WITH SECTION 409A OF THE CODE, PROVIDE FOR IMMEDIATE DISTRIBUTION OF ACCOUNTS TO
THE AFFECTED PARTICIPANTS.
10.
SECTION 409A.
WITH RESPECT TO AMOUNTS DEFERRED BY A PARTICIPANT
FOR SERVICES IN CALENDAR YEAR 2005 AND IN SUBSEQUENT YEARS, INCLUDING ALL
INCOME, GAINS AND LOSSES CREDITED OR CHARGED WITH RESPECT THERETO, THE PLAN IS
INTENDED TO COMPLY WITH THE REQUIREMENTS OF SECTION 409A OF THE CODE AND SHALL
BE CONSTRUED ACCORDINGLY.
WITH RESPECT TO AMOUNTS DEFERRED (WITHIN THE MEANING
OF SECTION 409A) BY A PARTICIPANT ON OR BEFORE DECEMBER 31, 2004 (INCLUDING ALL
INCOME, GAINS AND LOSSES CREDITED OR CHARGED WITH RESPECT THERETO) THE PLAN IS
INTENDED TO BE GRANDFATHERED FOR PURPOSES OF SECTION 409A AND THEREFORE EXEMPT
FROM SECTION 409A.
11.
LIMITATION OF LIABILITY.
NOTWITHSTANDING ANYTHING TO THE CONTRARY
IN THE PLAN, NO EMPLOYER, NOR THE ADMINISTRATOR, NOR ANY PERSON ACTING ON BEHALF
OF ANY EMPLOYER OR THE ADMINISTRATOR, SHALL BE LIABLE TO ANY PARTICIPANT OR TO
THE ESTATE OR BENEFICIARY OF ANY PARTICIPANT BY REASON OF ANY ACCELERATION OF
INCOME, OR ANY ADDITIONAL TAX, ASSERTED BY REASON OF THE FAILURE OF ANY DEFERRAL
TO SATISFY THE REQUIREMENTS OF SECTION 409A OF THE CODE.
12.
ADMINISTRATION OF THE PLAN.
THE ADMINISTRATOR SHALL HAVE FULL
POWER TO INTERPRET AND ADMINISTER THE PLAN AND DETERMINE THE ELIGIBILITY OF ANY
PERSON FOR BENEFITS HEREUNDER AND THE AMOUNT OF ANY SUCH BENEFIT, IN ITS
DISCRETION.
WITHOUT LIMITING THE FOREGOING, THE ADMINISTRATOR SHALL HAVE FULL
DISCRETIONARY POWER AND AUTHORITY, NOT INCONSISTENT WITH THE EXPRESS PROVISIONS
OF THE PLAN, TO SELECT THOSE INDIVIDUALS WHO MAY PARTICIPATE IN THE PLAN; TO
DETERMINE THEIR
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REMUNERATION ELIGIBLE FOR DEFERRAL UNDER THE PLAN; TO DETERMINE THEIR
ELIGIBILITY TO COMMENCE RECEIPT OF BENEFITS AND THE FORM OF BENEFITS (INCLUDING,
WITHOUT LIMITATION, ANY DETERMINATION AS TO THE PROPER TREATMENT OF LEAVES OF
ABSENCE AND OTHER PERIODS OF SERVICE TO THE EMPLOYER); TO ADOPT, ALTER, AND
REPEAL SUCH RULES, GUIDELINES AND PROCEDURES FOR ADMINISTRATION OF THE PLAN AND
FOR ITS OWN ACTS AND PROCEEDINGS AS IT SHALL DEEM ADVISABLE; TO PRESCRIBE THE
FORM OF ANY ELECTION UNDER THE PLAN; AND OTHERWISE TO SUPERVISE THE
ADMINISTRATION OF THE PLAN.
IN WITNESS WHEREOF, the Company has signed this Plan Document as of the 8th day
of September, 2006.
By:
/s/ Robby D. Sisco
Its:
Vice President for Human Resources
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Appendix A
Employers Participating in the Plan
Cabot Corporation
Cabot Specialty Fluids, Inc.
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