EXHIBIT 10.9
RELIANT ENERGY, INCORPORATED
SAVINGS PLAN
(As Amended and Restated Effective April 1, 1999)
First Amendment
The Benefits Committee of Reliant Energy, Incorporated, having
reserved the right under Section 10.3 of the Reliant Energy, Incorporated
Savings Plan, as amended and restated effective April 1, 1999 (the "Plan"), to
amend the Plan, does hereby amend the Plan, effective as of the dates specified
below, as follows:
1. Effective as of January 1, 1999, the third paragraph of
Section 4.1 of the Plan is hereby amended to read as follows:
"In addition, for any Plan Year, the Employer, in its
discretion, may make an additional Employer Matching Contribution in
the amount, if any, necessary to result in a total allocation under
Article V to the ESOP Accounts of (i) Participants who are in active
Service as of the last day of the applicable Plan Year and (ii)
Participants (A) whose Service terminates during the applicable Plan
Year and who are age 55 or older with five years of Service as of such
termination date or (B) whose Service terminates during the applicable
Plan Year due to death or Disability, in the percentage determined by
the Chairman of the Committee, in his sole discretion, of the total of
each such eligible Participant's Pre-Tax Matched Contribution and
After-Tax Matched Contribution for such Plan Year. The foregoing
discretionary allocation shall be communicated to such eligible
Participants within 90 days following the close of the applicable Plan
Year. Further, the Employer may make an additional ESOP Contribution
and/or Employer Matching Contribution, if necessary, to make the
allocation required under Section 5.3(d)(ii) with respect to dividends
used to repay an Exempt Loan."
2. Effective as of January 1, 1999, the last sentence of
Section 5.3(b) of the Plan is hereby amended to read as follows:
"Allocations made pursuant to this Section 5.3(b) shall be made as soon
as practicable after the close of each payroll period in an amount not
to exceed 75% of the total of each Participant's Pre-Tax Matched
Contribution and After-Tax Matched Contribution and, if applicable,
after the close of the first quarter following the end of the
applicable Plan Year in an amount equal to the discretionary allocation
percentage of the total of each eligible Participant's
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Pre-Tax Matched Contribution and After-Tax Matched Contribution in
accordance with the third paragraph of Section 4.1."
3. Effective as of April 1, 1999, the sixth line of Section
1.11 of the Plan is hereby amended to add the words "in cash" after the words
"payments of compensation" and before the words "which would be" in such line.
4. Effective as of April 1, 1999, the second sentence of
Section 3.1 of the Plan is hereby amended to read as follows:
"Notwithstanding the foregoing, each of the following individuals shall
be ineligible to participate in this Plan: (i) an Employee who is
employed as a building trades worker under a construction industry
collective bargaining agreement providing specifically for retirement
benefit payments to be made thereunder for such building trades worker;
(ii) an Employee who is a 'leased employee' (as defined in Section
414(n)(2) of the Code, subject to Code Section 414(n)(5)); (iii) an
individual who is designated, compensated, or otherwise classified or
treated as an independent contractor or a leased employee by an
Employer or an Affiliate; and (iv) an individual who is a non-resident
alien and who receives no United States source earned income from the
Employer."
5. Effective as of April 1, 1999, the first sentence in
Section 6.3 of the Plan is hereby amended to read as follows:
"In the event of termination of a Participant's Service due to his
death, the entire amount of such Participant's Account shall be fully
vested as of his date of death. If a Participant's death occurs prior
to filing his written election to commence the payment of his benefit
under the Plan, after receipt by the Committee of acceptable proof of
death, the entire vested amount in the Account of such Participant
shall be payable as follows:"
6. Effective as of April 1, 1999, the first, second and third
paragraphs of Section 6.6 of the Plan and Clauses (a) and (b) of Section 6.6 of
the Plan are hereby amended to read as follows:
"6.6 Payment of Benefits: Upon a Participant's entitlement to
payment of benefits under either Section 6.1, 6.2 or 6.4, he shall file
his written election on such form or forms, and subject to such
conditions, as the Committee shall prescribe. His election shall
specify whether he wishes payment of his benefits to be made as of such
entitlement or to be deferred to the extent provided below. If a
payment becomes due for any reason other than death or Disability, and
if the amounts due from the Participant's Accounts are in excess of
$5,000, payment of
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such amounts shall be deferred to the extent provided below unless the
Participant consents to earlier payment. If the Participant so consents
to an earlier payment, such payment shall be made as soon as
practicable. Notwithstanding any other provision of this Section 6.6 or
the Plan to the contrary, if the amounts due from the Participant's
Accounts do not exceed $5,000, payment of such amounts shall
automatically be made in a lump-sum payment as soon as administratively
practicable following termination of Service for any reason.
In the case of a distribution under Section 6.3 on account of
the Participant's death, the Committee shall pay the entire vested
amount in the Participant's Accounts to the party or parties entitled
thereto under Section 6.3 in a lump-sum distribution in cash or, if
timely elected by such party or parties, all or a portion in kind in
the shares of Common Stock held in an Account invested in the Reliant
Energy Common Stock Fund, within five years after the death of such
Participant.
Subject to the requirements of Section 6.10 and except as
otherwise provided in this Section 6.6, any distribution to be made to
a Participant under the provisions of this Article VI following his
termination of employment shall be made or commence as soon as
administratively practicable after the Participant files his written
election, in the form and manner prescribed by the Committee, to
receive the amounts in his Accounts, with such amounts to be paid in
one of the following methods, as elected by the Participant:
(a) Lump-Sum Distributions: As a lump-sum
distribution in cash, provided that no lump-sum distribution
may be paid to the Participant unless he has elected such
distribution on an election form prescribed by the Committee.
(b) Installment Payments: As monthly, quarterly,
semi-annual or annual installment payments over a specified
term of ten years or less, as elected by the Participant, in
cash ('Installment Payments'), provided that no Installment
Payments may be paid to the Participant unless he has elected
such payments on an election form prescribed by the Committee,
with such Installment Payments continuing to the Participant's
Beneficiary designated on such election form (or his
Beneficiary under the Plan in lieu of a valid election form
designation) if the Participant's death occurs during the term
of the Installment Payments. After Installment Payments
commence, the Participant (or his Beneficiary, as provided
above in the event of the Participant's death) shall have the
right at any time to convert the remaining balance of his
Account to a lump-sum distribution."
7. Effective as of July 1, 2000, Article I of the Plan is
hereby amended to add new Section 1.28(A) to read as follows:
"1.28(A) INSYNC PARTICIPANT: A Participant who was
participating in the Insync Plan immediately prior to July 1, 2000."
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8. Effective as of July 1, 2000, Article I of the Plan is
hereby amended to add new Section 1.28(B) as follows:
"1.28(B) INSYNC PLAN: The Insync Internet Services, Inc.
401(k) Plan as in effect immediately prior to July 1, 2000."
9. Effective as of July 1, 2000, the second paragraph of
Section 5.1(a) of the Plan and Clause (i) of Section 5.1(a) of the Plan are
hereby amended to read as follows:
"The foregoing to the contrary notwithstanding, with respect
to certain amounts transferred to the Plan from the Insync Plan,
Minnegasco Plan and NorAm Plan, the following Prior Plan Accounts shall
be maintained:
(i) Prior Plan Matching Account: The interest in each
Investment Fund attributable to employee matching contribution
to (A) the Minnegasco and NorAm Plans prior to January 1, 1999
for Minnegasco and NorAm Participants, respectively, and (B)
the Insync Plan prior to July 1, 2000 for Insync Participants
shall be reflected in a Prior Plan Matching Account;"
IN WITNESS WHEREOF, the Benefits Committee of Reliant Energy,
Incorporated has caused these presents to be executed by its duly authorized
Chairman in a number of copies, all of which shall constitute one and the same
instrument, which may be sufficiently evidenced by any executed copy hereof,
this 6th day of September, 2000, but effective as of the dates specified herein.
BENEFITS COMMITTEE OF
RELIANT ENERGY, INCORPORATED
By: /s David M. McClanahan
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David McClanahan, Chairman
ATTEST:
/s/ Lynne Harkel-Rumford
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Lynne Harkel-Rumford, Secretary
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