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Exhibit 10.7(a)
CALIBER SYSTEM, INC.
EXCESS PLAN
(Amended and Restated Effective January 2, 1996)
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CALIBER SYSTEM, INC. EXCESS PLAN
(Amended and Restated Effective January 2, 1996)
TABLE OF CONTENTS
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Page
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ARTICLE I DEFINITIONS 1
1.1 Generally................................. 1
1.2 Account................................... 2
1.3 Accrued Benefit........................... 2
1.4 Employer.................................. 2
1.5 Excess Retirement Benefit................. 3
1.6 Participant............................... 3
1.7 Pension Plan.............................. 3
1.8 Spouse.................................... 3
1.9 Valuation Date............................ 3
ARTICLE II EXCESS RETIREMENT BENEFITS 4
2.1 Amount of Benefit......................... 4
2.2 Manner and Time of Payment................ 5
2.3 Liability for Payment..................... 7
2.4 Eligibility for Benefit................... 7
2.5 Payment to Guardian....................... 7
2.6 Effect on other Benefits.................. 7
2.7 Effect of Termination of Excess Plan...... 8
ARTICLE III PARTICIPANT'S ACCOUNT 8
3.1 Generally................................. 8
3.2 Limitation on Rights of Participants
and Spouses............................. 9
ARTICLE IV VESTING 9
ARTICLE V METHOD OF FUNDING 10
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CALIBER SYSTEM, INC.
EXCESS PLAN
(AMENDED AND RESTATED EFFECTIVE JANUARY 2, 1996)
Caliber System, Inc. (the "Company"), the successor to Roadway Services,
Inc., hereby amends and restates the Roadway Services, Inc. Excess Plan to
reflect the change of the Company's name. The purpose of this Excess Plan is to
provide to certain of the employees of the Company and of certain other
Employers benefits they would receive under the terms of certain defined benefit
pension plans of the Controlled Group but for the limit on the benefits payable
under such Pension Plans due to the application of Section 415 of the Code. This
Excess Plan includes the Caliber System, Inc. Administrative Document for Excess
Plan and 401(a)(17) Benefit Plan (the "Administrative Document), which is
incorporated herein by reference.
ARTICLE I
DEFINITIONS
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1.1. Generally
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The following words and phrases shall have the same meanings as specified
in the applicable Pension Plan, as it may be amended from time to time, unless
the context clearly requires otherwise:
"Actuarial (or Actuarially) Equivalent"
"Actuary"
"Code"
"Employee"
"Pension Commencement Date"
"Plan Year"
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The following words and phrases shall have the same meaning as
specified in the Administrative Document, as it may be amended from time to
time, unless the context clearly requires otherwise:
"Board"
"Committee"
"Controlled Group" or "Controlled Group Members"
"Effective Date"
"Excess Plan"
"401(a)(17) Benefit Plan"
"Plans"
In addition, for purposes of this Excess Plan, the following
words and phrases shall have the meanings hereinafter indicated unless the
context clearly indicates otherwise:
1.2. Account
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"Account" means the record maintained in accordance with
Article III by the Company for each Participant.
1.3. Accrued Benefit
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"Accrued Benefit" of a Participant as of any date, hereinafter
called an "accrual date," equals the amount of Excess Retirement Benefit to
which the Participant would be entitled under Section 2.1 if he terminated his
employment with the Controlled Group on the accrual date.
1.4. Employer
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"Employer" means the Company and any other Controlled Group
Member that adopts this Excess Plan in accordance with Section 7.7 of the
Administrative Document.
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1.5. Excess Retirement Benefit
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"Excess Retirement Benefit" means the monthly benefit payable
to or with respect to a Participant and/or his Spouse under Article II.
1.6. Participant
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"Participant" means an Employee who (i) is participating in
one or more Pension Plans whose benefits thereunder are limited by Section 415
of the Code and (ii) who retires from an Employer on or after the Effective
Date.
1.7. Pension Plan
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"Pension Plan" means, with respect to any Participant, the
defined benefit pension plan(s) specified on Exhibit A hereto (which is
incorporated herein by reference) in which he participates.
1.8. Spouse
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Spouse shall mean the deceased Participant's surviving spouse
if such person married such Participant at least one (1) year prior to his
death.
1.9. Valuation Date
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"Valuation Date" shall mean the last day of each calendar year
or such other dates as may be established by the Company.
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ARTICLE II
EXCESS RETIREMENT BENEFITS
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2.1. Amount of Benefit
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(a) PARTICIPANTS IN A SINGLE PENSION PLAN. The Excess
Retirement Benefit payable to or with respect to a Participant for any month of
any Plan Year shall be an amount equal to the excess, if any, of (i) the amount
of the monthly benefit, expressed as a single life annuity commencing as of the
Participant's Pension Commencement Date, or, if the Participant is married on
his Pension Commencement Date, expressed as a 100% joint and survivor annuity in
an Actuarially Equivalent amount commencing as of the Participant's Pension
Commencement Date, that would be payable to or with respect to the Participant
under the Pension Plan if the Pension Plan did not contain limitations pursuant
to Section 415 of the Code, over (ii) the amount of the monthly benefit payable
on the same basis to or with respect to the Participant under such Pension Plan
for such month. Such Excess Retirement Benefit (1) shall be reduced to reflect
any post-retirement increases in monthly benefits payable to the Participant
under such Pension Plan by reason of increases in the limits under Section 415
of the Code, and (2) shall reflect any adjustments under such Pension Plan
because of the Participant's determination not to elect to waive any qualified
pre-retirement survivor annuity.
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(b) PARTICIPANTS IN MULTIPLE PENSION PLANS. If a person has
been a Participant in more than one Pension Plan, his Excess Retirement Benefit
for any month of any Plan Year shall be an amount equal to the excess, if any,
of (i) the largest amount of monthly benefits to which he or his Beneficiary
would be entitled under any of the Pension Plans for such Plan Year if the
Pension Plans did not contain limitations pursuant to Section 415 of the Code,
over (ii) the amount of monthly benefits in fact payable to the Participant or
his Beneficiary under all of the Pension Plans for such month, and computed and
adjusted as provided in Section 2.1(a).
(c) PRE-RETIREMENT SURVIVOR ANNUITY. If a married Participant
dies before his Pension Commencement Date, and has a Spouse entitled to a
qualified pre-retirement survivor annuity under any Pension Plan, such Spouse
shall receive a pre-retirement survivor annuity based on the Excess Retirement
Benefit computed and adjusted as provided in Section 2.1(a) and (b) to which
the Participant would be entitled. Such pre-retirement and survivor annuity
will be payable at the same time and in the same manner as the qualified
pre-retirement survivor annuity.
2.2. Manner and Time of Payment
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(a) MANNER OF PAYMENT. The Excess Retirement Benefit
in the amount determined from time to time under Section 2.1 shall be payable
monthly to a Participant for the life of the Participant, commencing as of the
Participant's Pension
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Commencement Date; provided, however, for a married Participant, the Excess
Retirement Benefit, in an Actuarially Equivalent amount, shall be payable
monthly to the Participant as an annuity for the life of the Participant, with a
survivor annuity for the life of the Spouse, which is one hundred percent (100%)
of the amount of the annuity payable during the joint lives of the Participant
and the Spouse.
(b) Time of Payment.
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(i) The first monthly payment of an Excess Retirement Benefit
to a retired Participant entitled to such benefit shall be payable as of the
first day of the first calendar month after such Participant shall have become
entitled thereto pursuant to the provisions of the Pension Plan and this Excess
Plan, and each subsequent monthly payment of such benefit shall be payable as of
the first day of each calendar month thereafter during his lifetime, ceasing
with the payment made as of the first day of the calendar month in which the
death of such Participant occurs. Any survivorship benefit shall be paid in the
same manner, beginning the month following the month during which the death of
such retired Participant occurs and continuing until such Spouse dies.
(ii) The Excess Retirement Benefit of any retired Participant
receiving a retirement benefit shall terminate as of the date of his
re-employment if such retired Participant is re-employed by an Employer and,
upon his subsequent retirement pursuant to the provisions of the Pension Plan
after any period
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of such re-employment, such Participant shall thereupon be eligible for the
Excess Retirement Benefit then in effect, pursuant to the provisions of this
Excess Plan, with such adjustments in the amount of such benefit as may be
necessary to reflect actuarially the value of any Excess Retirement Benefit
previously paid such Participant under this Excess Plan.
2.3. Liability for Payment
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The Company shall pay the Excess Retirement Benefit to the
Participant and/or his Beneficiary.
2.4. Eligibility for Benefit
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Each Participant shall be eligible for an Excess
Retirement Benefit.
2.5. Payment to Guardian
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If a benefit payable hereunder is payable to a minor, to a
person declared incompetent or to a person incapable of handling the disposition
of his property, the Company may direct payment of such benefit to the guardian,
legal representative or person having the care and custody of such minor,
incompetent or person. The Company may require such proof of incompetency,
minority, incapacity or guardianship as it may deem appropriate prior to
distribution of the benefit. Such distribution shall completely discharge the
Company from all liability with respect to such benefit.
2.6. Effect on other Benefits
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Benefits payable to or with respect to a Participant under the
Pension Plans, the 401(a)(17) Benefit Plan or any other
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Company-sponsored (qualified or nonqualified) plan, if any, are in addition to
those provided under this Excess Plan.
2.7. Effect of Termination of Excess Plan
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Notwithstanding anything in this Excess Plan to the
contrary, in the event of a termination of the Excess Plan, the Company, in its
sole and absolute discretion, shall have the right to change the time and/or
manner of distribution of Participants' Excess Retirement Benefits, including,
without limitation, by providing for the satisfaction of the Company's
obligation to pay Excess Retirement Benefits by payment of a single lump sum
payment to each Participant or Spouse then entitled to an Excess Retirement
Benefit in an amount equal to the Actuarially Equivalent present value of such
Excess Retirement Benefit, provided that the Company may not diminish the value
of the Excess Retirement Benefit payable to any Participant or Spouse hereunder.
ARTICLE III
PARTICIPANT'S ACCOUNT
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3.1. Generally
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The Company, through its accounting records, shall establish
an Account for each Participant to reflect the value of the Participant's Excess
Retirement Benefit under this Excess Plan. The Accounts established hereunder
shall be segregated from other accounts on the books and records of the Company
as a contingent liability of the Company to Participants. As of each Valuation
Date, the Company shall credit each Participant's
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Account with the increase in the Actuarially Equivalent present value of the
Participant's Accrued Benefit since the preceding Valuation Date and shall debit
from the Participant's Account any decrease in such Actuarially Equivalent
present value and the amount of any payments of an Excess Retirement Benefit
since the preceding Valuation Date. The amount of such credits and/or debits
shall be determined by the Company.
3.2. Limitation on Rights of Participants and Spouses
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The establishment of each Participant's Account hereunder is
solely for the Company's convenience in administering the Excess Plan. Amounts
"credited" to the Account shall continue for all purposes to be part of the
general funds of the Company. Each Participant's Account is merely a record of
the value of the Company's unsecured contractual obligation to the Participant
and his Spouse under the Excess Plan.
ARTICLE IV
VESTING
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Anything herein to the contrary notwithstanding, except as
otherwise provided in Section 5.3(b) of the Administrative Document or Article
VI of the Administrative Document, Excess Retirement Benefits of Participants
who are vested under the Pension Plan shall at all times be fully vested.
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ARTICLE V
METHOD OF FUNDING
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The obligation of the Company hereunder shall be a general
unfunded and unsecured obligation of the Company only. It is not intended hereby
to establish a fund to provide for the payment of Excess Retirement Benefits or
to create a trust or lien (equitable or otherwise) for the benefit of any
Participant, Spouse or any other person.
IN WITNESS WHEREOF, the Caliber System, Inc. Excess Plan, as
amended and restated effective as of January 2, 1996, is executed on behalf of
the Company by its authorized officer this ___st day of _____________, 1996,
effective as of the Effective Date.
CALIBER SYSTEM, INC.
By:
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Its: