Dell 2008 Annual Report Download - page 134

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time, to be effective as of the next following January 1st. If a Triggering Event occurs during a Plan Year following the Committee's receipt of the
Participant's written election to change the form of distribution, such election shall be deemed to be null and void and the immediately preceding
election on file with the Committee shall continue to apply to the form of distribution of the Participant's Grandfathered Benefits. A Participant
shall receive his distribution in the form specified in the most recent election form filed with the Committee.
(e) Death of Participant. If a Participant dies prior to the date the payment of his Grandfathered Benefits begins or, if applicable, is completed, such
benefit, or the remaining unpaid installments that constitute such benefit, as the case may be, shall be paid to such Participant's beneficiary
designated in accordance with Section 8.4 in a single lump sum cash payment, notwithstanding any other form of payment elected by such
Participant.
(f) Distribution following Change of Control. The preceding Subsections notwithstanding, if the Section 8.1(b) event triggering payment of a
Participant's Grandfathered Benefits is a Change of Control, such Grandfathered Benefits shall be paid to the Participant in a single lump sum
cash payment as soon as administratively practicable following the Change of Control.
(g) Involuntary Distributions. Notwithstanding any provision of the Plan to the contrary, the Committee may, in its sole and absolute discretion,
distribute a Participant's Grandfathered Benefits in the form of a single lump sum cash payment notwithstanding any other form of distribution
elected by the Participant.
8.3 Rules Governing Form and Timing of Payment of 409A Benefits.
(a) Commencement of Payments. The portion of a Participant's Individual account attributable to 409A Benefits shall be paid, or payment shall
commence, as soon as administratively practicable following the Triggering Event, subject to the mandatory six (6) month suspension period that
applies to 409A Benefits payable to any Participant who is classified as a Specified Employee and who Separates From Service for a reason other
than death. The Participant's Individual Account attributable to 409A Benefits shall be paid directly to the Participant, unless the Triggering
Event is the death of the Participant, in which case such amounts shall be paid to the Participant's designated beneficiary as provided in
Section 8.4.
(b) Form of Payment. The portion of a Participant's Individual Account attributable to 409A Benefits shall be paid to the Participant in one of the
following forms:
(1) In a single lump sum cash payment; or
(2) In cash payments in monthly, quarterly or annual installments for a term certain not to exceed ten (10) years payable to such Participant or,
in the event of such Participant's death prior to the end of such term certain, to his designated beneficiary as provided in Section 8.4. This
form of payment will -22-