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Exhibit 10(a)
AMENDMENT NUMBER ONE
TO THE
OHM CORPORATION RETIREMENT SAVINGS PLAN
(AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 1994)
WHEREAS, OHM Corporation (the "Company") previously adopted
the OHM Corporation Retirement Savings Plan (the "Plan"); and
WHEREAS, Article 15.1 of the Plan provides that the Company
may amend the Plan at any time.
NOW, THEREFORE, the Company hereby amends the Plan to read as
follows:
I.
Effective June 1, 1995, Section 1.40 of the Plan is hereby
amended by adding the following sentence at the end thereof:
With the approval of the Plan Committee, Years of Service will
be credited to an Employee for service with an entity that is
acquired by the Employer to the extent and for the purposes
listed on Schedule A to the Plan.
II.
Effective June 1, 1995, Section 3.11 of the Plan is hereby
amended to read as follows:
3.11 Elective Transfers. The Plan may accept an
elective transfer of assets from another qualified plan if the
following provisions are satisfied.
(a) The person electing the transfer
must become an Employee as the result of a corporate
transaction for which the Committee deems this provision
should be applicable.
(b) The plan from which the benefits are
transferred must provide that the transfer is conditioned upon
a voluntary, fully informed election by the participant to
transfer such participant's benefit to this Plan.
(c) The plan from which the benefits are
transferred must either offer the participant the opportunity
to leave his or her assets in that plan or must terminate and
make a distribution of all appropriate benefits.
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(d) Any spousal consent requirements or
notice requirements imposed on the elective transfer by the
Code must be satisfied.
(e) The Employee who elects the transfer
must be eligible under the terms of the transferor plan to
receive an immediate distribution from that plan.
(f) The amount of the benefit
transferred must equal the entire nonforfeitable accrued
benefit under the plan of the participant whose benefit is
transferred and the Employee shall be fully vested in the
transferred benefit under this Plan.
III.
Effective June 1, 1995, Section 4.1 of the Plan is hereby
amended by adding the following sentence to the end thereof:
Matching Employer Contributions may be made, at the discretion
of the Company, in the form of Company Stock.
IV.
Effective June 1, 1995, Section 5.5 of the Plan is hereby
amended to read as follows:
5.5 Investment Options. All Profit Sharing
Contributions will be invested by the Trustee at the direction
of the Committee. All Matching Employer Contributions made in
the form of Company Stock will be initially invested in the
Company Stock Fund. Each Participant will, by written
direction to the Committee, direct that all Before-Tax
Contributions, After-Tax Contributions, Matching Employer
Contributions (other than Matching Employer Contributions made
in the form of Company Stock) and Rollover Contributions made
by or for the Participant be invested in one or more of the
Investment Funds in multiples of 5%. An investment option
selected by a Participant will remain in effect and be
applicable to all subsequent Before-Tax Contributions,
After-Tax Contributions, Matching Employer Contributions
(other than Matching Employer Contributions made in the form
of Company Stock) and Rollover Contributions made by or for
the Participant unless and until an investment change is made
by the Participant and becomes effective pursuant to Section
5.6. In the absence of an effective investment direction,
Before-Tax Contributions, After-Tax Contributions, Matching
Employer Contributions (other than Matching Employer
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Contributions made in the form of Company Stock) and Rollover
Contributions made to the Trust by or for a Participant will
be invested in a fixed income fund or its equivalent
maintained pursuant to Section 5.1.
V.
Effective June 1, 1995, Section 5.6 of the Plan is hereby
amended to read as follows:
5.6 Change of Investment Option. Subject to any
limitation imposed by the terms of an Investment Fund, a
Participant may, as of any Enrollment Date, upon at least 15
days prior written notice filed with the Committee, change his
or her investment option to any other option specified in
Section 5.5 with respect to all subsequent Before-Tax
Contributions, After-Tax Contributions, Matching Employer
Contributions (other than Matching Employer Contributions made
in the form of Company Stock) and Rollover Contributions made
by or for the Participant. In addition, subject to any
limitation imposed by the terms of an Investment Fund, a
Participant may, as of any Enrollment Date, upon at least 15
days prior written notice filed with the Committee, change his
or her investment option to any other option specified in
Section 5.5 with respect to all previous Before-Tax
Contributions, After-Tax Contributions, Matching Employer
Contributions (including Matching Employer Contributions made
in the form of Company Stock) and Rollover Contributions made
by or for the Participant.
Executed this 1st day of June, 1995.
OHM Corporation
/s/ RANDALL M. WALTERS
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By: Randall M. Walters
Vice President, General Counsel
and Secretary
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