Employee Stock Purchase Plan - Tyson Foods Inc.
TYSON FOODS, INC.
EMPLOYEE STOCK PURCHASE PLAN
TABLE OF CONTENTS
PURPOSE OF THE PLAN 1
ARTICLE I Definitions 1
1.1 Affiliate 1
1.2 Base Earnings 1
1.3 Committee 1
1.4 Effective Date 1
1.5 Eligible Employee 1
1.6 Employer 1
1.7 Leave of Absence 1
1.8 Pay Period, Payday 2
1.9 Participant 2
1.10 Participating Affiliate 2
1.11 Payroll Deduction Authorization 2
1.12 Plan Administrator 2
1.13 Prevailing Market Price 2
1.14 Service 3
1.15 Stock 3
1.16 Termination of Service 3
ARTICLE II Eligibility to Participate 3
ARTICLE III Employee Participation and Contributions 3
3.1 Voluntary, Non-Discriminatory Plan 3
3.2 How an Employee Elects to Participate 3
3.3 Limits on Contribution 3
3.4 Voluntary Withdrawal from the Plan 4
3.5 Termination of Service Means Withdrawal from Plan 4
3.6 Effect of Participant's Withdrawal from Plan 4
3.7 Bookkeeping Accounts 4
3.8 Distributions from Plan Upon Termination of Service 4
ARTICLE IV Employer Contributions 5
4.1 Employer Matching Contributions 5
4.2 Employer Discretionary Non-matching Contributions 5
ARTICLE V Administration of the Plan 6
5.1 Administrative Committee 6
5.2 Employer Contributions of Cash and Dividends 6
5.3 Investment in Tyson Stock 6
5.4 No Interest to be Paid 6
5.5 Dividends to be Used to Purchase Additional Shares 7
5.6 Not Transferable 7
5.7 Voting Rights 7
5.8 Costs of the Plan 7
5.9 Brokerage Costs 7
5.10 Indemnification 7
ARTICLE VI Reports and Delivery of Share Certificates 7
6.1 Quarterly Reports 7
6.2 Delivery of Share Certificates 8
ARTICLE VII Amendment and Termination of the Plan 8
ARTICLE VIII Adjustments Upon Changes in Stock 9
ARTICLE IX Miscellaneous Provisions 9
9.1 No Contract of Employment Intended 9
9.2 Information Available 10
9.3 Securities Laws Restrictions 10
9.4 Waiver 10
9.5 Notices 10
9.6 Severability 10
9.7 Governing Law 10
9.8 Rules of Construction 10
9.9 Plan Year 10
9.10 Designation of Beneficiary 11
9.11 Lost Participants 11
PURPOSE OF THE PLAN
The purpose of the Tyson Foods, Inc. Employee Stock Purchase Plan (the
'Plan') is to provide the employees of Tyson Foods, Inc. ('Tyson') and its
Participating Affiliates a convenient way to acquire shares of Tyson's
Class A Common Stock through periodic investment and thus maintain and
stimulate employee interest in the growth and profitability of Tyson by
means of an opportunity to share in a proprietary interest in Tyson.
1.1 Affiliate. 'Affiliate' shall include all wholly-owned subsidiaries of
Tyson and any other entity which may be designated from time to time as
such by the Board of Directors of Tyson.
1.2 Base Earnings. 'Base Earnings' means the amount of regular salary or
wages, including overtime payments and commission payments, but does not
include discretionary and non-discretionary bonuses or other irregular
payments made by an Employer to a Participant.
1.3 Committee. 'Committee' shall mean the administrative committee
appointed by the Board of Directors of Tyson to carry out the purposes of
the Plan as set forth in Section 5.1 below.
1.4 Effective Date. The 'Effective Date' of this Plan is January 1, 2000.
1.5 Eligible Employee. 'Eligible Employee' means any person (including a
corporate officer) who is employed as a common law employee and classified
as working full-time in the regular service of Tyson or a Participating
Affiliate; provided, however, such term shall not include any person who is
a member of a collective bargaining unit and who is covered by a collective
bargaining agreement which does not provide for coverage of such person
under this Plan.
1.6 Employer. 'Employer' means Tyson and all Participating Affiliates.
1.7 Leave of Absence. 'Leave of Absence' means absence from the active
service with Tyson or an Affiliate, with the permission of the Employer, by
reason of illness, military service, or for any other reason as approved or
allowed by the Employer's personnel policies. Such Leave of Absence will
not terminate an Eligible Employee's Service, provided he returns to active
employment at the expiration of his leave in accordance with his Employer's
policy with respect to permitted absences. An Eligible Employee whose
Service is terminated and who is subsequently re-employed by Tyson or an
Affiliate will, for all purposes of the Plan, be considered a new employee
as of the effective date of his reemployment.
1.8 Pay Period, Payday. 'Pay Period' means the interval of a time for
which an Eligible Employee regularly receives his compensation, and
'Payday' means the day on which the Eligible Employee regularly receives
his compensation for the Pay Period.
1.9 Participant. 'Participant' means an Eligible Employee who has elected
to participate in the Plan in accordance with Article II until the
Participant withdraws from the Plan and receives a complete distribution of
Stock and cash credited to his Plan account.
1.10 Participating Affiliate. 'Participating Affiliate' means an Affiliate
that has adopted the Plan with the consent of the Board of Directors of
Tyson. If an organization which is or has become an Affiliate ceases to be
an Affiliate, such organization shall be deemed to have withdrawn from
participation in the Plan.
1.11 Payroll Deduction Authorization. The 'Payroll Deduction
Authorization' shall be in a form specified by the Plan Administrator and
shall direct the Employer to withhold from a Participant's paycheck a
specified dollar amount or a specified percentage of his Base Earnings to
be used for the purchase of Stock under this Plan.
1.12 Plan Administrator. The 'Plan Administrator' shall be responsible for
the administration of the Plan and, in lieu of any designation by the Board
of Directors of Tyson to the contrary, Tyson shall serve as the Plan
Administrator and shall act through the Committee as its representative.
1.13 Prevailing Market Price. The term 'Prevailing Market Price' shall
(a) the actual purchase price if purchased in the open market;
(b) if treasury shares are purchased:
(i) if the Stock is not at the time listed or admitted to
trading on a stock exchange or in the over-the-counter market
under the National Association of Securities Dealers, Inc.
Automated Quotation System ('NASDAQ'), the Prevailing Market
Price shall be the mean between the lowest reported bid price and
highest reported asked price of the Stock on the date in question
in the over-the-counter market, as such prices are reported in a
publication of general circulation selected by Tyson and
regularly reporting the market price of the Stock in such market;
(ii) if the Stock is at the time listed or admitted to
trading in the over-the-counter market under NASDAQ or on any
stock exchange, then the Prevailing Market Price shall be the
reported closing sale price of the Stock on the date in question
on the principal exchange on which the Stock is then listed or
admitted to trading. If no reported sale of Stock takes place on
the date in question, then the reported closing asked price of
the Stock on such date shall be determinative of Prevailing
1.14 Service. 'Service' means that period of continuous uninterrupted
employment with Tyson or any one or more of its Affiliates from an Eligible
Employee's first day of employment until his date of termination of
employment with all Affiliates. However, in the case of an Affiliate which
has been acquired by Tyson through the acquisition of substantially all of
the assets or all of the stock of the Affiliate, Service shall include
employment prior to the date on which such Affiliate is designated as a
Participating Affiliate on such terms as the Board of Directors of Tyson
may expressly provide. Service with two or more Affiliates during
consecutive periods shall be considered continuous service with one
1.15 Stock. All references herein to 'Stock' shall mean shares of Class A
Common Stock of Tyson.
1.16 Termination of Service. 'Termination of Service' means any absence
from the employment of Tyson or any Affiliate (including, but not limited
to, absences by reason of discharge or resignation) which is not deemed a
Leave of Absence as defined herein.
Eligibility to Participate
Except as provided below, each Eligible Employee of Tyson or of a
Participating Affiliate who has completed two full calendar months of
Service shall be eligible to participate in the Plan commencing on the
first Payday that falls on or after the first day of the immediately
Employee Participation and Contributions
3.1 Voluntary, Non-Discriminatory Plan. Participation in this Plan shall
be voluntary and all Participants shall have the same rights and privileges
under the Plan, except to the extent the terms of the Plan otherwise
3.2 How an Employee Elects to Participate. Except as provided in Sections
3.9 and 4.2 below, an Eligible Employee may elect to participate in the
Plan by executing or otherwise authorizing a 'Payroll Deduction
Authorization' (within the time period prescribed by the Plan
Administrator) prior to the Payday on which the Eligible Employee will
begin participation. By confirming a Payroll Deduction Authorization, an
Eligible Employee also affirms his acceptance of the terms of this Plan.
3.3 Limits on Contribution. The minimum payroll deduction shall be one
dollar ($1.00) per week and the maximum shall be twenty-five dollars
($25.00) per week, as the Participant shall elect, or, in the alternative,
the minimum payroll deduction shall be one percent (1%) of Base Earnings
and the maximum shall be ten percent (10%) of Base Earnings. At such times
as permitted by the Plan Administrator, a Participant may increase or
decrease his contribution under the Plan by any multiple of one dollar or
one percent (1%); however, no Eligible Employee may contribute, in any one
year, more than ten percent (10%) of his Base Earnings or, if he elects a
payroll deduction of a specific dollar amount, twenty-five dollars $25.00
3.4 Voluntary Withdrawal from the Plan. A Participant who remains
employed by an Employer may withdraw from the Plan by submitting a notice
of cancellation of his Payroll Deduction Authorization in the manner and to
the person determined by the Plan Administrator from time to time, but no
later than prior to the Payday for which the cancellation is to be
effective. Any Participant who so withdraws from the Plan may renew his
participation in the Plan as soon as administratively practicable and will
be entitled to withdraw his Stock from the Plan only in accordance with
3.5 Termination of Service Means Withdrawal from Plan. Upon a
Participant's Termination of Service, the Participant will be deemed to
have withdrawn from the Plan as of his last regular Payday.
3.6 Effect of Participant's Withdrawal from Plan. On and after the
effective date of a Participant's withdrawal from the Plan, no further
contribution under the Plan shall be permitted by or made for the
Participant, except as may be provided pursuant to this Section 3 and
Section 4.2 below.
3.7 Bookkeeping Accounts. All payroll deductions made for a Participant
shall be credited to the Participant's Plan account. Such payroll
deductions shall be commingled with the general assets of Tyson and no
separate fund shall be established. Participant accounts are kept solely
for bookkeeping purposes.
3.8 Distributions from Plan Upon Termination of Service. Upon a
Participant's Termination of Service for any reason, the Committee shall
obtain a share certificate representing the number of shares of Stock to
which the Participant is entitled and shall send the share certificate and
a check for the sum of uninvested funds held to the credit of such
Participant, by ordinary mail, to the Participant's mailing address last
known to his Employer. Upon the death of a Participant and upon receipt by
the Employer of proof of identity and existence at the Participant's death
of a beneficiary validly designated by him under the Plan, the Committee
shall obtain and forward the share certificate and check for uninvested
funds in the manner provided above to such beneficiary. In the event of
the death of a Participant and in the absence of a beneficiary validly
designated under the Plan who is living at the time of such death, any
Stock and cash credited to the Participant under the Plan shall be payable
to the spouse to whom the Participant was legally married at the time of
his death and, if the deceased Participant is not survived by a spouse to
whom he was legally married at the time of his death, any such Stock and
cash shall be payable to the executor or administrator of the estate of the
Participant. No beneficiary shall, prior to the death of the Participant
by whom he has been designated, acquire any interest in the Stock or cash
credited to the Participant under the Plan.
4.1 Employer Matching Contributions.
(a) Each Participant who has completed at least one year of
Service (as defined above) with Tyson or a Participating
Affiliate shall be entitled to Employer matching contributions on
that Participant's contributions, if any, made following
completion of the first year of Service in the amount and manner
as determined in Subsections (b) and (c) of this Section.
(b) Contributions made pursuant to this Section 4.1 shall
match only the Participant contributions made pursuant to Section
3.2 above. Such matching contributions shall be equal to fifty
percent (50%) of all amounts deferred by such Participants under
Section 3.2 of the Plan.
(c) Participants determined to be (x) 'eligible employees'
on January 1 of each calendar year under the provisions of the
'Executive Savings Plan of Tyson Foods, Inc.'; (y) 'executive
officers' as defined by Rule 16a-1 of the Securities Exchange Act
of 1934, as amended; or (z) non-resident aliens and who otherwise
are entitled to matching contributions under this Plan shall have
such contributions made to a matching account under the Plan.
Matching contributions made on behalf of all other Participants
hereunder who are entitled to Employer matching contributions
shall be made directly to the 'Stock Match Accounts' established
for such Participants under the 'Retirement Savings Plan of Tyson
Foods, Inc.,' with such amounts to be administered and
distributed pursuant to the related terms of such plan.
(d) Matching contributions generally will be made at or
about the same time as the payroll deductions for the Participant
contributions to which they relate.
4.2 Employer Discretionary Non-matching Contributions. In addition to
Employer matching contributions made pursuant to Section 4.1, Tyson, in the
sole discretion of its Board of Directors, or any other Employer may from
time to time make non-matching contributions of cash or shares of Stock to
the Plan for allocation to certain Participants in the Plan or to certain
other Eligible Employees who are not enrolled in the Plan. Such
contributed shares shall be held for the account of the Participant (or
combined with any existing account of the Participant) and administered
pursuant to all provisions of the Plan. If directed by the Plan
Administrator, the Committee shall cause shares of Stock purchased with
such discretionary contributions to bear appropriate legends referring to
the terms, conditions and restrictions, if any, applicable to such
contributions or necessary to permit the Employer to comply with all
applicable state and federal securities laws. All of such contributed
shares at all times shall remain the property of the Participant and shall
remain subject to any legal or contractual restrictions to which the shares
may have been subject at the time of the contribution.
Administration of the Plan
5.1 Administrative Committee. To carry out the purposes of the Plan, the
Plan Administrator exercises its authority through the Committee, which
shall consist of not less than three members who may be officers and/or
directors of Tyson. The Plan Administrator may remove members from or add
members to the Committee at any time, within its discretion, and may fill
vacancies on the Committee. An individual member of the Committee may not
participate in any decision exclusively affecting his own participation in
the Plan. The Committee shall select one of its members as Chairman, and
shall hold meetings at such times and places as it may determine. Acts of
a majority of the Committee at which a quorum is present, or acts reduced
to or approved in writing by a majority of the members of the Committee,
shall be valid acts of the Committee. The Committee shall have the sole
authority, in its absolute discretion, to adopt, amend and rescind such
rules and regulations as, in its opinion, may be advisable in the
administration of the Plan; to construe and interpret the Plan, the rules
and regulations; and to make all other determinations deemed necessary or
advisable for the administration of the Plan. All decisions,
determinations, and interpretations of the Committee shall be binding on
all Participants. The Committee may employ such legal counsel, consultants
and agents as it may deem desirable for the administration of the Plan and
may rely upon any opinion received from any such counsel or consultant and
any computation received for any such consultant or agent. Expenses
incurred by the Plan Administrator or the Committee in the engagement of
such counsel, consultant or agent shall be paid by Tyson. No member or
former member of the Committee or of the Board of Directors of Tyson shall
be liable for any action or determination made in good faith with respect
to the Plan or any awards granted hereunder. The Committee, in its sole
discretion, may delegate all or any portion of its duties hereunder to
other individuals or entities.
5.2 Employer Contributions of Cash and Dividends. Each Employer shall
remit the funds deducted from payrolls under this Plan, plus any Employer
contributions of cash and dividends received on Stock held by the Plan, to
the brokerage firm or firms designated by the Committee.
5.3 Investment in Tyson Stock. As soon as practicable after receipt of
funds remitted under the Plan, the Committee or its designated
representative shall purchase on behalf of Participants shares of Stock
either directly from Tyson or in the open market at Prevailing Market
Prices. The Committee shall purchase the maximum number of shares
purchasable with such funds. Such shares shall be purchased on an
aggregate basis rather than on a per Participant basis. The number of
shares to be purchased is to be determined by the aggregate amount of funds
available to buy a whole share or multiple thereof. While no fractional
shares will be acquired or distributed, a Participant's interest in the
Plan will be accounted for to include, and will reflect, the factional
share, if any, which could have been acquired with the funds allocable to
him if fractional shares were purchased.
5.4 No Interest to be Paid. No interest shall be credited to Plan
accounts for any reason.
5.5 Dividends to be Used to Purchase Additional Shares. All cash
dividends received with respect to shares of Stock registered in the name
of the brokerage firm shall be used by it to purchase additional shares for
Participants in proportion to their specified interest in the shares upon
which the dividends were paid. Stock dividends, warrants and rights of any
kind received with respect to such shares shall be held and distributed in
the manner provided in Sections 3.8 or 6.2, herein, as applicable;
provided, however, that the Committee, in its sole discretion, may elect to
pay dividends received which are attributable to Stock allocable to
Participants who have withdrawn from the Plan (pursuant to Section 3.4
above) directly to such Participants on an annual basis.
5.6 Not Transferable. Neither payroll deductions credited to a
Participant's Plan account nor a Participant's rights to acquire shares of
Stock or his undivided interest in the shares of Stock registered in the
name of the broker may be assigned, sold, pledged, or alienated except by
testate or intestate succession, and any attempt to do so shall be void.
In addition, such credits, rights and undivided interests may not be
encumbered by lien or security interest of any kind and shall not be liable
for the debts of a Participant or subject to attachment, or to any judgment
rendered against the Participant or to the process of any court in aid or
execution of any judgment so rendered.
5.7 Voting Rights. Unless the Committee determines otherwise from time to
time, Participants shall have the power to vote all shares held in the name
of the broker in any and all matters which shall be the subject of the vote
for the shareholders.
5.8 Costs of the Plan. The costs of maintaining records and executing
transfers under the Plan shall be paid by Tyson or allocated to and paid by
Participating Affiliates, as the Board of Directors of Tyson may direct.
5.9 Brokerage Costs. Brokerage expenses incurred in the purchase of
shares shall be included as part of the cost of shares of Stock to
5.10 Indemnification. Neither Tyson, the Committee and its delegates, nor
any broker through whom purchase orders are executed pursuant to this Plan
shall have any responsibility or liability for any action or determination
in good faith including, without limiting the generality of the foregoing,
any action with respect to price, time, quantity or other conditions and
circumstances of the purchase of shares of Stock under the terms of the
Plan. Tyson shall indemnify and hold harmless any officer, employee, agent,
delegee or representative who incurs damage or loss, including the expense
of defense thereof, in connection with the performance of the duties
Reports and Delivery of Share Certificates
6.1 Quarterly Reports. The Committee shall make quarterly reports to each
Participant, specifying the status of his interest in the Plan through the
last day of each calendar quarter.
6.2 Delivery of Share Certificates.
All shares of Stock purchased under the Plan from contributions made
by Participants, contributions made by an Employer or dividends received by
the Plan, will be issued to Participants pursuant to the following rules:
(a) Only in increments of ten (10) shares from any account.
(b) Only upon receipt by the Committee of a request from the
Participant setting forth the amount of shares requested to be issued.
(c) Distributions of Stock will be limited to twice monthly and
will be made as soon as administratively feasible following the date
the request was made.
(d) Distributions of Stock purchased from contributions made by
Participants may not exceed the amount of such Stock set forth on
their last quarterly statement.
(e) Distributions of Stock purchased from Employer contributions
may not exceed the amount of such Stock set forth on their last report
from the immediately preceding calendar year.
(f) Distributions of dividends shall be available on the same
basis as the contributions to which they relate, except to the extent
the Plan Administrator determines otherwise.
(g) The order in which shares of Stock are withdrawn from a
Participant's accounts shall be determined pursuant to rules and
regulations to be adopted by the Committee.
Amendment and Termination of the Plan
The Board of Directors of Tyson or its delegate may, at any time and
in its discretion, alter, amend, suspend or terminate the Plan or any part
thereof. The cash balances and shares of Stock credited to Participants'
accounts shall be delivered to Participants as soon as administratively
practicable after the Plan's termination, except to the extent the Board of
Directors of Tyson expressly determines otherwise. Notice of any material
amendment, suspension or termination of the Plan, in whole or in part,
shall be given to each Participant as soon as practicable after such action
Adjustments Upon Changes in Stock
The maximum number of shares of Stock to be sold to Participants under
the Plan shall be 11,500,000, subject to adjustment upon changes in the
capitalization of Tyson as provided herein.
If any change is made in the stock subject to the Plan (through
merger, consolidation, reorganization, recapitalization, stock dividend,
dividend in property other than cash, stock split, liquidating dividend,
combination of shares, exchange of shares, change in corporate structure or
otherwise), the maximum number of shares subject to the Plan and the number
of shares and price per share of Stock subject to outstanding rights under
the Plan shall be adjusted automatically to reflect such change.
In the event of (1) a dissolution or liquidation of Tyson, (2) a
merger or a consolidation in which Tyson is not the surviving corporation,
or a reverse merger in which Tyson is the surviving corporation but the
shares of Stock by virtue of the merger are converted into other property,
whether in the form of securities, cash or otherwise, or (3) any other
capital reorganization in which more than fifty percent (50%) of the shares
of Tyson entitled to vote are exchanged, the Plan shall terminate, unless
another corporation assumes the responsibility of continuing the operation
of the Plan or the Plan Administrator determines in its discretion that the
Plan shall nevertheless continue in full force and effect. If the Plan
Administrator elects to terminate the Plan, the Committee shall send to
each Participant a stock certificate representing the number of whole
shares of Stock to which the Participant is entitled. In addition, the
Committee shall send checks drawn on the Plan's account to each Participant
in an amount equal to the sum of the uninvested funds held to the credit of
each Participant in the manner provided in Section 3.8 above.
Any issue by Tyson of any class of preferred stock, or securities
convertible into shares of common stock or preferred stock of any class,
shall not affect, and no adjustment by reason thereof shall be made with
respect to the number or price of shares of Stock subject to any grant
except as specifically provided otherwise in this Article VIII.
The grant of any right to a person pursuant to the Plan shall not
affect in any way the right or power of Tyson to make adjustments,
reclassifications, reorganizations or changes of its capital or business
structure or to merge or to consolidate or to dissolve, liquidate or sell,
or transfer all or any part of its business or assets.
9.1 No Contract of Employment Intended. The granting of any right to a
person pursuant to this Plan shall not constitute an agreement or
understanding, express or implied, on the part of Tyson or any Affiliate to
employ such person for any specified period.
9.2 Information Available. If required by law, the offered shares of
Tyson shall be registered under the Securities Act of 1933 on Form S-8, or
such other form as shall be specified by the Securities and Exchange
Commission, and Tyson shall deliver to each Participant a copy of the
prospectus or such other information as may be required from time to time
9.3 Securities Laws Restrictions. The Plan Administrator reserves the
right to place an appropriate legend on any certificate representing shares
of Stock issuable under the Plan with any such legend reflecting
restrictions on the transfer of the shares as may be necessary to assure
the availability of any applicable exemptions under federal and state
securities laws to which Tyson or the Plan Administrator deem appropriate.
9.4 Waiver. No liability whatever shall attach to or be incurred by any
past, present or future shareholders, officers or directors, as such, of
Tyson or any Participating Affiliates, under or by reason of any of the
terms, conditions or agreements contained in this Plan or implied
thereform, and any and all liabilities of, and any and all rights and
claims against, Tyson or any Participating Affiliate, or any shareholder,
officer or director as such, whether arising at common law or in equity or
created by statute or constitution or otherwise, pertaining to this Plan,
are hereby expressly waived and released by each Participant as a part of
the consideration for any benefits provided by an Employer under this Plan.
9.5 Notices. All notices or other communications by a Participant to the
Plan Administrator under or in connection with the Plan shall be deemed to
have been duly given when received by the Secretary of Tyson or when
received in the form specified by the Plan Administrator at the location,
or by the person, designated by the Plan Administrator for the receipt
9.6 Severability. Each of the Sections included in the Plan is separate,
distinct and severable from the other and remaining Sections of the Plan,
and the invalidity or unenforceability of any Section shall not affect the
validity and enforceability of any other Section or Sections of the Plan.
Further, if any Section of this Plan is ruled invalid or unenforceable by a
court of competent jurisdiction because of a conflict between such Section
and any applicable law or public policy, such Section shall be valid and
enforceable to the extent such Section is consistent with such law or
9.7 Governing Law. The construction, validity and operation of this Plan
shall be governed by the laws of the State of Delaware.
9.8 Rules of Construction. Throughout this Plan, the masculine includes
the feminine, and the singular includes the plural, and vice versa, where
9.9 Plan Year. The Plan's plan year and the fiscal year shall end on
December 31 of each year.
9.10 Designation of Beneficiary. A Participant may file a written
designation of a beneficiary who is to receive any Stock and/or cash. Such
designation of a beneficiary may be changed by the Participant at any time
in writing delivered to his Employer.
9.11 Lost Participants. In the event the Committee or its designee, after
reasonable inquiry, determines that it is unable to locate a Participant or
beneficiary whose account is otherwise payable, the Committee (or such
designee) may direct that such account shall be forfeited; provided,
however, that the amount so forfeited shall be reinstated through a special
Employer contribution if and in the event the Participant or beneficiary
thereafter shall make a valid claim therefor upon presentation of proper
IN WITNESS WHEREOF, Tyson has caused this indenture to be made as of
the 13th day of December, 1999.
TYSON FOODS, INC.
By: /s/ Carl Johnson
Title: Executive Vice President,
/s/ R. Read Hudson