CLARK EQUIPMENT COMPANY
SUPPLEMENTAL RETIREMENT INCOME PLAN FOR CERTAIN EXECUTIVES
AMENDMENT NO. 1
---------------
WHEREAS, Clark Equipment Company (the "Company")
previously established the Clark Equipment Company Supple-
mental Retirement Income Plan for Certain Executives (the
"Plan"); and
WHEREAS, the Human Effectiveness Committee of the
Board of Directors of the Company has approved the
amendment of the Plan as described below;
NOW, THEREFORE, the Plan is hereby amended effec-
tive as of February 15, 1995 in the following respect:
1. Schedule A, Item 6, of the Plan is amended to
read as follows:
"6. Those benefit obligations provided pursuant
to that certain amended and restated employment
agreement between F.M. Sims and Clark Equipment
Company dated February 15, 1995 as may be amended
from time to time, including but not limited to the
benefits provided for in Sections 3.1, 3.2, 3.3,
3.5, 3.6, 9.4, 9.7, 11.2 and Exhibit A of said
agreement, and any lump sum payment of such benefit
obligations as provided for in Section 4 of said
agreement, but excluding the benefits provided for
in Section 3.4 of said agreement."
WHEREFORE, pursuant to the authority delegated by
the Human Effectiveness Committee of the Board of Directors
of Clark Equipment Company, this Amendment No. 1 is made
and
executed on this 6th day of March, 1995, to become
effective as specified herein.
CLARK EQUIPMENT COMPANY
By:/s/ Leo J. McKernan
-------------------------
Leo J. McKernan
Chairman, President and
Chief Executive Officer
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CLARK EQUIPMENT COMPANY
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
AMENDMENT NO. 1
---------------
WHEREAS, Clark Equipment Company (the "Company")
previously established the Clark Equipment Company Supple-
mental Executive Retirement Plan (the "Plan"); and
WHEREAS, the Human Effectiveness Committee of the
Board of Directors of the Company has approved the
amendment of the Plan as described below;
NOW, THEREFORE, the Plan is hereby amended effec-
tive as of February 15, 1995 in the following respects:
1. Subsection 2.1 of the Plan is amended by
deleting the penultimate sentence of such subsection, which
had excluded Frank M. Sims from being a Participant in the
Plan.
2. Schedule A of the Plan is amended by adding
thereto a new item 7 reading as follows:
"7. Those benefit obligations provided pursuant
to Section 3.4 of that certain amended and restated
employment agreement between Frank M. Sims and Clark
Equipment Company dated February 15, 1995 as may be
amended from time to time, and any lump sum payment of
such benefit obligations as provided for in Section 4
of said agreement."
WHEREFORE, pursuant to the authority delegated by
the Human Effectiveness Committee of the Board of Directors
of Clark Equipment Company, this Amendment No. 1 is made
and
executed on this 6th day of March, 1995, to become
effective as specified herein.
CLARK EQUIPMENT COMPANY
By:/s/ Leo J. McKernan
--------------------------
Leo J. McKernan
Chairman, President and
Chief Executive Officer
-2-
CLARK EQUIPMENT COMPANY
SUPPLEMENTAL RETIREMENT INCOME PLAN FOR CERTAIN EXECUTIVES
AMENDMENT NO. 2
---------------
WHEREAS, Clark Equipment Company (the "Company")
previously established the Clark Equipment Company Supple-
mental Retirement Income Plan for Certain Executives (the
"Plan"); and
WHEREAS, the Human Effectiveness Committee of the
Board of Directors of the Company has approved the
amendment of the Plan as described below;
NOW, THEREFORE, the Plan is hereby amended effec-
tive as of March 27, 1995 in the following respect:
1. Subsection 2.3 and Section 3 of the Plan are
each amended by replacing the phrase "the interest
rate specified in Code Section 411(a)(11)(B)(ii) (or
any successor section thereto)" with the phrase "the
interest rate that would be used by the Pension
Benefit Guaranty Corporation for purposes of
determining the present value of a lump sum
distribution on the termination of a plan subject to
Title IV of the Employee Retirement Income Security
Act of 1974, as amended, formerly referred to in
Section 411(a)(11)(B)(ii) of the Internal Revenue Code
of 1986."
WHEREFORE, pursuant to the authority delegated by
the Human Effectiveness Committee of the Board of Directors
of Clark Equipment Company, this Amendment No. 2 is made
and
executed on this 28th day of March 1995, to become
effective as specified herein.
CLARK EQUIPMENT COMPANY
By:/s/ Leo J. McKernan
-----------------------
Leo J. McKernan
Chairman, President and
Chief Executive Officer
-2-
CLARK EQUIPMENT COMPANY
SUPPLEMENTAL RETIREMENT INCOME PLAN FOR CERTAIN EXECUTIVES
AMENDMENT NO. 2
---------------
WHEREAS, Clark Equipment Company (the "Company")
previously established the Clark Equipment Company Supple-
mental Executive Retirement Plan (the "Plan"); and
WHEREAS, the Human Effectiveness Committee of the
Board of Directors of the Company has approved the
amendment of the Plan as described below;
NOW, THEREFORE, the Plan is hereby amended effec-
tive as of March 27, 1995 in the following respects:
1. Subsection 2.2 of the Plan is amended to read
in its entirety as follows:
"2.2. Supplemental Benefits. At the time that a
---------------------
Participant or his Beneficiary is entitled to benefits
under the qualified plan, the Participant or
Beneficiary shall be entitled to the "Supplemental
Benefit" accrued for him hereunder. As of any date a
Participant's accrued Supplemental Benefit shall be
(A) the full amount of the benefit computed for such
Participant using the pension formula under the
qualified plan as of such date (based on total
credited service under the qualified plan) except
that, for such calculation, (1) the limitations of
Code Section 415 and Code Section 401(a)(17), and of
any other provision of the Code or other law or
regulation that limits either the amount of pension
benefits or the amount of compensation that can be
used to determine pension benefits, are disregarded
and (2) except with respect to the Retired Executives
and any other Participants whose employment with the
Company terminated prior to March 1, 1995, the
Participant's cash bonus payments received from an
Employer pursuant to the Company's incentive
compensation plans,
regardless of whether paid before or after the
effective date of the Plan, are included in his basic
annual compensation rate (as defined in the qualified
plan) as of January 1 of the year in which each such
bonus payment is made, less (B) the maximum amount of
the benefit that can be provided under the terms of
the qualified plan after application of the
limitations imposed by the Code or other laws or
regulations. In computing the Supplemental Benefit,
all offsets against the benefits payable under the
qualified plan due to benefits payable from the Clark
Equipment Company Leveraged Employee Stock Ownership
Plan shall be disregarded. The Supplemental Benefit
shall include all of the surviving spouse and optional
forms of benefits available with respect to benefits
payable from the qualified plan, and be subject to the
same adjustment factors applicable to such forms of
benefits. In determining the Supplemental Benefit for
either of the Retired Executives and any other
Participants whose employment with the Company termi-
nated prior to March 1, 1995, the cash bonus payments
received by them from an Employer pursuant to the Com-
pany's incentive compensation plan shall not be
included in the calculation. Notwithstanding the
foregoing provisions of this subsection 2.2 or any
other provisions of the Plan, with respect to a
Participant who is a party to an employment agreement
listed in Schedule A hereto, if at the time of the
death of such Participant the Section of such
employment agreement first identified in such Schedule
A does not provide for the payment of Supplemental
Benefits to the surviving spouse of such Participant,
no Supplemental Benefits shall be payable to such
spouse under the Plan."
2. Subsection 2.3 and Section 3 of the Plan are
each amended by replacing the phrase "the interest rate
specified in Code Section 411(a)(11)(B)(ii) (or any
successor section thereto)" with the phrase "the interest
rate that would be used by the Pension Benefit Guaranty
Corporation for purposes of determining the present value
of a lump sum distribution on the termination of a plan
subject to Title IV of the Employee Retirement Income
Security Act of 1974, as amended, formerly referred to in
Section 411(a)(11)(B)(ii) of the Internal Revenue Code of
1986."
3. Section 5 of the Plan is amended by inserting
the word "adversely" just before the word "affected" in the
first sentence thereof.
-2-
WHEREFORE, pursuant to the authority delegated by
the Human Effectiveness Committee of the Board of Directors
of Clark Equipment Company, this Amendment No. 2 is made
and executed on this 28th day of March 1995, to become
effective as specified herein.
CLARK EQUIPMENT COMPANY
By:/s/ Leo J. McKernan
-------------------------
Leo J. McKernan
Chairman, President and
Chief Executive Officer
-3-