EXHIBIT 10.F
AMENDMENT FOUR TO
COMPUCOM SYSTEMS, INC.
401(k) MATCHED SAVINGS PLAN
WHEREAS, effective January 1, 1988, CompuCom Systems, Inc. (the "Company") established the CompuCom Systems, Inc. 401(k) Matched Savings Plan (the "Plan") for the benefit of employees of the Company and its affiliates; and
WHEREAS, the Company amended and restated the Plan in its entirety effective as of May 1, 1996, adopted Amendment One to the Plan effective as of January 1, 1998, adopted Amendment Two to the Plan effective as of January 26, 1998, and adopted Amendment Three to the Plan effective as of May 28, 1999; and
WHEREAS, the Company recently acquired certain assets from ENTEX Information Services, Inc. and its affiliates ("ENTEX") as of May 10, 1999 (the "ENTEX Acquisition"), and in connection with the ENTEX Acquisition certain former ENTEX employees have become employees of the Company (the "ENTEX Acquisition Employees"), and some or all of the ENTEX Acquisition Employees have become Plan participants;
WHEREAS, the Company desires to merge into the Plan the assets and benefit liabilities of the ENTEX 401(k) Retirement Savings Plan (the "ENTEX 401(k) Plan") attributable to the ENTEX Acquisition Employees and therefore must under the Employee Retirement Income Security Act of 1974, as amended ("ERISA") and the Internal Revenue Code of 1986, as amended (the "Code") amend the Plan to provide the ENTEX Acquisition Employees with (i) credit for the service
previously credited to them under the ENTEX 401(k) Plan, (ii) the higher of the vested percentage that they had under the ENTEX 401(k) Plan or the vested percentage that they would otherwise have under the Plan, and (iii) optional forms of benefit required by ERISA and the Code to be protected with respect to benefits accrued under the ENTEX 401(k) Plan;
NOW, THEREFORE, pursuant to its authority under Section 19.1 of the Plan, the Company amends the Plan, effective as of the date of the merger into the Plan of the portion of the ENTEX 401(k) Plan attributable to the ENTEX employees, as follows:
1. The definition of "Vesting Service" in Section 1.1 is amended by adding the following at the end thereof:
In the case of any Employee who is a former employee of ENTEX Information
Services, Inc. or any of its affiliates ("ENTEX") and who became or becomes
an Employee in connection with the Employer's acquisition of certain ENTEX
assets on May 10, 1999, for purposes of determining such Employee's vested
interest, such Employee's period of service shall include all service
credited or required to be credited for purposes of determining his or her
vested percentage under the ENTEX 401(k) Retirement Savings Plan (the
"ENTEX 401(k) Plan").
2. Section 6.11 of the Plan is amended by adding the following sentence at the end thereof:
Notwithstanding the foregoing, a Participant whose account in the ENTEX
401(k) Plan is merged into the Plan as a consequence of the Company's May
10, 1999 acquisition of certain assets from ENTEX shall be 100% vested in
his or her Profit Sharing and Matching Contributions Sub-Accounts, as well
as in any other sub-account holding any portion of his or her benefit
originally accrued under the ENTEX 401(k) Plan.
3. The first sentence of Section 16.1 of the Plan is amended to read as follows:
Distribution shall be made to a Participant, or, if the Participant has
died and the Participant's surviving spouse is the Participant's
Beneficiary, to the Participant's surviving spouse, in a single sum
payment.
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4. Section 16.1 of the Plan is amended by adding the following at the end
thereof:
Notwithstanding the foregoing, all optional forms of benefit under the
ENTEX 401(k) Plan required to be protected under Section 411(d)(6) of the
Code and the regulations thereunder shall be protected as set forth in
Appendix "A" to the Plan's Fourth Amendment.
IN WITNESS WHEREOF, the Company has caused this instrument to be executed by its duly authorized officer on this 29th day of ...
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