UNIVERSAL FOODS CORPORATION
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
SECTION 1. PURPOSE
Universal Foods Corporation (the "Company") hereby establishes a non-qualified supplemental executive
retirement plan for certain key employees, as designated and described herein, which shall be known as the
Universal Foods Corporation SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (the "Plan").
The purpose of the Plan is to enable the Company to attract, retain, and motivate certain key employees and to
provide retirement and survivor benefits for the employees, their surviving spouses and designated beneficiaries.
SECTION 2. DEFINITIONS
For purposes of this Plan, certain words or phrases used herein will have the following meanings:
A. "Board of Directors" means the Board of Directors of Universal Foods Corporation.
B. "Disability" means permanent long-term disability for which the Executive would be entitled to long-term
disability benefits under the Company's Disability Income Plan. Determination of such Disability applied to this
Plan shall be made at the sole discretion of the Company and the decision of the Company shall be final. During
periods of determined Disability, the
Executive shall be considered to be in the full employ of the Company for the purpose of this Plan.
C. "Executive" means a selected employee of the Company designated to participate in the Plan by the Chief
D. "Fiscal Year" means the year beginning October 1 and ending September 30.
E. "Company" means Universal Foods Corporation and all of its wholly-owned subsidiaries.
F. "Normal Retirement Date" means the date the Executive attains age 62; or such date after the Executive attains
age 55 and his or her age and years of continuous service with the Company equals or exceeds 85.
G. "Early Retirement Date" means the date the Executive attains age 55 and has completed 10 or more years of
continuous service with the Company.
SECTION 3. DESIGNATION OF EMPLOYEE PARTICIPATING IN PLAN