Tech Data 2013 Annual Report Download - page 162

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(C) In connection with the exercise of the rights set forth in subparagraphs (A) and (B) above, the Trustee shall notify each Participant,
at least thirty (30) days prior to the date upon which such rights are to be exercised;
provided, however, that the Trustee shall not be under any obligation to notify the Participants sooner that it receives such information as a
security holder of record. In the event the notice received by the Trustee makes it impossible for the Trustee to comply with such thirty
(30) day notice requirement, the Trustee shall notify
the Participants regarding the exercise of such rights as soon as practicable. The notification shall include all information distributed to the
security holders of record by the Employer regarding the exercise of such rights.
(D) Any voting and other rights with respect to Employer Securities (including fractional shares) held by the Trustee that are not
allocated to the Participants' Accounts shall be exercised by the Trustee in its discretion."
3. Paragraph (b) of Article VIII of the Plan shall be amended to read as follows:
"(b) Form of Benefit Payment. The form of benefit payment shall be a single sum distribution in cash; provided, however, that a Participant
(or, in the case of a deceased Participant, his beneficiary(ies)) may elect to have all or any portion of his Account that is invested in Employer
Securities paid to him in the form of whole shares of Employer
Securities.
(1) Notwithstanding anything to the contrary herein:
(A) In the case of a retirement, disability or termination of employment benefit, in no event shall payments extend beyond the life
expectancy of the Participant or the joint life expectancy of the Participant and his designated
beneficiary. If the Participant dies before receiving the entire amount payable to him, the balance shall be paid to his designated beneficiary or, if
there is none, to the beneficiary specified in Article VII; in each case the balance shall be
distributed at least as rapidly as under the method being used prior to the Participant's death.
(B) In the case of a death benefit,
(i) payment to the designated beneficiary shall begin within one year following the Participant's death (unless the designated
beneficiary is the Participant's surviving spouse, in which case such benefit shall begin no later than the date the Participant would have
reached age 70- ½ ) and shall not, in any event, extend beyond the life expectancy of the designated beneficiary, and
(ii) payment to a non-designated beneficiary shall be totally
distributed within five years from the date of the Participant's death,
(C) (A) Notwithstanding the foregoing, payments under any of the options described in this paragraph shall satisfy the incidental
death benefit requirements and all other applicable provisions of Section 401 (a)(9) of the Code, the regulations issued thereunder (including
Treasury Reg. Section 1.401 (a)(9)-2), and such other rules thereunder as may be prescribed by the Commissioner."
4. Paragraph (e) of Article VIII of the Plan shall be deleted in its entirety:
"(e) Shared Legend. Shares of Employer Securities held or distributed by the Trustee may include such legend restrictions on transferability as
the Company may reasonably require in order to assure compliance with applicable federal and state securities laws."
5. Paragraph (c) of Article IX of the Plan shall be deleted in its entirety:
"(c) In Service Distribution of ESOP Merger Account.
(1) Notwithstanding any other provisions of the Plan or the Trust, each Qualified Participant in the Plan may elect within 90 days after
the close of each Plan Year in the Qualified Election Period (or more frequently, if permitted by the Plan Administrator on a uniform,
nondiscriminatory basis) to receive a distribution of the value (determined as of the proceeding Valuation Date) of no more than 25% (in whole
multiples of 1%) of the number of shares of Employer Securities allocated to his ESOP Merger Account.
(2) The-amount that may be distributed pursuant to this paragraph shall be determined by multiplying the number of shares of Employer
Securities credited to the Participant's ESOP Merger Account (including shares of
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