Retirement Benefits Equalization Plan

EXHIBIT 10.17


THE RAYMOND CORPORATION


RETIREMENT BENEFITS EQUALIZATION PLAN


(non-qualified)


Restated as of January 1, 1995
------------------------------


as Amended through April 29, 1995
---------------------------------


THE RAYMOND CORPORATION
RETIREMENT BENEFITS EQUALIZATION PLAN
(non-qualified)


ARTICLE I


DEFINITIONS AND CONSTRUCTION


1.1 DEFINITIONS


Terms not otherwise defined herein shall have the following meanings:


"Board of Directors" means the Board of Directors of the Employer.


"Code" means the Internal Revenue Code of 1986, as amended from time to time.


"Committee" means the person or persons designated by the Employer pursuant to Section 3.1 to administer the Plan on behalf of the Employer.


"Employee" means an employee of the Employer who is a member of a selected group of management employees or a highly compensated employee, as those terms are used in ERISA.


"Employer" means The Raymond Corporation, a corporation with its principal offices in the State of New York, any designated corporate subsidiary, and any successor which shall maintain this Plan.


"Pension Plan" means The Raymond Corporation Pension Plan and any amendment thereto and any successor plans.


"Plan" means this instrument, including all amendments thereto, known as THE RAYMOND CORPORATION RETIREMENT BENEFITS EQUALIZATION PLAN.


"Profit-Sharing Plan" means the Profit-Sharing Retirement Plan for Salaried Employees of The Raymond Corporation - Plan B, any amendments thereto and any successor plan.


ARTICLE II


PURPOSE


2.1 PURPOSE OF THE PLAN


The propose of this Plan is to restore to eligible Employees the benefits which are unable to be paid from the Pension Plan and Profit-Sharing Plan due to section 415 and 401(a)(17) of the Code and due to a continuation of employment beyond normal retirement age.


ARTICLE III


ADMINISTRATION


3.1 ASSIGNMENT AND DESIGNATION OF ADMINISTRATIVE AUTHORITY


The Employer may appoint one or more members to the Benefits Equalization Plan Committee. Any person, including, but not limited to, the directors, shareholders, officers, and Employees of the Employer, shall be eligible to serve on the Committee. Any person so appointed shall signify acceptance by filing a written acceptance with the Employer. A member of the Committee may resign by delivering a written resignation to the Employer or be removed by the Employer by delivery of a written notice of removal, to take effect at a date specified therein, or upon delivery to the member if not date is specified.


The Employer, upon resignation or removal of a Committee member, shall promptly designate in writing a successor. If the Employer does not appoint a successor and there is no member remaining on the Committee, the Employer will administer the Plan and will become the Committee.


3.2 ALLOCATION AND DELEGATION OF RESPONSIBILITIES


If more than one person is appointed to the Committee, the responsibilities of each member may be specified by the Employer and accepted in writing by each member. In the event that no such delegation is made by the Employer, the Committee may allocate the responsibilities among themselves, in which event the Committee shall notify the Employer in writing of such action and specify the responsibilities of each member. The Employer thereafter shall accept and rely upon any documents executed by the appropriate member until such time as the Employer or the Committee files with the Employer a written revocation of such designation.


3.3 POWERS, DUTIES AND RESPONSIBILITIES


The primary responsibility of the Committee is to administer the Plan for the exclusive benefit of the eligible Employees and their beneficiaries, subject to the specific terms of the Plan. The Committee shall administer the Plan in accordance with its terms and shall have the power to determine all questions arising in connection with the administration, interpretation, and application of the Plan. Any such determination by the Committee shall be conclusive and binding upon all persons. The Committee may correct any defect, supply any information, or reconcile any inconsistency in such manner and to such extent as shall be deemed necessary or advisable to carry out the purpose of this Plan; provided, however, that any interpretation or construction shall be done in a nondiscriminatory manner. The Committee shall have all powers necessary or appropriate to carry out administrative duties under this Plan.


The Committee shall be charged with the duties of the general administration of the Plan, including, but not limited to, the following:


(a) to determine all questions relating to the eligibility of Employees to participate in the Plan;


(b) to compute, the amount and the kind of benefits to which any eligible Employee s ...