EXHIBIT 10.35
INCOME CONTINUATION AGREEMENT
This Income Continuation Agreement (Agreement) is entered into as of the day of __________, 2016 by and between Madison Gas and Electric Company, a Wisconsin corporation (MGE), and Tamara J. Johnson (Employee), and shall be effective as of January 1, 2016.
WHEREAS, MGE values the efforts, abilities, and accomplishments of the Employee, and recognizes that the Employee's future services as an Officer are vital to MGE’s continued growth and efficiency, and
WHEREAS, MGE, in order to retain the services of the Employee as an Officer and to compensate for these services, is willing to provide the Employee certain benefits, as set forth below.
NOW THEREFORE, it is mutually agreed that:
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(i) no further services will be performed for MGE after a certain date, or
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(ii) that the level of bona fide services the Employee will perform for MGE after such date (whether as an employee or consultant) will permanently decrease to no more than 20% of the average level of bona fide services performed by such Employee (whether as an employee or consultant) over the immediately preceding 36-month period (or the full period of services to MGE if the Employee has been providing services to the MGE less than 36 months).
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(1) the Designated Percentage of Average Earnings, minus
(2) the Qualified Plan Benefit Payable as described in Section 1(j),
Attained Age In Whole Years At Retirement | Percentage Of Average Earnings |
65+ | 55% |
64 | 54% |
63 | 53% |
62 | 52% |
61 | 51% |
60 | 50% |
If the Employee’s Separation from Service or Disability is on a date other than her birth date, the Designated Percentage shall be prorated to reflect her age in completed whole years and in completed whole months, as follows: Completed whole months shall be reflected by determining the difference between the percentage attributable to the current age in years of the Employee and the percentage attributable to the age in years of the Employee on her next birth date, multiplied by a fraction, the numerator of which is the number of completed whole months of age of the Employee (in excess of her age in completed whole years) and the denominator of which is 12. The numerator for the proration shall be increased by one month if the Employee is retiring between ages 64 and 65 and has a birth date in the first fifteen days of the month (the “Normal Retirement Date”). The sum of such prorated percentage (reflecting age in completed whole months) and the percentage attributable to age in completed whole years determined using the above table equals the Designated Percentage for the Employee.
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For purposes of this Section 5, actuarial equivalence is determined using the same actuarial assumptions used to determine actuarially equivalent options in the Retirement Plan.
With respect to an Employee who dies while actively employed by MGE, MGE shall pay to the Employee’s spouse or, if the Employee is not married on the Employee’s date of death, the Employee’s designated beneficiary, 100 percent of the Income Continuation Amount calculated under Section 3 of this Agreement as if:
Such monthly amounts shall commence on the first business day of the month following the date on which such spouse or designated beneficiary notifies MGE in writing of the
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death of the Employee. MGE may require such proof of the Employee's death as it deems advisable.
The Employee may change the designation of beneficiaries at any time upon written notice to MGE. If no beneficiary survives the Employee, then the remaining
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payments shall be made to the estate of the Employee. If the last beneficiary named dies after the Employee, but before the total number of payments to the Employee and her beneficiaries equals 120, then the remaining payments shall be made to the estate of the beneficiary last to die.
(a) Retirement Eligibility. For all purposes of this Agreement, the Employee shall be deemed to have attained age 60, and eligible for a benefit as determined under Section 3.
(b) Definition of “Cause”. Section 9 shall be applicable only if the Employee shall be terminated on account of “Cause” as defined in the Severance Agreement.
(c) No Further Amendment. Section 12 shall be inapplicable, and no further amendment of this Agreement shall be made or effective.
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Agreement.
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IN WITNESS WHEREOF, MGE has caused this Income Continuation Agreement
to be executed by a duly authorized officer of MGE and Employee has executed this Agreement as of the day and year first above written.
MADISON GAS AND ELECTRIC COMPANY
By: ___________________________
EMPLOYEE
By: ___________________________
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BENEFICIARY DESIGNATION
Pursuant to the terms of an Income Continuation Agreement between myself and Madison Gas and Electric Company, I hereby designate the following as beneficiary(ies) to receive any payments which may be due under such Agreement after my death.
PRIMARY BENEFICIARY DESIGNATION
(Only one may be named)
To receive, as applicable, the lifetime survivor benefit under Section 5 and to receive any payments remaining under the ten-year certain feature of my benefit upon my death:
(Name) ___________________________ (Relationship) _______________________
SECONDARY BENEFICIARY(IES)
(More than one may be named)
To receive, in equal shares, any payments remaining under the ten-year certain feature of my benefit upon the later of my death and the death of my primary beneficiary:
(Name) ___________________________ (Relationship) _______________________
(Name) ___________________________ (Relationship) _______________________
(Name) ___________________________ (Relationship) _______________________
This designation hereby revokes any prior designation which may have been in effect.
Employee ___________________________ Date_______________________
MADISON GAS AND ELECTRIC COMPANY
By: ___________________________
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