EXHIBIT 10.94
(EZCORP(R) LOGO)
SUPPLEMENTAL EXECUTIVE
RETIREMENT PLAN
EFFECTIVE DECEMBER 1, 2005
I. PURPOSE OF PLAN AND PARTICIPANT'S ACCEPTANCE OF TERMS
This Plan's purpose is to enhance the Company's ability to attract and retain
key executives by providing a supplemental retirement saving plan. Any employee
who is selected to participate in this Plan and who receives a copy of this Plan
will be deemed to have accepted all of the Plan's terms and conditions.
II. STATUS OF PLAN UNDER INTERNAL REVENUE CODE AND ERISA
A. INTERNAL REVENUE CODE
The Plan is not intended to meet the requirements contained in Section
401(a) of the Code for being a tax-qualified plan and therefore is
intended to be a nonqualified deferred compensation plan for federal
income tax purposes.
B. ERISA
The Plan is intended to be an unfunded plan of deferred compensation
for a select group of management or highly compensated employees of
the Company and therefore is intended to be covered generally by Title
I of ERISA, but not by Parts 2, 3, or 4 of Title I of ERISA.
III. PARTICIPATION
A. ELIGIBILITY TO PARTICIPATE
(1) The Company will, in its complete discretion, select the
individuals who are eligible to participate and no position or
job title will guarantee eligibility in the Plan.
(2) The Company may decide, in its complete discretion, that an
individual who was previously designated as an Eligible
Participant will no longer be eligible for future participation
and SERP Awards.
(3) The Plan Administrator will maintain the list of individuals
comprising the group of Eligible Participants and those
individuals eligible as of the Plan's Initial Effective Date.
This list may, but need not, be updated by the Plan Administrator
from time to time by adding to it the names of any additional
individuals whom the Company selects to be Eligible Participants,
and by deleting from it any individuals whom the Company decides
will no longer be Eligible Participants for future participation
and SERP Awards.
(4) If the Company decides that an individual who previously was an
Eligible Participant and who deferred compensation under the Plan
will no longer be eligible, then the former Eligible Participant
will cease to be eligible to defer additional compensation under
the Plan as of the effective date selected by the Company for the
individual's ceasing to be eligible, even if the former Eligible
Participant made an election to defer such compensation while he
or she was still an Eligible Participant. The former Eligible
Participant will nevertheless remain a participant with respect
to any deferrals made prior to the date he or she became
ineligible until his or
her Account has been completely paid to him or her under the
Plan's provisions dealing with payments to Participants.
(5) The Plan Administrator will notify each individual in writing who
is selected to be an Eligible Participant or who ceases to be an
Eligible Participant of his or her status with respect to the
Plan.
B. SERP AWARDS
(1) Each year, the Company will select Eligible Participants in the
Plan for the following calendar year. Along with their selection,
the Company will determine, at its sole discretion, an amount of
SERP Award that will be credited to each Eligible Participant's
Plan account for the Plan's following calendar year.
(2) An Eligible Participant may not elect to receive any portion of
his or her SERP Award in cash at the time of the SERP Award. All
SERP Awards shall be deferred in accordance with the Plan's
provisions.
(3) The SERP Award for each Eligible Participant for each year will
have a vesting schedule that will be determined by the Plan
Administrator for that Eligible Participant.
IV. CREDITING OF ACCOUNTS
A. DATE OF AWARD
The SERP Award will be credited to the Participant's SERP Account as
of the Plan Award Date, which will be determined by the Company.
B. INVESTMENT RESULTS CREDITS
(1) The SERP Award will be treated as having been credited to an
account for each participant. The type of account and the rules
for investments will be determined by the Company in its sole
discretion.
(2) The proceeds of the individual SERP Accounts will remain the
property of the Company until such time as the participant has
met the vesting requirements and satisfied the rules for
withdrawal.
(3) Subject to such limitations as may from time to time be imposed
by the Company or set forth elsewhere in the Plan, and subject to
such operating rules and procedures as may be imposed from time
to time by the Company or a third-party record-keeper working for
the Company, each Participant may communicate to the Company or
to the Plan's third-party administrator, as the case may be,
directions as to how the total amount credited to his or her
Account should be treated as being invested among any investment
alternatives offered under the Plan. Notwithstanding such
directions, neither the Company, the Trustee, the Plan's
third-party record-keeper, or any other person is under any
obligation actually to invest any amounts according to the
Participant's directions.
(4) Neither the Company, the Trustee, the third-party record-keeper,
or any other person is liable for any reductions in the value of
a Participant's Account because of its Investment Results.
C. ACCOUNTS ONLY NOTIONAL
Except to the extent, and then subject to the limitations and
conditions, of any Rabbi Trust, Accounts are only records of the
Company's monetary obligations to Participants and Beneficiaries. The
Company need not set aside assets to fund the Accounts. The Plan does
not own or have any special claim to any funds or other assets.
Payment of benefits to Participants and Beneficiaries depends on the
Company's having the financial ability to make such payments as they
come due, on a pay-as-you-go basis. In the event of the Company's
bankruptcy, the rights of Participants and Beneficiaries to receive
payments under the Plan are only the rights of general unsecured
creditors of the Company.
D. ACCOUNT STATEMENTS
As soon as administratively feasible after the end of each calendar
year, the Company will provide each Participant with a statement
showing the total amount credited to the Participant's Account as of
the end of the calendar year most recently ended and such additional
information as the Company may, in its discretion, determine to
provide, which may vary from year to year. The Company may, in its
discretion, provide additional account statements to one or more
Participants, containing any information that the Company, in its
discretion, decides to include, on either an ad hoc or a regular
basis.
V. PAYMENT OF ACCOUNT BALANCE
A. GENERAL RULES FOR PAYMENT OF AMOUNTS ATTRIBUTABLE TO SERP ACCOUNTS
Unless an event occurs that causes payment to be made earlier under
another provision of the Plan, the vested portion of a Participant's
SERP Account will be paid to the Participant (or his/her Beneficiary)
in a single payment at the earliest of the following:
(1) The Participant dies or is Disabled.
(2) The Participant terminates his/her employment with the Company;
provided, however, that as long as the Company's stock is
publicly traded, then, in the case of any Participant who is a
"specified employee" as defined in Section 409A(a)(2)(B)(i) of
the Code and the regulations thereunder, payment will not be made
until the earlier of the date six months after the Participant
terminates employment or the date of the Participant's death.
(3) Upon a termination of the Plan occurring within 12 months of a
Change of Control Event.
B. WITHDRAWALS FOR UNFORESEEABLE EMERGENCY
(1) The Company may, upon a Participant's or Beneficiary's written
application, pay to the Participant or Beneficiary all or any
portion of the Participant's "vested" SERP Account if the Company
determines that the Participant or Beneficiary is experiencing an
Unforeseeable Emergency.
(2) The amounts distributed with respect to an Unforeseeable
Emergency shall not exceed the amounts as determined under
Treasury regulations or other applicable regulatory guidance,
necessary to satisfy the Unforeseeable Emergency, plus amounts
necessary to pay taxes reasonably anticipated as a result of the
distribution, after taking into account the extent to which the
hardship resulting from the Unforeseeable Emergency is or may be
relieved through reimbursement or compensation by insurance or
otherwise or by liquidation of the Participant's assets (to the
extent the liquidation of such assets would not itself cause
severe financial hardship).
C. MEDIUM OF PAYMENT
All payments to Participants and Beneficiaries are made in a single
cash Payment equal to the total value of the vested portion of the
Participant's SERP Account.
D. LACK OF CAPACITY
If in the Company's opinion a Participant or Beneficiary would for any
reason be unable to handle properly any amount payable to him or her
under the Plan, then the Company may make any arrangement that it
determines may be appropriate for the distribution of such amount,
including (without limitation) distribution to a guardian,
conservator, spouse, or other relative of the Participant or
Beneficiary.
VI. VESTING OF ACCOUNTS
A. VESTING OF COMPANY CONTRIBUTIONS
(1) If an Eligible Participant is not already 100% vested in his or
her SERP Account then he or she will become 100% vested in his or
her entire SERP Account if, and as soon as, any of the following
occurs:
(a) The Participant attains his or her Normal Retirement Age
without having separated from the Company's service;
(b) The Participant's Disability or death;
(c) The Plan is terminated following a Change of Control Event.
(2) Except as provided above with respect to attainment of Normal
Retirement Age, Disability, or Death, vesting is determined
separately for each portion of the Participant's Account
attributable to each separate SERP Award, based on the Award Date
for the SERP Award to which such portion of the Participant's
Account is attributable and the following schedule:
Full year completed after the Award Date with
respect to which each individual SERP Award is credited Vested percentage
- ------------------------------------------------------- -----------------
Less than 1 0%
1 but less than 2 33%
2 but less than 3 66%
3 or more 100%
B. FORFEITURES ON SEPARATION FROM SERVICE
Any portion of a Participant's SERP Account that is not vested when
the Participant separates from the Company's service, except if the
separation is after attainment of Normal Retirement Age, or on account
of Disability or death, is forfeited when he or she separates from the
Company's service.
C. FORFEITURE FOR TERMINATION FOR CAUSE
Notwithstanding any other provision of this Plan, any Participant
whose employment by the Company is terminated by the Company for Cause
will forfeit at the time of his or her termination all of his or her
SERP Account, regardless of his or her vested percentages in the
portions of such Account attributable to particular SERP Awards.
VII. BENEFICIARIES
A. ENTITLEMENT OF BENEFICIARIES
Vested amounts credited to a Participant's SERP Account at the time of
his or her death will generally become the property of his or her
Beneficiaries.
B. DESIGNATION OF BENEFICIARIES
Unless another writing is accepted for this purpose by the Plan
Administrator, the writing used by a Participant to instruct the
Company as to the identity of the Participant's Beneficiary or
Beneficiaries will be a Beneficiary Designation Form in the form of
Appendix A.
C. DEFAULT BENEFICIARIES
If at the time of the Participant's death no valid Beneficiary
Designation Form is on file for the Participant, then his or her
Beneficiary will be his or her surviving spouse, or, if he or she has
no surviving spouse, his or her issue by right of representation. For
the purposes of determining a Participant's Beneficiary or
Beneficiaries under this Plan, the term "issue" includes adopted
children, but does not include stepchildren, unless adopted.
D. SPOUSAL RIGHTS
Notwithstanding any other provision of this Plan, no amount that, due
to the application of any community or other marital property law,
constitutes the property of a surviving or former spouse of a
Participant, or of any person claiming ownership of such amount
through a surviving or former spouse, will
belong or be paid to any person other than such surviving or former
spouse, such surviving or former spouse's estate, or such person
claiming ownership of such amount through a surviving or former
spouse, without either (1) the written consent of such surviving or
former spouse, of the executor or administrator of such surviving or
former spouse's estate, or of such person claiming ownership of such
amount through a surviving or former spouse, or (2) a judicial or
other resolution satisfactory to the Company of such surviving or
former spouse's, such estate's, or such person's rights to such
amount. Before making payment under this Plan to or on behalf of any
Beneficiary, the Company may require that the potential recipient of
the payment provide proof that the payment is in accordance with the
Plan, and will not subject the Plan to the risk of double payment.
VIII. NO PLAN ASSETS
The Company has no obligation to acquire any particular asset or
assets in connection with the investment choices made by Participants
or Beneficiaries for their SERP Accounts. Neither the Plan nor any
Participant or Beneficiary has any right, title, or interest to or in
any investments of whatever nature that the Company may choose to
acquire to match, hedge, or offset its liabilities under the Plan,
except to the extent, and then subject to the limitations and
conditions of, any Rabbi Trust established by the Company to hold such
assets. The Company is not obligated to establish a Rabbi Trust for
the Plan.
IX. TAXES
A. EMPLOYEE PAYROLL TAXES BORNE BY PARTICIPANT OR BENEFICIARY
Before crediting any amount to a SERP Account, permitting any amount
to become vested under the Plan, or paying any amount otherwise due
under the Plan, the Company will reduce the gross amount to be
credited, vested, or paid, and/or reduce any other amount(s) owed by
the Company to the Participant or Beneficiary, as the Company may, in
its complete discretion, determine, by the total amount of all
Employee Payroll Taxes imposed by law with respect to the amount to be
credited, vested, or paid.
B. NO GUARANTY OF FAVORABLE TAX TREATMENT
Although the Company may inform Participants and Beneficiaries of what
it believes to be the Plan's federal and state tax consequences to
them, the Company does not guarantee any particular federal or state
tax consequences of Plan participation. Each Participant and
Beneficiary must rely on his or her own acumen or his or her own
personal tax and financial adviser(s) as to the advisability of the
choices he or she makes with respect to the Plan, and as to the
federal and state tax consequences of Plan participation.
X. PLAN ADMINISTRATION
A. COMPANY
The Company has the sole authority, responsibility, and discretion to
interpret and apply the Plan's provisions and will adopt such rules
and regulations with respect
to the Plan as it may deem necessary or appropriate. The Company's
decisions with respect to the Plan are final and binding on all
parties who have or claim to have any interest in the Plan. Any copy
of this Plan distributed to an individual Participant may have
information about the participation of other Participants removed for
confidentiality purposes.
B. ELECTIONS AND NOTICES
(1) All elections and notices intended by an Eligible Participant, a
Beneficiary, or any other Claimant to be given to the Company,
will be in writing and either personally delivered or mailed by
U.S. First Class mail to the Company at its main offices at 1901
Capital Parkway, Austin, Texas 78746, Attention: Human Resources
Compensation and Benefits Manager.
(2) Any notice intended to be given by the Company to an Eligible
Participant, a Beneficiary, or a Claimant will be given to the
Eligible Participant, Beneficiary, or Claimant by U.S. First
Class mail, addressed to the home address for the Eligible
Participant, Beneficiary, or Claimant that may be found in the
Company's personnel records, or, if the Eligible Participant,
Beneficiary, or Claimant is in the Company's current employment
and available to receive notice by personal delivery on the
Company's premises, by personal delivery on the Company's
premises.
XI. PROCEDURE FOR REVIEW OF DENIAL OF BENEFITS
(1) The Company will generally determine Participants' and
Beneficiaries' rights to payment under the Plan, will cause
payments that are due to be made under the Plan to any
Participant or Beneficiary to be made to the right person at the
right time, and will determine all other matters under the Plan
without Participants' or Beneficiaries' having to apply for any
determination or payment. However, any Claimant may make an
application for Plan benefits, and should a Claimant make such an
application, then the Company will determine the Claimant's
rights to Plan benefits.
(2) If the Company wholly or partially denies a claim for benefits,
the Company will provide the Claimant with a notice of the denial
that sets forth the specific reason(s) for the denial, specific
references to the Plan provisions on which the denial is based, a
description of any additional material or information that may be
needed from the Claimant or any other person in order to perfect
the claim, and information as to the steps to be taken if the
Claimant wishes to appeal the denial. The notice of denial will
be given within a reasonable time, but not later than 90 days
after the claim is filed, unless special circumstances require an
extension of time for processing the claim. If an extension of
time is required, written notice will be furnished to the
Claimant within 90 days of the date the claim was filed, stating
the special circumstances requiring the extension and the date by
which a decision on the claim can be expected, which date will be
no more than 180 days from the date the claim was filed. If no
notice of
denial is provided by the deadline for providing the notice, then
the claim will be deemed to have been denied and the Claimant may
appeal the denial.
(3) A Claimant may appeal a denied claim to the Company, with or
without the aid of an attorney or other representative, and, in
connection with the appeal, may review pertinent documents and
submit issues and comments in writing. Any appeal must be made
within 60 days of the date the Claimant receives notification of
the denied claim or, in the case of the claimed existence of new
evidence that the Claimant wishes to bring to the Company's
attention that both (i) was unknown to and not reasonably
discoverable by the Claimant before the time the initial claim or
an earlier appeal of the initial claim was denied and (ii) bears
significantly on the merits of the claim, within 60 days of the
date of the Claimant's discovery of such new evidence. If a
Claimant bases an appeal in whole or in part on the existence of
new evidence, the Company may in its discretion require that the
Claimant make a new claim for benefits.
(4) On receipt of an appeal from a decision of the Company, the
Company will, within a reasonable time, but not later than 60
days after receiving the appeal, unless special circumstances
require an extension of time for processing the appeal, provide
written notification of its decision to the Claimant, stating the
specific reasons and referencing specific Plan provisions on
which its decision is based. If an extension is required, the
Company will notify the Claimant of the special circumstances and
of a date no later than 120 days after the date the appeal was
made when the Company will notify the Claimant of its decision.
XII. MISCELLANEOUS
A. NO GUARANTEE OF EMPLOYMENT
Nothing contained in the Plan, and no action taken under it, may be
construed as a contract of employment or as giving any Participant
right to be retained in the Company's employment. All Participants'
employment with the Company is "At Will" unless specifically provided
otherwise in writing in an agreement between the Company and the
Participant.
B. NO ANTICIPATION OR ASSIGNMENT
A Participant's or Beneficiary's rights to any payment under the Plan
will not be subject in any manner to anticipation, alienation, sale,
transfer, assignment, pledge, encumbrance, attachment, or garnishment
by the Participant's or Beneficiary's creditors.
C. APPLICABLE LAW
It is intended that this Plan be governed by ERISA and, to the extent,
if any, that any state's laws may apply to the Plan, by the laws of
the State of Texas.
D. SEVERABILITY
If any provisions of the Plan are held by a court of competent
jurisdiction to be invalid or unenforceable, the remaining provisions
will nevertheless continue to be effective to the maximum possible
extent.
E. ENUMERATIONS AND HEADINGS
The enumeration and headings in this Plan are merely for convenience
of reference. They are not intended to have substantive significance.
XIII. PLAN AMENDMENT, MERGER, OR TERMINATION
(1) The Company may amend or terminate the Plan in its complete
discretion at any time. Termination of the Plan is discretionary
with the Company even after a Change of Control Event. Any
amendment or Plan termination will be effective only
prospectively, and may not adversely affect the rights of any
Participant or Beneficiary to any benefit previously accrued
under the Plan. For the purpose of interpreting the preceding
sentence, any amendment that does not (1) reduce the vested
amount credited to a SERP Account as of the date immediately
before the date when the amendment becomes effective or is
adopted, whichever occurs later, or (2) reduce the rate of
Investment Results or interest to be credited, or that can
reasonably be expected to be credited, to the SERP Account after
the date when the amendment becomes effective or is adopted,
whichever occurs later, to a rate that can be demonstrated by
clear and convincing evidence is unreasonably low when compared
with the rate that could be earned by a Participant on a non-Plan
investment with similar risk and tax consequences, will be deemed
not to have adversely affected the Participant's or Beneficiary's
rights with respect to amounts previously earned under the Plan.
(2) If the Company terminates the Plan, a Participant's SERP Account
will nevertheless not be distributed to the Participant or his or
her Beneficiary until the Participant's termination of
employment, death, or disability; provided, however, that the
Company may distribute SERP Accounts in connection with a Plan
termination that occurs within 12 months after a Change of
Control Event, but only to the extent that the Company determines
that such distribution will not cause amounts deferred under the
Plan to become subject to the additional taxes imposed by IRC
Section 409A.
(3) The Company may merge or consolidate the Plan or any part of the
Plan with any other nonqualified deferred compensation plan of
the Company.
XIV. DEFINITIONS
For purposes of the Plan, the following terms will have the following
meanings:
A. "AWARD DATE" means the date established by the Company as the
date as of which the Company grants a SERP Award to a
Participant.
B. "BENEFICIARY" means a person entitled to all or a portion of
Participant's Account after the Participant's death.
C. "CAUSE" means: (i) the Participant's conviction of, pleading no
contest to, or being placed on deferred adjudication for a felony
or misdemeanor that adversely affects the Participant's or
Employer's reputation in the community; (ii) the Participant's
conviction of any felony; (iii) any material act of dishonesty by
the Participant toward or involving the Employer; (iv) the
Participant's continued or repeated intentional or negligent
failure to perform all of his or her material job
responsibilities to the satisfaction of the Company's Chief
Executive Officer or his designee after having been given written
notice of the deficiency and ninety (90) days in which to cure
the failure; or (v) any material failure by the Participant to
comply with the Employer's material written policies that results
in material harm to the Employer.
D. "CHANGE OF CONTROL EVENT" means a change in the ownership or
effective control of the Company, or in the ownership of a
substantial portion of the assets of the Company, but only to the
extent provided by the Secretary of the Treasury under IRC
Section 409A(2)(v).
E. "CLAIMANT" means a Participant or Beneficiary, or any other
person, who claims Plan benefits.
F. "CODE" means the Internal Revenue Code of 1986, as amended.
G. "COMPANY" means EZCORP, Inc., its direct and indirect
subsidiaries and affiliates.
H. "DISABILITY" means the condition of a Participant who: (i) is
unable to engage in any substantial gainful activity by reason of
any medically determinable physical or mental impairment which
can be expected to result in death or can be expected to last for
a continuous period of not less than 12 months; or (ii) is, by
reason of any medically determinable physical or mental
impairment which can be expected to result in death or can be
expected to last for a continuous period of not less than 12
months, receiving income replacement benefits for a period of not
less than 3 months under an accident and health plan covering
employees of the Company.
I. "ELIGIBLE PARTICIPANT" means a key employee of the Company
selected by the Company to be eligible to participate in the
Plan.
J. "EMPLOYEE PAYROLL TAXES" means Federal Insurance Contributions
Act ("FICA") taxes and/or any other taxes (including, but not by
way of limitation, federal or state income tax withholding on
wages, deferred compensation, disability benefits, death
benefits, or similar amounts, and including any such taxes
enacted after the Initial Effective Date), but only
to the extent that such taxes are imposed on the Participant,
Beneficiary, or other payee, as the case may be, and not on the
Company.
K. "EMPLOYER" means EZCORP, its subsidiaries and affiliates.
L. "ERISA" means the Employee Retirement Income Security Act of
1974, as amended.
M. "INITIAL EFFECTIVE DATE" means the date on or around October 1,
2005, when the Company implements the Plan.
N. "INTEREST" means the amounts calculated as interest on SERP
Awards or any accrued investments.
O. "INVESTMENT RESULTS" means the net increase or decrease in value
of an Account attributable to changes in the value of, and
reported investment income with respect to the Account.
P. "NORMAL RETIREMENT" means the Eligible Participant has reached
his/her 60th birthday and has a minimum of five years service
with the Company.
Q. "NORMAL RETIREMENT DATE" means the date when an Eligible
Participant satisfies all of the criteria for Normal Retirement.
R. "PARTICIPANT" means an Eligible Participant or former Eligible
Participant with an Account under the Plan.
S. "PLAN" means the EZCORP SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN.
T. "PLAN ADMINISTRATOR" means the Company, acting through its
officers, managers, and other employees who are assigned or who
lawfully assume Plan Administrator tasks.
U. "RABBI TRUST" means a grantor trust established by the Company to
which the Company makes contributions, and from which the Company
intends that all or a portion of the Plan's benefits be paid. A
Rabbi Trust will generally provide that except in the case of the
Company's bankruptcy or other insolvency, the Company has no
right to withdraw assets from the Rabbi Trust or to require the
trustee of the Rabbi Trust to stop payments to a Participant or
Beneficiary. However, in the event of the Company's bankruptcy or
other insolvency, the trustee will stop any payments from the
Rabbi Trust to Participants or Beneficiaries and will hold the
assets of the Rabbi Trust for benefit of the Company's creditors,
including Participants and Beneficiaries owed amounts under the
Plan, but also including all other general unsecured creditors of
the Company.
V "SERP ACCOUNT" means the account that the Company sets up to keep
track of each individual's accrued SERP Awards and Investment
Results.
W. "SERP AWARD" means the amount the Company contributes to an
Eligible Participants SERP Account.
X. "UNFORESEEABLE EMERGENCY" means a severe financial hardship to
the Participant resulting from an illness or accident of the
Participant, the Participant's spouse, or a dependent (as defined
in Section 152(a)) of the Participant, loss of the Participant's
property due to casualty, or other similar extraordinary and
unforeseeable circumstances arising as a result of events beyond
the control of the Participant.
* * *
Executed on November 28, 2005 and effective as of December 1, 2005 in Austin,
Texas.
EZCORP, INC.
By
-------------------------------------
Joseph L. Rotunda, President & CEO
APPENDIX A
* * *
BENEFICIARY DESIGNATION FORM
NOTE CONCERNING WHETHER YOU NEED TO DESIGNATE A BENEFICIARY OR BENEFICIARIES: If
you do not designate a beneficiary or beneficiaries for your Account under the
EZCORP SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (your "Account" under the "Plan"),
using either this Beneficiary Designation Form or a writing accepted by the Plan
Administrator as a substitute for this Beneficiary Designation Form, then in the
event of your death before receiving your Account under the Plan, your Account
would be paid to your surviving spouse, or, if you had no surviving spouse, to
your issue by right of representation. If this "default" provision matches how
you want your Account paid in the event of your death, you may not need to
designate a beneficiary or beneficiaries. (Note: The term "children" means both
natural and legally adopted children, but excludes stepchildren unless also
adopted. "By right of representation" means, generally, that if one of your
children did not survive you, but he or she had his or her own surviving
children, then those children - your grandchildren - would share equally among
each other the amount that would have passed to your deceased child, if he or
she had survived you.)
NOTE CONCERNING MARITAL PROPERTY RIGHTS: Notwithstanding the above, and
notwithstanding any designation that you may make in your Beneficiary
Designation Form, in no event will any portion of your Account that constitutes
the property of your spouse or former spouse, or of a person entitled to all or
a portion of your Account through a spouse or former spouse, due to the
application of any community or other marital property law, be paid to any
person other than such spouse or former spouse, or such person, without either
the consent of the spouse or former spouse, or of such person, or a judicial or
other resolution of such spouse's or former spouse's, or such person's, rights
satisfactory to the Company. If any portion of your Account constitutes
community or other marital property, and you and your spouse or former spouse,
or a person claiming to be entitled to all or a portion of such portion of your
Account through your spouse or former spouse, want to designate a person other
than your spouse or former spouse, or such person claiming through your spouse
or former spouse, as the beneficiary for such portion of your Account, you
should consult your attorney and have him or her prepare the necessary documents
to accomplish the relinquishment by your spouse or former spouse, or by the
person claiming through your spouse or former spouse, of your spouse's or former
spouse's, or such person's, interest in your Account.
NOTE CONCERNING DESIGNATING A BENEFICIARY OR BENEFICIARIES: A primary
beneficiary must survive you in order to receive any share of your Account. If a
person named in this Beneficiary Designation Form as a primary beneficiary does
not survive you, the share of your Account that would otherwise have gone to
that non-surviving primary beneficiary will instead pass to the alternate
beneficiary that you designate for that primary beneficiary. Correspondingly, a
person designated by you as an alternate beneficiary will receive a share of
your Account only if the person designated by you as the primary beneficiary
does not survive you.
NOTE CONCERNING CHANGES IN MARITAL STATUS: Because any change in your marital
status may affect your designation of beneficiaries, you may wish to consult
with an attorney about this Beneficiary Designation Form as soon as possible
after any change in your marital status. Additionally, if you name an individual
as your Beneficiary who at the time you name him or her is your spouse, and
later you divorce him or her, your Beneficiary Designation naming such
individual as your Beneficiary is automatically revoked as of the date of the
divorce.
BENEFICIARY DESIGNATION FORM
TO BE COMPLETED BY PARTICIPANT:
I certify under penalties of perjury that my name is _______________________,
that my social security number is __________________________, and that I am
(check one) [ ] married [ ] not married. I hereby designate the following
persons as my beneficiaries to receive the following percentages of my Account
in the EZCORP SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN in the case of my death.
Check only one or the other of the two boxes below and otherwise complete as
appropriate:
EITHER:
[ ] 100% to the spouse to whom I am married at the time of my death. If my
spouse does not survive me, payment is to be made to my issue (i.e.,
my children, grandchildren, etc.) by right of representation. (Note:
The term "children" means both natural and legally adopted children,
but excludes stepchildren unless also adopted. "By right of
representation" means, generally, that if one of your children did not
survive you, but he or she had his or her own surviving children, then
those children - your grandchildren - would share equally among each
other the amount that would have passed to your deceased child, if he
or she had survived you.)
Note: If you selected the preceding choice, then skip to the bottom of this
Beneficiary Designation Form and sign and date it.
OR:
[ ] To the persons indicated below:
- Primary beneficiary #1 for ____% (include identifying
information, such as relationship, address, etc.):
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- Alternate beneficiary for primary beneficiary #1 (include
identifying information, such as relationship, address,
etc.):
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- Primary beneficiary #2 for _____% (include identifying
information, such as relationship, address, etc.):
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- Alternate beneficiary for primary beneficiary #2
(include identifying information, such as relationship,
address, etc.):
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Dated: 200
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Participant's signature