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RESOLUTION NO. 81-84
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DANVILLE
Establishing A Money Purchase Retirement Plan
For City of Danville Employees
WHEREAS, the City of Danville has employees rendering services
to the citizens of Danville; and
WHEREAS, the establishment of a Money Purchase Plan will benefit
employees by providing funds for retirement and funds for their
beneficiaries in the event of death; and
WHEREAS, the establishment of a Money Purchase Plan will assist
the City of Danville to attract and retain qualified personnel;
and
WHEREAS, the City of Danville desires that its Money Purchase
Plan be administered by the ICMA Retirement Corporation;
NOW THEREFORE BE IT RESOLVED that the City of Danville
establishes a Money Purchase Plan in the form of the ICMA
Retirement Corporation Prototype Money Purchase Plan and Trust,
pursuant to the specific provisions of the executed Adoption
Agreement. The Plan and the Trust forming a part hereof are
established and shall be maintained for the exclusive benefit of
eligible employees and their beneficiaries.
PASSED, APPROVED AND ADOPTED this 20th day of August, 1984, by
the following vote:
AYES: May, Mc Neely, Offenhartz, Schlendorf
NOES: None
ABSENT: Lane
ATTEST: _ _
,.-- ........ C~TY CLERK
542 San Ramon Valley Blvd. * Danville, CA * 94526 * (415) 820-6337
RETIREMF_2VF
CORIK)RATION
PROTOTYPE MONEY PURCHASE PLAN & TRUST
ADOPTION AGREEMENT
The Employer hereby establishes a Money Purchase Plan & Trust to be known as
City of Danville Retirement Program (The "Plan") in the form of the ICMA Retirement
(name of plan)
Corporation Prototype Money Purchase Plan and Trust.
This Plan is an amendment and restatement of an existing defined contribution pension plan. [] Yes [] No
If yes, please specify the name of the defined contribution pension plan which this Plan hereby amends and
restates:
A. EMPLOYER: City of Danville 4. Normal Retirement Age shall be 65
If a different Normal Retirement Age is established
for one or more groups of employees, please
B. THE EFFECTIVE DATE of the Plan shall be the first specify:
day of the Plan Year during which the Employer adopts
the Plan, unless an alternate Effective Date is hereby Age Group
specified:
C.THE PLAN YEAR shall be the calendar year, unless
an alternate Plan Year is hereby specified:
July 1 to June 30
D. ELIGIBILITY REQUIREMENTS E, CONTRIBUTION PROVISIONS
1. The following group or groups of Employees are 1. The Employer shall contribute on behalf of each
eligible for participation in the Plan:
Participant 10 % of Earnings for the
__ All Employees Plan Year (subject to the limitations of Section 4.09
__ All Full-time Employees of the Plan).
X Salaried Employees
__ Non-union Employees 2. a) Each Participant is required to contribute,
__ Management Employees
__ Public Safety Employees 0 % of Earnings for the Plan Year as a
__ General Employees condition of participation. (Write "O" if no contribu-
X Other (specify below) tion is required.)
City M~nager b) The Employer hereby elects to "pick up" the
Mandatory/Required Participant Contribution.
2. The Employer hereby waives the requirement of a [] Yes :El No
six-month period of service for participants.
Yes [] No 3. Each Participant may make a Voluntary Participant
Contribution as defined in Section 2.34 of the Plan,
If this waiver is elected, it shall apply to all subject to the limitations of Section 4.04 and 4.09
employees within the Covered Employment of the Plan. K] Yes [] No
Classification.
3, A minimum age requirement is hereby specified for 4. Each Participant may make a Deductible Employee
eligibility to participate. The minimum age require- Contribution as defined in Section 2.08 of the Plan,
ment is N / A (not to exceed age 24~). subject to the limitations of Section 4.05 of the Plan.
Write NIA if no minimum age is declared. r~ Yes [::] No
5. Employer contributions and Employee contribu- H. INVESTMENT OPTION (check one)
tions, if any, shall be contributed to the Trust in ac-
The following applies to Employer Contributions and
cordance with the following payment schedule:
Mandatory Employee Contributions. All Voluntary
Bi monthiv Employee Contributions and Deductible Employee
Contributions (DECs) are not subject to investment
restrictions.
[] A Participant may direct his/her investment only in
an investment option which provides a guarantee
F. EARNINGS of principal.
Earnings, which form the basis for computing Employ- [] A Participant may direct his/her investment of not
er contributions and Employee contributions, if re- more than % in an investment option
quired, are defined as the Participant's base salary or
wages, before applying any salary reduction agreed which does not provide any guarantee of principal.
to by the Participant pursuant to a plan described in [] A Participant may direct his/her investment, with-
Sections 457 or 403(b) of the Code, plus the following out restriction, among various investment options
(check whichever is applicable, if any): available under the Trust.
[] Overtime [] Specify any other investment restrictions:
[] Bonuses
[] Employer contributions (other than salary reduc-
tion amounts) under Section 457 of the Code
[] Other extraordinary remuneration
G. VESTING PROVISIONS
The Employer hereby specifies the following vesting
schedule, subject to 1) the minimum vesting require- I. WITHDRAWAL UPON SEPARATION
ments as noted and 2) the concurrence of the Plan 1. Upon separation from service for mason other than
Administrator. death, Disability or attainment of Normal Retirement
Years of Specified Minimum Age, the Participant may elect to commence receiv-
Service Percent Vesting * ing benefits from the following accounts, without
Completed Vesting Requirements** regard to age:
Zero 3. 0 0 % No minimum a) Employer Contribution Account (Nonforfeitable In-
terest) ~ Yes [] No
One __ % No minimum b) Participant Contribution Account (if applicable)
Two __ % No minimum ~ Yes [] No
Three __ % No minimum c) Portable Benefits Account [] Yes [] No
Four __ % Not less than 40% 2. If "no" to any of the above, the earliest age is
Five __ % Not less than 45%
, at which the Employer will allow a dis-
Six __ 0/0 Not less than 50°/0 tribution from the Employer Contribution Account,
Seven __ % Not less than 60% the Portable Benefits Account, and/or the Partici-
Eight __ o/0 Not less than 70% pant Contribution Account, if applicable.
Nine __ 0/0 Not less than 80% 3. Notwithstanding Section 1(2) above, a distribution
Ten __ % Not less than 90% shall be made pursuant to Section 8.05 of the Plan,
De Minimis Accounts. Further, the Participant shall
Eleven or more 100 0/0 Must equal 100%
be entitled to make a rollover contribution pursuant
to Section 8.03 of the Plan. ~
(**These minimum vesting requirement~ conform to
the IRS's Four-Forty Schedule, which is the most re- J. Loans are permitted under the Plan as provided in ;=i';
strictive schedule for which an advance determination Article Xl. ~.~ Yes [] No ~'.';~:
ruling for qualification will be issued by the IRS without ~;~~
a pre-test for nondiscrimination.) ::'~? ~'
K. The Employer hereby attests that it is a unit of state L. The Employer hereby appoints the ICMA Retirement
or local government or an agency or instrumentality Corporation as the Plan Administrator pursuant to the
of one or more units of state or local government and terms and conditions of the ICMA PROTOTYPE
that it has the authority under state and local laws to MONEY PURCHASE PLAN & TRUST.
adopt a Money Purchase Plan.
The Employer hereby agrees to the provisions of the
Plan and Trust.
In Witness Whereof, the Employer hereby causes this Agreement to be executed on this
day of ,19
EMPLOYER Accepted: ICMA RETIREMENT CORPORATION
By: By:
Title: Title:
Attest: Attest:
4/84
....... VCMA
RETIREMENT
CORPORATION
PROTOTYPE MONEY PURCHASE PLAN & TRUST
I. PURPOSE to perform any gainful activity for which he/she is suited by
The Employer hereby adopts this Plan and Trust to provide funds for virtue of his/her experience, training, or education. The per-
its Employees' retirement, and to provide funds for their Beneficiaries manerice and degree of such impairment shall be supported
in the event of death. The benefits provided in this Plan shall be paid by medical evidence.
from the Trust. The Plan and the Trust forming a part hereof are 2.10 Earnings. The base salary or wages, plus other it4Jms elected
adopted and shall be maintained for the exclusive benefit of eligible by the Employer in the Adoption Agreement, p~d or made
Employees and their Beneficiaries. Except as provided in Section available by the Employer to a Participant for personal ser-
12.03, no part of the Trust shall revert to the Employer or be used vices rendered in the course of employment with the Employer.
for or diverted to purposes other than the exclusive benefit of Earnings shall be determined before applying any salary reduc-
Employees and their Beneficiaries. tion agreed to by the Participant pursuant to a plan deScribed
in Sections 457 or 403(b) of the Code.
II. DEFINITIONS 2.11 Effective Date. The first day of the Plan Year during which
2.01 Accounting Date. The last working day of each calendar the Employer adopts the Plan, unless the Employer elects in
month. the Adoption Agreement an alternate date as the Effective Date
2.02 Adoption Agreement. A resolution of the governing body of of the Plan.
the Employer which adopts the Prototype Plan and elects 2.12 Employee. Any individual who performs services for the
among the various alternatives provided thereunder, and which Employer, excluding independent contractors.
upon execution by the Employer and acceptance by the ICMA
2.13 Employer. The unit of state or local government or an agency
Retirement Corporation becomes an integral pert of the Plan. or instrumentality of one or more states or local governments
2.03 Beneficiary. The person or persons designated by the Par- which executes the Adoption Agreement.
ticipant who shall receive any benefits payable hereunder in
2.14 Employer Contribution Account. A separate account main-
the event of the Participant's death. The designation of such tained for a Participant consisting of his/her allocable share
Beneficiary shall be in writing to the Plan Administrator. of Employer contributions and earnings of the Trust, plan
2.04 Break in Service. A twelve (12)consecutive month Period of forfeitures and realized and unrealized gains and losses
Severance. allocable to such account, less any amounts distributed to the
2.06 Code. The Internal Revenue Code of 1954, as amended from Participant or his/her Beneficiary from such account.
i time to time. 2.15 Limitation Year. The Limitation Year is the 12-consecutive
f
2.06 Compenostion. Wages and other compensation paid or made month period for which Compensation is calculated for pur-
available to an Employee, either before or after he/she pose of determining the contribution limitations under Section
becomes a Participant, for personal services rendered in the 4.09 of the Plan. The Limitation Year shall be the Plan Year.
course of employment with the Employer, that the Employer 2.16 Nonforfeitable Interest. The interest of the Participant or
is required to report for federal income tax purposes on Inter- his/her Beneficiary (whichever is applicable) in that percentage
nal Revenue Service Form W-2, or any substitute or successor of his/her Employer Contribution Account balance which has
form. vested pursuant to Article Vl. A Participant shall, at all times,
2.07 Covered Employment Classification. The group or groups have a Nonforfeitable Interest in his/her entire Participant Con-
of Employees eligible to participate in the Plan as specified tribution, Portable Benefits, Voluntary Contribution, and Deduc-
tible Employee Contribution Accounts.
in the Employer's Adoption Agreement.
2.17 Normal Retirement Age. The age which the Employer
2.08 Deductible Employee Contribution Account. A separate Par-
ticipant account which contains voluntary contributions which specifies in the Adoption Agreement.
are intended to be deductible under Section 219(a) of the Code. 2.18 Participant. An Employee who satisfies the requirements of
Such account shall also include any realized and unrealized Article III, who is a member of the Covered Employment ~.
gains and losses allocable to such contributions, less any Classification, and who makes mandatory contributions if re-
amounts distributed to the Participant or his/her Beneficiary quired unQer the Adoption Agreement.
from such account. 2.19 Participant Contribution Account. A separate account main-
2.09 .Disability. A physical or mental impairment which in the opin- talned for each Participant consisting of his/her mandatory con-
,on of the Plan Administrator is of such permanence and tributions and earnings of the Trust and adjustments for
degree that a Participant is unable because of such impairment withdrawals, and realized and unrealized gains and losses
1
attributable thereto. If a Participant is ,aquired/ailoweq to make (a) with any ,< :~nforfeitable Interest in his/bar Employer Con.
both mandatory and voluntary contributions, a Voluntary Con- tribution Account, or
tribution Account shall also be maintained. (b) with no such Nonforfeitable Interest, and who resumes
2.20 Participant Loan Account, A separate investment account such employment either (i) before a Break in Service or
established for the purpose of making and investing in loans (ii) after a Break in Service but before his/her latest Period
to the Participant. Such account shall include the amounts of Severance equals or exceeds his/her Period of Service.
transferred pursuant to Section 11.03(a) of the Plan, plus ac- 2.32 Suspenea Account. An account maintained as'a pert of the
crued interest, less repayments of principal and peymants of Trust which contains any excess annual additions or forfeitures.
interest. Any loan made to a Participant shall be made only
from such account. 2.33 Trust. The Trust created under Article V of the Plan which shall
consist of all of the assets of the Plan derived from Employer
2.21 Period of Separation. A period of time commencing with the and Participant contributions under the Plan, plus any income
date an Employee separates from service and ending with the and gains thereon, less any losses, expenses and distributions
date such Employee resumes employment with the Employer. to Participants and Beneficiaries.
2.22 Period of Service. For purposes of determining an Employee's 2.34 Voluntary Contribution Account. A separate Participant ac-
initial or continued eligibility to participate in the Plan or his/her
count which contains voluntary contributions which are not
vested interest in his/her Employer Contribution Account, an deductible under Section 219(a) of the Internal Revenue Code.
Employes shall be credited for the time period commencing Such account shall also include any realized and unrealized
with his/her first day of employment and ending on the date gains and losses ailocable to such contributions, less any
a Period of Severance begins. A Period of Service for these
amounts distributed to the Participant or his/her Beneficiary
purposes includes any Period of Separation of less than twelve from such account.
(12) consecutive months. In the case of an Employee who
separates from service and later resumes employment with III. PARTICIPATION
the Employer, the Period of Service prior to his/her resump-
tion of employment shall be aggregated only if such Employee 3,01 Service. Except as provided in Sections 3.02 and 3.03 of the
is a Re-employed Individual. Plan, an Employee within the Covered Employment Classifica-
tion who has completed a six (6) month Period of Service shall
2.23 Period of Severance. A period of time commencing with the participate on the first day of the first calendar quarter after
earlier of: such service requirement is satisfied. The Employer may elect
(a) the date an Employee separates from service by reason in the Adoption Agreement to waive the six-month Period of
of quitting, retirement, death, or discharge or Service.
(b) the date twelve (12) months after the date an Employee 3.02 Age. The Employer may designate a minimum age require-
separates from service, and ending, in the case of an ment, not to exceed age 241/2, for participation. Such age, if
Employee who separates from service by reason other any, shall be declared in the Adoption Agreement.
than death, with the date such Employee resumes employ- 3.03 Re-employed Individual. A Re-employed Individual shall per-
ment with the Employer. ticipate in the Plan upon re-employment or the date described
2.24 Plan. This Prototype Plan as modified and detailed in the Adop- in Sections 3.01 and 3.02 of the Plan, whichever is later.
tion Agreement.
IV. CONTRIBUTIONS
2.25 Plan Administrator. The ICMA Retirement Corporation.
4.01 Employer Contributions. For each Plan Year, the Employer
2.26 Plan Year. A calendar year, unless the Employer elects will contribute to the Trust an amount which is determined in
another 12-month period under the Adoption Agreement. accordance with the Adoption Agreement. The Employer's full
2.27 Portable Benefits Account. A separate Participant account contribution for any Plan Year shall be due and paid not later
which contains a "qualifying rollover distribution" from another than thirty (30) working days after the close of the Plan Year.
plan, pursuant to Section 4.08 of the Plan. Such account shall 4.02 Forfelturee. All amounts forfeited by terminated Participants,
be at all times nonforfeitable by the Participant. pursuant to Section 6.06 of the Plan, shall be used to reduce
2.28 Prototype Plan. The International City Management Associa- Employer contributions for the following Plan Year and suc-
tion Retirement Corporation Prototype Money Purchase Plan ceeding Plan Years, if necessary.
and Trust. 4.03 Mandatory Participant Contributions. If the Employer so
2.29 Qualified Beneficiary. Any individual who 1) was a depen- elects in the Adoption Agreement, each Participant shall make
dent of the Participant or the Participant's surviving spouse contributions equal to the designated percentage of his/her
for any two of the last five taxable years, or 2) is a former Earnings as a condition of his/her participation in the Plan.
spouse of the Participant. If a child's parents are divorced, and Such contributions shall be accounted for separately in the
the child is a dependent of either or both of the divorced Participant Contribution Account. Such account shall be at all
parents, then the child shall be treated as a dependent of each times nonforfeitable by the Participant.
divorced parent. 4.04 Voluntary Participant Contributions,. If the Employer so elects
2.30 Qualified Joint and Survivor Annuity. A nontransferable in the Adoption Agreement, a Participant may make voluntary
guaranteed annuity contract purchased by the application of contributions under the Plan for any Plan Year in any amount
a part of or the entire interest of the Participant in the Plan, up to 10 percent of his/her Compensation for such Plan Year.
that provides annuity payments to and during the life of the Such contributions shall be accounted for separately in the
Participant, and survivor annuity payments, in an amount equal Voluntary Contribution Account. Such account shall be at all
to not less than 50 percent, nor more than 100 percent, of the times nonforfeitable by the Participant. Notwithstanding the
f.~ annuity payments payable to the Participant during his/her life, foregoing, no Participant shall be allowed to make voluntary
to and during the life of his/her surviving eligible spouse, if any, contributions under this Plan if he/she is covered under another
i after his/her death. An eligible spouse shall be the person to qualified plan maintained by the Employer which allows volun-
whom the Participant was married on the annuity starting date. tary contributions thereunder.
2.31 Re-employed Individual. A person who, after having sepa- 4.05 Deductible Employee Contributions. If the Employer so
rated from service, resumes employment: elects in the Adoption Agreement, a Participant may for each
year prior to the year he/she attains ag,. J~h voluntarily con- (b) The lesser o a Participant's contributions (other than
, tribute to the Trust an amount not to exceed the lesser of Deductible Employee Contributions) in excess of 6 per-
~l his/her Compensation or $2,000 (or such larger amount per- cent of his/her Compensation; or (2) one-half of the Par-
mitted as a deduction by the Code). Contributions made pur- ticipant's contributions (other than Deductible Employee
suant to this Section 4.05 are intended to be deductible by Contributions).
~ Participants under Section 219(a) of the Code. A contribution A "qualifying rollover distribution" described in Section 4.08
by a Participant shall be credited to his/her Deductible of the Plan shall not be considered as annual addition of
~, Employee Contribution Account and amounts so credited shall a Participant.
.~ be 100 percent vested and nonforfeitable at all times.
4.06 Payment of Participant Contributions. Participant contribu- 4.11 Elimination of Excess Annual Additions. Any annual addition
in excess of the limitations of Section 4.09 of the Plan shall
~: tions, whether mandatory or voluntary, shall be made by payroll be eliminated in the following order:
deduction and shall be contributed to the Trust as specified
?
in the Adoption Agreement. (a) First, voluntary contributions (other than Deductible
Employee Contributions) and next, if necessary, any man-
~ 4.07 Changes in Voluntary Contributions. A Participant may elect datory contributions, including any earnings and gains,
7: to change his/her voluntary contribution rate, provided that only minus any losses attributable thereto, to the extent
one such change shall be allowed during any Plan Year. A necessary to prevent an excess annual addition, shall be
~, Participant may discontinue voluntary contributions at any time. returned to the Participant.
Once a Participant has discontinued such contributions, he/she
' may not resume voluntary contributions for six calendar (b) If necessary, then, next, Employer contributions and
months. forfeitures credited to the Participant's account for the
Limitation Year, including any earnings and gains, minus
4.08 Portability of Benefits. An Employee within the Covered
any losses attributable thereto, to the extent necessary
Employment Classification, whether or not he/she has satisfied to prevent an excess annual addition, shall be reallocated
the minimum age and service requirements of Article Ill, may to the Suspense Account and shall be reapplied to reduce
transfer (roll over) his/her interest in a plan qualified under Sac- dollar-for-dollar Employer contributions otherwise required
tions 401(a) or 403(a) of the Code to this Plan, provided: to be made for the next Limitation Year and succeeding
(a) The distribution is (1) on account of termination or discon- Limitation Years, if necessary.
tinuance of the plan or (2) the distribution represents a 4.12 Short Limitation Year. Notwithstanding anything to the con-
lump sum distribution which becomes payable on account trary in Section 4.09 of the Plan, if a short Limitation Year is
of the Employee's separation from service, death, Disabili- created because of an amendment changing the Limitation Year
ty or after the Employer attains age 59V2, to a different 12-consecutive month period, the maximum an-
(b) The amount distributed from the plan is transferred to this nual addition for the short Limitation Year shall be the lesser of:
Plan no later than the 60th day after distribution was made (a) The amount described in Section 4.09(b) of the Plan for
from the plan, such Limitation Year multiplied by the following fraction:
(c) The distribution constituted the Employee's entire interest
in the plan and was distributed within one taxable year number of months in the
to the Employee, short Limitation Year
12
(d) The amount transferred to this Plan does not include any or
amounts contributed by the Employee to the plan, and
(b) Twenty-five parcent of the Participant's Compensation for
(e) The Employee was not an Owner-Employee under such the short Limitation Year.
plan within the meaning of Section 401(a)(1) of the Code.
4.13 Participant in Other Defined Contribution Plans. Notwith-
Such transfer (rollover) may also be through an Individual standing any other provision in this Plan, if any annual addi-
Retirement Plan qualified under Section 408 of the Internal tions are allocated under any other Defined Contribution Plans
Revenue Code where the Individual Retirement Plan was used maintained by the Employer with respect to a Participant in
as a conduit from the prior plan and the transfer is made in this Plan, and the annual additions to the Participant's accounts
accordance with the rules provided at (a) through (e) of this under all of the Defined Contribution Plans, treated as a single
paragraph and the transfer does not include any personal con- plan, would, but for this Section 4.13, exceed his/her maximum
I tributions or earnings thereon the Participant may have made annual addition for a Limitation Year, then his/her annual ad-
to the Individual Retirement Plan. ditions shall be reduced first in accordance with such other
The amount transferred shall be deposited in the Trust and Plans (if they provide for such reduction in this situation), and
shall be craditad to a Portable Benefits Account. Such account then to the extent necessary in accordance with Section 4.11
shall be 100 percent vested in the Employee. of the Plan.
4.09 Limitation on Annual Addition. The annual addition to a Par- 4.14 Participant in Defined Benefit Plan. If a Participant has at
ticipant's accounts for a Limitation Year shall not exceed anytime been a participant in any Defined Benefit Plan main-
his/her maximum annual addition, which shall be the lesser of: tained by the Employer, then for any Limitation Year, the sum
of the Defined Benefit Plan Fraction and the Defined Contribu-
(a) Twenty-five percent of such Participant's Compensation tion Plan Fraction shall not exceed 1.0. If this limitation would
during the Limitation Year; or be exceeded, then the Participant's projected annual benefit
under the Defined Benefit Plan shall be reduced in accordance
(b) The amount permitted under the Code Section 415(c)(1) with the terms thereof to the extent necessary to satisfy the
(A), as adjusted from time to time under Code Section
415(d)(1 ) and Tress. Rag. 1.415-6(d), and in effect for the 1.0 limitation described in this Section 4.14. If such Plan does
?--.~ calendar year in which the Limitation Year ends. not provide for such reduction or if the 1.0 limitation is still ex-
ceeded after the reduction, annual additions shall be reduced
4.10 Annual Addition. The annual addition to a Participant's ac- to the extent necessary in the manner described in Section
counts for a Limitation Year shall be the sum of: 4.11 of the Plan.
(a) Employer contributions and forfeitures, plus amounts reap- 4.15 Definitions for Sections 4.13 and 4.14. For purposes of Sac-
plied pursuant to Section 4.11 of the Plan, and tions 4.13 and 4.14 of the Plan, the following definitions apply:
(a) "Defined Contribution Plan" and ' ,. ,,ined Benefit Plan" other ~..,is of securities or investments of any kind, class,
shall have the meanings set forth in4Bection 415(k) of the or character whatsoever and representing interests in any ~
Code and the regulations thereunder. form of enterprise, wherever it may be located, organized ~.!:
(b) "Defined Benefit Plan Fraction" for any LimitationY/ear or operated within or without the United States of America,
shall mean a fraction: whether such investments are income producing or not,
without being limited in any respect by statute or court
(1) The numerator of which is the projected annual benefit rule or decision of any jurisdiction now or hereafter in force i!;
of a Participant, as defined in Section 1.415-7(b)(c) purporting to limit or otherwise affect such investments.
of regulations, and any successor regulations, under Assets of the Trust may be invested in securities or new
all Defined Benefit Plans ever maintained by the Era~ ventures that involve a higher degree of risk than invest-
ployer, determined as of the close of the Limitation ments that have demonstrated their investment perfor-
Year, and adjusted under Section 415(b)(2) of the mance over an extended period of time.'
Code, if applicable; and
(b) To invest and reinvest all or any part of the assets of the
(2) The denominator of which is the lesser of: Trust in any common, collective or cornmingled trust fund
(A) the product of 1.25 multiplied by the dollar limita- that is maintained by a bank or other institution and that
tion in effect for such Limitation Year under Sec- is available to employee plans qualified under Section 401
flea 415(b)(1)(A) of the Code; or of the Code, or any successor provisions thereto, and dur-
ing the period of time that an investment through any such
(B) The product of 1.4 multiplied by the amount that medium shall exist, to the extent of participation of the
may be taken into account under Section
Plan, the declaration of trust of such common, collective,
415(b)(1)(B) of the Code with respect to the Par-
ticipant under such Limitation Year. or cornmingled trust fund shall constitute a part of this
Plan.
(c) "Defined Contribution Plan Fraction" shall mean a
fraction: (c) To invest and reinvest all or any part of the assets of the
Trust in any group annuity, deposit administration or guar-
(1) The numerator of which is the sum of the annual addi- anteed interest contract issued by an insurance company
tions to the Participant's accounts as of the close of on a cornmingled or collective basis with the assets of any
the Limitation Year and all prior Limitation Years under other plan or trust qualified under Section 401(a) or any
all Defined Contribution Plans ever maintained by the other plan described in Section 401(a)(24) of the Cede,
Employer; and and such contract may be held or issued in the name of
(2) The denomination of which is the sum of the lesser of the Plan Administrator, or such custodian as the Plan
the following amounts determined for such Limitation Administrator may appoint, as agent and nominee for the
Year and for each prior Limitation Year included in Employer. During the period that an investment through
the Participant's service with the Employer: any such contract shall exist, to the extent of participa-
~ tion of the Plan, the terms and conditions of such con-
(A) The product of 1.25 multiplied by the dollar limita- tract shall constitute a part of the Plan.
tion in effect for such Limitation Year under Sec-
tion 415(c)(1)(A) of the Cede; or (d) To purchase part interests in real property or in mortgages
on real property, wherever such real property may be
(B) The product of 1.4 multiplied by the amount which situated, and to delegate to a property manager or the
may be taken into account under Section holder or holders of a majority interest in such real pro-
415(c)(1)(B) of the Cede with respect to the Par-
perty or mortgage on real property the management and
ticipant under such Plans for the Limitation Year. operation of any part interest in such real property or
V. TRUST AND INVESTMENT OF ACCOUNTS mortgages.
5.01 Trust. A Trust is hereby created to hold all of the assets of (e) To hold cash awaiting investment and to keep such por-
tion of the Trust in cash or cash balances, without liability
the Plan for the exclusive benefit of Participants and
for interest, in such amounts as may from time to time
Beneficiaries, except that expenses and taxes may be paid be deemed to be reasonable and necessary to meet
from the Trust as provided in Section 5.03. The Employer shall
obligations under the Plan or otherwise to be in the best
be the trustee. interests of the Plan.
5.02 Inveetmen{Powers. The Employer or the Plan Administrator,
acting as a~jent for the Employer, shall have the powers listed (f) To retain, manage, operate, administer, divide, subdivide,
partition, mortgage, pledge, improve, alter, demolish,
in this S~n 5.02 with respect to investment of Trust assets, remodel, repair, and develop in any manner any property,
except to the extent that the investment of Trust assets is con-
or any part of or partial interest in any property, real or
trolled by Participants pursuant to Section 11.03 of the Plan. personal, held in the Trust, to lease such property for any
(a) To invest and reinvest the Trust without distinction be- period of time, and to grant options to sell, exchange,
tween principal and income in any form of tangible or in- '~ lease, or otherwise dispose of any such property, without
tangible property, real, personal, or mixed, and wherever ~ regard to restrictions applicable to fiduciaries or others
situated, including, but not by way of limitation, common ;; and without the approval of any court.
or preferred stocks, shares of regulated investment com-
panies and other mutual funds, bonds, loans, notes, de- (g) To sell for cash or credit, redeem, exchange for other pro-
bentures, mortgages, certificates of deposit, interest, or perty, convey, transfer, or otherwise dispose of any pro-
perty held in the Trust in any manner and at any time,
participation, equipment trust certificates, commercial by private contract or at public auction or otherwise, and
paper including but not limited to participation in pooled no other person shall be bound to see to the application
commercial paper accounts, contracts with insurance
of the purchase money or to inquire into the validity, ex-
companies including but not limited to insurance, in- pediency, or propriety of any such sale or other disposition.
dividual or group annuity, deposit administration, and
guaranteed interest contracts, deposits at reasonable (h) To enter into contracts for or to make commitments either
rates of interest at banking institutions including but not alone or in company with others to purchase or sell at any
limited to savings accounts and certificates of deposit, and future date any property acquired for the Trust.
4
t
i~=~ To vote or to refrain from voting any stcck~ ,x~ds, or other (o) To make, exe, , acknowledge, and deliver any and all
,~ securities held in the Trust, to exercise any other right ap- deeds, leases, mortgages, conveyances, contracts,
purtsnant to any securities or other property held in the waivers, releases, or other instruments in writing
..~q~. Trust, to give general or special proxies or powers of at- necessary or proper for the accomplishment of any of the
torney with or without power of substitution with respect foregoing powers.
to such securities and other property, to exercise any con-
version privileges, subscription rights, or other options or (p) To open and maintain any bank account or accounts in
~.!: the name of the Plan, the Employer, or any nominee or
'i" privileges with respect to such securities and other pro-
perty and make any payments incidental thereto, and gert- agent of the foregoing, including the Plan Administrator,
emily to exercise, personally or by general or limited power in any bank or banks.
of attorney, any of the powers of an owner with respect (q) To do any and all other acts that may be deemed
~:; to stocks, bonds, securities, or other property held in the necessary to carry out any of the powers set forth herein.
Trust at any time. 5.03 Taxes and Expend. All taxes of any and all kinds whatsoever
i(j) To oppose or to consent to and participate in any organize- that may be levied or assessed under existing or future laws
tion, reorganization, consolidation, merger, combination, upon, or in respect to the Trust, or the income thereof, and
readjustment of finances, or similar arrangement with all commissions or acquisitions or dispositions of securities
'6
; respect to any corporation, company, or association, any and similar expenses of investment and reinvestment of the
of the securities of which are held in the Trust, to do any Trust, shall be paid from the Trust. SuCh reasonable cornpen-
; act with reference thereto, including the exercise of op- sation of the Plan Administrator, as may be agreed upon from
y
;; tions, the making of agreements or subscriptions and the time to time by the Employer and the Plan Administrator, and
payment of expenses, assessments, or subscriptions that reimbursement for reesonable expenses incurred by the Plan
may be deemed necessary or advisable in connection Administrator in performance of its duties hereunder (including
therewith, and to accept, hold, and retain any securities but not limited to fees for legal, accounting, investment and
or other property that may be so acquired. custodial services) shall also be paid from the Trust.
(k) To deposit any property held in the Trust with any pro- 5.04 Payment of Benefits. The payment of benefits from the Trust
tective, reorganization, or similar committee, and to dele- in accordance with the terms of the Plan may be made by the
gate discretionary power thereto and to pay and agree Plan Administrator, or by any custodian or other person so
to pay part of its expenses end compensation and any authorized by the Employer to make such disbursement. The
'~ assessments levied with respect to any such property so Plan Administrator, custodian or other person shall not be liable
deposited. with respect to any distribution of Trust assets made at the
direction of the Employer.
(I) To hold, to authorize the holding of, and to register any
investment to the Trust in the name of the Plan, the 5.05 Investment Funds. In accordance with rules established by
~, Employer, or any nominee or agent of any of the foregoing, the Employer and the Plan Administrator, the Participant may
including the Plan Administrator, or in bearer form, to direct his/her accounts to be invested in one or more invest-
deposit or arrange for the deposit of securities in a merit funds available under the Plan; provided, however, that
qualified central depository even though, when so the Participant's investment directions shall not violate any in-
deposited,-such securities may be merged and held in bulk vestment restrictions specified in the Adoption Agreement.
in the name of the nominee of such depository with other 5.06 Valuation of Accounts. As of each Accounting Date, the
, securities deposited therein by any other person, and to Trust assets held in each investment fund offered shall be
organize corporations or trusts under the laws of any valued at fair market value and the investment income and
jurisdiction for the purpose of acquiring or holding title to gains or losses for each fund shall be determined. Such invest-
any property for the Trust, all with or without the addition ment income and gains or losses shall be allocated propor-
of words or other action to indicate that property is held tionately among all account balances on a fund-by-fund basis.
in a fiduciary or representative capacity, but the books The allocation shall be in the proportion that each such account
'.' and records of the Plan shall at all times show that all such balance as of the immediately preceding Accounting Date
investments are part of the Trust. bears to the total of all such account balances, less amounts
held in Participant Loan Accounts, as of that Accounting Date.
(m) Upon such terms as may be deemed advisable by the For purposes of this Article, all account balances include
Employer or the Plan Administrator, as the case may be, (i) the account balances of all Participants and Beneficiaries
for the protection of the interests of the Plan or for the and (ii) the Suspense Account.
preservation of the value of an investment, to exercise and
enforce by suit for legal or equitable remedies or by other 5,07 Participant Loan Accounts. Participant Loan Accounts shall
action, or to waive any right or claim on behalf of the Plan be invested in accordance with Section 11.03 of the Plan. Such
accounts shall not share in any investment income and gains
or any default in any obligation owing to the Plan, to renew,
or losses of the investment funds described in Section 5.05
extend the time to payment of, agree to a reduction in the
rate of interest on, or agree to any other modification or of the Plan.
change in the terms of any obligation owing to the Plan,
to settle, compromise, adjust, or submit to arbitration any Vl. VESTING
claim or right in favor of or against the Plan, to exercise
and enforce any and all rights of foreclosure, bid for pro- 6.01 Vesting Schedule. A Participant shall have a Nonforfeitable
Interest in the percentage of his/her Employer Contribution Ac-
perty in foreclosure, and take a deed in lieu of foreclosure count determined pursuant to the schedule elected in the Adop-
with or without paying consideration therefor, to corn- tion Agreement.
mence or defend suits or other legal proceedings when-
ever any interest of the Plan requires it, and to represent 6.02 Service After Break in 9errlee. If a Participant (whether or
the Plan in all suits or legal proceedings in any court of not a Re-employed Individual) resumes employment after a
law or equity or before any body or tribunal. Break in Service, any subsequent Period of Service shall be
disregarded in determining the Nonforfaitable Interest in his/her
(n) To employ suitable consultants, depositories, agents, and Employer Contribution Account accrued prior to such Break
legel counsel on behalf of the Plan. in Service.
6.03 Prior Service of Re-employed Indlv,dual. If a Participant is Notwithstanding ,he foregoing, the Participant may elect, at
a Re-employed Individual, the Period of Service prior to his/her any time prior to the commencement of distribution described
separation from service shall be aggregated in determining this Section 8.01, to have distributions commence as provid-
the Nonforfeitable Interest in his/her Employer Contribution ed in Section 8.02 of the Plan.
Account accrued after his/her re-employment.
6.04 Upon Normal Retirement Age. Notwithstanding Section 6.01 8.02 Elective Commencement of Benefits. Notwithstanding Sac-
of the Plan, a Participant shall have a Nonforfeitable Interest tion 8.01 of the Plan, a Participant who retires, becomes Dis-
in his/her entire Employer Contribution Account, which has abled or separates from service for any other reason may elect
not been previously forfeited pursuant to Section 6.06 of the by written notice to the Plan Administrator to have the distribu-
tion of benefits commence on a date earlier or later than that
Plan, if he/she is employed on or after his/her Normal Retire-
ment Age. No forfeiture shall arise thereafter under Section described in Section 8.01 of the Plan, provided that such earlier
6.06 of the Plan. distribution complies with the age restrictions, if any, specified
in the Adoption Agreement. The Employer shall place no re-
6.08 Upon Death or Diubility. Notwithstanding Section 6.01 of strictions on benefits payable upon attainment of Normal
the Plan, in the event of Disability or death, a Participant shall Retirement Age, Disability or death. A Participant's election
have a Nonforfeitable Interest in his/her entire Employer Con- shall be revocable and may be amended by the Participant.
tribution Account which has not been forfeited previously pur-
suant to Section 6.06 of the Plan. 8.03 Rollover to Another Plan. Notwitl~standing Section 8.02 of
6.06 Forfeiturea. Except as provided in Sections 6.04 and 6.05 of the Plan, any Participant who terminates employment and
the Plan, a Participant who separates from service prior to subsequently becomes employed with another unit of state or
obtaining full vesting shall forfeit that percentage of his/her local government, or an agency or instrumentality of one or
Employer contribution Account balance which has not vested more states or local governments, shall be entitled to receive
as of the date such Participant incurs a Break in Service or, a distribution of the Nonforfeitable Interest in all of his/her
if earlier, the date such Participant receives distribution of the accounts for purposes of making a rollover contribution, to the
entire Nonforfeitable Interest in his/her Employer Contribution maximum extent permitted under the Code, to the new
Account pursuant to an election under Sections 8.02 or 8.03 Employer's plan, provided that the new Employer certifies to
of the Plan. the Plan Administrator that its plan provides for the acceptance
i Such forfeitures shall be allocated in the manner described of a "qualifying rollover distribution."
{ in Section 4.02 of the Plan.
i 8.04 Latest Commencement of Benefits. Notwithstanding Sac-
, 6.07 Reinstatement of Forfeitures. If the Participant returns to the tion 8.02 of the Plan, the distribution of a Participant's accounts
employment of the Employer before incurring a Break in Serv- must commence not later than the end of 1) the taxable year
'~ ice, any amounts forfeited pursuant to Section 6.06 of the Plan in which the Participant attains age 701/2, or 2) if later, the year
!! shall be reinstated to the Participant's Employer Contribution in which the Participant actually retires.
~ Account within a reasonable time after repayment by the Par-
ticipant of the amount of the distribution. Such repayment must
be made before the earlier of: 8.06 De Minimla Accounts. Notwithstanding the foregoing in this
Article VIII, a Participant who incurs a Break in Service and
(a) The date two years after the date of resumption of employ- who has a combined balance of less than $5,000 in all of his/her
ment, or accounts, shall be paid his/her lump sum value within 60 days
after the Break in Service.
(b) The conclusion of a Break in Service after such resump-
tion of employment. 8.06 Withdrawal of Voluntary Contributions. A Participant may
upon written request withdraw a part of or the full amount of
VII. BENEFITS CLAIM his/her Voluntary Contribution Account. Such withdrawals may
be made at any time, provided that no more than two such
7.01 Claim of Benefits. A Participant, Employee or Beneficiary shall withdrawals may be made during any Plan Year.
notify the Plan Administrator in writing of a claim of benefits
under the Plan. The Plan Administrator shall take such steps 8.07 Withdrawal of Deductible Employee Contributions. A Par-
as may be necessary to facilitate the payment of such benefits ticipant may upon written request withdraw a part of or the
to the Participant, Employee or Beneficiary. full amount of his/her Deductible Employee Contribution Ac-
count. Participants will incur a penalty tax for premature
7.02 Appeal Procedure. If any claim for benefits is denied by the distribution if a withdrawal occurs prior to Disability, death or
Plan Administrator, the Plan Administrator shall notify the attainment of age 591/2.
claimant in writing of such denial, stating forth the specific
reasons and citing reference to specific provisions of the Plan
upon which the denial is based. An appeal period of sixty (60) IX. DEATH BENEFITS
days after receipt of the notification of denial shall be granted, 9.01 Pre-retirement Death Benefits. Should the Participant die
and said notification shall advise the claimant of the appeal before benefits have commenced, a Beneficiary other than the
procedure. The claimant may file the appeal with the Employer, Participant's surviving spouse or a Qualified Beneficiary, must
whose decision shall be final, to the extent allowed by law. receive payment of the Participant's entire Account balances
within five years of the Participant's death. If benefits are
VIII. COMMENCEMENT OF BENEFITS payable to a surviving spouse on account of the Participant's
death, and the surviving spouse dies before banefits have com-
9.0t Normal Commencement of Benefits. The distribution of a mencad, a Beneficiary other than a Qualified Beneficiary must
Participant's accounts shall commence sixty (60) days after receive payment of the Participant's entire Account balances
r~- the close of the Plan Year during which one of the following within five years of the surviving spouse's death. Unless the
events occurs, whichever is later: Beneficiary elects otherwise, prior to the time distribution is
(a) The Participant obtains age 65 or Normal Retirement Age, to be made, the Participant's entire Account balances shall
whichever is earlier, or be paid in a lump sum on the last day of the fifty-ninth month
after the death of the Participant or surviving spouse, whichever
(b) The Participant separates from service. is applicable.
9.02 Post-retirement Death Benefits. 6f~Juld the Participant die ried at the tim~ ..,e distdbution commences, then over the joint
after he/she has begun receiving benefit payments, a Bene- life expectancy of the Participant and his/her spouse. Notwith-
ficiary other than the Participant's surviving spouse or a standing the foregoing, the Participant may elect an alternate
Qualified Beneficiary shall receive the remaining Participant's mode of distribution as provided in Section 10.02 of the Plan.
account balances, if any is payable, within five years of the 10.02 Elective Mode of Dl~ribution. A Participant may revocably
Participant's death. If benefits have commenced to a surviv- elect to have his/her accounts distributed in any one of the
ing spouse on account of the Participant's death, a Beneficiary following modes:
other than a Qualified Beneficiary shall receive the remaining
Participant's account balances, if any is payable, within five (a) Equal Payments. Equal monthly, quarterly, semi-annual,
years of the suwiving spouse's death. Notwithstanding the fore- or annual payments in an amount chosen by the Parttci-
going, such Beneficiary may elect to continue the payment pant continuing until the accounts are exhausted.
schedule if payment has commenced to the Participant (or to (b) Lump Sum. A lump sum payment.
his/her surviving spouse, if applicable) under a period certain
not extending beyond 1) the life expectancy of the Participant, (c) Period Certain. Approximetely equal monthly, quarterly,
semi-annual, or annual payments, calculated to continue
2) the joint life expectancy of the Participant and his/her for a period certain chosen by the Participant.
spouse, if married, or 3) the life expectancy of the surviving
spouse, if applicable. (d) Retirement Annuity. A part of or the entire account
balances applied to purchas6 a single premium annuity
9.03 Qualified Beneficiary. Whether benefit payments have com- contract which shall be distributed to the Participant. A
roericed or not, if a Qualified Beneficiary commences to receive joint and survivor annuity shall be one of the annuity
distribution within one year of the death of the Participant or
the Participant's surviving spouse, if applicable, then distribu- options provided under any such contract.
tion may be made over a period which is not longer than the (e) Other. Any other sequence of payments requested by the
greater of: Participant and agreed to by the Plan Administrator.
(a) Five years after the death of the Participant or his/her sur~ 10.03 Qualified Joint and Survivor Annuity Contract.
viving spouse, if applicable, or (a) If a Participant who has an eligible spouse requests a
(b) The life expectancy of an individual with an age equal to distribution under the Plan in the form of a life annuity
the age of the Participant or his/her surviving spouse, if contract on or after the first day of the month in which
applicable, at the time of death. he/she attains age 55, then such contract shall be a Qual-
ified Joint and Survivor Annuity contract.
Notwithstanding the foregoing, a Qualified Beneficiary who is
under the age of 22 at the time of the death of the Participant (b) A Participant may elect, at any time prior to the corn-
or his/her surviving spouse, if applicable, need not commence mencement of distributions under the Plan, not to have
distribution prior to attainment of age 22. Further, if the the provisions of subsection (a) of this Section 10.03 apply.
Qualified Beneficiary is permanently and totally Disabled, Such an election must be made in writing and filed with
distribution may be made over a period which is not longer the Employer. The Employer shall provide the Participant,
than the greater of 1) the period described in subsections (a) at least 123 months prior to his/her attainment of Normal
and (b) of this Section 9.03 or 2) the life expectancy of the Retirement Age or, if later, on or about the date he/she
Beneficiary. becomes a Participant in the Plan, with a written notifica-
tion, in nontechnical terms, generally explaining the terms
If the distribution does not commence within one year of the and conditions of the Qualified Joint and Survivor Annuity
death of the Participant or his/her surviving spouse, if ap- contract, the availability of the election, and the financial
plicable (or in the case of a Qualified Beneficiary under age effect of an election, with further details available upon
22, within one year of his/her attainment of age 22), then the
written request. The notification may be given by posting
distribution shall be made within five years of the death of the
a general notice. The Participant shall have at least 90
Participant or his/her surviving spouse, if applicable (or in the days after receiving the written explanation in which to
case of a Qualified Beneficiary under age 22, within five years make an election or request further details, and, if further
of his/her attainment of age 22). details are requested, he/she shall have an additional
Unless the Beneficiary elects otherwise, such distribution shall 90 days after such details are provided in which to make
be made in a lump sum on the last day of the calendar month an election.
immediately preceding the required distribution date. This Sec- An election described above may be revoked in wdting
tion 9.03 shall be inapplicable unless Section 401(aX9) of the by a Participant at any time prior to the commencement
Code is amended to permit the provisions set forth herein. of distributions under the Plan. After such an election is
Unless and until such amendments are made, Sections 9.01 revoked, another election may be made at any time prior
and 9.02 of the Plan shall apply as if no Beneficiary were a to the commencement of distributions.
Qualified Beneficiary.
(c) Notwithstanding the foregoing provisions, a Qualified Joint
9.04 Surviving Spouse. A surviving spouse of a Participant may and Survivor Annuity contract may provide that a surviving
elect to commence benefits as provided in Article VIII, as spouse to whom annuity benefits are otherwise payable
though he/she were the Participant, and may elect to have under subsection (e) of this Section 10.03 may elect to
benefits distributed in any manner provided for in Article X. have benefits paid in any other form permitted under Sec-
For purposes of this Section 9.04, a surviving spouse is a tion 10.02 of the Plan. At the written request of such a
Beneficiary who was married to the Participant on the date surviving spouse, the Employer will furnish such spouse,
of the Participant's death. within a reasonable time after the request, with a written
explanation, in nontechnical language, of the survivor an-
X. MODES OF DISTRIBUTION OF BENEFITS nuity and any other form of payment that may be selected.
10.01 Normal Mode of Distribution. A Participant who is entitled This explanation will state the financial effect of each form
to a distribution pursuant to Sections 8.01 or 8.02 of the Plan of payment.
or who is required to receive a distribution pursuant to Sec- 10.04 Election of Mode. A Participant's election of a payment op-
tion 8.04 of the Plan, shall receive approximately equal tion must be made at least 30 days before the payment of
payments over the life expectancy of the Participant, or if mar- benefits is to commence.
f--.
10.05 Limitation on Participant. Upon attainment of age 701/2, the (e) Prepayment. The Participant shall be permitted to repay
payment option chosen by the Participant must provide for the loan in whole or in part at any time prior to maturity,
payments over a period not longer than the life or life expec- without penalty.
~"~ tancy of the Participant or, in case the Participant is married, (f) Note. The loan shall be evidenced by a promissory note
then over the joint lives or life expectancy of the Participant executed by the Participant and delivered to the Employer,
and his/her spouse. and Shall bear interest at a reasonable rate determined
by the Employer.
Xl. LOANS TO PARTICIPANTS (g) Security. The loan shall be secured by an assignment of
the Participant's right, title and interest in and to his/her
11.01 Availability of Loans to PaMicipants. Employer Contribution Account, to the extent vested, Par-
(a) If the Employer has elected in the Adoption Agreement ticipant Contribution Account, and Portable Benefits
to make loans available to Participants, a Participant may Account.
apply for a loan from the Plan subject to the limitations (h) Default. In the event that a loan made to a Participant is
and other provisions of this Article Xl. in default and the Employer determinas that it is necessary
(b) The Employer shall establish written guidelines govern- for a distribution to 'be made under the Plan in order to
ing the granting of loans, provided that such guidelines cure such default, the Employe(, with notice to the Par-
are approved by the Plan Administrator and are not in- ticipant, shall cause a distribution to be made on behalf
consistent with the provisions of this Article XI, and that of the Participant under the Plan, which shall be applied
loans are made available to all Participants on a by the Employer to the unpaid balance of the loan, includ-
reasonably equivalent basis. ing accrued interest. Such distribution shall be charged
11.02 Terms and Conditions of Loans to Participants. Any loan against the Participant's Voluntary Contribution Account,
his/her Participant Contribution Account, his/her Portable
by the Plan to a Participant under Section 11.01 of the Plan Benefits Account, and his/her Nonforfeitable Interest in
shall satisfy the following requirements: his/her Employer Contribution Account, following separa-
(a) Amount of Loan. At the time the loan is made, the prin- tion from service, in that order of priority.
cipal amount of the loan plus the outstanding balance
(principal plus accrued interest) due on any other outstand- (i) Other Terms and Conditions. The Employer shall fix such
other terms and conditions of the loan as it deems
ing loans to the Participant from the Plan and from any necessary to comply with legal requirements, to maintain
other plans of the Employer that are qualified under Sac- the qualification of the Plan and Trust under Section 401(a)
tion 401(a) of the Code shall not exceed the least of (1) of the Code, or to prevent the treatment of the loan for
$50,000, or (2) the greater of (i) $10,000 or (ii) one-half
of the value of the Participant's Nonforfeitable Interest in tax purposes as a distribution to the Participant. The
Employer, in its discretion for any reason, may fix other
?-~ all of his/her accounts under this Plan except his/her terms and conditions of the loan, not inconsistent with the
Deductible Employee Account, or (3) the value of the provisions of this Article XI.
Participant's Nonforfeitable interest in his/her Employer
Contribution, Participant Contribution, and Portable Bene-
fits accounts. 11.03 Participant Loan Accounts.
(b) Application for Loan. The Participant must give the (a) Upon approval of a loan to a Participant bythe Employer,
Employer adequate written notice, as determined by the an amount not in excess of the loan shall be transferred
Employer, of the amount and desired time for receiving from the Participant's other investment fund(s), described
a loan. No more than one loan may be made by the Plan in Section 5.05 of the Plan, to the Participant's Loan
to a Participant in any Plan Year. No loan shall be ap- Account as of the Accounting Date immediately preceding
proved if an existing loan from the Plan to the Participant the agreed upon date on which the loan is to be made.
is in default to any extent.
(b) The assets of a Participant's Loan Account may be
(c) Length of Loan. The Participant shall be required to repay invested and reinvested only in promissory notes received
the loan in approximately equal installments of principal by the Plan from the Participant as consideration for a loan
and interest over a period that does not exceed five years; permitted by Section 11.01 of the Plan or in cash. Unin-
provided, however, that if the proceeds of the loan are vested cash balances in a Participant's Loan Account shall
applied by the Participant to acquire, construct, recon- not bear interest. No person who is otherwise a fiduciary
struct, or substantially rehabilitate any dwelling unit that of the Plan shall be liable for any loss, or by reason of
is to be used within a reasonable time after the loan is any breach, that results from the Participant's exercise
made as the principal residence of the Participant or of of such control.
a member of his/her family, the five year limit shall not
apply. In this event; the period of repayment shall not ex- (c) Repayment of principal and payment of interest shall be
ceed a reasonable period determined by the Employer. made by payroll deduction and shall be invested in one
Principal installments and interest payments otherwise or more other investment funds, in accordance with Sac-
due may be suspended during an authorized leave of lion 5.05 of the Plan, as of the next Accounting Date after
absence, if the promissory note so provides, but not payment thereof to the Trust. The amount so invested shall
be deducted from the Participant's Loan Account.
beyond the original term permitted under this subsection
(c), with a revised payment schedule (within such term) (d) The Employer shall have the authority to establish other
instituted at the end of such period of suspension. reasonable rules, not inconsistent with the provisions of
the Plan, governing the establishment and maintenance
(d) Acceleration. The maturity of the loan shall be accelerated, of Participant Loan Accounts.
· and the principal amount of the loan, together with all ac-
crued interest, shall immediately become due, when the
Participant either (1) receives a distribution from his XlI. PLAN AMENDMENT, TERMINATION AND OPTIONAL PROVISIONS
Employer Contribution Account, Participant Contribution 12.01 Amendment by Employer. The Employer raserves the right,
Account, or Portable Benefits Account; or (2) incurs a subject to Section 12.02 of the Plan, to amend the Plan from
Break in Service. time to time by either:
8
1) Filing an amended Adoption, ,dreemant with the ICMA 5) To enga~ ~m independent qualified public m~ountant,
Retirement ~ to change any provision previously when required to do so by law, to prepare annually the
elected by it, or audited financial statements of the Plan's operation;
2) Continuing the Plan in the form of an amended and 6) To take all actions end to communicate to the Plan Ad-
restated Plan and Trust in any manner it considers ap- ministrator in writing sil necessary information to carry out
propdate. However, Participant account balances shall not the terms of the Plan and Trust; and
be transferred to such amended and restated trust until
the Employer certifies to the Plan Administrator that the 7) To notify the Plan Administrator in writing of the tarmine-
amended and restated Plan and Trust continues to meet tion of the Plan.
the requirements of a qualified plan under the Cede. 13.02 Duties of the Plan Administrator. The Plan Administrator
~: 12.02 Amendment to Vesting Schedule. If the Employer amends shall have the following powers and duties:
~ the vesting schedule, any Participant may within 60 days after 1) To construe and interpret the provisions of the Plan;
,~i' the amendment effective date or the date of written notifica-
tion of the Plan amendment, whichever is later, elect to have 2) To maintain and provide such returns, reports, schedules,
his/her Nonforfeitable Interest computed without regard to such descriptions, and individual account statements as are re-
quired by law within the times prescribed by law; and to
amendment. If such election is made, the vesting schedule furnish to the Employer, upon request, copies of any or
on future contributions shall also be computed without regard all such materials, and furtrier, to make copies of such
to such amendment. In any case, such amendment shall not instruments, reports, descriptions, and statements as are
reduce the Nonforfeitable Interest of any Participant accrued required by law available for examination by Participants
as of the date of the amendment or the effective date of the and such of their Beneficiaries who are or may be entitled
amendment, whichever is later. to benefits under the Plan in such places and in such man-
12.03 Termination by Employer. The Employer reserves the right nar as required by law;
to terminate this Plan. However, in the event of such termina-
tion no part of the Trust shall be used or diverted to any pur- 3) To obtain from the Employer such information as shall be
pose other than for the exclusive benefit of the Participants necessary for the proper administration of the Plan;
or their Beneficiaries, except as provided in this Section 12.03. 4) To determine the amount, manner, and time of payment
of benefits hereunder;
Upon Plan termination, all account balances shall be valued
at their fair market value and the Participant's right to his/her 5) To appoint and retain such agents, counsel, and account-
Employer Contribution Account shall be 100 percent vested ants for the purpose of properly administering the Plan;
and nonforfaltable. Such amount and any other amounts held 6) To distribute assets of the Trust to each Participant and
in the Participant's other accounts shall be maintained for the Beneficiary as provided in Section 5.04 of the Plan payable
Participant until paid pursuant to the terms of the Plan. in accordance with Article X of the Plan;
Any amounts held in the Suspense Account, after any alloca- 7) To pay expenses from the Trust pursuant to Section 5.03
tions required for the Plan Year prior to the effective date of of the Plan; and
the Plan termination, shall be paid to the Employer,
8) To do such other acts reasonably required to administer
the Plan in accordance with its provisions or as may be
12.04 Dis4~ontinuenca of Contributions. A permanent disconti-
provided for or required by law.
nuance of contributions to the Plan by the Employer, unless
an amended and restated Plan is established, shall constitute 13.03 Protection of the Employer. The Employer shall not be liable
a Plan termination. for the acts or omissions of the Plan Administrator, but only to
12.05 Amendment by ICMA Retirement Corporation. The ICMA the extent that such acts or omissions do not result from the
Retirement Corporation, as sponsor of the Prototype Plan, may Employer's failure to provide accurate or timely information
amend this Plan upon 30 days written notification to the as required or necessary for proper administration of the Plan.
Employer; provided, however, that any such amendment must 13.04 Protection of the Plan Administrator, The Plan Administrator
be for the express purpose of maintaining compliance with ap- may rely upon any certificate, notice or direction purporting
plicable federal laws and regulations of the Internal Revenue to have been signed on behalf of the Employer which the Plan
Service. Administrator believes to have been signed by a duly
12.06 Optional Provisions. Any provision which is optional under designated official of the Employer.
this Plan shall become effective if and only if jointly agreed 13.05 Resignation or Removal of Plan Administrator. The Plan
to by the Employer and the ICMA Retirement Corporation. Administrator may resign at any time effective upon sixty (60)
days prior written notice to the Employer. The Plan Ad-
ministrator may be removed by the Employer at any time upon
sixty (60) days prior written notice to the Plan Administrator.
XlII. ADMINISTRATION Upon the rasignation or removal of the Plan Administrator, the
13.01 Powers of the Employer. The employer shall have the follow- Employer may, if it so elects, appoint a successor Plan Ad-
ing powers and duties: ministrator having such powers and duties as may be agreed
upon by the Employer and any such Plan Administrator; other-
1) To appoint and remove, with or without cause, the Plan wise, the Employer shall assume the powers and duties of the
Administrator; former Plan Administrator and any Trust assets formerly in-
2) To amend or terminate the Plan pursuant to the provisions vested by or held in the name of the Plan Administrator shall
of Article XlI; be returned to the Employer in cash or property, at fair market
t-~. value, except that the return of Trust assets invested in a oon-
3) To appoint a committee to facilitate administration of the tract issued by an insurance company shall be governed by
Plan and communications to Participants; the terms of that contract.
4) To decide all questions of eligibility 1) for Plan participa- 13.06 No Termination Penalty. The Plan Administrator shall have
tion and 2) upon appeal by any Participant, Employee, no authority or discretion to impose any termination penalty
or Beneficiary, for the payment of benefits; upon its removal.
XlV. MISCELLANEOUS (d) Any pars~, naving the cara and control of euch parson; or ',~::~
14.01 Nonguarantee of Employment. Nothing contained in this Plan (e) Such parson parsonally. ii'~
shall be construed as a contract of employment between the The receipt of the person to whom any such payment or distrtbu-
Employer and any Employee, or as a right of an Employee to tion is so made shell be full and complete discharge thetafor.
be continued in the employment of the Employer, as a limita- 14.06 Inability to Locate Payee. Anything to the contrary herein not. ::~
tion of the right of the Employer to discharge any of its
withstanding, if the Employer is unable, after reasonable ef-
Employees, with or without cause. fort, to locate any Participant or Beneficiary to whom an amount
14.02 Rights to Trust/Umets. No Employee or Beneficiary shall have is payable hereunder, such amount shall be forfeited and held
any right to, or interest in, any assets of the Trust upon tar- in the Trust for application against the next succeeding
ruination of his/her employment or otherwise, except as pro- Employer contribution or contributions required tobe made
vided from time to time under this Plan, and then only to the hereunder. Notwithstanding the foregoing, however, such
extent of the benefits payable under the Plan to such Employee amount shall be reinstated, by means of an additional Employer
or Beneficiary out of the assets of the Trust. All payments of contribution, if and when a claim for the forfeited amount is
benefits as provided for in this Plan shall be made solely out subsequently made by the Participant or Beneficiary or if the
of the assets of the Trust and none of the fiduciaries shall be Employer receives proof of death of such person, satisfactory
liable therefor in any manner. to the Employer. Any benefits lost by reason of ascheat under
14.03 Nonalienation of Benefits. Except as provided in Section 8.01 applicable state law shall be considered forfeited and shall not
of the Plan, benefits payable under this Plan shall not be sub- be reinstated.
ject in any manner to anticipation, alienation, sale, transfer, 14.07 Margera, Consolidations, and Transfer of Aseets. The Plan
assignment, pledge, encumbrance, charge, garnishment, axe- shall not be merged into or consolidated with any other plan,
cution, or levy of any kind, either voluntary or involuntary, prior other than a plan which amends and restates this Plan, nor
to actually being received by the parson entitled to the benefit shall any of its assets or liabilities be transferred into any such
under the terms of the Plan; and any attempt to anticipate, other plan, unless each Participant in the Plan would (if the
alienate, sell, transfer, assign, pledge, encumber, charge or Plan then terminated) receive a benefit immediately after the
otherwise dispose of any right to benefits payable hereunder, merger, consolidation, or transfer that is equal to or greater
shall be void. The Trust shall not in any manner be liable for, than the benefit he/she would have been entitled to receive
or subject to, the debts, contracts, liabilities, engagements or immediately before the merger, consolidation, or transfer (if
torts of any person entitled to benefits hereunder. the Plan had then terminated).
Notwithstandingthe above, amounts maybe paid from a Par- 14.08 Employer Records. Records of the Employer as to an
ticipant's accounts pursuant to a court order requiring deduc- Employee's or Participant's Period of Service, termination of
tions from a Participant's benefit payments hereunder, but only service and the reason therefor, leaves of absence, reemploy-
if such deductions ara for alimony or child support and only ment, Earnings and Compensation will be conclusive on all
if the Participant's benefit payments have commenced under persons, unless determined to be incorrect.
the terms of the Plan. 14.09 Commonly Controlled Employera. For all purposes of this
14.04 Nonforfeitability of Benefits. Subject only to the specific provi- Plan, the term Employer'shall include:
sions of this Plan, nothing shall be deemed to divest a Partici- (a) All corporations that are members of a controlled group
pant of his/her right to the Nonfoffeitable Interest to which he/she of corporations [within the meaning of Code Section
becomes entitled in accordance with the provisions of the Plan. 1563(a), determined without regard to Code Section
14.05 Incompetency of Payee. In the event any benefit is payable 1563(a)(4) and (e)(3)(C)] that includes the Employer; and
to a minor or incompetent, to a person otherwise under legal (b) All trades or businesses (whether or not incorporated) that
disability, or to a person who, in the sole judgment of the are under common control [within the meaning of Code
Employer, is by reason of advanced age, illness, or other Section 414(c)] with the Employer.
physical or mental incapacity incapable of handling the disposi- 14.10 Gender And Number. The masculine pronoun, whenever used
tion of his/her property, the Employer may apply the whole or herein, shall include the feminine pronoun, and the singular shall
any part of such benefit directly to the care, comfort, main-
include the plural, except where the context requires otherwise.
tenance, support, education, or use of such person or pay or
distribute the whole or any part of such benefit to: 14.11 Applicable Law. The Plan shall be construed under the laws
of the State where the Employer is located and is established
(a) The parent of such person; with the intent that it meets the requirements as a Money Pur-
(b) The guardian, committee, or other legal representative, chase Plan under Section 401(a) of the Code. The provisions
wherever appointed, of such person; of this Plan shall be interpreted whenever possible in confor-
(c) The person with whom such person resides; mity with the requirements of the Code.
10