALL MATERIALS AND INFORMATION THE CLAIMANT SUBMITS RELATING TO THE
CLAIM, WITHOUT REGARD TO WHETHER SUCH INFORMATION WAS SUBMITTED OR CONSIDERED IN
THE INITIAL BENEFIT DETERMINATION.
6.2.4
TIMING OF PSB RESPONSE.
PSB SHALL RESPOND IN WRITING TO SUCH CLAIMANT
WITHIN 60 DAYS AFTER RECEIVING THE REQUEST FOR REVIEW.
IF PSB DETERMINES THAT
SPECIAL CIRCUMSTANCES REQUIRE ADDITIONAL TIME FOR PROCESSING THE CLAIM, PSB CAN
EXTEND THE RESPONSE PERIOD BY AN ADDITIONAL 60 DAYS BY NOTIFYING THE CLAIMANT IN
WRITING, PRIOR TO THE END OF THE INITIAL 60-DAY PERIOD, THAT AN ADDITIONAL
PERIOD IS REQUIRED.
THE NOTICE OF EXTENSION MUST SET FORTH THE SPECIAL
CIRCUMSTANCES AND THE DATE BY WHICH PSB EXPECTS TO RENDER ITS DECISION.
6.2.5
NOTICE OF DECISION.
PSB SHALL NOTIFY THE CLAIMANT IN WRITING OF ITS
DECISION ON REVIEW.
PSB SHALL WRITE THE NOTIFICATION IN A MANNER CALCULATED TO
BE UNDERSTOOD BY THE CLAIMANT. THE NOTIFICATION SHALL SET FORTH:
(I)
THE SPECIFIC REASONS FOR THE DENIAL,
(II)
A REFERENCE TO THE SPECIFIC PROVISIONS OF THE AGREEMENT ON WHICH THE
DENIAL IS BASED,
(III)
A STATEMENT THAT THE CLAIMANT IS ENTITLED TO RECEIVE, UPON REQUEST AND
FREE OF CHARGE, REASONABLE ACCESS TO, AND COPIES OF, ALL DOCUMENTS, RECORDS AND
OTHER INFORMATION RELEVANT (AS DEFINED IN APPLICABLE ERISA REGULATIONS) TO THE
CLAIMANT'S CLAIM FOR BENEFITS, AND
(IV)
A STATEMENT OF THE CLAIMANT'S RIGHT TO BRING A CIVIL ACTION UNDER ERISA
SECTION 502(A).
ARTICLE 7
AMENDMENTS AND TERMINATION
This Agreement may be amended or terminated only by a written agreement signed
by PSB and the Executive.
10
ARTICLE 8
MISCELLANEOUS
8.1
BINDING EFFECT.
THIS AGREEMENT SHALL BIND THE EXECUTIVE AND PSB (AND ITS
MAJORITY-OWNED SUBSIDIARIES), AND THEIR BENEFICIARIES, SURVIVORS, EXECUTORS,
SUCCESSORS, ADMINISTRATORS AND TRANSFEREES.
8.2
NO GUARANTEE OF EMPLOYMENT.
THIS AGREEMENT IS NOT AN EMPLOYMENT POLICY OR
CONTRACT.
IT DOES NOT GIVE THE EXECUTIVE THE RIGHT TO REMAIN AN EMPLOYEE OF PSB
OR ANY OF ITS MAJORITY-OWNED SUBSIDIARIES, NOR DOES IT INTERFERE WITH PSB'S
RIGHT TO DISCHARGE THE EXECUTIVE.
IT ALSO DOES NOT REQUIRE THE EXECUTIVE TO
REMAIN AN EMPLOYEE NOR INTERFERE WITH THE EXECUTIVE'S RIGHT TO TERMINATE
EMPLOYMENT AT ANY TIME.
8.3
NON-TRANSFERABILITY.
BENEFITS UNDER THIS AGREEMENT CANNOT BE SOLD,
TRANSFERRED, ASSIGNED, PLEDGED, ATTACHED OR ENCUMBERED IN ANY MANNER.
8.4
REORGANIZATION.
PSB SHALL NOT MERGE OR CONSOLIDATE INTO OR WITH ANOTHER
COMPANY, OR REORGANIZE, OR SELL SUBSTANTIALLY ALL OF ITS ASSETS TO ANOTHER
COMPANY, FIRM, OR PERSON UNLESS SUCH SUCCEEDING OR CONTINUING COMPANY, FIRM, OR
PERSON AGREES TO ASSUME AND DISCHARGE THE OBLIGATIONS OF PSB UNDER THIS
AGREEMENT.
UPON THE OCCURRENCE OF SUCH EVENT, THE TERM "PSB" AS USED IN THIS
AGREEMENT SHALL BE DEEMED TO REFER TO THE SUCCESSOR OR SURVIVOR COMPANY.
8.5
TAX WITHHOLDING.
PSB SHALL WITHHOLD ANY TAXES THAT ARE REQUIRED TO BE
WITHHELD FROM THE BENEFITS PROVIDED UNDER THIS AGREEMENT.
IN THE EVENT ADEQUATE
FUNDS ARE UNAVAILABLE FOR SUCH WITHHOLDING, THE EXECUTIVE AGREES TO PROVIDE THE
SAME TO PSB UPON WRITTEN REQUEST.
8.6
APPLICABLE LAW.
THE AGREEMENT AND ALL RIGHTS HEREUNDER SHALL BE