Dell 2007 Annual Report Download - page 169

(i) the date the Plan is terminated by action of the Employer;
(ii) the date the Employer is judicially declared bankrupt or insolvent, unless the proceeding authorized continued maintenance of the Plan;
or
(iii) the dissolution, merger, consolidation or reorganization of the Employer or the sale by the Employer of all or substantially all of its
assets, unless the successor or purchaser elects and makes provision to continue the Plan, in which event the successor or purchaser will
substitute itself as the Employer under this Plan.
(b) Upon either full or partial termination of the Plan, or, if applicable, upon complete discontinuance of contributions to the Plan, the Individual
Accounts of all Participants, Former Participants and Beneficiaries shall be and become fully vested and Nonforfeitable, if not otherwise fully
vested under Section 7.2 of the Plan. The Trustee, in its discretion, may convert some or all of the Trust Fund to cash and shall deduct
therefrom all unpaid charges and expenses, except as the same may be paid by the Employer. The Committee then shall adjust the balance of
all Individual Accounts on the basis of the net cash balance and fair market value of all property in the Trust Fund. Thereafter, the Trustee
shall distribute the amount to the credit of each Participant, Former Participant and Beneficiary in cash, in kind, or partly in cash and partly in
kind, as the Committee shall direct. Notwithstanding the foregoing, a distribution made because of a termination of the Plan shall be subject to
the mandatory distribution requirements of Article VIII, the survivor annuity requirements of Section 9.6, if applicable, and the immediate
distribution provisions of Subsection 7.3(c).
(c) To the extent that this Plan is maintained as a multiple employer plan, the provisions governing the discontinuance or termination of the Plan
with respect to a Participating Employer which is not a Related Employer will be governed under Section 10.5.
10.4. Prohibition Against Reversion to Plan Sponsor or a Participating Employer
Under no circumstances or conditions, other than those specifically provided herein, shall the Trust Fund or any portion thereof revert to the Plan
Sponsor or any Participating Employer or be used for or diverted to purposes other than the exclusive benefit of the Participants, Former Participants
and Beneficiaries. No amendment or revocation by the Plan Sponsor of this Section may cause or permit any portion of the Trust Fund to revert to or
become a property of the Plan Sponsor or any Participating Employer.
10.5. Adoption by Related Employers
(a) With the written consent of the Plan Sponsor, any other association, corporation, or other business organization, may adopt this Plan and Trust
in its entirety, participate herein and be known as a Participating Employer, by executing a properly authorized document (a "Participation
Agreement") evidencing the intent and will of the Participating Employer. The participation of a Participating
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