PERIOD" MEANS THE PERIOD OVER WHICH A
PARTICIPANT HAS ELECTED TO DEFER A PORTION OF HIS SALARY AND/OR BONUS.
EACH
CALENDAR YEAR SHALL BE A SEPARATE DEFERRAL PERIOD.
HOWEVER, FOR THE INITIAL
DEFERRAL PERIOD UNDER THE PLAN OR FOR A NEWLY ELIGIBLE EMPLOYEE, THE DEFERRAL
PERIOD SHALL BE THE PORTION OF THE CALENDAR YEAR DESCRIBED IN SECTION 3.2.
2.13
DISABILITY.
"DISABILITY" MEANS A MENTAL OR PHYSICAL CONDITION THAT
SATISFIES THE DEFINITION OF DISABILITY CONTAINED IN THE COMPANY'S LONG-TERM
DISABILITY PLAN AND WOULD MAKE THE
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individual eligible for benefits under that plan; provided that such condition
would also qualify as a "disability" as defined under Code section 409A.
2.14
ELECTIVE DEFERRED COMPENSATION.
"ELECTIVE DEFERRED COMPENSATION"
MEANS THE AMOUNT OF SALARY AND/OR BONUS THAT A PARTICIPANT ELECTS TO DEFER
PURSUANT TO A DEFERRAL COMMITMENT.
2.15
ELIGIBLE EMPLOYEE.
"ELIGIBLE EMPLOYEE" MEANS A MANAGEMENT OR
HIGHLY COMPENSATED EMPLOYEE WHO IS NAMED BY THE COMPANY'S CHIEF EXECUTIVE
OFFICER OR HIS OR HER DESIGNEE OR THE COMMITTEE AS ELIGIBLE TO PARTICIPATE IN
THIS PLAN.
TO BE CONSIDERED FOR ELIGIBILITY IN A YEAR, THE EMPLOYEE MUST HAVE A
PROJECTED BASE SALARY EQUAL TO AT LEAST THE COMPENSATION AMOUNT DESCRIBED UNDER
CODE SECTION 414(Q).
2.16
EMPLOYER.
"EMPLOYER" MEANS THE COMPANY AND EACH RELATED COMPANY OR
BUSINESS WHICH IS PART OF THE SAME CONTROLLED GROUP UNDER CODE SECTIONS
414(B) OR 414(C); PROVIDED THAT IN APPLYING CODE SECTION 1563(A)(1) - (A)(3) FOR
PURPOSES OF DETERMINING A CONTROLLED GROUP OF CORPORATIONS UNDER CODE SECTION
414(B) AND IN APPLYING TREASURY REGULATIONS SECTION 1.414(C)-2 FOR PURPOSES OF
DETERMINING WHETHER TRADES OR BUSINESSES ARE UNDER COMMON CONTROL UNDER CODE
SECTION 414(C), THE PHRASE "AT LEAST 50 PERCENT" IS USED INSTEAD OF "AT LEAST 80
PERCENT."
2.17
INITIAL ELECTION PERIOD.
"INITIAL ELECTION PERIOD" FOR AN ELIGIBLE
EMPLOYEE SHALL MEAN THE PERIOD ENDING THIRTY (30) DAYS AFTER THE DATE THE
EMPLOYEE BECOMES INITIALLY ELIGIBLE UNDER SECTION 3.1.
2.18
IN-SERVICE DISTRIBUTION SCHEDULE.
"IN-SERVICE DISTRIBUTION
SCHEDULE" MEANS THE DISTRIBUTION SCHEDULE ELECTED BY THE PARTICIPANT AS PART OF
THE DEFERRAL COMMITMENT FOR THE DEFERRAL PERIOD WHICH SHALL GOVERN ANY
IN-SERVICE DISTRIBUTIONS IN ACCORDANCE WITH SECTION 5.2.
2.19
INVESTMENT FUNDS.
"INVESTMENT FUNDS" MEANS THE PORTFOLIOS OR FUNDS
SELECTED BY THE COMMITTEE TO BE USED IN CALCULATING THE HYPOTHETICAL EARNINGS
AND LOSES CREDITED TO AN ACCOUNT.
2.20
PARTICIPANT.
"PARTICIPANT" MEANS ANY INDIVIDUAL WHO IS
PARTICIPATING IN THIS PLAN AS PROVIDED IN ARTICLE III AND ANY INDIVIDUAL WHO HAS
AN ACCOUNT UNDER THIS PLAN.
2.21
PAYMENT DATE.
"PAYMENT DATE" SHALL MEAN:
(A)
WITH RESPECT TO DISTRIBUTIONS PURSUANT TO AN IN-SERVICE
DISTRIBUTION SCHEDULE FOR A DEFERRAL PERIOD, THE LAST REGULARLY SCHEDULED PAY
DAY IN THE JANUARY OF THE CALENDAR YEAR ELECTED BY THE PARTICIPANT, AND
(B)
WITH RESPECT TO DISTRIBUTIONS TO A PARTICIPANT OTHER THAN A
SPECIFIED EMPLOYEE PURSUANT TO A TERMINATION DISTRIBUTION SCHEDULE, THE LAST
REGULARLY SCHEDULED PAY DAY DURING THE FIRST JANUARY OR JULY COMMENCING AFTER
THE PARTICIPANT'S TERMINATION OF EMPLOYMENT.
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(C)
WITH RESPECT TO DISTRIBUTIONS TO A SPECIFIED EMPLOYEE PURSUANT TO
A TERMINATION DISTRIBUTION SCHEDULE, THE