Amgen 2013 Annual Report Download - page 178

under this Plan. If Claimant has entered into an arbitration agreement with the Company or an Employer, the provisions of that
arbitration agreement will govern following a Claimant’s compliance with the foregoing provisions of this Article 13, and shall
be the sole and exclusive remedy following compliance with the foregoing provisions. No arbitration or civil action for benefits
under the Plan may be brought more than one year following the notification that the appeal was denied in whole or in part, or
the event that gave rise to the claim for benefits (including, without limitation, receipt of a benefit statement that is labeled as a
final determination (or labeled in terms substantially similar) of the Claimant’s benefits as of a certain date or states the Claimant
may file a claim for benefits within 180 days), whichever is later. If no arbitration agreement is applicable, any legal or equitable
action for benefits under the Plan must be brought in the United States District Court that includes the city or is nearest to the
city in which the participant was last employed by an Employer.
ARTICLE 14
Trust
14.1 Establishment of the Trust. The Company may establish the Trust, and each Employer may transfer over to the Trust such
assets as the Employer determines, in its sole discretion, to provide for its respective future liabilities created with respect to the
Annual Deferral Amounts and Annual Company Contribution Amounts, for such Employer’s Participants for all periods prior
to the transfer, as well as any debits and credits to the Participants’ Account Balances for all periods prior to the transfer, taking
into consideration the value of the assets in the Trust at the time of the transfer.
14.2 Interrelationship of the Plan and the Trust. The provisions of the Plan and the Plan Agreement shall govern the rights of a
Participant to receive distributions pursuant to the Plan. The provisions of the Trust shall govern the rights of the Employers,
Participants and the other creditors of the Employers to the assets transferred to the Trust. Each Employer shall at all times
remain liable to carry out its obligations under the Plan.
14.3 Distributions From the Trust. Each Employer’s obligations under the Plan may be satisfied with Trust assets distributed
pursuant to the terms of the Trust, and any such distribution shall reduce the Employer’s obligations under this Plan.
14.4 Investment of Trust Assets. The Trustee of the Trust shall be authorized, upon written instructions received from the
Committee or investment manager appointed by the Committee, to invest and reinvest the assets of the Trust in accordance
with the applicable Trust Agreement.
ARTICLE 15
Miscellaneous
15.1 Status of Plan. The Plan is intended to be a plan that is not qualified within the meaning of Code Section 401(a) and that “is
unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of
management or highly compensated employees” within the meaning of ERISA Sections 201(2), 301(a)(3) and 401(a)(1). The
Plan shall be administered and interpreted to the extent possible in a manner consistent with that intent. The Plan is an
unfunded, nontax-qualified, individual account, profit sharing plan. Plan benefits shall only accrue immediately before they are
paid and may be paid directly by the applicable Employer. By electing to contribute to this Plan, each Participant acknowledges
that this Plan is subject to ERISA but exempted from all of ERISA’s substantive requirements because it is a “top-hat plan,”
acknowledges that the Company would not have implemented or continued this Plan but for its good-
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