{"id":38746,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/deferred-compensation-plan-for-directors-willamette-industries.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"deferred-compensation-plan-for-directors-willamette-industries","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/deferred-compensation-plan-for-directors-willamette-industries.html","title":{"rendered":"Deferred Compensation Plan for Directors &#8211; Willamette Industries Inc."},"content":{"rendered":"<pre>\n                           WILLAMETTE INDUSTRIES, INC.\n                    DEFERRED COMPENSATION PLAN FOR DIRECTORS\n\n                              TERMS AND PROVISIONS\n\n\n1.    PURPOSE OF PLAN\n\n            The   purpose  of  the   Willamette   Industries,   Inc.,   Deferred\nCompensation  Plan for Directors  (the 'Plan') is to provide those  directors of\nWillamette Industries, Inc. ('Company'), entitled to compensation by Company for\ntheir  services as directors  ('Eligible  Directors')  with a plan in compliance\nwith  applicable  federal tax rules whereby one or more  Eligible  Directors may\nelect to defer  receipt  of such  compensation  for such  period of  years,  not\nexceeding  ten years,  commencing  after the  Eligible  Director  ceases being a\ndirector  of Company or retires  from his or her  principal  occupation,  as the\nEligible Director may elect.\n\n2.    ELECTION TO PARTICIPATE IN THE PLAN\n\n            Any Eligible  Director may at any time elect to  participate  in the\nPlan with  respect  to  compensation  to be  earned  thereafter  as an  Eligible\nDirector by  executing  and  delivering  to Company a written  election to defer\nreceipt  of all or a  specified  portion  of either or both of his or her annual\nfees  and  meeting  fees to be  earned  for the  balance  of the  calendar  year\nthereafter and for succeeding years.\n\n3.    TERMINATION OF PARTICIPATION IN THE PLAN\n\n            Any Eligible  Director having  previously  elected to participate in\nthe Plan may at any later date elect to terminate  his or her  participation  in\nthe Plan with respect to compensation  as a director to be earned  thereafter by\nexecuting and delivering to Company a notice to that effect,  in which event the\namount  accumulated  pursuant to the Plan prior to notice of his or her election\nto terminate will continue to be subject to the provisions of the Plan.\n\n4.    DIRECTORS ELECTED TO FILL VACANCIES\n\n            Any Eligible Director who was elected to fill a vacancy on the Board\nof  Directors,  and who  was not an  Eligible  Director  at the end of the  last\ncalendar year, may elect, prior to actual receipt of any fees to which he or she\nmay be entitled, to participate in the Plan for the balance of the calendar year\nafter his or her election as well as for succeeding years.\n\n\n\n\n                                   - 1 -\n\n\n\n\n\n\n\n\n5.    INTEREST ON AMOUNTS DEFERRED UNDER THE PLAN\n\n            Interest will be accrued on all amounts deferred under the Plan at a\nrate equal to the three months Certificate of Deposit rate for the first working\nday of each calendar quarter as quoted by the Wall Street Journal.\n\n            A Deferred Fee Account  shall be maintained  for each  participating\nEligible  Director,  and shall consist of (1) the cumulative  amount of deferred\ndirector's fees, less (2) payments made out of such account, plus (3) an amount,\nwhich shall be added to the account as of the last day of each  calendar  month,\nequal to (a) the balance in the account on the first day of that calendar  month\nafter  deducting  any  payment  made  that  day out of the  account,  times  (b)\none-twelfth  of the  interest  rate  applicable  to the calendar  quarter  which\nincludes the calendar month.\n\n6.    PAYMENT OF AMOUNTS DEFERRED UNDER THE PLAN\n\n            Amounts  deferred  under the  Plan,  together  with the  accumulated\ninterest as computed  above,  shall be paid in annual or quarterly  installments\nover  such  period of years,  not  exceeding  ten  years,  as the  participating\nEligible   Director  may  elect.  The  Eligible  Director  may  elect  that  the\ninstallments commence with the first day of the first calendar month immediately\nfollowing  the month in which he or she  ceases  being a  director  of  Company.\nAlternatively,  the Eligible  Director may elect that the installments  commence\nwith the  later of (1) the first day of the  first  calendar  month  immediately\nfollowing  the month in which he or she ceases  being a director of Company,  or\n(2) the first day of the calendar year  immediately  following the year in which\nhe or she retires from his or her  principal  occupation.  Company may rely upon\nthe  certification  of an Eligible  Director  that such  Eligible  Director  has\nretired from his or her principal  occupation,  but reserves the right,  without\nobligation  to do so, to  postpone  the  commencement  of  payments  of deferred\namounts in such cases upon advice of its tax counsel  that such  retirement  has\nnot effectively occurred.\n\n7.    Election of an Eligible Director to Change Amount of\n      Compensation and Terms of Payment of Amounts Deferred\n      UNDER THE PLAN\n\n            An  Eligible  Director  may at any  time  and  from  time to time by\nexecuting and delivering a new written  election to Company elect to increase or\ndecrease the amount of the compensation to be deferred under the Plan, including\nan increase or decrease in either or both of the  deferral of the annual fees or\nmeeting fees, and the terms of payments of such compensation  deferred under the\nPlan, but only with respect to such  compensation to be earned  thereafter.  All\namounts  accumulated  pursuant to the Plan prior to such election shall continue\nto be\n\n\n\n                                   - 2 -\n\n\n\n\n\n\n\nsubject to the terms of any prior  election by the  Eligible  Director in effect\nwhen such amounts were earned.  Any election,  including an Eligible  Director's\ninitial  election to participate in the Plan,  continues from year to year until\namended pursuant to this Seciotn 7 or until the Eligible Director terminates his\nor her participation in the Plan pursuant to Section 3.\n\n8.    DEATH OF AN ELIGIBLE DIRECTOR\n\n            Upon the death of an Eligible Director or former Eligible  Director,\nthe  balance  in full of any  amounts  deferred  under the Plan,  together  with\naccumulated interest,  shall be payable to his or her estate on the first day of\nthe first  calendar  month  immediately  following  the month in which he or she\ndies.\n\n9.    AMENDMENT OF THE PLAN\n\n            The Plan may be amended  from time to time by  Company,  but no such\namendment  shall permit  amounts  accumulated  pursuant to the Plan prior to the\namendment to be paid to an Eligible  Director  prior to the time he or she would\notherwise be entitled thereto.\n\n10.   TERMINATION OF THE PLAN\n\n            The Plan will continue in effect until terminated by Company, but in\nthe event of such  termination,  the  amounts  accumulated  pursuant to the Plan\nprior to  termination  will continue to be subject to the provisions of the Plan\nas if the Plan had not been terminated.\n\n11.   NO ASSET SEGREGATION\n\n            The Deferred Fee Account is maintained for accounting purposes only.\nThe Plan does not  create an escrow  account  or trust fund or any other form of\nasset  segregation  by Company  for the  benefit of any  participating  Eligible\nDirector.  Any assets  purchased with deferred amounts shall at all times remain\nsolely the property of Company,  subject to the claims of its general  creditors\nand available for Company's use for whatever purpose  desired.  Amounts deferred\nmay not be  anticipated,  alienated,  sold,  transferred,  assigned,  pledged or\nencumbered and are not liable for the debts, contracts, liabilities, engagements\nor torts of the Eligible Director or his or her estate.\n\n\n\n\n                                   - 3 -\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[9336],"corporate_contracts_industries":[9457],"corporate_contracts_types":[9539,9542],"class_list":["post-38746","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-willamette-industries-inc","corporate_contracts_industries-manufacturing__paper","corporate_contracts_types-compensation","corporate_contracts_types-compensation__deferred"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/38746","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=38746"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=38746"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=38746"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=38746"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}