Dell 2008 Annual Report Download - page 160

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7.2 Rules Governing Form and Timing of Payment of Grandfathered Benefits.
(a) Commencement of Payments. The Member's Account attributable to Grandfathered Benefits shall be paid, as soon as administratively practicable
following a Triggering Event. A Member's benefit shall be paid to the Member, unless the Triggering Event is the death of the Member, in which
case the Member's benefit shall be paid to the Member's Beneficiary pursuant to Section 7.2(e).
(b) Form of Payment. A Member's Account attributable to Grandfathered Benefits shall be paid in cash in one of the following forms:
(1) A single lump sum payment; or
(2) Installment payments for a term certain not to exceed ten (10) years, such method of payment to be elected by the member on his
participation agreement, payable to such Member or, in the event of such Member's death prior to the end of such term certain, to his
Beneficiary.
(c) Time and Applicability of Election. A Member must elect one of the forms of payment listed in Subsection (b) above on his participation
agreement. Except as provided in Subsection (d) below, such election shall be irrevocable by the Member, shall remain in effect for all periods of
a Member's participation in the Plan and shall be effective with respect to all Grandfathered Benefits. In the event a Member fails to timely elect
the form in which payment of his Grandfathered Benefits is to be made, the Member shall be deemed to have elected of a single lump sum cash
payment.
(d) Change in the Form of Payment. Solely with respect to his Grandfathered Benefits, a Member shall be entitled to change his elected form of
benefit payment once every five years. No such change will become effective if it was not made more than two years prior to the date that
benefits commence. If a Triggering Event occurs during a Plan Year following the Committee's receipt of the Member'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 Member's Grandfathered Benefits.
(e) Death of Member. If a Member's benefit becomes payable as a result of the death of the Member, then the following shall apply
(1) If a Member dies prior to the termination of his service as a non-employee director with the Company, the Member's Beneficiary shall be
entitled to the value of the Member's Account.
(2) Upon the death of a Member who, at the time of his death, had previously terminated his service as a non-employee director with the
Company, the Member's Beneficiary shall be entitled to receive the entire portion of the Member's Account.
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