HomeMy WebLinkAboutCity Council Resolution 98-36 RESOLUTION # 98-36
NAME OF EMPLOYER: Ci~ &Saratoga STATE: California
RESOLUTION OF THE CITY OF SARATOGA
AMENDING THE DEFERRED COMPENSATION PLAN
WHEREAS, the City of Saratoga has employees rendering valuable services; and
WHEREAS, the City of Saratoga has established a deferred compensation plan for such
employees that serves the interest of the City by enabling it to provide reasonable retirement
security for its employees, by providing increased flexibility in its personnel management system,
and by assisting in the attraction and retention of competent personnel; and
WHEREAS, the City of Saratoga has determined that the continuance of the deferred
compensation plan will serve these objectives; and
WHEREAS, amendments to the Internal Revenue Code have been enacted that require
changes to the structure of and allow enhancements of the benefits of the deferred compensation
plan:
NOW, THEREFORE, BE IT HEREBY RESOLVED that the City Council of the
City of Saratoga hereby mends and restates the deferred compensation plan (the "Plan") in the
form of The Plan and Trust provided by the City (copy attached hereto).
BE IT FURTHER RESOLVED that the assets of the Plan shall be held in trust, with the
City serving as trustee, for the exclusive benefit of the Plan participants and their beneficiaries,
and the assets shall not be diverted to any other purpose. The Trustee's beneficial ownership of
the Plan assets held in the City of Saratoga Deferred Compensation Plan and Trust shall be held
for the further exclusive benefit of the Plan participants and their beneficiaries;
BE IF FURTHER RESOLVED that the plan will not permit loans.
BE IT FUROR RESOLVED that the City hereby agrees to serve as trustee under
the Plan.
PASSED AND ADOPTED by the City Council of the City of Saratoga this 18th day of
November ,1998, by the following vote:
AYES: Councilmembers Bogosian, 3acobs, Moran, Shaw and Mayor Wolfe
NOES: None
ABSENT: None ,., "~! -,
ATTEST:
CITY CLERK
APPROVED AS TO FORM:
CITY ATTORNEY
CITY OF SARATOGA DEFERRED COMPENSATION
PLAN AND TRUST
Chapter 01
PLAN ESTABLISHED
01 Plan Estab~shed. As provided in Section 457 of the Internal Revenue Code of 1986, as amended
(hcreirmfler referred to as the "Code"), City of Saratoga (defined more completely below as the "Plan Sponsor")
hereby amends and restates the City of Saratoga Deferred Compensation Plan and Trust hereinafter referred to as the
"Plan") for the employees of the City of Saratoga. Nothing contained in this Plan shall be 6cemed to constitute an
employment agreement between the Participant and the Plan Sponsor and nothing contained herein shall be deemed
to give a Panicipma any right to be retained in the employ of the Plan Sponsor.
Chapter 02
DEFINITIONS
02-1 Accumulated Dderrals. "Accumulated Deferrals" means Compensation deferred under the Plan, adjusted
until date of payment by income received, increases or decreases in investment value, fees and any prior
distributions made.
02-2 Beneficiary. "Beneficiary" means a beneficiary of a Participant, a Paxticipant's estate, or any other person
whose interest in the Plan is derived from the Participant.
02-3 Committee. "Commitice" means the Committee for Deferred Compensation appointed by the Plan
Sponsor.
02-4 Compensation. "Compensation" means all payments made to a public employee by the Plan Sponsor as
remuneration for services renderect
02-5 Deferred Compensation. ~Deferred Compensation" means the amount of the Participant's Compensation
which the Participant and the Plan Sprmsor shall mutm_~lly agree (grior to the date for which such Compensation is
earned) will be deferre~k
02-6 Eligible Employee. "Eligible Employee" means any person who is employed by and receives any type of
Coml~nsation from the Plan Sponsor for whom services are rendered, and who is a full-time, regular Fart-time
working half-time, or more, or career seasonal employee of the Plan Sponsor.
02-7 Normal Retirement Age. "Normal Retirement Age," as used in the Plan, means the range of ages:
( 1 ) Ending not later than age seventy and one-half ( 70 -x/2 ); and
(2) Beginning not earlier than the earliest age at which the Participant has the right to retire under a Plan
Sponsor's pension plan for which the Participant is eligt~ote without consent of the Plan Sponsor and under
which the Participant will receive immediate retirement benefits without achtadal adjustment due to
retirement prior to some later specified age in the Plan Sponsor' s peasion plan.
02-8 Participant. '?articipanf' means any Eligible Employee of the Plan Sponsor who executes a Participation
Agreement with the Plan Sponsor assenting to the provisions of this Han, once the Participation Agreement has
04-2 Plan To Plan Transfers.
(1) Transfers To The Plan: If a Participant was fonncrl~a paaicipant in a.u cIigible Sate deferred
compensation plan (wilhin the meaning of Section 457 of the Code ~md ihc regtdalions tl:tcmtmdcr), and if
such plan permits the direct tmasfer of the Participant's interest therein io ~e Plan, ihen the Plan shall
~ assets representing the value of such interest; provided, however, the Committee may require in its
sole discretion that some or all of such interest be transferred in cash or its equivalent. Such amount shall
be held, accounted for, administered and otherwise treated in the stone man~cr ;~i; .:omp,::nsation deferred by
the Participant under the Plan except that:
(a) Only the mount, ff any, transferred to tilts Plan which was dcfc~t:',:d under the t~m~sfer or plan
in the taxable year when transfer occurs stmtt be trenled as Compens;:i~ltkm dd~rred under the Plun
in such year.
(b) No mount may be transferred to fitis Plan as of the time viheri st;.,;.:h arecram is paid or u~lde
available under the Section 457 plan of the Participant 's prior employer.
(2) Transfers From The Plan: The mounts credited to the account of a k>r:ner P~krtiCipant m the Plan
may be transferred to another eligible deferted co~npensation plan (within fl~e meaning of Section 457 of
the Code and the regulations thereunder) and in which the former Paxlicipan~ curreutly participates, and if
such plan provides for the accel~.tance of such amounts. The only rollovers or transfers allowable under
Section 457 of the Code are from one eligible Section 457 plan to another elib4ble Section 457 plan. If a
ParticiInnt. prior to pay-out beginning accepts employment xd~ an entity who offers an eligible Section
457 plan, and the Participant becomes a participant in that plan. then Accumulated Deferrals may, at the
election of the Participant and after written notice to file Committee. b,:: Iransf'erred io the other plan.
provided that plan provides for the acceptance of such transfers.
(3) Application for Transfer: ff the conditions in subcl~apters (1) and (2) of this chapter are met m~d the
Participant wishes to transfer his/her account, he/she shall complete am.' application form and/or other
dams as may be required by the Committee.
(4) Administrative Rules: The Committee shun prescribe such rules oonsis{¢lll "h.~":ilh the provisions of
subchapters (1) and (2) of this Chapter concerning plan-to-plan l:raasfeu'::; a:; in its s~le judgment it deems
desirable for the orderly administration of the Plan.
04-3 Deferral Limitation.
(1) Except as provided in Chapter 044. relating to catch-up, the nlaximtan tlta~ nmy be deferred trader fl~c
Plan for any taxable year of a Participant. shall not exceed the lesser of eight thousm~d dollars ($8,000),
adjusted for the calendar year to reflect ineresses in cost-of-living in accordance with Sections 457(e)(15)
and 415(d) of the Code, or tlm'D'.three and one-third percent (33+_?A9 of the Pnrticipant's includible
compensation, each reduced:
(a) By any amount excludable from the Parlicip.qnl',: gross iraoctal:c, Rn ~hr/~ I;txable year under
Section 403Co) of the Code; and
(b) [Effective for taxable years bcgimliag ar'ter December 3 l. l 99(h. I I;'Y :t n.v ;~t
(i) Excluded from gross income under Sectio~ 402(c)(3) or 402e~)(I)(B) o~- (k) of ~hc
Code (relating to a Par~cipant's elective deferm[s to s:implific,::$ employee pensions)
that taxable year; or
(it) For which a deduction is allowable for tl~t laxable year b.) E'casolt of a contribution
,'m organization described in Section 501(c)(18) of the Code (a ::~13lin!iZ k> pe:nsion Irusls
PO0' O IGINAL
created before 1une 25, 1959, forn~ng pa~yt oi' ~s plart fi>~' pa2, n~i:::l~:~t ~:::tl' I:.<~mcfi~s under a
~nsion pl~ ~n~d o~y by con~bu~ons of em ployecs}~ a
(c) By ~y amo~t ~ P~ci~t ~nmbutes to m~y other pl~ co.~'c~ed
CMe (relating to defe~ ~mF~tion ply(s)) dung fl~e t~xablc
(2) "hclutble ~m~nnfion" for p~s of ~s Chpter m~s ~clu~bl.~
S~on 457(e)(5) of ~e ~e $d as let di~ by Treas~¢ Re~lation
~on. a is dete$~ wi~m re~d to ~$~ pro~~ laws. Inclu&ble com~n~fion for a
' ~le y~ melees o~ coronation from ~ P~ S~mor ~t is a~f'ibu~lc t~ ~n'ices performed
for ~e P~ S~nsor ~d ~t is ~clu~ble ~ ~e P~cipmt's goss in~mc for a~e taxable year for r~er~
~me m p~es. A~r~y, a P~ci~t's ~clu~Me compe~ation For a m~ble year does not
~ude ~ mo~t ~'able by ~e PI~ Sponsor tlmt is exclu~ble from the ParficipanCs gross income
~der:
(a) Seelion 457 of the C~e:
~on ~3~) of ~e CMe (~la~g to ~muit3., contta,~E~ purcl~s~ by non-profit
org~ons de.~bM in ~cfion 501(c)(3) of the C~e or public scl~ools):
(c) ~on 105(d) of ~e Code (~lafing to wage contmuatio~
(d) ~on 911 of the Code (relating ~o citizens vr t'csid~h.; o~'
$road);
(e) Section 402(e~3) or 402(10(1)(B) of lhe Code (relaling to s:i~npli~c~ employee ~nsions);
Section 50 l(c)(18) of ~e C~ (relating to ecaain p~si.on
(g) S~fion 402(k) of file C~e (relating to q~!ificd c.ash oy ¢~e~:~'~'¢.¢:1 arr~angenEi~ts)'. or
(h) S~on 408(p) of~e ~de (relating to SIZ~PLE Rotironic:ha
(3) In compu~g ~cl~ble com~nsa~on, ~otal g~'oss co~llp.~yns;atjo~ ~ ~:~;i~,:5>.i2,,q~ c.~; th~ ~>lan Sponsor's
eSgs Sm~mems mus~ ~ r~u~d by:
(a) P~-~x con~bulions to retirement plains u~de{' Seclio~
~ ~n~ons to ~ete~a pl~ ~lnc[er Section E2~:~;
ass~at~ ~ ~ch i~ as dependent cm'e sal~~ ~ductio:n
~fo~ exclu~g ~ i~ li~ in ~khapt~s (2)(a) ~wough (h) of tiffs Chapter.
044 Catch-up p~fision. For one or more of the Partici~m{'s klst tibet
at~ng No~ ~emem Age ~d~ ~e PI~ ~e nmx~mum defemd shall be lhc
(1) F~ ~o$d doll~s ($15,000) for ~e taxable )'ear. red~Eed L~
· ou~M five h~ed dolhrs ($7,500) libration is reduced in Clmptcr 04 .- '>.
(2) ~e ~m
(a) ~e H~ons establi~ed for p~o~s of CMp~e~ ~.:E.-7~ ,f' lh~:: Hn~ ~o~: the {axab[c~ )'ear
(deten~ wi~out re~d to tl:~s. O~apter).. pl~s
POOR OI:tlGINAL
(b) So Inuch of the limilaaon eslabti:shed under Chapier 04..-5 l:;i3.t ~ax~i~blc years before the
taxable year as has not thex~etofore been used under Ch;tplcr C1,:I.-3 or Chaplet' 04-4. A
prior taxable year shall be taken into account only if~
(i) h begins after December 31, t978:
(ii) The Participator was eligible to particip~le in ~he Pkim du~:i.~g a13 c,r any ~o~tion or t1~c
taxable year; and,
(iii) Compcmsation deferred (if any) under the
a maximtun limitation (as established under Chapter 04-,3 'l.
A prior taxable year includes a taxable year in which the Participam w~ eligible to participate in an eligible pl~x
sponsored by another employer. In no event can the Participant elect to have the retch-up provision apply more th,~
once whether or not the full catch-up had been utilized. This catch-up provision may not be used in the year in
which the Participant attains age seventy and one-half, and my not be used ill an:,;' );'ear thereafter.
04-5 Committee May Disallow Deferral. The Participant acknowledges the rig j. lt of the Committee ~o disallox~
defercal of Compensation under the Plan in excess of the limitations in Chapter 04-3 and 04-4. However. the
Cotnmiltee shall have no duty to assure that mounts deferred are in compliance wilh su.:::'~ limitations.
04-6 Modif'u:afion Of Deferrai Or Funding Option(s). A Particilyaut may change his,thor deEtrial or liradinE
optionis) auring an open enrollment period. Funding option(s) may be not be ch~ged more than Four (4) ames in
any calemtar year, or a fee may be charged. Changes in the mount of deferraf must etlual al least ten dollars ($10)
or more per fuaxling option per month. (Beneficiaries entitled to receive Accumulated Deferrals may also change
funding options not more than four (4) thnes per year.) Any combination of a decrease, a transfer, or a clhange in
funding option (s) etfective the same date, shall be considered one change. A change (whether counted a.s such or
not) shall be effective for any calendar month only if tile Participant signs a new Participation Agreement and it is
approved by the CommiRee or its designee before the beginning of that calendar month. All Participation
Agreements indicating changes in funding option(s) must be filed with the Committee no later than fifteen (15) days
prior to the ~stablished pay date for which the change will occur. The Comn~ttee reserves ~e right to defer the
effective date of any change.
04-7 Suspension And ReinStatement Of Deferral.
SUSPENSION. A Participant nmy at any tim direct that defermls uuder tile Pa~ticipam's Participation Agreement
cease by completing the proper form and ~ing it with the Conullitlee no later tl~m the last da~,' of the payroll period
prior to the payroll period during which the deferrals ~e to cease; however.. Accumu taled Deferrals sh~dl only be
paid as provided in Chapter 04-9 through 04-15.
REINSTATEMENT. A Participant who has directed the cessation of det~rral!; ~:aa) resume deI~rrals for an2~
calendar month commencing no sooner than the month following the close of next ef~rollment period by executing a
new Participation Agreement to defer Compensation. The waiti~g period shall n.ol ~PPb' Ic> Participants who arc on
leave without pay as discussed in Chapter 06.
04-8 Funding Options. Each Paxticipant shall designate on lfia,~he~ Pai'~icipa~ior:~/'~gr,:c~Itertt ate fundhag
option(s) in which hashe wishes to have invested. The funding option(s) sltalt be selezt~:d fi'oin. tt~ose optior~s made
available for this purpose from time to time by the Committee, in its sole discrot:iota. Tt:lc Ci3mmiLtec may make
available as funding options:
(t) A fixed rate investment or pool of im~¢sunents i~tcl~tdi~g
loan association, mutual savings bank ,and fixed annuities;
(2) Specified mutual fund shares, sinires of an inves~mcn~
5
POOR ORIGINAL
(3) Fixed or variable life insurance, or other options pennittcd by ~aw ;rod sclcclcd tlv the Cmrm~itlce.
In the event that a selected funding option experiences a loss,. the P;~ticiFmt's Accumulmcd
I)efermls payable hereunder shall likewise reflect a loss for the pened.
04-9 Designation Of Beneficiaries. Each Participant slhall lm~e the right to desiguam a Beae~ciary
Beneficiaries to receive Accumulated Defermls in the event of Participant's death. If no such designation is in effect
upon the death of a Participant, the Ber~fic~ shall be the surviving spouse, or finone, then the Beneficiary shall
be the Participant's estate. A Participant may change hi~ Beneficiary designation at any time b.~~ filing a chm~ge
of beneficiary form with the Committee. A PartiCipant may also change his/her Beneficiary designation by
completing the beneficiary designation portion of a Participation Agreement form. The Parlicipant nu~y name:
(1) A desigltated organization or person (including without limitation his/her auborn or later adopted
children). fitinborn or later adopted children are to be included, the designation must so indicate. The date
of birth must be furnished for any living person who is named and who is under the age of ei~ltcenl
(2) His or her estate;
(3) A mint which is in existence, or which is to be established under the Pat'ticipant's last will. For an
existing trust, the Participant must provide the name of the trust and the date il was established.
The Participant may name contingent Beneficiaries in addition to primary Be~:~t,~ficirlri,l.~s ~.,.~)I ~mme~:~ Beneficial)~
must have a tax I.D. amber or a social secarity number.
04-10 Distribution To Participant After Separation From SenMce. At~c.,r S::p~a~.Uio:~ flora Se~Mcc,
Accumulated Deferntis shall be paid to the Participant in one or more h~stalhr~::,l:s ;:!~!; ,::::!ectcd. ~'i' Ihe Participator
pumm~ to Chapter 4-12 through 4-14.
04-11 Distribution In The Event Of Death Of Participant Or Benefkiar.~'.
(1) Should the Participant die at any time, Accunmlated Deferrals stroll be paid to tile Beneticiar>
Beneficiaries designated by the Participant pursuant to Chapter 04-9. The Accumulated Dcferrals slkall be
paid out as provided in Chapter 04-9 thxough 04-14. If no Beneficiary is designated as provided in ale
Participation Agreement, or ff the Designated Beneficiary does not survive by a period of thirty (30) days,
then a lump sum or series of payments shall be paid, in accordance with Ctkql~er 04-9 through t),~-14, to
surviving spouse, or finone, a lump sum shall be paid to ~e estate of the Parlicipant.
' (2) In the event a Beneficiary becomes entitled to receive Accumulated Deferrals but dies pi~or to the
distribation of the total Acaunulated Deferrals, Accumulated Deferrals shall become payable to the
Beneficiary's estate on the first day of the third month following written notice of the Beneficiary's death,
unless Accumulated Defermls are being paid in the form of an annuit.v, in which case the disposition of fl~e
remaining mount shah be detennined by the armuity coaltact. Such ammi~3' contracts sh',fll be issuexl
pursuant to the rules set forth in Chapter 04-14.
04-12 Elections Regarding Distribution. Each Participant (or m the event o:17 dcafl l.. c:~ct~ Beneficiary' olhcr llum
an organization, estate, or trust) shall elect when his/her pay-out x~il.l begin m~d th,.~ p;13'-~'~u~ period.
(1) Election Regarding Time Of Payment. The election regarding ~l~c time when payment wilt
begin shall be made when a Participant Separates from Semce (or dies having Scp,wated frown Service and
having previously elected when payment will begin). Once made, tile electiot~ regarding when pay-out will
begin is irrevocable ~ to the Participant or Beneficiary making the election. Nolwithsllmding fl~e above,
a Participant has elected, in accordance with the Plan, to defer the conm~enccment of distributions beyond
the first permissible payout date, then the Participant may make an addition.q l election to ~lrlher defer the
commencement of distributions, provided that the election is :filed befo~re dis.tribt~tious ~mlually begin and
POOR ORIGINAL
the later commencement date meets file required distribulion conullet~cemcnl date pl:ovisions of Sections
401(a)(9) and 457(d)(2) of the Code. A Participant may nol: :make mo~c' lh3i~ e~t.e such additiom'fl defcrral
election after the first permissible payout dam.
For purposes of the precexiing paragraph, the "f'trst permissible payc~ut date'~ is fi~e earliest date on which
the Plau permits payments to begin after Separation from Service, disregarding payments to a Participant
who has an unforeseeable emergency. or attains age 70-M,;. or under the in-se~,ice dislributim~ provisions of
the Plat
(2) Election Regarding When Payment Will Begin:
(a) By a Participant who Separates from Service other than by ~;~as,~n oil' dearly. must be lmdc
not later than Sixty (60) days after Separation from Service. Payment may begin on the date
nearest the first day of th~ month in which an election is filed with the Committee on loans
provided for that purpose, andpayment must begin withh~ the time prescribed by Chapter 04-14.
(b) By a Beneficiary, other than an organization, estate or trust, whom ~e Parficipaut was not
already receiving payments, payments must be made not later than sixqy (60) days after the
Patticipant's denfit Payment may begin on the date nearest the first day of the month in w'hich tile
election is flied with the Committee on forms provided for that purpose~ mid paymcnl must begin
within the time prescribed by Chapter 04-14.
(3) Election Regarding Method Of Payment. TIm Parlicipant (or Beneficiary otlmr fl~l au
orgamzalion, estate or trust) who makes an election regarding the date paymere will begill, may also elect
the period over which payments will be made. The pay-out period election n~ay be made eiflter at tbe time
he/she elects a beginning date for pay. out or at any time xtot later than sixty (60) days prior to the date
pay-out is to begin. Once having made this election, the Pardcipma (or Beneficiary, other tlmn an
organization, estate, or trust) may change the pay-out period election not later than sixty days prior to the
date pay-out is to begin. Such a Beneficiary may also make this election where the Participant was already
receiving payments but, as provided in Chapter 04-14(3)(a), must receive distribution at least as rapidly as
it was being dislributed to the Participant Such a Beneficiary must nmke the pay-out period election net
later ~an sixty (60) days atter the death of the Participant and pay-oul wiI~ be suspended foliowing the
Participant's death until the Beneficiary. either makes a pay-out period election or ~egins receiving paymere
as provided in subchapter (4) of this chapter; provided, ff the Participant was ~ceiving pay-eu~ in. the Form
of an annuity COnLract, then the successor's rigltl shall be limited by the terms of that canlracL
(4) How Elections Arc 2Made. A Participant or Benc~ciam?: m~t!:i:s e~tx:[k~ns; ~:dh~:~cc~ ~mdcr ~his
Chapter by completing and filing applicable payment request forms with tile Gemmitre,::.
(5) Consequences In Absence Of A Timely Election Regardi~g lime Of l~aymeat. Absent a
timely election regarding wbm pay-out is to begh~, pay-out will begin on ~he Bfteenth d,w of the moafl~
following the month in which the election period ends, and will be made, in a lump sum if the Accumulated
Deferrals as of the end of the election period are less ~han twenty-five thousand dollars ($25,000) or, if file
Accumulated Deferrals are twenty-five thousand dollars ($25,0C~)) or nmrc~. in ~hc Con, of a lifelime
annuity with a fifteen (15) year certain period or
(a) As may be necessary under the minimum pay..o~; requirements of Section
457(d)(2)0!t)(i)(I) of the Code, requiring ameun~s lc> be paid n¢l,~ ];:~li::!~' th;i~l~ ;is dc~em~incd under
Section 40 1(a)(9)(G) of the Code; or
Co) AS may be necessary under Section 457(<t)(2)(B)(i.)(1I) off tt~c Code, rcctuiring amounts
not distributed to rite Participant darittg his/her life i:o be dist~l.m lcd ~ h::~:m{ ,~s rapidly ,'~s they wen'~
being distributed us of the Participant's death.
POOR ORIGINAL
(6) Effects Of Certain Employment Changes. "i'ra,~l. sh:rr!i; 17¢~>~1;, 4!L:,.:: ~:~'l~l, ~!~: allo~.cd k~
circlces described in Chaprex 04-2(2).
(7) Consequences In Absence Of A Timely Eketion Regardin~ Method O~TM Payment. l, the
absence of a timely election regarding the period of time over which paytnent will t~.'. ,made, pa}'nment
be made in the manner described in subchapter (5) of this Chapter.
(8) Payment To An Organization, Estate, Or Trust. /M~}~ aulotHl l 33;'.~).'ablc t<:l ;~:t c,'gaai~atio~t.
estate, or trust shall be paid in a lump sum as prescribed in Chapter 04-14(3).
04-13 Investment Mode Election. Each Pardcipm~t shall designale on his Partici.~>ia.io~ AgreeH~enl his selected
investment mode. Such designation shall continue unless changed pursueant to l~his Chapter. The investment mode
shall be selected from those modes made available for this purpose froa'm time t,0 r~i~:t~c I.~;. lhe Comumittee. in its sole
discretion. The Committee may make available as modes for inve~men~:.
( 1 ) a fixed rate of interest product. or
(2) specific mutual fund shares, deposits with a creed, unioi~, s~'i::ig.,; ~;t~.~,~:H~ loaxl~ ~sscciat:ion, banl~.
mutttal savings bank, life insice, shares of an investment cornpan3.;, ~>r fix,:::'l :~:ii~.d/4:~.m' '~';i~riable a~nuitics
other modes permitted by law and selected by the Conunitlee.
The Committee may from time to time change ate available modes For in'~;cst~tc:k:at. It::I {3zc c~.:~l! i~hat the selected
investment mode experiences a loss, the Participant's benefit payable hereunder ~'.h~g.;K. Iil.'.~c.,~.'isc rc~Eect loss, ~'ather
than income, for the period.
04-14 Bistri bution Of Deferrals.
(1) General Rule. Payment of Accumulated Deferrals ~vill be x'~.ac~e i, a~ least a~mu~, subslantiall.~.
nonincreasing amounts. Payments are also subject lo the [irlfi,~tions i~ s~klc]~apfe~'s (2) through (5) of this
Chapter.
(2) Distribution To Participant. A Participa:~H mu!il
(a) Receive his/her entire interest prior to ihe l;i~test
(i) The April ist immed:iatel~' following ih,:: clc~...ii;:::: :::'..~' !1~::::: ~!:'l:~,a!~ ::i.:c.':~i' i~ which
Participant attains age seventy ~md one-half: or
(it) The April 1st intmediatcl.~,¢ following ~he close ~:,,e;' t]l:tc [l:>la~ )'ear in wlfich the
Participant Separates from Sen~ice with the Plan Sponsors:
Co) Begin receiving his/her intcresl not later than thc Lill~c ~:;pl.-¢l:::il"icd i:i~ (::u) t:>{' Hfis Subchaptel'
and receive it over a period not longer ~an either:
(i) The life of lie Participanl;
(it) The life of the Pardcipm~t and a Benefici::xr> dc:!~i.!!;~:~'g:::,i f;~) Ihc ri>m'ticipanl:
(iii) The life expectancy of the Participant; c~'~
(iv) The life expectanc3~ of the Participant amid a desi~;t~ate,d Beneficiary3.¢.
Payment must be suffzcienfly rapid to satisfy the reqttiremcnts of Sectio~ ,k'ST(d)(2)(B)(i)(!) and Section
40 1(a)(9)(G) of the Code; provided, that until tables are issued by the Secret,try of ~hc Tre;;i~su~.., if provision is made
for the. payment of a portion of the Accumulated Deferrals lo a Bencficiat3;. t:he amount payable to the Participant
POOR ORIGINAL
acttharially must exceed two-thirds (2/3) of the nmximum amount pa~ble to :the Pat'ticipm~t had t:to provision been
made for payments to the Beneficiary (determined as of the commextcemenl of file distribution). Once payments to a
Participant. begin, the l~articipant may' accelerate the payment schedule only in lhc cven~ or an unforesceabtc
emergency (and subject to the provisions of Chapter 05 regarding such emergencies).
(3) I}islrib~tion To Bendicia~es.
(a) When dism'bution begins prior to file hrtic~p'~mt's dead~, ihi::r~ ~'my..ou~ lo dtc beneficiary
must be made at least as rapidly as it was being made to the hnicipam When It~¢ BeneficiaD~ is
an organizalion, estate or trust, ihen payment will be payable in a lump
(b) When distribution does ~mt begin prior to the ?articil~ant.~s I::lc~tlh.. :tl~(l iS IC I) C made:
(i) To an organization, estate or trust, then Imyme~l ~vill be l>:}>~.~bk: h~ a tmnp sum
on the first day of the third month following file Participant's death:
(ii) To a living Beneficiary designated b~ the Partficil~mt other tt'~an the Participant's
surviving spouse, and, by election, not to begin wilhm one (1) year of the Participant's
death, then the payment must be made within five (5) yea~.'s ef d~e Participa~l's death;
(iii) To a living Beneficia~~ designated by the Particip~,mt {.,~l~cr than the Participm~t's
surviving spouse, and, by election, beginning within one year or the Pardcipant's death.
then pa)~nent nmst be made within fifteea (15) years o~ d~e Pa~:licip~ml's death:
(iv) To the Participant's surviving spouse, whether a~ designated Be~eficiar>.', or by
default, then payment must begin prior to th:e April !sl immediately following tim later
fi~e close of the Plan year in which the Participant would have attained age scx.'enty and
one-half or, if later, the year in which the Participanl Separated ['tom S¢~icc, and
payment may be made over the lifethne of the sm-vivi~t~ spouse .~r ever a period not
longer than the life expectancy of the sun'lying spouse~
(4) For purposes of this chapter, life expeclancies ~ill b~: computed I~y nsc {~f the cxpecled return
multiples in Treasury Regulation 1.72-9. Where pay;nero is being rru~cTe c~ver the joint lives of tl~c
Participant and the Participant's surviving spouse, the life ~xpeclancy of .tl~i.-. P~rticip~mt m~d Ihe P~licipant'i
surviving spouse may be recalculaled annually.
(5) Notwithstanding anything m this P.lm~ ko fl~e contl'aD.', distrib~itic~s li'om Ihc Plan will ~c made
compliance with the minimum distributiou rules of Section 457(d)(2) of ~lte Code, and in compliance with
Treasury R~gulations issued under Sections 401 (a)(9) and 457(d) (2) of the C~xlc a s appl icabl
04-15 h-Service Distribution.
(1) Involuntary In-Service Dislribulion: The Plan shalt di~lribulc 11~:: [,~:.~,~a~ anto'kuc~[ payable under Ihc
Plan to a Participant who is an active employee of an eligible emploS=ct: if the 9:~llowh~g requiremenls arc
met:
(a) the total amount payable Io Ihe Particil~:ml ~mdcr It.~r~' Ph~l~t &:~c:!~ ~c~t l:'o,'~:c,:::;,::~l $5,000;
(b) fl~e Participant has not ptc'viously rcccivi::,:~. ;m in..,.~envi.,:::!: <:~is,.ribu~ii:m o[' ~h.c totM
payable to the Participant under the Plan; and
(c) no'mnount has been ~ferred trader lhe F'la~ vh'ith :rcs~::~,,::~..:::l t:':, [l~t:: P.arl. i¢ipanl during tlxc
two-year period ending on the date of ~he in-~r~licc .rlistrit~ution
9 POOR ORIGINAL
(2) Voluntary In-Service Dmldbulion: A Pamcipant who i~; ~inu zic~i.~,c:: ::~mp~ycc of' aa clig, iblc
e~loyer s~l m~ive a dis~bufion of ~e total amount paynick:: Io ihc f'~,'~h::~:xm~. u,dcr ~l,c ~!an iF lhc
following r~uire~ts are me~:
(a) ~e tot~ alnom~t ~yable to ~e Participant under Ih~'y.
doll~ ~ffit ~er ~on 411 (a)( 11 ) of ~c Code~ if
~e P~ici~l has uot previously rcc~t:iv,:d ::,~ :i~....s:::"",.~c,:: ,Jis!,~ :!::~ll~s~ ',:"~ ~1~,~:2 ~C)[~tl :llU()tl~k
payable to ~e P~ici~l ~der the Plan:
(c) no ~o~t Ires b~n deferred IHI(.],,i:E:' Ihc Pta:~ ,,.,?,i~:[:t~
~y~r ~dod e~g on ~e dale of ihe in-service dis,:"i bn~2N cF~:
(d) die P~icip~t elects to recciv'c time distri[m~k:,~.
Chapter 05
UNFOI~SEEABLE
05-1 ~nfore~eable Eme~enc)~ Notwit~tm~ng any od~er tYo"vis~.OuS ~:, lhc F:'Im*~. ,m ~ltC event of an
ulom~le emergent, a P~ci~t or a Bene~cia~ calitled to Accumulated Dcfe~als may request the
Co~ to ~y om a ~ffion of A~mulat~ Defemls. If ~e application For ~i>a)ment. is approv~ by ihc
Co~U~, ~eat wffi ~ made wi~n six~' (~)) ~ys folio'wing such ~ approv;id. T~lc amount paid shall bc
li~t~ s~y to ~t mount mso~bly n~m~ to mtisCv the emergency n~d.. For pu,~ose~:
u~o~blc cmergen~ s~l ~ ~vem fi~ci~ l~sh:ip to tha Parlicipanl rcsulli~g
(1) A sudden m~d ~ex~cted ilhtcss or accidcn~ of' fi~c P;~rticipi~i
S~tion 152(a) or~e C~e) of the h~cipmtt,
(2) ~ss of~e ~icip~t's property due to castml:r:~,.
(3) ~er s~ ex~ordimD, and uufoi~::see~:tblc <::;~l:~;:n~;l~ii~lS~l::L~:::,i:::::;
~ ~n~ol of ~e P~ici~t.
~e c~mnsm~s ~t will ~dtme ~ ~forcse~blc emc:rgeucS. will :lopenet
~y c~, ~yment ~11 not ~ rode m ~e exlent flint such hadship is or may be relieved (a) d~ough
rehnb~m~t or ~m~n~don by ins~ce or o~e~ise; (b) by ~qui~tion of tt~c Parlicip;mt's as~ts, to tile extent
~on of ~ch as~ts woffid not im~ca~ ~vem financial ha~hip; or (c) by cessation or defe~s under the
Ply. E~ples of w~t ~ not ~ ~a~der~ to be unBmseeable c;mergenc:ic~:; i~cludc dne need to se~d
P~d~t's c~d to college or ~e d~im m p~c~e a home.
Chapter 06
LEAVE Of ~SENC E
06 Leave Of Ab~nc~ If a Panici~ml is ~ aa ~pp:'c~vcd h:~r~vc ~:~f ;~b~;c:~n~,;.::c: [rc, r~ ll:~:: Plum Sponsor.
~cipadon in ~is PI~ ~11 ~ntmue.
Chapter 07
AMENDMENT OR TERMINA'rION
07-1 Termination Of Plan. The Plan Sponsor or ~tc Conunittee may ~ll a~.'~2; ml~c: kc'rmixui~te Ihis Plan. Upoi~
such termination, Accumtdaled Defermls will be paid purstmnl to Chapter 04 of fit,:~ I:~;m .tUl Paxticipant deferrals
will cease.
POOR ORIGINAL
07-2 Amendment Of Plan. The Committee may also amend the provisions of this Plan at any time, for any
reason; provided, that no amendment shall affect the rights of Participants or their Beneficiaries regarding
Accumulated Deferrals that have vested prior to the time of the amendment.
07-3 Reasons For Amendment The Plan Sponsor, as may be caused by Treasury Regulations, Federal statute,
State law or regulations, or operalional ex]~Tience, may from time to lime find il necessary to change or ranend ~
07-4 Procedure For Amendment ff and when an amendmgm to the Plan is proposed, the Committee shall
notify all Participants, in writing prior to any actual amendment to the Plan, that an amendment will be made, what
the proposed amendment will be, why it is being done, and what the likely impact, if any, then will be on the
Parti~aants as a result of the proposed amendment. If the proposed Plan amendment will have any adverse affect or
~ on any or all Participants, each Participant adversely affected shall have the right to modify Ms/her
Particil2tltion Agreelzlent as necessary to redrice or eliminnie ally foreseen adverse impact on Ms/her Accumulated
Deferrals. No amendment to the Plan shall affect the amounI of Accumulated Doferrals which at the time of such
amendment shall have accrued for Participants or Beneficiaries, to the extent of any Compensation deferred b~ore
the time of amendment and net income thereon accrued to the date of the amendment.
Chapter 08
RILATIONS!I!P TO OTHER PLANS
08 Retiremere And Social Security Not Reduced. It is intended that, pursuant to Section 457 of the Code,
the amount of Deferred ~on will not be considered as current compensation for purposes of federal
income taxation. Such amouras wilt, however, be included as conq2easation in determining benefits or rights under
the Plan SpoKsofs group insurance, other retirement pinrig end FICk Paymerds under this Plan will supplement
retirement and death benefits payable tmd~r the Plan Sponsors group insurance and other retirement plans.
Ch.pter 9
TRANSFER IN LIEU OF CASH
09 Assets In Lieu Of Cash. Upon the occurrence of any evem requiring the payment of Accumulated
Deferrals under this Plan, the Committee may, in its sole discntion, elect to honor a request from the Participant to
substilu~e the transfer in kind and assignment of any asset which the Plan Sponsor has acquired, at fair market value.
Chapter 10
NON-ASSIGNABILITY CLAUSE
10 Accumulated Dderrals Not Assignable, It is agreed that neither the Participant, nor the Participanfs
Beneficiary or Beneficiaries, nor any other designee, shall have any right to commute, sell, assign, transfer, or
otherwise convey the right to receive any payments hereunder, which payments and right thereto are expressly
declared to be nonassignable and nontransferable; and in the event of attempt to assign or transfer, the Plan Sponsor
shall have no further liability hereunder, nor shall any unpaid Accumulated Deferrals be subject to attachment,
gamislunent or execution, or be Lransferable by operation of law in event of bankruptcy., dissolution of marriage, or
insolvency, except ~o the extent otherwise required by law.
Chapter 11
ASSETS
11 Ban Assets. Notwithstanding any conWary provision of the Plan, in accordance with Section 457(g) of the
Code, all mounts of Comlz~tsatien deferred put~___ant to the Plan, all property and rights purchased with such
amounts, and all income attributable to such amounts, property or rights shall be held in trust for the exclusive
benefit of Participmts and Beneficiaries under the Plan. Any trust under the Plan shall be established pursuant to a
written agreement that constitutes a valid trust under the law of California.
ll
All mounts of Compensation deferred trader the Hall shall be ~ransfcrrc. d to :1 ~t'us~ c:smbii~shed trader Ihc Plan
within a pea'led that is not longer than is reasonable for the proper admimstration of the accounts of Panicipmlls. To
comply with this requirement, all amounts of Coinpcnsation deferred under the Plan shall be transfen'cd ~o a rrus l
established under the Plan not hter than 15 business days after the end of the raon~h m which Ihe Compcnsation
would otherwise have been paid to the employee.
Chapter 12
PARTICIPATION BY COMMITTEE
12 Partidpation By Committee Members. Mmnb.ers cff the Commi.ttcc. i'~lllL~. ~I'C :cl~hcr~,isc eligible. lnay
participate in the Plan under the same terms and conditions as apply to other Paniciparas but an mdividnal member
shall not participate in any Committee action taken with respect to th.al member's parfic ipali orr
Chapter 13
PLAN SPONSOR PARTI~CIFATIIO N'
13 Plan Sponsor Contributions. The Plan Sponsor ma), p~n:~n~mt ~!<~ ~1. ,cha:~gcd c.>r ~::tl::m. li~arlicipalion
Agreement ~ed by a Participant as specified in Chapters 04-6 or 04-7. add ac~ditional Deferreel Cr3mpensati~n
services to be rendered by the Participant to the Plan Sponsor during any ,; alen.~nr nl.r~nlh~ t:!,rc~x,'ided:
(1) The Participant has elected to tmve such adclitiem'~l ComFcn!i~iltic:~:n cl,:.~f~-n'ccl,. invested,
' distributed, pursuant to this Plan, prior to the calendar monlh i~:~ 'wldcl~ l~c Cc.~i~pe l:ur~l ion is earned; and
(2) Such additional Deferred Compensation, wl~¢n added to a~l 9llmn I)/.~l~'!r~ccl! C.on~i:~e~.s~n~fion I~ndc:I:
the Plan. does not exceed the maximum deferral pennitte~cl by Cl:'lap~¢r 04
Chapter 14
INVESTMENT RESPON
14 Investment Responsibility. The Plan Sponsor may, bul is aol require~] Ii::l,. m'vc:~i;t fmtds held pursuant
Participation Ag/eements between Participants and the Plan Sponsor in accor~mcc. Mth lhe requests ~nade by each
Participant. The Committee shall retain the right to approve or disapprove such in'vci~ment mqucsls. Any action by
the Committee in investing funds, or approving of uny such investment of funds, slmll nol be considered to be either
an endorsement or guarantee of any investment, nor shall it be considered to atl:¢s~ Io lh:: li t~:lmciaI sc>nnd:aess or the
suitability of any funding oplion for the purpose of roecling future obligali on.s.
Chapter 15
COMMITTEE POW'EKS
15-1 Plan Prevails. In the evem arty form or other decumen{ ~E, ed m .~i~dnmi~s!~cri~j~. ih~s Pkm, including b~ no!
limiled to enrollment forms and marketing materials. conflict with lhe lenn~ of ~e P]~.m. lhe li,:rms oF the Plum shall
pre,~aiL
15-Z Beeision Binding. The Committee is authorized m:nd h3s sotc ,disc:t'e~k>!~a ~c:, d~.':~cmd~f-· any mailers
concerning the rights of any Participant, Beneficiary o~ any other pc '~.;~ns u*.~cr fhi~ ~-~'3ar~ ~ld s.uc~ determinalion
shall be binding on all interested persons.
15-3 Committee To Interpret. The Committee is authorized and l~as sok~ disc m,.'.,,~:~ fo ~.n.~ruc Lhis Pi~m and
resolve any ambiguity in the Plan. The Plan and any form or other do~nu~nt used in a~ninister~g ll:~e Plan shall be
interpreted, and this Plan shall be administered, so as to comply' 'wifl~ Section ~:J-:~;'7 of' thi:~ Cf~dc: and lhe. Tre.3stl~,
R~guiafions promulgated ther~m~der.
12
· . POOR ORIGINAL
15-4 Tax Slams Not Guaranteed. The Commillee does nol rcprcsen~ or ,~u~;.~mls:::c ~li!~g ;~.l!:~., ~mrtic~Ial' J~izderal
S~te ~mc, ~oll, ~ pro~ or o~cr ~ co~ucnce will occur bec~m~c of ~l~c Pa~cipan~'~
~pation ~ ~s PI~ ~e ~~ should ~uR ~ 0~c P~ici~ml's {~vn repmsc~ta~h.:c ~'c~din~ aH
qu~tio~ of f~eral or S~te income. ~oll, p~so~ p~ope:~y or other t~x ~m ~;:c~:~l;.uc.~<:: ,::::s ;~ risi ,~a~: ~'.:>n~ p~m ~cip~t ~o~
~ ~is Pl~
15-5 Commi~ May Require Court O~er. ~c Co~xitt~ or th.~ Z~?~m,. Spcms~:~r. i~Z" ~n .do~b~ co~r:mmg
co~s of ~e~ ac~on ~ ~g a ~menl of Ac~m~ted D~e~s,, may s~:~pcn~t payment troth ~tisfied
to ~e ~ess of ~e payment or ~e ~rson to ~eive ~e ~yment or to allow tl~c riling i;~ any State court
com~t~t j~on of a civil action ~g a ~te~m~on of tile mnoax~ls to b~ paid an,~l lhc persons tc~ r~civc
~em. ~e Co~ ~ ~e PI~ S~asor ~ comply ~ fl~e fim~ ~rdcrs of the cm.~rc m any such suit and
Pmci~t, for ~ ~cipm ~d ~e P~ci~t's ~ne~a~- or Benefici~es, c~msents m be bound thereby.
Whea~er p~ment ~ Accm~t~ D~emls is s~n~ p~su~t to lids chapler~ tt~.c time for a Participant 6r
~ae~ci~ making ~y elation ~r ~pmr 04-12 s~ not begin tmffi amotmt(s) and perran(s) entitled arc
dete~ eider by wdtt~ ag~ment of all ~i~ concemed or by a com~ judgme~'t~ th ~ ll~i~; become lina t
1~ Del~a~on ~ Authority. ~te Conm~tlee may delegalc ils func~ic~:~s ~!,:~ ~:~,::: ~c~'"ff~o~mcd tH~de~' this Pla~ fo
any de~gn~ ~ le~ authority m perform such functim~s.
Chal~ter t6
~PLICABLE
16 Plan To Confore To Federal And State Laws. T~is P~n is iraended ~:~, b~:: ~m c[igibk: Stole deFcn'cd
commotion pl~ ~ ~e m~g of Scion 457 ~ file Code, ~il!~.d Trc:~its~tr,; ~,:~&~',,:lm:h:~:~ [ .~57-2(a} and te
comply ~ applicable St~e hw. ~d ~11 be ime~rcted ac~rdiagly.
Chapter 17
TRUST AG~EM ENT
17-1 A~p~n~. (the ...... l'rus~:cc"). or
successor or successo~ which accept ap~intmenl m~der ~s Cl~lpter 17~ accepts Ihc "[ms~ hereby crealed under
PI~ ~d ~s to ~ffom file oblig~ons ~pos~. ~e Tmslee's duffel ~md respons.ibiIi~ics ~(;~ale~ ~mrcm~der sicall
~ ~ffo~ h ~mr~ wi~, ~d ~ neces~ li~t~ to compl>' witlL applicable
17-2 R~aptofCont~bu~on, ~e Tmsm:e s~H be accetmmble Io lh~:~ Plcm Sponsor ~0r the t~nds
con~b~ to it ~ ~e P~ S~or, but ~aH ~ve no duty Io ~e that ~e con~h~tions received comply witlt the
prmsiom of ~e Ply. ~e Tmst~ ~ ~ nei~ oblig~ m coHe~ an~; con~ibu~ons flora tl:~c Plan Sponsor. nor
to ~ ~t ~ds ~sit~ wi~ it ~ ~simd ac~rd~g to ~e pro~isions of the
17-3 F~ In~gment Power~ ~m Tm~ee s~ l~vc f~l ~scretio~: ~ilrtd anthart[3 with re}~rd to
in~s~ent of ~y ~aion of ~e Tm~ fund flint is not subject to direction c,f hmvestmcnl by the Plan Sponsor,
~~ or a P~. ~e Trustee is authoriz~ ~d empowered, but ~,o't by ~.~r~' ef limitation. wilh Ibc
follo~ng ~wer~ fi~ts ~d duties:
(1) To ~vest ~y pm or all of the Trust rum ~ ~y common <>r p~'ct~r~cd sr~ecks, <>pcn-ct~d or closed-
end m~ ~s, s~s of ~ invesm~em com~y, vmable mm~*kies, pul and call options trad~ oi~ ~
mfio~ ~c~ge, U~t~ Smt~ retirement ~n~, cobrate bonds, deanturns. conveffible debentures.
~m~ ~r, U.S. Tms~ bills, U.S. Tre~~ n~ aM oaicr dimcL or ia~mct obligations of the
Umt~ States G~e~m or i~ agen~ lFov~ or ~proved real eslal:e sittufted in ~e U~I~ States.
li~t~ ~i~, ms~ ~n~cts, mortgage, notes or o~er pro~.~' of any kind, real or personal.
~ to buy or ~11 ~ons on comon st~k on a ratiorally r~iz~ options exchange with or
hol~g ~e ~d~tying coimon st~k. as a p~ent man would do u~dcr lik,~ :;::ircun~stances with due
mg~ for ~e p~ses of ~is Plan.
POOR ORIGINAL
(2) To retain in cash so nmch of the Trust fund as it may decnt advi~blc tc~ sal isfy liquidtry needs
file Plan and to deposit any cash held in the Trust fund ill a bank acconnt al r~::~sc:mablc h~tercst:
(3) To man_age, sell, contract to sell, grant options to purctmse, c:om,cy, c×chzmgc, transfer. abandon.
improve, repair, insure, lease for any term even tt~ough commencing in the timre, or e×l~ending beyond the
term of the Trust, and otherwise deal with all property, rml or personal. i~l. such mmmer. for such
considerations and on such terms and conditions as the Tinslee st:hall deckk..:
(4) To credit and distribute the Trust as directed b~' the Conmfiltce. "l:'hc '2l';;'~stci::: shallI.~ol be obliged
to inquire as to whether any payee or distributee is entitled Io an), paymcnl <~,: whcthvr the distribution is
proper or within the terms of the Plan, or as to the nkanner of ranking m'~y pay~mnt or dislribution. The
Trustee shall be accountable only to the Cornmince :for any payme~'ml c,: dis~ribul ion~ mr~<I<:~. b"~' it in good
on the order or direction of lhe Committee:
(5) To borrow money, to assume indebtedness, extend mong;~gc!' .~md ,,:~ncumber b., mortgage or
pledge; to invest in loans to a Participant in accordance with the loan policy cs~ablishec~ [~y fl~e Commiucc
(ff such loans are to be permitted), provided any loan is adequatel:., s,:c:,y~',~xl. l:~ca~s ..:n :rc'..~;!;~m~ble rate of
interest, and provides for repa3anent wiflLin a specified tinge:
(6) To compromise, contest, arbitrate or abm~don clahus ant Cle~ll':~lT~d:I!;. ii rt ii !:!i;
(7) To have wilh respect to the Trusl all of the rights o[' an i~divitll~iill o,i~,':iic:::~'. i~ch~dmt.~ ll~c power to
' give proxies, to participate in any voting Trusts, mergem cor~solidalion;; ~:>r [iI:Iuid:~li{ms.. and to exercise or
sell stock subscriptions or conversion rights;
(8) To hold any securities or other property m fl~<: r.~ame or' the 'l'ru.~;t.,:::.t~ i::,n il!i; ,~t:mtim:::,'::. ,3r in ateother
form as it may deem. best, with or without disclosing the Trusl relat io~shi p:
(9) To perform any and all other acts in its judgment necessaay c:,n ari>l~i~:l. tpri::m::: f~:n Ihc proper
advantageous management, investment and distribution of the Tmsl:
(10) To retain any funds or property subject to any dispute wifl~o~t liabilil.~ ~1' !nhl:: p~yx~lcnl of roterest.
and to decline, when reasonable to do so, to make paymenl or deriveD' q:'~r' lh.c fimrJs o~' properly until fi~mt
adjudication is made by a coon of conipetent jurisdiction:
(11) To furnish any lax returns or portions thereo:f required of ihc
(12) To furnish to the Plan Sponsor and the Committee Shntements of ac~,:,.:>,n~ at least mmually sho~;iug
the condition of the Trust fund and all investments, receipts, disbursemen'Is ~,nd other mm~sactions effected
by the Trustee during the Plan Year covered by the Statement and 'also stating the assets of the Trust held a~
the end of the Plan Year. The Committee may approve an accounting by written notice of approval
delivered to the Trustee in ~ting within ninety (90) days from the date upon which the account Statement
was mailed or otherwise delivered to file Cozmnittee. The Committee agrees to use its best efforts to
review account Statements provided by the Trustee xviflfin ninety (90) days front the date the account
Statement was :nailed or delivered to the Committee. An), n~atters objectod to by the Committee shall be
commtmicated to the Trustee in a writing signed by a member of file Committee, and the Tms|ee shall be
given a reasonable opportunity to explain or adjust such matters. In no event sba]t the Tru.stee be liable for
losses to the extent that the same could have been prevented b3., a prompt p':::~:i¢~.l.. (~i~hin 90 days) of the
Trusteg's written account by the Commitlee; and
· (14) To begin, maintain, or defend any litigation necessary ia cc,mmcti,cm ,Mth tl~e admi~is[ralion of
Plan, except that the Trustee shall nol be obliged or req~red ~o do so ,nlcss indel m'ti ficd 10 jl..q satisti~ction.
POOR ORIGINAL
174 Recerds and Statements. Tlw records of the Trust~ p~rtai~h~g Iv the P~im slu~l~ ~c open to the insl~ction
of the Plan Sponsor and the Committee al all reasonable times and may be auditca [ram ~mc to time by any person.
or persons as the Plan Sponsor or Connniltee may specify in writing. The Trustee shall hmi~ the Committee or the
Plan Sponsor with whatever information relating to the Trust fund the Committee or Plau Sponsor comsiders
necessary.
17-5 Fees and Expenses from had. The Trustee fitall receive reasonable annlull compensation as nmy be
agreed upon from time to time between the Plan Sponsor and the Trustee. The Trustee shall pay all expe~ses
reasonably inaa'red by it or by the Plan Sponsor, the Commitlee, or othex professional advisers or administrators in
the administration of the Plan from the Trust fund unless the Plan Sponsor pays the expenses. The Committee studl
not treat any fee or expense paid, directly or indirectly, by the Plan Sponsor as an Plum Sponsor contribution.
17-6 i)istribution of Cash or Properly. The Trustee may make distribution under tltc l>~m in cash or property,
or partly in each, at ils fair markel value as determined by the Trustee.
17-7 Resignation. The Trustee may resign at any time as Trustee o[' the Pta.~ b'!' g:i, i!n!: t~hirly (311) chys' ~wit-ten
notice in advance to the Plan Sponsor and to tile Conunittee.
17-8 Removal. The Plan Sponsor, by giving thirty (30) dab'.q' ~:~rit~¢n ,o~.ilx:: in :;~:l'i.:'~,:::~: I.,:::! tl'~c 'rruslce, may
remove any Trustee.
17-9 , Interim Buries and Successor Trustee. In the event of tha resignation or removal efa Trustee, the Plan
Sponsor shall appoint a successor Tmst~ ff it intmds to continue the Plan. During any period the selection of a
Trustee is pending, or during any period a Trustee is unable to serve for any reason, the remaining Trustee or
Trustee(s), if any, shall act as the sole Trustee or as the only Tmstee(.s) of ~e Trust created under this Agreement. It7
no Trustee reinnine during any period the selection of a Trustee is pending, rite Plan Sponsor shall act as Trustee
until a successor Trustee is selected,
Each successor Trustee shall succeed to the title to the Trust vested in his predecessor by accepting in
writing his appointment as successor Trustee and ~ing the acceptance with the former Trustee and the Conunittee
without the signing or ~ing of any farth~ Statement. The resigning or removed Trustee, upon receipt of acceptance
in writing of the Trust by the successor Trustee, ~hall excrete all documents and do ,-ill acts necessary |o vest the rifle
of record in nay successor Trustee. Each stwcessor Trustee shall have and enjoy all of the powers, both
cliscretioimry. and ministerial, his predecessor. No successor Trustee shall be
personally lhble for any act or faihwe to act of any Trustee. With the approval of the Plan Sponsor and
the,Committee, a successor Trustee, with respect to the Plan, may accept the account rendered and the property
delivered to it by a predecessor Trustee without innmine any liability or responsibility for so doing.
17-10 Valuation of Trust. The Trustee- s~_!l valne the Trust fund as of the last day of each calendar year
and at such oth~' times as the Committee may direct to determine the fair market value of each Participant's
Accumulated Deferrals, and the Trustee shall value the Trust fund on such other date(s) as directed by the
Cammince.
POOR ORIGINAL
17-11 Exehive lieRift. Th~ Trust fund will be I~!d for the exclusive I~mett of Participants and their
]k'ne, ficiaries. Except as ~grwis¢ prov/atM in t!~ Plan, i~ shall be imporaCle uader any circumstances at any time
for any !:tort of the ¢talmas or hgcm~ of tl~ Trust fund to be used for, or div~tM to, Imrposes oth~' than for the
exclusive benefit of Participams and their Beneficiaries.
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city of satamp
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