Annual Report — [x] Reg. S-K Item 405 — Form 10-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10-K405 The Seagram Company Ltd. 71 414K
2: EX-3.A Articles of Amalgamation 2 17K
3: EX-10.A Amended & Restated Stockholders' Agreement 87 289K
10: EX-10.AA Senior Executive Basic Life Insurance Agreement 6 23K
4: EX-10.B Amended & Restated Stockholders' Agreement 49 227K
11: EX-10.BB Retirement Salary Continuation Plan 5 19K
5: EX-10.C Stockholders' Agreement Dated 12/9/98 47 220K
12: EX-10.CC Benefit Equalization Plan 7 23K
6: EX-10.D Subscription & Redemption Agreement 13 36K
13: EX-10.DD Senior Executive Group Life 14 53K
14: EX-10.EE Personal Excess Liability Insurance Policy 9 47K
15: EX-10.FF Flexible Perquisite Program for Senior Executives 9 24K
16: EX-10.GG Senior Executive Disability Salary Continuation 1 9K
17: EX-10.HH Post Retirement Consulting Plan 5 24K
18: EX-10.II Canadian Executive Pension Plan 9 31K
19: EX-10.MM Letter to Brian Mulligan 21 91K
7: EX-10.T Management Incentive Plan 11 39K
20: EX-10.VV Agreement Effective 6/15 With Edgar Bronfman Jr. 11 53K
21: EX-10.WW Agreement Effective 6/16 With Samuel Bronfman Ii 12 55K
8: EX-10.X 1988 Stock Option Plan 10 40K
9: EX-10.Y 1992 Stock Incentive Plan 10 53K
22: EX-12.A Statement of Ratios: the Seagram Company Ltd. 1 12K
23: EX-12.B Statement of Ratios:Joseph E. Seagram & Sons, Inc. 1 13K
24: EX-21 List of Subsidiaries 12 94K
25: EX-23 Consent of Pricewaterhousecoopers LLP 1 11K
26: EX-24 Power of Attorney 2 19K
27: EX-27 Financial Data Schedule 1 13K
EX-10.HH — Post Retirement Consulting Plan
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EXHIBIT 10 (hh)
REVISED AUGUST 1st, 1981
JOSEPH E. SEAGRAM & SONS, LIMITED
POST RETIREMENT CONSULTING PLAN (INTERNATIONAL)
The Post Retirement Consulting Plan (the "Plan") has been constituted by Joseph
E. Seagram & Sons, Limited (the "Company") to provide a continuity of
contributions and consulting services to the Company from certain designated
executives of the Company after they have retired from active service with the
Company and to compensate such designated executives for such contributions and
services as they may provide after their retirement.
The Company has designated Mr. __________ (the "Executive") to be a participant
in the Plan.
A) Normal Retirement
The Executive must retire from active service with the Company upon
attaining the age of 65 years but he/she may elect to retire upon or
at any time after attaining the age of 55 years.
In the event that the Executive dies or is dismissed from the employ
of the Company or in the event that the Executive voluntarily
terminates his/her employment with the Company at any time prior to
the date of his/her normal retirement, the Executive shall be deemed
never to have been a participant in the Plan and shall not be
entitled to receive any benefits or payments thereunder.
Furthermore, the Executive shall not be entitled to any benefits or
payments under the Plan unless and until the Executive shall have
been an employee engaged in active service with the Company for a
continuous period of ten (10) years prior to the date of his/her
retirement from active service with the Company.
B) Certain Definitions
(i) The term "Base Salary" means the product obtained when the
Executive's salary (excluding commissions, bonuses,
annuities and special or contingent payments) during the
month immediately preceding the month during which
retirement occurs or, in the case of paragraph D) hereof,
during the month immediately preceding the month during
which Total and Permanent Disability occurs, is multiplied
by 12;
(ii) The Executive is deemed to be "Totally and Permanently
Disabled" if he/she is eligible to receive disability
benefits under the Company's "Group Insurance Plan";
(iii) The term "Designated Payee" means the person named in
sub-paragraph C) (i) hereof. In the event that no person
is therein named or in the event that the person so named
pre-deceases the Executive, the Designated Payee shall be
deemed to be the estate of the Executive. In the event
that the death of the Designated Payee named in
sub-paragraph C) (i) hereof occurs after the death of the
Executive, the Designated Payee shall thereafter be deemed
to be the estate of the Designated Payee so named.
C) Compensation
(i) In the event that the Executive retires from active
service with the Company at age 65, the Executive or, in
the event of the death of the Executive subsequent to the
date of his/her retirement, _________ the ("Designated
Payee"), shall be entitled to receive an amount equal to
thirty-five percent (35%) of the Base Salary of the
Executive plus 35% of the highest annual regular bonus
previously awarded, (the "Basic Annual Amount"). The Basic
Annual Amount shall be payable on the first day of each
month (120 payments only), each installment being equal to
one-twelfth (1/12) of the Basic Annual Amount, commencing
with a first payment to be made on the first day of the
month immediately following the date of the Executive's
retirement from active service with the Company.
(ii) In the event that the Executive retires from active
service with the Company upon or after he/she has attained
age 55 and prior to attaining the age of 65 years, the
Executive or, in the event of the death of the Executive
subsequent to the date of his/her retirement, the
Designated Payee, shall be entitled to receive an amount
equal to:
(aa) in the event that the Executive has, prior to
his/ her retirement, been an employee of the
Company for thirty (30) or more continuous
years, such percentage of the Basic Annual
Amount as is equal to the difference between
100% and the product obtained when 3% is
multiplied by the difference between the age of
65 years and the age at which the Executive
retires; or
(bb) in the event that the Executive has, prior to
his/her retirement, been an employee of the
Company for twenty (20) or more but less than
thirty (30) continuous years, such percentage
of the Basic Annual Amount as is equal to the
difference between 100% and the product
obtained when 4% is multiplied by the
difference between the age of 65 years and the
age at which the Executive retires; or
(cc) in the event that the Executive has, prior to
his/her retirement, been an employee of the
Company for ten (10) or more but less than
twenty (20) continuous years, such percentage
of the Basic Amount as is equal to the
difference between the age of 65 years and the
age at which the Executive retires;
such amount shall be payable, without interest,
for a period of ten (10) years only and shall
be paid in equal consecutive monthly
installments payable on the first day of each
month (120 payments only), each installment
being equal to one-twelfth (1/12) of the Basic
Annual Amount, commencing with a first payment
to be made on the first day of the month
immediately following date of the Executive's
retirement from active service with the
Company.
Examples of the calculations to be made
hereunder and the amounts payable pursuant
thereto are annexed hereto as Schedule "A".
The amounts payable by the Company under the
Plan will be payable in addition to such other
amounts as may be payable to the Executive
pursuant to the Company's plans for insurance,
pension or health and welfare, if any;
D) Disability
In the event that the Executive, upon or after attaining the age of
55 years (but prior to attaining the age of 65 years) and having
completed ten (10) continuous years of service with the Company, is
entitled to benefits under the Company's "Group Insurance Plan" as
having suffered Total and Permanent Disability and remains totally
and permanently disabled until the age of 65 years, but has not died
prior to attaining age 65, the Company will pay to the Executive or
in the event of the death of the Executive after having attained the
age of 65 years, to the Designated Payee, an amount equal to
thirty-five percent (35%) of the Base Salary plus 35% of highest
annual regular bonus previously awarded, of the Executive. The
aforesaid amount shall be payable, without interest, for a period of
ten (10) years only and shall be paid in equal consecutive monthly
installments payable on the first day of each month (120 payments
only), each installment being equal to one-twelfth (1/12) of the
aforesaid amount, commencing with a first payment to be made on the
first day of the month immediately following the Executive's
sixty-fifth birthday;
E) Taxation
The benefits payable under the Plan are taxable in the hands of the
recipient;
F) Assignability
The rights, benefits and/or obligations set forth herein are not
assignable by the Executive except to and as provided herein with
respect to the Designated Payee;
G) No Right to Employment
This document and/or the Plan do not constitute a contract of
employment and do not confer upon the Executive any right to
employment or to the continuation of his/her employment with the
Company;
H) Termination or Amendment
This document and/or the Plan may be unilaterally amended or
teminated by the Company, in its sole and absolute discretion, at any
time and from time to time prior to the date of the Executive's
retirement from active service with the Company;
I) Notice
Any notice, payment or communication required or permitted to be
given hereunder to the Executive shall be in writing and shall be
deemed to be properly given when deposited in the mail, registered
and postage prepaid to the Executive at the following address:
J) Language
The Executive acknowledges that he/she has required this document to
be drawn in the English language. L'administrateur connait qu'il
(elle) a exige que le present document soit redige en anglais.
ACKNOWLEDGMENT
The undersigned hereby acknowledges that I have received a copy of the Joseph E.
Seagram & Sons, Limited "Post Retirement Consulting Plan", that I have read and
understand the terms and conditions of the Plan and I hereby agree to be bound
by the terms and conditions thereof.
I further understand that this present agreement as acknowledged herewith
supersedes and nullifies any previous such agreement pertaining to the Company's
"Post Retirement Consulting Plan".
Dated at this day of 19
--------- -------- ------------------------- ---------
Signed:
---------------------------------
SCHEDULE "A"
EXAMPLE - UNCAPPED BASIC ANNUAL AMOUNT
[Download Table]
Normal Retirement - Age 65
Base salary at retirement plus the highest annual regular
bonus previously paid 300,000.00
Compensation: 35% of $300,000 ("Basic Annual
Amount") 105,000.00
Total payable during 10 years: 1,050,000.00
Earlier Payments, payable for 10 years
(i) Service - 30 years or more
Retirement starting at age 55 - 70% of $105,000 = $ 73,500.00
58 - 79% of $105,000 = $ 82,950.00
60 - 85% of 105,000 = $ 89,250.00
62 - 91% of $105,000 = $ 95,550.00
(ii) Service - 20 years or more
Retirement starting at age 55 - 60% of $105,000 = $ 63,000.00
58 - 72% of $105,000 = $ 75,600.00
60 - 80% of $105,000 = $ 84,000.00
62 - 88% of $105,000 = $ 92,400.00
(iii) Service - 10 years or more
Retirement starting at age 55 - 50% of $105,000 = $ 52,500.00
58 - 65% of $105,000 = $ 68,250.00
60 - 75% of 105,000 = $ 78,750.00
62 - 85% of $105,000 = $ 89,250.00
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