LUFK » Topics » Miscellaneous

This excerpt taken from the LUFK 8-K filed Feb 21, 2006.

Miscellaneous

 

Section 6.1 No Employment Rights - Nothing contained in the Plan shall be construed as a contract of employment between the Company and any employee, or as creating a right in any employee to continue in the employment of the Company, or as a limitation of the right of the Company to discharge any employee, with or without Cause.

 

Section 6.2 Assignment - The benefits payable under the Plan may not be assigned, alienated, pledged, transferred, attached, garnished or hypothecated in any manner (whether voluntary or involuntary) by a participant (or beneficiary).

 

Section 6.3 Taxes - The Company shall withhold (or cause to be withheld) from all payments made under the Plan, all taxes required by law to be withheld from such payments.

 

Section 6.4 Benefits Unfunded - The benefits to be paid pursuant to the Plan are unfunded obligations of the Company and, until actual payment, shall constitute general obligations of the Company. The Company is not required to segregate any monies from its general funds, or to create any grantor trusts, or to make any special deposits or other funding arrangements with respect to these obligations, although it may do so in its sole discretion. Title to and the beneficial ownership of any investments, including grantor trust investments, which the Company may make with respect to its obligations hereunder shall at all times remain solely in the Company. Any investments and the creation or maintenance of any trust or other funding accounts by the Company shall not create or constitute a trust or a fiduciary relationship between the Company and a participant, or otherwise create any vested or beneficial interest in any participant or his creditors in any assets of the Company or in any such trust whatsoever. The participants shall be only general unsecured creditors of the Company with respect to the payment of any benefits due under the Plan.

 

Section 6.5 Applicable law - This Plan shall be governed by the laws of the State of Texas, except to the extent preempted by applicable Federal law.

 

IN WITNESS WHEREOF, the Company has caused its duly authorized officer to affix its name hereto this October 6, 1995, effective for all purposes as provided above.

 

This excerpt taken from the LUFK 10-Q filed May 9, 2005.

Miscellaneous

 

Section 6.1 No Employment Rights - Nothing contained in the Plan shall be construed as a contract of employment between the Company and any employee, or as creating a right in any employee to continue in the employment of the Company, or as a limitation of the right of the Company to discharge any employee, with or without Cause.

 

Section 6.2 Assignment - The benefits payable under the Plan may not be assigned, alienated, pledged, transferred, attached, garnished or hypothecated in any manner (whether voluntary or involuntary) by a participant (or beneficiary).

 

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Section 6.3 Taxes - The Company shall withhold (or cause to be withheld) from all payments made under the Plan, all taxes required by law to be withheld from such payments.

 

Section 6.4 Benefits Unfunded - The benefits to be paid pursuant to the Plan are unfunded obligations of the Company and, until actual payment, shall constitute general obligations of the Company. The Company is not required to segregate any monies from its general funds, or to create any grantor trusts, or to make any special deposits or other funding arrangements with respect to these obligations, although it may do so in its sole discretion. Title to and the beneficial ownership of any investments, including grantor trust investments, which the Company may make with respect to its obligations hereunder shall at all times remain solely in the Company. Any investments and the creation or maintenance of any trust or other funding accounts by the Company shall not create or constitute a trust or a fiduciary relationship between the Company and a participant, or otherwise create any vested or beneficial interest in any participant or his creditors in any assets of the Company or in any such trust whatsoever. The participants shall be only general unsecured creditors of the Company with respect to the payment of any benefits due under the Plan.

 

Section 6.5 Applicable law - This Plan shall be governed by the laws of the State of Texas, except to the extent preempted by applicable Federal law.

 

IN WITNESS WHEREOF, the Company has caused its duly authorized officer to affix its name hereto this October 6, 1995, effective for all purposes as provided above.

 

LUFKIN INDUSTRIES, INC.

By:

  /s/ C. James Haley, Jr.
Name:   C. James Haley, Jr.
Title:   Secretary-Treasurer

 

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AMENDMENT ONE TO

 

LUFKIN INDUSTRIES, INC.

 

SUPPLEMENTAL RETIREMENT PLAN

 

WHEREAS, effective as of January 1, 1995, Lufkin Industries, Inc. (the “Company”) established the Lufkin Industries, Inc. Supplemental Retirement Plan (the “Plan”) for the benefit of certain of its key employees;

 

WHEREAS, by the terms of Section 5.1 of the Plan, the Plan may be amended by the Board of Directors of the Company;

 

WHEREAS, the Company has determined that the Plan shall be amended to correct a drafting error which omitted a reduction in the benefits under the Plan for benefits paid from the Company’s retirement plan restoration plan, and to reduce the age for vesting in Plan benefits from age 62 to age 60; and

 

WHEREAS, the Board of Directors of the Company has approved and adopted such amendments as set forth herein;

 

NOW, THEREFORE, the Plan is hereby amended, effective as of January 1, 1998, as follows:

 

1. Section 1.1 of the Plan is amended to read in its entirety as follows:

 

Section 1.1 Purpose - The purpose of the Plan is to enhance the Company’s ability to attract and to retain those key executives who are essential to the Company’s success by providing them with nonqualified retirement benefits that are in addition to the retirement benefits provided by the Company’s qualified defined benefit pension plan (the “Qualified Plan”) and the Company’s nonqualified retirement plan restoration plan (the “Restoration Plan”).”

 

2. Section 3. l(b) of the Plan is amended to read in its entirety as follows:

 

“(b) the sum of the monthly retirement benefits that are actually paid to the participant (or Beneficiary) under the Qualified Plan and the Restoration Plan.”


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3. Section 3.3 of the Plan is amended to read in its entirety as follows:

 

“Section 3.3 Vesting of Benefits - Subject to the further provisions of the Plan, each participant shall possess a vested interest in (a nonforfeitable right to) his accrued supplemental retirement benefit hereunder to the same extent that such participant is vested in his accrued retirement benefit under the Qualified Plan; provided, however, if(l) the participant voluntarily terminates his employment with the Company prior to attaining the age of 60 years or (2) the Company terminates the participant’s employment for Cause, no benefits shall be payable to or on behalf of such participant under the Plan; provided further, a participant who is an employee of the Company on the date of a Change in Control shall always be 100% vested under the Plan on and after that date.”

 

IN WITNESS WHEREOF, LUFKIN INDUSTRIES, INC. has caused this instrument to be executed by its duly authorized officers on this 4th day of August, 1998, to be effective as stated above.

 

ATTEST:   LUFKIN INDUSTRIES, INC.

/s/ R.E.Myers


 

/s/ C.J. Haley, Jr.


Assistant Secretary   Title: Secretary-Treasurer

 

EXCERPTS ON THIS PAGE:

8-K
Feb 21, 2006
10-Q
May 9, 2005
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