EXHIBIT 10.107
FIRST AMENDMENT TO THE
ENVIRONMENTAL POWER CORPORATION
RETIREMENT PLAN
WHEREAS, Environmental Power Corporation (the "Employer") heretofore adopted the Environmental Power
Corporation Retirement Plan (the "Plan"), effective as of January 1, 1998;
WHEREAS, Section 13.2 of the Plan reserves to the Employer the right to amend the Plan;
WHEREAS, the Employer desires to amend the Plan to secure a favorable determination letter; and
NOW, THEREFORE, the Plan is hereby amended as follows:
1. Subsection (a) of Section 2.16, Compensation, shall be amended by adding the following at the conclusion
thereof:
"Compensation also includes elective amounts that are not includible in the gross income of the Participant under
Section 125, 402(e)(3),
402(h), 403(b) or, effective January 1, 2001, 132(f)(4) of the Code."
2. Subsection (a) of Section 16.1, Definitions, shall be amended by adding the following paragraph (iv):
"(iv) For the purpose of determining whether a plan is a top-heavy plan under this subsection (a), the value of
account balances and the present value of accrued benefits shall be determined as of the valuation date."
3. Subsection (d) of Section 16.1, Definitions, shall be amended in its entirety to read as follows:
"(d) (i) "Aggregation Group" means:
(A) Each qualified defined benefit and defined contribution retirement plan of the Affiliated Employers in which a
key employee is or was a participant within the period of five Plan Years ending on the determination date;
(B) Each other Plan of a required aggregation group, which is a qualified defined benefit or defined contribution
retirement plan of the Affiliated Employers that enables any plan described in subparagraph (A) to meet the
qualification requirements of Sections 410(b) or 401(a)(4) of the Code; and
(C) Each other plan of a permissive aggregation group, which is a qualified defined benefit or defined contribution
retirement plan
of the Affiliated Employers elected by the Administrator that cau