| | Notwithstanding the foregoing, in the event of the death of a designated annuitant during the life of the Participant, the Participant’s election to have a Benefit Payout Alternative described in Section 3.3(b) or 3.3(c) shall be deemed to be revoked, in which event, subject to the conditions and limitations specified in the immediately preceding paragraph, or within the ninety-day period following the death of the annuitant if such period would end later than the time allowed for an election by the immediately preceding paragraph, the Participant may elect to have his or her benefit, or remaining benefit, under the Plan, as the case may be, paid in any of the forms described in Sections 3.3(a), 3.3(b) or 3.3(c). In the event the Participant’s designated annuitant predeceases the Participant and the Participant fails to make a timely election in accordance with the provisions of the immediately preceding sentence, the Participant’s benefit, or remaining benefit, as the case may be, shall be paid or reinstated, as the case may be, in the form of a Life With 10-Year Certain Benefit as described in Section 3.3(a). Any conversion of benefit from one form to another pursuant to the provisions of this paragraph shall be subject to actuarial adjustment (as determined by the Administrative Committee in its complete and sole discretion) such that the Participant’s new benefit is the actuarial equivalent of the Participant’s remaining prior form of benefit. Payments pursuant to Participant’s new form of benefit shall be effective commencing with the first monthly payment for the month following the death of the annuitant. |
| | (b) | A Participant who was eligible to receive a lump sum benefit at Retirement, but who elected (or is deemed to have elected) one of the Benefit Payout Alternatives described in Section 3.3(a), 3.3(b) or 3.3(c), may elect to convert such annuity distribution to a lump sum benefit in a timely filed election. The Beneficiary of a deceased Participant shall be eligible to make such conversion election to the same extent the Participant was eligible to make such election as of the day immediately preceding the Participant’s death. An election to convert an annuity benefit into a lump sum benefit is timely filed only if it is delivered by the Participant (or the Beneficiary), in writing, telecopy, email or in another electronic format, to the Administrative Committee no later than December 31 of the calendar year following the calendar year in which the Participant’s Termination of Employment occurred. The value of the lump sum benefit resulting from the conversion of a previously elected annuity benefit, shall be the Participant’s lump sum benefit valued as of the Participant’s Termination of Employment, less the payments, adjusted for interest (using the same GAAP rate that was used to calculate the Lump Sum Benefit as of the Participant’s Termination of Employment), that were received prior to the effective date of the conversion. If a Participant (or his or her Beneficiary) makes a timely election to convert an annuity benefit into a lump sum benefit, such election shall be effective on or about March 1st of the calendar year immediately following the calendar year in which such election is made, and the annuity benefit shall continue to be paid through such March 1st, whereupon the lump sum benefit election shall become effective. If an election to convert an annuity benefit into a lump sum benefit is not timely filed, the annuity benefit shall continue to be distributed in the form elected (or deemed elected) by the Participant. |
| | Participants who realize a Termination of Employment on or after June 19, 2001 who timely elected a lump sum benefit under Section 3.3(d) and/or Section 3.4 (and their Beneficiary) may make a one-time, irrevocable election to accelerate the payment of their unpaid lump sum benefit, if any, subject to the following conditions and limitations. The Participant’s (or Beneficiary’s) election to accelerate his unpaid lump sum benefit, if any, must be received by the Administrative Committee on or before the last day of the calendar year immediately preceding the calendar year in which such unpaid portion of the lump sum benefit distribution is to be made. Such distribution shall be made on March 1 of the calendar year immediately following the calendar year in which such acceleration election is made (the “Accelerated Distribution Date”);provided,however, a Participant who makes a lump sum benefit acceleration election pursuant to this Section 3.6 whose Termination of Employment occurred within three (3) years of the Accelerated Distribution Date shall receive thirty percent (30%) of such lump sum benefit on the Accelerated Distribution Date and the remaining seventy percent (70%) of such lump sum benefit (plus accrued interest as provided in Section 3.5) on the third (3rd) anniversary of such Participant’s Termination of Employment; provided, further, however, if the Participant attained the age of sixty (60) as of his or her Termination of Employment, the Participant may accelerate the distribution of 100% of his or her unpaid lump sum benefit if he or she agrees, in writing substantially in the form provided in Attachment B, not to compete with an Employer Business within the meaning of Section 7.2 for a period of three (3) years from such Participant’s Termination of Employment and further agrees that if he or she fails to abide by such agreement, the non-compete agreement is challenged or the non-compete agreement is unenforceable, he or she shall forfeit all benefits hereunder and repay the Lump Sum Benefit to SBC. |
| | If a Participant dies prior to his or her Retirement, a pre-retirement death benefit will be calculated and paid as though the Participant had Retired (determined without regard to the 5 Years of Service requirement otherwise applicable to certain Participants age 55 or older) on the day prior to the date of death. Notwithstanding the provisions of Section 3.3, if a Participant’s Agreement or benefit payout election form fails to show an election of a Benefit Payout Alternative, or if the Participant, having chosen to defer his benefit election, failed to make a timely election of a Benefit Payout Alternative prior to his or her death, the form of the pre-retirement death benefit shall, at the option of the Participant’s Beneficiary, be either the Life With 10-Year Certain Benefit form of the Participant’s benefit, a Beneficiary Life Annuity (as such term is hereinafter described) based on the life expectancy of the Beneficiary, or, if the Participant was eligible to make a Lump Sum Benefit election as of his or her date of death, a Lump Sum Benefit (calculated in the manner described in this Section 4.1). If paid as a Beneficiary Life Annuity based on the Life of the Beneficiary, such benefit shall be the actuarially determined equivalent (as determined by the Administrative Committee in its complete and sole discretion) of the Life With 10-Year Certain Benefit;provided,however, should the Beneficiary die prior to the payment to the Beneficiary of the total dollar amount of the Life with 10-Year Certain Benefit, the remaining dollar balance of such Life With 10-Year Certain Benefit shall be paid in accordance with the Participant’s beneficiary designation and the Rules at the same monthly rate of payment as would have been the monthly payment pursuant to the 10-year payment schedule had the Life With 10-Year Certain Benefit been selected. For purposes of this Section 4.1, a Lump Sum Benefit shall be calculated in the same manner as provided in Section 3.4 as if the Participant were alive; e.g., calculated as of the Participant’s Death applying the Mortality Tables and the GAAP Rate, both as in effect as of the end of the calendar year immediately preceding the Participant’s Death, but using the Participant’s age, Years of Service and other factors as of the Participant’s date of death. |
| | This Plan may be modified or terminated at any time in accordance with the provisions of SBC’s Schedule of Authorizations; provided, however, the Plan shall not be materially modified (within the meaning of Section 885(d)(2)(B) of the American Jobs Creation Act of 2004) after October 3, 2004 unless such modification is consistent with the guidance issued under Section 885(f) of the American Jobs Creation Act of 2004 so that such amendment is not a material modification of the Plan. A modification may affect present and future Eligible Employees. SBC also reserves the sole right to terminate at any time any or all Agreements. In the event of termination of the Plan or of a Participant’s Agreement, a Participant shall be entitled to benefits hereunder, if prior to the date of termination of the Plan or of his or her Agreement, such Participant has attained 5 Years of Service, in which case, regardless of the termination of the Plan/Participant’s Agreement, such Participant shall be entitled to benefits at such time as provided in and as otherwise in accordance with the Plan and his or her Agreement, provided, however, Participant’s benefit shall be computed as if Participant had terminated employment as of the date of termination of the Plan or of his or her Agreement; provided further, however, Participant’s service subsequent to Plan/Agreement termination shall be recognized for purposes of reducing or eliminating the Age discount provided for by Section 3.1(d). No amendment, including an amendment to this Section 6.5, shall be effective, without the written consent of a Participant, to alter, to the detriment of such Participant, the benefits described in this Plan as applicable to such Participant as of the effective date of such amendment. For purposes of this Section 6.5, an alteration to the detriment of a Participant shall mean a reduction in the amount payable hereunder to a Participant to which such Participant would be entitled if such Participant terminated employment at such time, or any change in the form of benefit payable hereunder to a Participant to which such Participant would be entitled if such Participant terminated employment at such time. Any amendment which reduces Participant’s benefit hereunder to adjust for a change in his or her pension benefit resulting from an amendment to any company-sponsored defined benefit pension plan which changes the pension benefits payable to all employees, shall not require the Participant’s consent. Written notice of any amendment shall be given to each Participant. |
| | Neither a Participant nor any other person shall have any right to commute, sell, assign, transfer, pledge, anticipate, mortgage or otherwise encumber, transfer, hypothecate or convey in advance of actual receipt of the amounts, if any, payable hereunder, or any part thereof, which are, and all rights to which are, expressly declared to be unassignable and non-transferable. No part of the amounts payable shall, prior to actual payment, be subject to seizure or sequestration for the payment of any debts, judgments, alimony or separate maintenance owed by a Participant or any other person, nor be transferable by operation of law in the event of a Participant’s or any other person’s bankruptcy or insolvency. |
| | Notwithstanding any other provision of this Plan, all benefits provided under the Plan with respect to a Participant shall be forfeited and canceled in their entirety if the Participant, without the consent of SBC and while employed by SBC or any subsidiary thereof or within three (3) years after termination of such employment, engages in competition with SBC or any subsidiary thereof or with any business with which SBC or a subsidiary or affiliated company has a substantial interest (collectively referred to herein as “Employer business”) and fails to cease and desist from engaging in said competitive activity within 120 days following receipt of written notice from SBC to Participant demanding that Participant cease and desist from engaging in said competitive activity. For purposes of this Plan, engaging in competition with any Employer business shall mean engaging by the Participant in any business or activity in the same geographical market where the same or substantially similar business or activity is being carried on as an Employer business. Such term shall not include owning a nonsubstantial publicly traded interest as a shareholder in a business that competes with an Employer business. However, engaging in competition with an Employer business shall include representing or providing consulting services to, or being an employee of, any person or entity that is engaged in competition with any Employer business or that takes a position adverse to any Employer business. Accordingly, benefits shall not be provided under this Plan if, within the time period and without the written consent specified, Participant either engages directly in competitive activity or in any capacity in any location becomes employed by, associated with, or renders service to any company, or parent or affiliate thereof, or any subsidiary of any of them, if any of them is engaged in competition with an Employer business, regardless of the position or duties the Participant takes and regardless of whether or not the employing company, or the company that Participant becomes associated with or renders service to, is itself engaged in direct competition with an Employer business. |
SUPPLEMENTAL RETIREMENT INCOME PLAN AGREEMENT
THIS AGREEMENT is made and entered into at San Antonio, Texas as of this _____ day of _______________, by and between SBC Communications Inc. ("SBC") and __________ (" Participant"). WHEREAS, SBC has adopted a Supplemental Retirement Income Plan (the “Plan”); and
WHEREAS, the Participant has been determined to be eligible to participate in the Plan; and
WHEREAS, the Plan requires that an agreement be entered into between SBC and Participant setting out certain terms and benefits of the Plan as they apply to the Participant;
NOW, THEREFORE, SBC and the Participant hereby agree as follows:
| 1. | | The Plan is hereby incorporated into and made a part of this Agreement as though set forth in full herein. The parties shall be bound by, and have the benefit of, each and every provision of the Plan as set forth in the Plan. |
| 2. | | The Participant was born on ___________, and his or her present employment began on _____________, |
| 3. | | The Participant’s “Retirement Percent” which is described in the Plan shall be ________ percent (__%) |
| 4. | | Election as to Form of Benefits. The Participant elects the Benefit Payout Alternative as shown on the Supplemental Retirement Income Plan (SRIP) Benefit Election form attached hereto and incorporated herein for all purposes (the “Form”). The Participant may change this election at any time prior to the end of the calendar year immediately preceding the Participant’s Termination of Employment, and the Participant’s election in effect at the time will control the distribution of benefit under the Plan. If the Participant has not elected a Benefit Payout Alternative prior to the end of the calendar year immediately preceding the Participant’s Termination of Employment, the Participant’s form of benefit under the Plan shall be the Life With 10-Year Certain Benefit. |
This Agreement supersedes all prior Supplemental Retirement Income Plan Agreements between SBC and Participant, and any amendments thereto, and shall inure to the benefit of, and be binding upon, SBC, its successors and assigns, and the Participant and his or her Beneficiaries.
IN WITNESS WHEREOF, the parties hereto have signed and entered into this Agreement on and as of the date first above written.
SBC COMMUNICATIONS INC.:
By: __________________________________________
Senior Executive Vice President-Human Resources
PARTICIPANT:
_____________________________________________
Due Date:
Form SRIP-4 (9/01)
Supplemental Retirement Income Plan (SRIP)
Payment Election
Name: __________________________________________ Social Security Number: __________________________________________
1. Form of Payment
I hereby elect the following form of benefit for my SRIP benefit in accordance with and subject to the terms of the
Plan:
a. ____Life with 10-Year Certain Benefit. Complete Section 4.
b. ____Joint and 100% Survivor Benefit. Complete Section 4.
c. ____Joint and 50% Survivor Benefit. Complete Section 4.
d. ____Lump Sum. Complete Section 2. (Only available if age 54 or older at time of election and age 55 or older at
termination of employment).
e. ____Defer making an election until no later than the last day of the calendar year preceding the calendar year in
which my termination of employment takes place or my SRIP benefit commences. Complete Section 4.
Default Distribution: If a payment election is not on file as of the last day of the year prior to your retirement or
termination, the form of benefit shall be the Life with 10-Year Certain Benefit.
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2. SRIP Lump Sum Deferral Amount
- ------------------------------------------------------------------------------------------------------------------------------ --
You must defer the receipt of at least seventy percent (70%) of your lump sum (excluding accrued interest thereon) until at least the
third anniversary of your retirement (the "70% Rule"). Please indicate below the portion of your lump sum that you wish to defer:
I wish to defer _______% (not less than 70%). Any portion not deferred will be paid within 60 days following my termination of
employment. Complete Section 3.
Note: You have a one-time right to accelerate the distribution of your deferred balance by making an election prior to the first day
of the calendar year in which you desire to receive an accelerated distribution of your deferred balance.
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3. Distribution Election for Deferred Lump Sum and Accrued Interest ("Deferred Balance")
- ---------------------------------------------------------------------------------------------------------------------------------
Please indicate how you would like your deferred balance distributed.
o Complete Section 3a if you wish to receive monthly interest only payments. You must also complete Section 3b to
elect how to receive your remaining deferred balance.
o Complete Section 3b to specify distribution of your deferred balance. Subject to the 70% Rule, payment will begin
within 60 days of your retirement date if you elect distribution in your year of retirement.
o The deferred balance must be distributed no later than the 20th anniversary of your retirement.
o If applicable, the dates you complete in Section a and b cannot overlap.
a. Interest Paid Monthly
Please distribute interest on my deferred balance paid monthly commencing
______________(month/year) through ______________(month/year).
Note: Also complete Section 3b to elect payment of deferred balance.
b. Ratable Distribution Over a Period of Years
Please make an annual payment of my deferred balance on March 1st of each year paid for ________
(insert number from 1 through 20) year(s) commencing ___________(insert year). Please choose one distribution method as
follows:
|_| Paid ratably for the period(s) selected in 3b. (e.g. 1/20th, 1/19th, 1/18th.... If payment is requested over 20
years).
|_| Paid in equal annual installments for the period(s) selected in 3b.
Note: You may not request more than 30% of your lump sum within 36 months following retirement.
Complete Section 4.
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4. Authorization
- ----------------------------------------------------------------- ---------------------------------------------------------------
I hereby authorize and make the above elections.
Signature ____________________________ Date ____________________________
Please return to Executive Compensation Staff
175 E. Houston, 3-N-1, San Antonio, Texas 78205
