EXHIBIT 10.6
FIRST AMENDMENT
EMPLOYEE INVESTMENT PLAN OF
LEVI STRAUSS & CO.
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WHEREAS, LEVI STRAUSS & CO. (the "Company") maintains the Employee
Investment Plan of Levi Strauss & Co. (the "EIP"); and
WHEREAS, pursuant to Section 18.1 of the EIP, the Board of Directors of
the Company is authorized to amend the EIP at any time and for any reason; and
WHEREAS, the Company desires to amend the EIP, effective as of the
dates specified herein, to reflect certain provisions of the Economic Growth and
Tax Relief Reconciliation Act of 2001 ("EGTRRA"), including clarifications and
technical corrections under EGTRRA made pursuant to the Job Creation and Worker
Assistance Act of 2002; and
WHEREAS, the Company desires to amend the EIP, effective as of November
26, 2001, by waiving the active employment as of the last working day of the
Plan Year requirement (for purposes of eligibility to receive any Company match)
with respect to any employee who is laid-off by the Company;
WHEREAS, the Company desires to amend the EIP, effective as of February
1, 2000, to conform the loan repayment requirements with the record-keeper's
automated loan system;
WHEREAS, by resolutions duly adopted on June 22, 2000, the Board of
Directors of the Company authorized Philip A. Marineau, President and Chief
Executive Officer, to take certain actions with respect to the EIP and to
further delegate to certain officers of the Company the authority to take
certain actions with respect to the EIP; and
WHEREAS, on June 22, 2000, Philip A. Marineau delegated to any Senior
Vice President, Human Resources, including Fred D. Paulenich, Senior Vice
President of Worldwide Human Resources, the authority to take certain actions
with respect to the EIP and such delegation has not been amended, rescinded or
superseded as of the date hereof; and
WHEREAS, the amendment herein is within the delegated authority of Fred
D. Paulenich; and
NOW THEREFORE, effective as of the dates specified herein, the EIP is
hereby amended as follows:
1. Effective as of November 26, 2001, paragraph (b) of Section 5.1 of the
EIP is hereby amended in its entirety to read as follows:
"(b) Employment at End of Accumulation Period.
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Effective for Plan Years beginning on or after November 26, 2001
(including any pay period ending during such Plan Years), no Matching
Contribution will be allocated on behalf of a Member during the
applicable Accumulation Period unless he or she is an Employee as of
the last working day of such Accumulation Period with respect to which
his or her Member Contributions are eligible for a Matching
Contribution; provided that such requirement of being an Employee as of
the last working day of an Accumulation Period shall not apply in the
event a Member retires or is laid off by the Company, as determined by
the Administrative Committee, before such date or to the
extent that the Board of Directors waives such requirement in
accordance with the exceptions prescribed under section
1.401(a)(4)-2(b)(4)(iii) of the Code."
2. Effective as of February 1, 2000, paragraph (d) of Section 10.2 of the
EIP is hereby amended by replacing the "; or" appearing at the end of
subparagraph (ii) with a period ("."), and by deleting all text
appearing thereafter.
3. Effective for distributions from the EIP on or after January 1, 2002,
paragraph (d) of Section 11.4 of the EIP is hereby amended by adding
the following language to the end of the first paragraph therein (i.e.,
after the word "apply."):
"In the case of a direct transfer of a Member's Post-Tax Account: (1)
subparagraphs (v) and (vi) shall not apply, and (2) an eligible
retirement plan described in subparagraphs (i) and (iv) must agree to
separately account for amounts so transferred, including separately
accounting for the portion of such distribution which is includible in
gross income and the portion of such distribution which is not so
includible."
4. Effective for Plan Years beginning on or after January 1, 2002,
paragraph (h) of Section 19.1 of the EIP is hereby amended by replacing
the all references to the phrase "separation from Service", which
appear therein, with the phrase "severance from employment".
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IN WITNESS WHEREOF, the undersigned has caused this Amendment to be
executed this ______ day of ________________________, 2002.
LEVI STRAUSS & CO.
By: _______________________________________________
Fred D. Paulenich
Senior Vice President of Worldwide Human Resources