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Exhibit 10-41
DETROIT EDISON
EXECUTIVE VEHICLE PROGRAM
HUMAN RESOURCES
SEPTEMBER 1, 1999
(SUPERSEDES PUBLICATION DATED JULY 23, 1996 AS AMENDED)
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DETROIT EDISON
EXECUTIVE VEHICLE PROGRAM
The Detroit Edison Executive Vehicle Program is designed to provide a vehicle
for personal and business use by certain executives of The Detroit Edison
Company ("Company" or "Detroit Edison") and participating affiliates.
ELIGIBILITY
Members of the Company's Senior Management and assistant vice presidents are
eligible to participate in this program. The Company's Senior Management
includes the chairman, presidents, executive vice presidents, senior vice
presidents and vice presidents.
Persons performing executive level services for the Company or an affiliate
thereof may be extended benefits under this Plan upon written approval of the
Company's Chairman of the Board. The extension of this benefit is in no way
indicative of an individual's employment status nor is it to be deemed a
guarantee of continued employment or involvement with the Company or an
affiliate thereof.
An executive who is reassigned to a position that is not a Senior Management,
assistant vice president, or executive level position for the Company or an
affiliate thereof may continue to participate in the program, but not longer
than the period specified under "Vehicle Replacement".
VEHICLE SPECIFICATIONS
An eligible executive may select one vehicle of his/her choice within the
following guidelines:
The vehicle must be a new production passenger automobile, van, light truck or
similar vehicle.
Only options installed by the manufacturer or dealer will be allowed.
The amount paid by Detroit Edison or a participating affiliate, i.e., the cost
of the vehicle including title fees and license plates minus the estimated
residual cost of the vehicle after a two year period, will not exceed $12,500.
The sales tax is an additional program cost paid by Detroit Edison or a
participating affiliate. In the event the cost of the vehicle minus the
estimated residual cost after two years exceed $12,500, a participating
executive may elect to personally pay the amount that is in excess of $12,500.
This personal payment, which will include the sales tax on any amount over
$12,500, must be paid at the time of delivery. Neither Detroit Edison nor a
participating affiliate will
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reimburse the participating executive for this personal payment when the
vehicle is replaced, returned, purchased, or sold except as noted under
"Vehicle Replacement".
The Company reserves the right to modify or refuse any vehicle order or
terminate any lease that in the opinion of the Company is not in keeping with
the intent of this program.
The Company's Vice President -- Human Resources will from time to time review
the maximum allowable cost to the Company and make appropriate recommendations.
INSURANCE
The Company or applicable participating affiliate will maintain an insured or
self-insured insurance program for executive vehicles as required by law.
Additionally, all physical damage and all liability associated with the
operation of the vehicle will be provided. The deductible for all physical
damage if $250.00. The Company or applicable participating affiliate will pay
for any deductible expense incurred.
Should the vehicle be the only vehicle in the participating executive's
household, the Company or applicable participating affiliate will provide
supplemental coverage on the use of other vehicles.
MAINTENANCE
All maintenance and repairs for the vehicle will be the responsibility of the
Company's Energy Delivery organization. Should the vehicle require service when
it is not feasible to use the Company's Beech Street Garage, the participating
executive will be reimbursed for such expenses provided proof of payment is
submitted.
BUSINESS MILEAGE
A participating executive will be reimbursed at the rate of 5.5 cents per
business mile to offset the cost of fuel. This rate will apply for all business
mileage regardless of whether the executive drives the vehicle provided under
this plan or another vehicle.
USE OF VEHICLE
Regular use of the vehicle is restricted to the executive and members of the
immediate family who reside in the executive's household.
Use of the vehicle by other individuals on a regular or continuous basis is
prohibited.
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A participating executive cannot sublease, sell or in any way transfer the
vehicle to any other person
VEHICLE REPLACEMENT
A participating executive must keep the vehicle for two years except in the
vent of retirement, other employment termination, classification to an
ineligible position, or discontinuation of involvement with the Company or
participating affiliate.
A participating executive may then arrange to personally purchase the vehicle
through the Company's Supply Chain Management as follows:
A. The resale price of the vehicle will be the Fair Market Value (FMV) as
determined by the lessor or the lease balance, whichever is greater, and any
penalties as set forth in paragraph three under "Retirement, Termination or
Death of Executive".
B. If the executive made a non-reimbursable contribution to the original
purchase price, the sale price will be described above except that the resale
price will be reduced by the percentage of the executive's original
contribution to the original purchase price.
Formulas:
Step 1
Company or affiliate contribution plus executive contribution = original
purchase price
Step 2
Executive contribution divided by original purchase price = percentage reduction
Step 3
Resale price minus (resale price times percentage reduction) = resale price to
executive
C. The executive will be responsible for all sales taxes, title fees and
license plates on the purchase.
RETIREMENT, TERMINATION OR DEATH OF EXECUTIVE
Upon the retirement, termination, classification to an ineligible position, or
discontinuation of involvement of a participating executive, the vehicle should
be returned to the Company in sound condition subject to normal wear and tear
unless purchase is elected.
In the event of the death of the participating executive, the Company will
permit a surviving spouse to use the vehicle for up to two months.
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At the option of the Company, the participating executive or surviving spouse
may purchase the vehicle under the terms set forth in "Vehicle Replacement".
Additionally, the executive or surviving spouse will be responsible for any
lease-related penalties assessed by the lessor on a vehicle being purchased
that has not been in the program for at least 12 months.
INCOME TAX GUIDELINES
Internal Revenue Service (IRS) regulations require that the annual lease value
of the vehicle be included in the executive's income for income tax purposes.
Under current IRS guidelines, the additional income to the executive will be
determined by using the table in the Appendix. The Fair Market Value of the
vehicle will be based on the lower of manufacturer" suggested retail price
(reduced by rebates, if any) plus sales tax and title fees, less eight percent
or dealer invoice price (reduced by rebates, if any) plus four percent. Fair
Market Value will not be reduced by a participating executive's contributions.
Rather, the amount of a participating executive's contributions will serve as a
dollar-for-dollar reduction in the amount of income imputed to the contributing
participating executive until the contribution is exhausted.
Each month, prorated amounts from the Appendix will be included in the
participating executive's salary to determine the amount of federal income tax
withholding. The annual amount to be included on the executive's Form W-2 will
be based on the twelve-month period which runs from December 1 to November 30.
However, the amount of gross income which will be reflected on a participating
executive's Form W-2 as a result of his or her vehicle provided pursuant to this
plan will be reduced to the extent that the vehicle is used for business
purposes. The reduction to imputed income will be that percentage of the annual
value of the automobile which is equal to the ratio of business miles driven to
total miles driven over the twelve-month period which runs from December 1 to
November 30.
ADMINISTRATION
The Company's Supply Chain Management is responsible for procuring and
delivering the vehicles.
The Company's Energy Delivery organization is responsible for license plate
renewals, maintenance and repairs to the vehicles, and disposing of the
vehicles when released by the executives(s).
The Treasurer is responsible for providing the necessary insurance coverage,
for obtaining insurance certificates for the vehicles and for coordinating
insurance claims.
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Questions regarding this program should be directed to the Company's Vice
President -- Human Resources.
PROGRAM DURATION
The Company plans to continue to offer this program to eligible executives.
However, the Company reserves the right to modify or terminate the program at
any time.
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