Dell 2007 Annual Report Download - page 171

by the Participating Employer bears to the total amount standing to the credit of all Participants.
(f) Any contribution made by a Participating Employer that is a Related Employer of the Employer shall be paid to and held by the Trustee for
the exclusive benefit of the Employees of the Participating Employer and the Beneficiaries of the Employees, subject to all the terms and
conditions of this Plan. Any payment to the Employer made by a Participating Employer that is a recipient of the services of Leased
Employees pursuant to a written agreement with the Employer to the Trustee and held by the Trustee for the exclusive benefit of the
Participants providing leased employee services to the Participating Employer and their Beneficiaries, subject to all the terms and conditions
of this Plan.
All contributions or payments made by a Participating Employer shall be determined separately on the basis of its net profit and total Annual
Compensation paid.
(g) Based on information furnished by the Administrator, and each Participating Employer, the Committee and the Trustee shall keep separate
books and records concerning the affairs of each Participating Employer and of the Account Balances of the Participants of each Participating
Employer.
(h) Each Participating Employer indemnifies and saves harmless the Employer, the Plan Sponsor, the Administrator, the members of the
Committee, the Trustee, and each of their employees and agents from and against any and all loss resulting from liability to which the
Employer, the Plan Sponsor, the Administrator, the Trustees or the members of the Committee, or their employees and agents, may be
subjected by reason of the failure by the deemed separate plan of such Participating Employer to satisfy the minimum coverage requirements
under Code Section 410(b), the nondiscrimination requirements under Code Sections 401(a)(4), 401(k), and 401(m), Code Section 415
limitations, Code Section 416 top-heavy requirements, and any other qualification requirements applicable to the Participating Employer on a
deemed separate plan basis. Further, the Employer, the Plan Sponsor and each Participating Employer indemnify and save harmless the
Administrator, the members of the Committee, the Trustee or their employees and agents, from and against any and all loss resulting from
liability to which the Administrator and the Committee, or the members of the Committee, and each of their employees and agents, may be
subjected by reason of any act or conduct (except willful misconduct or gross negligence) in their official capacities in the administration of
this Trust or Plan or both, including all expenses reasonably incurred in their defense, in case the Employer, the Plan Sponsor, or the
Participating Employers fail to provide such defense. The indemnification provisions of this Section do not relieve the Administrator, any
Committee member, or the Trustee, or their employees and agents, from any liability he may have under ERISA for breach of a fiduciary
duty. Moreover, the Administrator, the Committee members, the Trustee, the Plan Sponsor, the Participating Employers, and their employees
and agents, may execute a letter agreement 31