Dell 2008 Annual Report Download - page 135

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apply only if the value of the Participant's Vested Interest in his Individual Accounts attributable to 409A Benefits is not less than $40,000.
If such value is less than $40,000 on the date a Triggering Event occurs, the Participant shall receive distribution in the form of a lump sum
cash payment.
(c) Time and Applicability of Election. With respect to 409A Benefits, a Participant must elect one of the forms of payment listed in Subsection
(b) above at the time the deferral election that applies to such 409A Benefits is made. Except as provided in Subsection (d) below, such election
shall be effective solely with respect to the amounts deferred pursuant to the election, shall be irrevocable by the Participant except as provided in
Section (d), and shall remain in effect for all periods of a Participant's participation in the Plan. In the event a Participant fails to timely elect the
form in which amounts attributable to 409A Benefits is to be paid, the Participant shall be deemed to have elected payment of such amounts in
the form of a single lump sum cash payment.
(d) Change in the Form of Payment. With respect to 409A Benefits, a modification of a Participant's previous election related to the form of
distribution with respect to such amounts shall not be effective unless all of the following requirements are satisfied:
(A) The modified election shall not be effective for at least twelve (12) months following the date on which the modified election is filed with
the Committee.
(B) Except in the case of modified elections relating to distributions on account of death, Disability, or Unforeseeable Emergency, the modified
election must provide that payment will not be made or commence for at least five (5) years from the date payment would otherwise have
been made or commenced.
(C) A modified election relating to a distribution to be made on a specified future date or under a fixed payment schedule shall be filed at least
twelve (12) months prior to the date of the first otherwise scheduled payment.
(D) A modified election shall not accelerate the time or schedule of any payment under the Plan, except as may be permitted pursuant to
applicable Treasury Regulations.
Solely for purposes of applying the election modification restrictions described in this Subsection (d), a Participant's election to be paid in
installment payments shall be treated as an election of a single lump sum cash payment to be made on the date the installment payments are
scheduled to commence.
(e) Death of Participant. If a Participant dies prior to the date on which the payment of 409A Benefits begins or is completed, such benefit, or the
remaining unpaid portion of 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.
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