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EXHIBIT 10.6
FIRST AMENDMENT
TO THE
BOWATER INCORPORATED
RETIREMENT PLAN FOR OUTSIDE DIRECTORS
AS AMENDED AND RESTATED
FEBRUARY 26, 1999
WHEREAS, Bowater Incorporated, a Delaware corporation (the
"Corporation"), established the Bowater Incorporated Retirement Plan for Outside
Directors (the "Plan"); and
WHEREAS, the Executive Committee of the Board of Directors of the
Corporation desires to amend and restate Section 2.02 of the Plan;
NOW, THEREFORE, Section 2.02 of the Plan is hereby amended and
restated, effective June 9, 2000, as follows:
"2.02 Change in Control. Any Participating Director who was a
Director immediately prior to a Change in Control of the
Company who is removed from or not renominated to his
directorship following such Change in Control shall (a) not be
required to meet the service requirement imposed by Section
2.01, (b) be eligible to retire early pursuant to Section 3.01
without the consent of the Company and without regard to his
attained age at the time of such retirement, and (c) be
entitled to a benefit calculated under Section 4.01 or 4.02,
whichever is applicable, as described in the next sentence
(but only in the event of a Change in Control). For purposes
of this calculation, years of Service in Continuous Service
shall be deemed to be ten (10) and Final Average Earnings
shall be based on Earnings that include (i) the amount of the
annual retainer in effect for the calendar year in which the
Change in Control occurs, plus (ii) all fees for attendance at
Board meetings and committee meetings recorded on the
quarterly statements of Board compensation for the four full
calendar quarters immediately preceding the date of the Change
in Control."
IN WITNESS WHEREOF, Bowater Incorporated has caused this First
Amendment to be executed by a duly authorized member of the Executive Committee
of the Board of Directors as of this 9th day of June, 2000.
BOWATER INCORPORATED
Executive Committee of the Board
of Directors
By: /s/ Arnold M. Nemirow
---------------------------
Arnold M. Nemirow
Date Signed: September 13, 2000
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