EMPLOYEES' RETIREMENT PLAN OF EASTERN
UTILITIES ASSOCIATES AND ITS AFFILIATED COMPANIES(1)
Amended and Restated
Effective January 1, 1989
Execution Copy
December, 1994
(1) Prior to January 1, 1991 this Plan was known as the Employees' Retirement
Plan of Eastern Utilities Associates and Its Subsidiary Companies.
TABLE OF CONTENTS
PREAMBLE
Section
ARTICLE I DEFINITIONS
"Accrued Benefit" 1.1
"Active Participant" 1.2
"Actuarial Equivalent" 1.3
"Actuary" 1.4
"Affiliated Employer" 1.5
"Annuity Starting Date" 1.6
"Authorized Leave of Absence" 1.7
"Average Earnings" 1.8
"Beneficiary" 1.9
"Board" 1.10
"Code" 1.11
"Contingent Annuitant" 1.12
"Credited Service" or "Years of Credited Service" 1.13
"Early Retirement Date" 1.14
"Earnings" 1.15
"Effective Date" 1.16
"Employee" 1.17
"Employer" 1.18
"Employment Date" 1.19
"ERISA" 1.20
"Fiduciary" 1.21
"Fund", "Trust" or "Trust Fund" 1.22
"Group Annuity Contract" 1.23
"Hour of Service" 1.24
"Inactive Participant" 1.25
"Normal Form" 1.26
"Normal Retirement Age" 1.27
"Normal Retirement Date" 1.28
"One Year Break in Service" 1.29
"Parental Absence" 1.30
"Participant" 1.31
"Participating Employer" 1.32
"Plan" 1.33
"Plan Year" 1.34
"Postponed Retirement Date" 1.35
"Prior Participant Account" 1.36
"Reemployment Date" 1.37
"Retired Participant" 1.38
"Retirement Annuity" 1.39
"Retirement Benefit" 1.40
"Retirement Board" 1.41
"Service Termination Date" 1.42
"Social Security Benefit" 1.43
"Spouse" 1.44
"Trust" 1.45
"Trustee" 1.46
"Year of Eligibility Service" 1.47
"Year of Vesting Service" 1.48
ARTICLE II SERVICE AND PARTICIPATION
Eligibility Requirements 2.1
Years of Service 2.2
Years of Credited Service 2.3
Postponed Retirement or Reemployment After
Benefits Commence 2.4
Suspension of Benefits 2.5
Service With a Former Employer 2.6
Service With Newport Electric Corporation 2.7
Transfers 2.8
ARTICLE III NORMAL RETIREMENT BENEFIT
Normal Retirement Benefit 3.1
Minimum Accrued Benefit 3.2
Maximum Benefit 3.3
Continuing Employment 3.4
ARTICLE IV EARLY RETIREMENT DATE AND EARLY RETIREMENT BENEFIT
Early Retirement Date 4.1
Early Retirement Benefit 4.2
Minimum Benefit 4.3
ARTICLE V POSTPONED RETIREMENT DATE AND
POSTPONED RETIREMENT BENEFIT
Postponed Retirement Date 5.1
Postponed Retirement Benefit 5.2
Death Prior to Postponed Retirement Date 5.3
Death Following Commencement of
Retirement Benefit 5.4
ARTICLE VI TERMINATION OF EMPLOYMENT
Non-Vested Termination 6.1
Vested Termination 6.2
Early Payment 6.3
Prior Participant Account 6.4
ARTICLE VII DEATH BENEFITS
Surviving Spouse Benefit For Death Occurring
On or After Early Retirement Date 7.1
Pre-Retirement Surviving Spouse Benefit
For Death of Active or Inactive Participant
Occurring Before Age 55 7.2
Death Benefits After Retirement Benefits
Have Commenced 7.3
ARTICLE VIII PAYMENT OF RETIREMENT BENEFITS
Automatic Payment Forms 8.1
Election of Optional Forms 8.2
Joint and Survivor Option 8.3
Life Annuity Option 8.4
General Provisions 8.5
Involuntary Cash-Out Provision 8.6
Restrictions on Distributions 8.7
Increased Payments With Respect to
Certain Retired Members 8.8
ARTICLE IX RETIREMENT BOARD
Responsibility for Plan and Trust Administration 9.1
Retirement Board 9.2
Agents of the Retirement Board 9.3
Retirement Board Procedures 9.4
Administrative Powers of the Retirement Board 9.5
Benefit Claims Procedures 9.6
Certification of Benefits 9.7
Designation of Actuary 9.8
Reliance on Reports and Certificates 9.9
Other Retirement Board Powers and Duties 9.10
Compensation of Retirement Board 9.11
Member's Own Participation 9.12
Liability of Retirement Board Members 9.13
Indemnification 9.14
ARTICLE X FUNDING AND CONTRIBUTIONS
Establishment of Fund 10.1
Contribution to the Fund; Plan Expenses 10.2
Contributions Conditional 10.3
Employee Contributions 10.4
ARTICLE XI FIDUCIARY RESPONSIBILITIES
Basic Responsibilities 11.1
Actions of Fiduciaries 11.2
Fiduciary Liability 11.3
ARTICLE XII AMENDMENT AND TERMINATION
Right to Amend or Terminate 12.1
Partial Termination 12.2
Vesting and Distribution of Funds Upon Termination 12.3
Determination of Funds Upon Termination 12.4
Restriction on Benefits 12.5
Right to Accrued Benefits 12.6
ARTICLE XIII GENERAL PROVISIONS
Plan Voluntary 13.1
Payments to Minors and Incompetents 13.2
Non-Alienation of Benefits 13.3
Evidence of Survival 13.4
Use of Masculine and Feminine; Singular and Plural 13.5
Merger, Consolidation, or Transfer 13.6
Leased Employees 13.7
Construction of Agreement 13.8
ARTICLE XIV TOP HEAVY PROVISIONS
General Rule 14.1
Vesting Provisions 14.2
Minimum Benefit Provisions 14.3
Limitation on Benefits 14.4
Top-heavy Plan Definition 14.5
Key Employee 14.6
Non-Key Employee 14.7
ADDENDUM
PREAMBLE
Effective January 1, 1957, Eastern Utilities Associates (the "Employer")
established a defined benefit retirement plan referred to as the Employees'
Retirement Plan of Eastern Utilities Associates and Its Subsidiary Companies
(the "Plan"). The Plan has been amended from time to time thereafter and is
now being amended and restated effective January 1, 1989. The Plan is intended
to provide Eligible Employees with periodic income after retirement. A Trust
Agreement (the "Trust") has been adopted by the Employer and forms a part of
this Plan.
Effective December 31, 1990, this Plan was merged into the Newport Electric
Corporation Pension Plan, the merged plan being known as the Employees'
Retirement Plan of Eastern Utilities Associates and Its Affiliated Companies.
The provisions of the Plan, including the Addendum attached hereto, shall
govern the participation of Employees of both Eastern Utilities Associates and
Newport Electric Corporation.
It is intended that the Plan, as amended and restated herein, will continue to
meet the requirements for qualification under Section 401(a) of the Internal
Revenue Code of 1986 (the "Code") as amended from time to time and that the
Trust shall continue to be exempt from taxation as provided under Code Section
501(a). As such, the Plan contains provisions required by the Tax Reform Act
of 1986 and other pertinent laws and regulations.
Except as otherwise specifically and expressly provided herein:
(a) the provisions of this Plan shall apply only to individuals who are
Eligible Employees after December 31, 1988;
(b) a former Employee's eligibility for and amount of benefits, if any,
payable to or on behalf of such former Employee, shall be determined in
accordance with the provisions of the Plan in effect when his employment
terminated. The benefit payable to or on behalf of a Participant
included under the Plan in accordance with the following provisions shall
not be affected by the terms of any amendment to the Plan adopted after
such Participant's employment terminates, unless the amendment expressly
provides otherwise.
ARTICLE I
DEFINITIONS
The following words and phrases when used in the Plan shall have the meanings
indicated in this Article I unless a different meaning is plainly required by
the context:
1.1 "Accrued Benefit" shall mean the amount of monthly Retirement Benefit
determined under Article III payable in the Normal Form beginning at
a Participant's Normal Retirement Date or, if applicable, beginning
on his Postponed Retirement Date and determined in accordance with
Article V.
The Accrued Benefit shall not be less than the minimum amount
determined under Section 3.2.
1.2 "Active Participant" shall mean an Eligible Employee who has become
covered under the Plan under Section 2.1(a) or (c).
1.3 "Actuarial Equivalent" shall mean a benefit of equivalent value to
another benefit, determined on the following bases and subject to
the factors set forth in Appendix A:
(a) for lump sum payments made pursuant to Section 6.4 or 8.6, the
applicable mortality rate under the UP 1984 Mortality Table and
the interest rate, either immediate or deferred, which would be
used by the Pension Benefit Guaranty Corporation for purposes of
determining the present value of a benefit on plan termination
and which is in effect on the first day of the Plan Year in
which the distribution takes place;
(b) for all other purposes:
(i) Mortality: 1971 TPF&C Forecast Mortality with a six-year age
setback (ii)Interest: 8% annual
1.4 "Actuary" shall mean an actuary who meets the standards and
qualifications established by the Joint Board for the Enrollment of
Actuaries, or an actuarial firm that employs such individuals, as
selected by the Retirement Board from time to time.
1.5 "Affiliated Employer" shall mean any corporation which is a member of
a controlled group of corporations (as defined in Code Section
414(b)) which includes the Employer; any trade or business (whether
or not incorporated) which is under common control (as defined in
Code Section 414(c)) with the Employer; any organization (whether or
not incorporated) which is a member of an affiliated service group
(as defined in Code Section 414(m)) which includes the Employer; and
any other entity required to be aggregated with the Employer
pursuant to regulations under Code Section 414(o).
1.6 "Annuity Starting Date" shall mean the first day of the first period
for which a benefit is payable to the Participant (or to the Spouse
in the case of death before Retirement Benefits commence) under the
Plan.
1.7 "Authorized Leave of Absence" shall mean any absence authorized by an
Employer under the Employer's standard personnel practices, provided
that all persons under similar circumstances are treated alike in
the granting of such Authorized Leave of Absence, and provided
further that the Participant returns or retires within the period
specified in the Authorized Leave of Absence. An absence due to
service in the Armed Forces of the United States shall be considered
an Authorized Leave of Absence provided that the Employee complies
with all of the requirements of federal law in order to be entitled
to reemployment and provided further that the Employee returns to
employment with the Employer or an Affiliated Employer within the
period provided by such law.
1.8 "Average Earnings" shall mean, on any date of determination, the
average of a Participant's Earnings for the 60 (48 effective July 1,
1992) consecutive calendar months of employment in the 120-month
period ending on the date of determination for which his aggregate
Earnings were the highest. In the case of a Participant who has not
received Earnings for 60 (48 effective July 1, 1992) consecutive
calendar months of employment in the aforementioned 120-month
period, Average Earnings means the average of his Earnings during
all of his months of employment during such 120-month period, not to
exceed a total of 60 (48 effective July 1, 1992) months.
Notwithstanding the foregoing, a Participant's Accrued Benefit shall
be determined on the basis of Average Earnings as calculated in (a)
or (b) below, whichever results in the greater benefit:
(a) The Accrued Benefit shall be determined on the basis of a
Participant's Average Earnings, as limited pursuant to Section
1.15, as of his termination of employment; or
(b) The Accrued Benefit shall be equal to (i) plus (ii) below where:
(i) is the Participant's Accrued Benefit determined as of
December 31, 1988, without regard to the Earnings
limitation set forth in Section 1.15; and
(ii) is the Participant's Accrued Benefit for periods of
service after December 31, 1988, with his Earnings for
such periods subject to the limitations set forth in
Section 1.15.
1.9 "Beneficiary" shall mean the individual designated by a Participant
to receive payments upon the death of the Participant prior to his
retirement, subject to the spousal consent requirements set forth in
Section 8.5(c). Death benefits which become payable under Article
VII before Retirement Benefits may only be paid to a Participant's
Spouse.
1.10 "Board" shall mean the Board of Trustees of Eastern Utilities
Associates.
1.11 "Code" shall mean the Internal Revenue Code of 1986, as amended from
time to time and any regulations issued thereunder. Reference to
any Code Section shall include any successor provision thereto.
1.12 "Contingent Annuitant" shall mean the person designated by the
Participant to receive lifetime monthly benefit payments in the
event of the Participant's death after Retirement Benefits have
started as provided under the joint and survivor payment forms in
Section 8.3. If the Participant is married on the date Retirement
Benefits are to commence, the Contingent Annuitant is his Spouse,
unless a waiver meeting the requirements of Section 8.5(c) provides
for the designation of a Contingent Annuitant who is not the Spouse.
1.13 "Credited Service" or "Years of Credited Service" shall mean the
Participant's period of service determined in accordance with
Article II.
1.14 "Early Retirement Date" shall mean the date on which a Participant
becomes eligible to retire with an early retirement benefit under
the Plan, as determined in accordance with Article IV.
1.15 "Earnings" shall mean with respect to any Plan Year the regular basic
remuneration paid to the Employee by the Employer for services
rendered plus any pre-tax contributions made at the Participant's
election to a qualified cash or deferred arrangement as defined in
Code Section 401(k) or a cafeteria plan as defined in Code Section
125 sponsored by the Employer or a Participating Employer. Earnings
shall exclude any pay for overtime and any bonuses or special pay,
or the Employer's cost for any public or private employee benefit
plan including this Plan.
Effective for Plan Years commencing after December 31, 1988, Earnings
shall not include any amount in excess of $200,000, or such higher
amount ($150,000 for Plan Years beginning on or after January 1,
1994) as permitted under Code Section 401(a)(17) and regulations
thereunder.
In determining the Earnings of an Employee for purposes of the Code
Section 401(a)(17) limitation, the rules of Code Section 414(q) shall
apply; provided, however, that in applying such rules the term
"family" shall include only the Spouse of the Employee and any lineal
descendants of the Employee who have not attained age 19 before the
close of the Plan Year. If the Earnings of the Employee exceeds the
Code Section 401(a)(17) limitation, then the Code Section 401(a)(17)
limitation shall be pro rated among the Earnings of the Employee and
his family (as determined under this Section prior to the application
of the Code Section 401(a)(17) limitation) in proportion to each such
individual's Earnings (as determined under this Section prior to the
application of the Code Section 401(a)(17) limitation).
1.16 "Effective Date" shall mean January 1, 1989 for this restatement.
The original effective date of the Plan is January 1, 1957.
1.17 "Employee" shall mean a common-law employee of the Employer or an
Affiliated Employer.
1.18 "Employer" shall mean Eastern Utilities Associates, a voluntary
association formed under a Declaration of Trust dated April 2, 1928,
as amended, under the laws of the Commonwealth of Massachusetts, or
its successor or successors.
1.19 "Employment Date" shall mean the first day on which an Employee is
credited with an Hour of Service.
1.20 "ERISA" shall mean the Employee Retirement Income Security Act of
1974 as amended from time to time. References to any section of
ERISA shall include any successor provision thereto.
1.21 "Fiduciary" shall mean any person who exercises any discretionary
authority or discretionary control respecting the management of the
Plan, assets held under the Plan, or disposition of Plan assets; who
renders investment advice for a fee or other compensation, direct or
indirect, with respect to assets held under the Plan or has any
authority or responsibility to do so; or who has any discretionary
authority or discretionary responsibility in the administration of
the Plan. Any person who exercises authority or has responsibility
of a fiduciary nature as described above shall be considered a
Fiduciary under the Plan.
1.22 "Fund", "Trust" or "Trust Fund" shall mean the cash and other
investments of the Plan, and income attributable thereto, held and
administered by the Trustee in accordance with the Trust Agreement.
1.23 "Group Annuity Contract" shall mean the group annuity contract issued
by John Hancock Mutual Life Insurance Company to Fall River Electric
Light Company with respect to certain Employees of the Fall River
Electric Light Company who are now Employees of Eastern Edison
Company, the group annuity contract issued by The Equitable Life
Assurance Society of the United States to Brockton Edison Company
with respect to certain Employees of Brockton Edison Company who are
now Employees of Eastern Edison Company, the group annuity contract
issued by The Equitable Life Assurance Society of the United States
to Montaup Electric Company with respect to certain Employees of
Montaup Electric Company, the group annuity contract issued by The
Equitable Life Assurance Society of the United States to Blackstone
Valley Gas and Electric Company with respect to certain Employees of
Blackstone Valley Electric Company, and the group annuity contract
issued by State Mutual Life Assurance Company with respect to
certain Employees of Newport Electric Corporation.
1.24 "Hour of Service" shall mean:
(a) Each hour for which an Employee is directly or indirectly paid
or entitled to payment by the Employer and any Affiliated
Employer for the performance of duties;
(b) Each hour for which an individual is directly or indirectly paid
or entitled to payment by the Employer and any Affiliated
Employer (including payments made or due from a trust fund or
insurer to which the Employer or Affiliated Employer contributes
or pays premiums) on account of a period of time during which no
duties are performed (irrespective of whether the employment
relationship has terminated) due to periods of vacation,
holidays, illness, incapacity, disability, layoff, jury duty,
military duty, or leave of absence, provided that:
(i) No more than 501 Hours of Service shall be credited under
this paragraph (b) to an Employee on account of any single
continuous period during which the Employee performs no
duties; and
(ii) Hours of Service shall not be credited under this
paragraph (b) to an Employee for a payment which solely
reimburses the Employee for medically related expenses
incurred by the Employee or which is made or due under a
plan maintained solely for the purpose of complying with
applicable workers' compensation, unemployment
compensation or disability insurance laws; and
(c) Each hour not already included under paragraph (a) or (b) above
for which back pay, irrespective of mitigation of damages, is
either awarded or agreed to by the Employer or by an Affiliated
Employer, provided that crediting of Hours of Service under this
paragraph with respect to periods described in paragraph (b)
above shall be subject to the limitation therein set forth.
The number of Hours of Service to be credited under paragraph (b) or
(c) above on account of a period during which an Employee performs no
duties, and the Plan Years to which Hours of Service shall be
credited under paragraphs (a), (b), or (c) above shall be determined
by the Retirement Board in accordance with Sections 2530.200b-2(b)
and (c) of the Regulations of the U.S. Department of Labor.
To the extent not credited above, Hours of Service shall also be
credited based on the customary work week of the Employee for periods
of military duty (as required by applicable law) and Authorized Leave
of Absence.
1.25 "Inactive Participant" shall mean a former Active Participant, or, if
applicable, his Beneficiary, who is no longer an Eligible Employee
but who is entitled to a benefit under the Plan.
1.26 "Normal Form" shall mean a monthly annuity payable to a Participant
commencing on his designated Annuity Starting Date and ending with
the payment due for the month in which his death occurs.
1.27 "Normal Retirement Age" shall mean the attainment of age 65.
1.28 "Normal Retirement Date" shall mean the first day of the month
coincident with or next following the Participant's Normal
Retirement Age.
1.29 "One Year Break in Service" shall mean, for purposes of Years of
Eligibility and Vesting Service, a computation period (as defined
below) during which an Employee is credited with less than 501 Hours
of Service.
A computation period for the purposes of Years of Eligibility Service
shall mean a 12-consecutive month period of employment commencing on
an Employee's Employment Date (or Reemployment Date, if applicable)
and each anniversary date thereof.
A computation period for the purposes of Years of Vesting Service
shall mean a 12-consecutive month period of employment commencing on
the later of an Employee's Employment Date and his attainment of age
18 and each anniversary date thereof. In the event an Employee
incurs a One Year Break in Service and is later reemployed on a date
that does not coincide with an anniversary date of his vesting
service computation period, he shall be credited with a partial Year
of Vesting Service for hours credited during the balance of that
computation period.
1.30 "Parental Absence" shall mean an Employee's absence from work which
has commenced for any of the following reasons:
(a) the pregnancy of the Employee;
(b) the birth of the Employee's child;
(c) the adoption of a child by the Employee; or
(d) the need to care for the Employee's child immediately following
its birth or adoption.
1.31 "Participant" shall mean an Active Participant currently
participating in the Plan pursuant to Article II or an Inactive
Participant.
1.32 "Participating Employer" shall mean Eastern Utilities Associates and
any Affiliated Employer adopting this Plan and which has been
authorized by the Board to participate in this Plan.
1.33 "Plan" shall mean the Employees' Retirement Plan of Eastern Utilities
Associates and Its Affiliated Companies as set forth in this
document and as it may be amended from time to time.
1.34 "Plan Year" shall mean the calendar year.
1.35 "Postponed Retirement Date" shall mean the date after his Normal
Retirement Date on which a Participant elects to retire, as
determined in accordance with Article V.
1.36 "Prior Participant Account" shall mean Employer Contributions made on
behalf of a Participant prior to July 1, 1973, together with
interest thereon as provided in Article III.
1.37 "Reemployment Date" shall mean the day an Employee returns to work
and is credited with an Hour of Service following a One Year Break
in Service, a Service Termination Date or an Authorized Leave of
Absence from the Employer or an Affiliated Employer.
1.38 "Retired Participant" shall mean a former Employee who is receiving a
Retirement Benefit or a former Employee who has received a lump sum
Retirement Benefit pursuant to Section 8.6.
1.39 "Retirement Annuity" shall mean the annual amount of the annuity
purchased under the Group Annuity Contract as provided by that
contract at Normal Retirement Date, prior to any reduction as the
result of a provision for Retirement Benefit being payable to a
Contingent Annuitant; provided that if the Participant elected not
to become a member under the Group Annuity Contract when he was
first eligible, his Retirement Annuity shall be computed as the
amount of Retirement Annuity at Normal Retirement Date which would
have been payable had he elected to become a member when he was
first eligible.
1.40 "Retirement Benefit" shall mean either:
(a) a lump sum payment made pursuant to Section 8.6, or
(b) an annual pension paid in monthly installments.
For purposes of Section 8.8, Retirement Benefit shall mean an annual
pension paid in monthly installments to a Participant who retired
from active service:
(a) on or after the attainment of age 61 and completion of five or
more Years of Vesting Service, or
(b) on or after meeting the requirements for Special Early
Retirement described in Section 4.4, or
(c) after the attainment of age 55, but before meeting the
requirements of (a) and (b) above, with Board approval
1.41 "Retirement Board" shall mean the persons appointed pursuant to
Article IX to administer the Plan.
1.42 "Service Termination Date" shall mean the earliest of the following:
(a) the date on which the Employee resigns, is discharged,
or retires from employment with the Employer and all
Affiliated Employers;
(b) the date the Employee dies;
(c) except as provided below, the first anniversary of the date on
which the Employee is laid off, starts an Authorized Leave of
Absence, or is absent from work for any other reason other than
a Parental Absence on or after January 1, 1985; or
(d) effective January 1, 1985, the second anniversary of the date on
which the Employee commenced a Parental Absence, if such
Employee has not yet returned to work with the Employer or an
Affiliated Employer.
Notwithstanding subsection (c) above, an Employee who is on an
Authorized Leave of Absence due to military service in the armed
forces of the United States of America shall not incur a Service
Termination Date with respect to such military duty providing he
returns to employment with the Employer or an Affiliate within the
time prescribed by law for reinstatement of employment rights.
Similarly, if an Authorized Leave of Absence is granted for reasons
other than military duty and the period of such authorized leave is
more than 12 months, a Service Termination Date shall not occur if
the Employee returns to work within the time period specified in such
Authorized Leave of Absence. If such individual does not return to
employment with the Employer or an Affiliated Employer within the
time period specified in the Authorized Leave of Absence, a Service
Termination Date shall occur on the date on which the Authorized
Leave of Absence began.
1.43 "Social Security Benefit" shall mean, in the case of any vested
Inactive Participant, the annual primary old-age insurance amount
which the Participant would be entitled to receive commencing on the
first day of the month next following his social security retirement
date (as defined in Section 216(l)) under Title II of the Social
Security Act as in effect on the date the Participant retires or
otherwise terminates employment, computed on the assumption that the
Participant will subsequently receive no income before Social
Security Retirement Age, which would be treated as wages for
purposes of the Social Security Act.
In the case of a Retirement Benefit payable to an Active Participant
who retires prior to his Normal Retirement Date, Social Security
Benefit shall mean the annual primary old-age insurance amount to
which the Participant would first become entitled under Title II of
the Social Security Act as in effect on the date the Participant
retires if the Participant earns no income after retirement and
applies for primary old-age insurance benefits to commence at age 62
or actual retirement if later.
In the case of a Retirement Benefit payable to an Active Participant
who retires on or after his Normal Retirement Date, Social Security
Benefit shall mean the annual primary old-age insurance amount to
which the Participant is entitled to receive under Title II of the
Social Security Act as in effect on the date the Participant retires
if the Participant earns no income after retirement and applies for
primary old-age insurance benefits to commence at his actual date of
retirement if later.
1.44 "Spouse" shall mean the legal spouse to whom a Participant is married
on the Annuity Starting Date under applicable state law. However,
if the Participant should die before his Annuity Starting Date, then
the Spouse shall be the legal spouse to whom the Participant was
married on the Participant's date of death.
1.45 "Trust" shall mean the agreement or agreements governing the
investment of Plan assets as amended from time to time, entered into
between the Employer and the Trustee to carry out the purpose of the
Plan.
1.46 "Trustee" shall mean the trustee or trustees duly appointed by the
Board.
1.47 "Year of Eligibility Service" shall mean the period of an Employee's
employment with a Participating Employer considered for the purposes
of determining his eligibility to participate in the Plan pursuant
to Section 2.1. An Employee's Eligibility Service is determined in
accordance with Article II.
1.48 "Year of Vesting Service" shall mean the period of an Employee's
employment considered for the purposes of determining his vested
interest in his Accrued Benefit. An Employee's Vesting Service is
determined in accordance with Article II.
ARTICLE II
SERVICE AND PARTICIPATION
2.1 Eligibility Requirements.
(a) Each Employee on January 1, 1989 who was an Active Participant
under the Plan on December 31, 1988, shall continue to be an
Active Participant on January 1, 1989.
(b) Each Employee hired prior to January 1, 1988 and on or after his
64th birthday, shall become an Active Participant on the later
of January 1, 1988 and the first day of the month coincident
with or next following the date he satisfies the requirements
set forth in paragraph (c) below.
(c) Each other Employee shall become an Active Participant on the
first day of the month coincident with or next following the
date he satisfies the following requirements:
(i) he is employed by a Participating Employer;
(ii) he has completed one Year of Eligibility Service;
(iii) he has attained age 21;
(iv) he is neither a "leased employee" as defined in Code
Section 414(n)(2) nor a temporary employee as defined by
the Employer; and
(v) he is not a member of a collective bargaining unit, unless
participation in the Plan has been negotiated for and
agreed to in writing by the representatives of the
Participating Employer and the collective bargaining
agent.
2.2 Years of Service.
(a) (i) Years of Eligibility Service shall determine an Employee's
eligibility to participate in the Plan under Section 2.1.
An Employee shall accrue one Year of Eligibility Service
during a "computation period" in which he is credited with
at least 1,000 Hours of Service. For the purposes of this
Section 2.2, a "computation period" shall be as defined in
Section 1.29 with respect to years of Eligibility Service.
(ii) If an Employee fails to earn one Year of Eligibility
Service, incurs a One Year Break in Service, and is
subsequently reemployed by the Employer or an Affiliated
Employer, his Reemployment Date shall be considered his
Employment Date for the purpose of applying the above
computation period rules.
(iii) If an Employee earns one Year of Eligibility Service and
subsequently terminates employment, he shall become a
Participant on the earliest applicable date set forth in
Section 2.1, provided his Reemployment Date occurs prior
to his incurring five consecutive One Year Breaks in
Service and he otherwise meets the participation
requirements of Section 2.1 or he is vested in his Accrued
Benefit pursuant to Section 6.2. If such an Employee
incurs five or more One Year Breaks in Service and he is
not vested in his Accrued Benefit pursuant to Section 6.2,
his Reemployment Date shall be considered his Employment
Date for the purposes of applying the above computation
period rules.
(b) Years of Vesting Service shall determine a Participant's vested
right in retirement benefits accrued under the Plan, except that
at Normal Retirement Date, an Active Participant shall be fully
vested in his Accrued Benefit, irrespective of his Years of
Vesting Service.
(i) Subject to the One Year Break in Service rule under
subparagraph (ii), the transfer provisions of Section 2.8
and the Addendum, one Year of Vesting Service shall be
credited to an Employee for each "computation period"
during which he is credited with at least 1,000 Hours of
Service. For the purposes of this paragraph (b)(i), a
"computation period" shall be as defined in Section 1.29
with respect to Years of Vesting Service.
(ii) If an Employee incurs a One Year Break in Service, he
shall not lose his Years of Vesting Service accumulated
before such break provided:
(A) he was vested in his Accrued Benefit under the Plan
prior to his One Year Break in Service, or
(B) his number of consecutive One Year Breaks in Service
does not exceed five.
Such earlier period of vesting service shall be restored
pursuant to this subparagraph upon completion of a Year of
Vesting Service subsequent to the Employee's Reemployment
Date.
Notwithstanding the foregoing, in no event shall an Employee's Years
of Service hereunder be less than his Years of Service as determined
in accordance with the terms of the Plan as in effect immediately
prior to January 1, 1989.
2.3 Years of Credited Service. Credited Service is used in the
calculation of an Eligible Employee's Accrued Benefit under Section
3.1. Subject to the One Year Break in Service provisions in Section
2.2(b) and the transfer provisions of Section 2.8, an Eligible
Employee shall accrue Credited Service as follows:
(a) One Year of Credited Service shall be credited to an Eligible
Employee for each full calendar year between Employment Date and
Service Termination Date while a Participant, except as
otherwise provided below.
(b) For any calendar year in which employment is interrupted or for
which the individual is not an Eligible Employee for the entire
year, a fractional Year of Credited Service calculated to the
nearest 1/12th shall be credited to an Eligible Employee for
each calendar month during which he earns Hours of Service as a
Participant.
(c) Credited Service earned prior to a One Year Break in Service
shall be reinstated pursuant to the provisions of Sections
2.2(b)(ii) by substituting "Years of Credited Service" for
"Years of Vesting Service" thereunder. Such reinstatement of
prior Credited Service shall be effective, however, upon
completion of a Year of Credited Service subsequent to the
Eligible Employee's Reemployment Date.
In the event a Participant terminates employment, receives a
distribution of his Prior Participant Account and is later
reemployed, upon completion of a Year of Credited Service
subsequent to his Reemployment Date, the portion of his Accrued
Benefit which is the Actuarial Equivalent of such Prior
Participant Account shall be reinstated provided that he repays
to the Plan the amount distributed to him plus interest at the
rate of 2% per annum computed from the date of payment. Such
repayment of the Prior Participant Account, plus interest, must
be made before the earlier of:
(i) the fifth anniversary of the Participant's Reemployment
Date; and
(ii) the date the Participant incurs five consecutive One Year
Breaks in Service.
If such a Participant does not make such repayment of the amount
distributed within the aforementioned period of time, in no
event shall the portion of his Accrued Benefit which is the
Actuarial Equivalent of his Prior Participant Account shall be
reinstated hereunder.
(d) Credited Service shall only be granted hereunder for any period
of time during which an individual is in a class of Employees
which is eligible to participate in the Plan; except that for an
Employee who was hired prior to January 1, 1989, Credited
Service shall be granted for any period of time on and after
such Employee's attainment of age 21 provided he otherwise
satisfied the requirements of Sections 2.1(b) and (c).
(e) Credited Service shall not include any period of Parental
Absence.
Notwithstanding the foregoing, in no event shall a Participant's
years of Credited Service hereunder be less than his years of
Credited Service as determined in accordance with the terms of the
Plan as in effect immediately prior to January 1, 1989.
2.4 Postponed Retirement or Reemployment After Benefits Commence. If an
Employee works beyond his Normal Retirement Date or if a Retired
Participant returns to work with a Participating Employer after
Retirement Benefits had become payable to him, the following rules
shall apply:
(a) if he is a Retired Participant returning to work and he is an
Eligible Employee, he shall become an Active Participant on his
Reemployment Date; if he is an Active Participant continuing to
work he shall remain an Active Participant as long as he is an
Eligible Employee;
(b) (i) if he has attained Normal Retirement Age and his
Retirement Benefit had not yet commenced because of
continued employment, such benefit shall be postponed upon
proper notification, during any calendar month in which he
is scheduled to complete 80 or more Hours of Service.
Retirement Benefits shall commence as herein-after
provided if the Employee is thereafter scheduled to
complete less than 80 Hours of Service in any calendar
month;
(ii) if he has attained Normal Retirement Age at the time of
his reemployment with a Participating Employer, all
retirement benefits shall be suspended, upon proper
notification, during each Plan Year for which he is
scheduled to work 1,000 Hours of Service and shall be
resumed not later than the first day of the first Plan
Year thereafter in which he is scheduled to complete less
than 1,000 Hours of Service;
(iii) if he has not attained Normal Retirement Age at the time
of his reemployment with a Participating Employer, all
Retirement Benefits shall automatically cease upon such
reemployment and his benefit shall be recomputed upon his
subsequent retirement;
(iv) any benefits payable upon a Participant's subsequent
retirement shall be reduced by the Actuarial Equivalent
value of any early retirement benefits he had previously
received.
(c) he shall be eligible for additional Years of Vesting Service and
Years of Credited Service as a result of his reemployment or
continued employment in accordance with the provisions of the
Plan;
(d) if he shall die during the period of subsequent or continuing
employment, death benefits, if any, shall be payable only in
accordance with the provisions of Article VII.
2.5 Suspension of Benefits.
(a) During the first calendar month in which an Employee's benefits
are suspended pursuant to Section 2.4 for any period commencing
after Normal Retirement Date, the Retirement Board shall deliver
to the Employee, by personal delivery or first class mail, a
notice setting forth a description of the specific reasons why
benefit payments are being suspended, a general description of
the Plan provisions relating to the suspension of benefits, a
copy of the Plan provisions relating to the suspension of
benefits, the statement that applicable Department of Labor
Regulations may be found in Section 2530.203-3 of ERISA, a
description of the procedures set forth in the Plan for
obtaining a review of the suspension of benefits, and a
description of any notice procedure (including any forms which
must be filed by the Employee) as a prerequisite for the
Employee's obtaining the resumption or commencement of benefit
payments.
In any event, the Retirement Board shall adopt rules conforming
in all respects to the requirements of Section 2530.203-3 of
ERISA relating to suspension of benefits.
2.6 Service With a Former Employer.
(a) Any Participant who:
(i) rendered service in the employ of another utility company
or a similar company, or a company or corporation engaged
to furnish advisory or supervisory services to any such
companies, and
(ii) received a bona fide offer of employment from the Employer
prior to the termination of his employment with such other
company:
(A) shall be credited under the Plan with all Years of
Credited Service with such other employer rendered
since the first day of the month coincident with or
next following the date he completed one year of such
service and attained the 21st anniversary of his
birth; and
(B) shall be deemed to have been in the employ of the
Employer during all such service with the former
employer from the date of original employment, or
from the date of restoration to such service in the
event of an interruption in such service, for the
purposes of determining his eligibility for
membership and his vested rights under the Plan.
(b) Except for purposes of determining the amount of the spouse's
death benefit under Article VII, the Retirement Benefit provided
under this Plan for any Participant who has been credited with
Years of Credited Service under paragraph (a) of this Section
2.6 shall be reduced by the lesser of:
(i) the full amount of any pension or retirement income which
he is, or would have been but for his own action, entitled
to receive under the plan of his former employer, or
(ii) the amount the Participant would have accrued under this
Plan, based on his Years of Credited Service credited
under said paragraph (a) and his Average Earnings as of
the date of termination of employment with his former
employer.
In no event, however, will a Participant's Retirement Benefit
hereunder be less than the benefit he would have been entitled
to on the basis of his employment solely with the Employer.
For the purpose of computing Equivalent Actuarial Values, the
appropriate factors listed in the Appendix shall be applied after the
determination of such reduced Retirement Benefit.
2.7 Service With Newport Electric Corporation. Any Employee who
transfers his employment from Newport Electric Corporation to the
Employer on or after December 31, 1990, shall be deemed to have been
in the employ of the Employer for all periods of employment with
Newport Electric Corporation for the purposes of determining such
Employee's Years of Eligibility Service, Vesting Service and Credited
Service hereunder.
2.8 Transfers. Any individual who ceases to be an Eligible Employee by
reason of employment with an Affiliated Employer or a change in
employment classification, either prior to or subsequent to
commencement of his participation in this Plan, shall be credited
with Years of Service during such period of employment pursuant to
Sections 2.2, solely for purposes of vesting and eligibility for
benefits. Such Participant shall be entitled only to benefits under
the provisions of the Plan as in effect while he is eligible to
participate in the Plan. Credited Service shall only be earned for
periods during which the Employee is eligible to participate in the
Plan.
2.9 Termination of Participation. A Participant's membership in the Plan
shall terminate if his employment with the Employer terminates other
than by reason of retirement under the Plan; provided, however, that
the Participant shall not be deprived of any vested benefit to which
he may be entitled under Article VI. Membership shall be continued
during a period while on an Authorized Leave of Absence from service
approved by the Employer or an Affiliated Employer or during a period
while he is not an Employee as herein defined but is in the employ of
the Employer or an Affiliated Employer, but in any case of
interruption to service during which a Participant receives a payment
of his Prior Participant Account his membership in the Plan and his
benefits thereunder shall be in accordance with the provisions of
Section 2.3. In no event while a Participant is on an Authorized
Leave of Absence, shall he be retired under the Plan unless the
absence commenced on or after his Normal Retirement Date or unless it
commenced after he reached the 55th anniversary of his birth.
ARTICLE III
NORMAL RETIREMENT BENEFIT
3.1 Normal Retirement Benefit. Subject to the minimum benefit provisions
under Section 3.2 and the maximum benefit limitations under Section
3.3, the amount of monthly Retirement Benefit on the life annuity
basis as described in Section 8.4 to which a Participant is entitled
to receive beginning on his Normal Retirement Date is equal to the
sum of (a) less (b) plus (c) less (d) below:
(a) (i) 1.6% of the Participant's Average Earnings multiplied by
(ii) his Years of Credited Service up to 35 such years.
(b) (i) 1.2% of the Participant's Social Security Benefit
multiplied by
(ii) his Years of Credited Service up to 35 such years.
(c) (i) .75% of the Participant's Average Earnings, multiplied by
(ii) his Years of Credited Service in excess of 35 such years,
but not more than 40 such years.
(d) his Retirement Annuity.
In no event shall a Participant's Retirement Benefit hereunder be
decreased as a result of any increase in his Social Security Benefit
which becomes effective subsequent to his actual retirement or other
termination of employment.
Unless otherwise provided under the Plan, each Section 401(a)(17)
Employee's Accrued Benefit under this plan will be the greater of the
accrued benefit determined for the employee under (e) or (f) below:
(e) the Employee's Accrued Benefit determined with respect to the
benefit formula applicable for the Plan Year beginning January
1, 1994, as applied to the Employee's total Years of Credited
Service taken into account under the Plan, or
(f) the sum of:
(i) the Employee's Accrued Benefit as of December 31, 1993,
frozen in accordance with Section 1.401(a)(4)-13 of the
regulations, and
(ii) the Employee's Accrued Benefit determined under the
benefit formula applicable for the Plan Year beginning
January 1, 1994, as applied to the Employee's Years of
Credited Service credited to the Employee for Plan Years
beginning on or after January 1, 1994.
A Section 401(a)(17) Employee means an employee whose current Accrued
Benefit as of January 1, 1994, is based on Earnings for a year
beginning prior to January 1, 1994, that exceeded $150,000.
The Participant's Retirement Benefit shall be paid pursuant to
Article VIII.
3.2 Minimum Accrued Benefit.
(a) For a Participant who is a "super highly compensated employee"
(an individual described under Code Section 414(q)(1)(A) or (B))
for calendar year 1989, the Accrued Benefit payable at Normal
Retirement Date hereunder shall not be less than such
Participant's Accrued Benefit on December 31, 1988 under the
terms of the Plan on such date;
Further, in no event shall Retirement Benefits for any such
"super highly compensated" Retired Participant be paid from the
Trust Fund for amounts that would have been payable for the
period January 1, 1989 through June 30, 1991, had such benefits
not been frozen pursuant to Model Amendment IID under Internal
Revenue Service Notice 88-131, as adopted by the Employer
effective December 31, 1988. As a result of the revocation of
Model Amendment IID, effective July 1, 1991, Retirement Benefits
for the "super highly compensated" Retired Participants
attributable to the period from January 1, 1989 through June 30,
1991 shall be payable from the Trust Fund for periods on and
after July 1, 1991 only.
(b) For any other individual who was a Participant after December
31, 1988, the Accrued Benefit payable at Normal Retirement Date
shall not be less than the Accrued Benefit of such Participant
determined on December 31, 1988 under the terms of the Plan in
effect immediately prior to January 1, 1989.
(c) Notwithstanding the foregoing, in no event shall the benefit
hereunder for any Participant who was a Participant under the
Newport Electric Corporation Pension Plan as in effect
immediately prior to January 1, 1991, be less than the benefit
accrued to such Participant under the terms of the Newport
Electric Corporation Pension Plan as in effect immediately prior
to January 1, 1991.
3.3 Maximum Benefit. Effective January 1, 1987, notwithstanding any
other provision of the Plan to the contrary, a Participant's annual
retirement benefit under the Plan and any other defined benefit
pension plan of an Employer or an Affiliated Employer may not exceed
the lesser of (a) or (b) below, except as provided in (c) below,
provided that if the applicable limits described below are adjusted
for increases in the cost of living as provided in rules and
regulations adopted by the Secretary of the Treasury after a
Retirement Benefit is in pay status, benefit payments to a Retired
Participant or his Beneficiary, if applicable, shall be increased
automatically to the maximum extent permitted under the revised
limits. This increase shall occur only to the extent that it would
not cause the benefit to exceed the benefit to which the Retired
Participant or Beneficiary would have been entitled in the absence of
the limits of this Section 3.3:
(a) The lesser of (i) or (ii) below, but subject to subparagraphs
(iii) through (x) below:
(i) 100% of his average compensation in the three consecutive
highest paid calendar years while a Participant in the
Plan.
(ii) $90,000 (as adjusted for increases in the cost of living
as provided in rules and regulations adopted by the
Secretary of the Treasury).
(iii) In the case where a benefit is payable prior to the
Participant's Social Security Retirement Age (defined
below), the dollar limitation in subsection (ii) above
shall be adjusted so that it is the actuarial equivalent
of an annual benefit of $90,000 (as adjusted for
increases in the cost of living as provided in rules and
regulations adopted by the Secretary of the Treasury),
beginning at the Social Security Retirement Age,
multiplied by an adjustment factor, as prescribed by the
Secretary of the Treasury. The adjustment provided for
in the preceding sentence shall be made in such manner as
the Secretary of the Treasury may prescribe which is
consistent with the reduction for old-age insurance
benefits commencing before the Social Security Retirement
Age under the Social Security Act. For purposes of
determining actuarial equivalence hereunder, the interest
assumption shall not be less than the greater of 5% per
year or the underlying rate used to determine the
reduction of benefits for early payment under the Early
Retirement provisions of Section 4.2.
(iv) In the case where a benefit commences after a Participant
has attained Social Security Retirement Age, the dollar
limitation in subsection (ii) above shall be adjusted so
that it is the actuarial equivalent of an annual benefit
of $90,000 (as adjusted for increases in the cost of
living as provided in rules and regulations adopted by
the Secretary of the Treasury) beginning at the Social
Security Retirement Age, multiplied by an adjustment
factor as prescribed by the Secretary of the Treasury.
For purposes of determining actuarial equivalence
hereunder, the interest assumption shall not be greater
than the lesser of 5% per year or the rate specified in
Section 1.3.
(v) If a Participant has completed less than ten years of
participation in the Plan, the Participant's Accrued
Benefit shall not exceed the dollar limit in subsection
(ii) above as adjusted by multiplying such amount by a
fraction, the numerator of which is the Participant's
number of years (or part thereof) of participation in the
Plan, and the denominator of which is ten.
(vi) If a Participant has completed less than ten Years of
Vesting Service, the limitations described in Code
Sections 415(b) (1)(B) and 415(b)(4) shall be adjusted by
multiplying such amounts by a fraction, the numerator of
which is the Participant's number of Years of Vesting
Service (or part thereof), and the denominator of which
is ten.
(vii) In no event shall subsections (v) and (vi) above reduce
the limitations provided under Code Sections 415(b)(1)
and (4) to an amount less than one-tenth of the
applicable limitation (as determined without regard to
this section). To the extent provided by the Secretary
of the Treasury, subsections (v) and (vi) above shall
be applied separately with respect to each change in the
benefit structure of the Plan.
(viii) Unless subsection (vi) applies to a Participant, the
limits of subsections (i) and (ii) above shall be deemed
met if:
(A) the annual benefit payable to the Participant from
this Plan and all other qualified defined benefit
plans of the Employer does not exceed $10,000; and
(B) the individual has never participated in a qualified
defined contribution plan sponsored by the Employer
or an Affiliated Employer.
(ix) Except in the case where a benefit is payable pursuant to
Section 8.1(a) or 8.3(a), with the Participant's Spouse
as the Contingent Annuitant, if a benefit is payable in a
benefit form other than a life annuity, the amount
otherwise determined under this subparagraph (a) shall be
the Actuarial Equivalent of the amount payable as a life
annuity. For this purpose, the interest rate assumption
shall not be less than the greater of 5% or the rate
specified in Section 1.3.
(x) For purposes of this Section 3.3, Social Security
Retirement Age shall be as defined in Code Section
415(b)(8).
(b) In the case of a Participant who has participated in a defined
contribution plan maintained by an Employer or an Affiliated
Employer, the amount determined pursuant to subparagraph (a)
above shall be multiplied by 1.40 in the event (a)(i) applies or
by 1.25 in the event (a)(ii) applies and shall further be
multiplied by a fraction equal to one minus a fraction with a
numerator equal to (i) below and a denominator equal to (ii)
below:
(i) The sum of the annual additions made to the Participant's
account under all defined contribution plans maintained
by the Employer and its Affiliated Employers, where the
annual additions are equal to the sum of (A) Employer
contributions allocated to the Employee's account, (B)
any forfeitures allocated to the Employee's account, (C)
the portion of the Employee's after-tax contributions
made prior to January 1, 1987, that represented the
lesser of one-half of such contributions or the amount of
such contributions in excess of 6% of his compensation,
(D) all Employee after-tax contributions made after
December 31, 1986, and (e) amounts described in Code
Sections 415(l)(1) and 419(A)(d)(2).
(ii) The sum for each calendar year of the Participant's
employment with an Employer or an Affiliated Employer of
the lesser of (A) 1.4 multiplied by 25% of the
Participant's compensation for the calendar year, or (B)
1.25 multiplied by $30,000, as adjusted for increases in
the cost of living as provided under rules and regula-
tions adopted by the Secretary of the Treasury.
(c) If, in any limitation year, the benefit under this Plan exceeds
the lesser of (a) or (b) above, then appropriate reductions
shall first be applied to the Participant's Accrued Benefit
under this Plan in order to reduce such benefit to the lesser of
(a) or (b).
For the purpose of this paragraph, an Affiliated Employer shall be
determined by assuming the phrase "more than 50%" is substituted for
the phrase "at least 80%" wherever it appears in Code Section 1563,
as it may be amended from time to time and limitation year shall mean
Plan Year.
3.4 Continuing Employment. The retirement of any Participant under this
Article III shall not become effective while he is in the employment
of an Employer or an Affiliated Employer, except as provided in
Section 2.4. If an Employee continues to work for the Employer or an
Affiliated Employer beyond his Normal Retirement Date, the provisions
of Article V and Article VIII shall be applicable.
ARTICLE IV
EARLY RETIREMENT DATE AND EARLY RETIREMENT BENEFIT
4.1 Early Retirement Date. A Participant may retire prior to his Normal
Retirement Date on the first day of any month coincident with or next
following his attainment of age 55 and his completion of five or more
Years of Vesting Service.
If a Participant intends to retire early under this Article IV, he
must file a written notice of his intent with the Retirement Board.
The date of his retirement must be stated in the notice.
The date on which a Participant retires under this Paragraph 4.1
shall be his Early Retirement Date.
4.2 Early Retirement Benefit. Subject to the minimum benefit provisions
of Sections 3.2 and 4.3 and the maximum benefit limitations of
Section 3.3, a Participant who retires on an Early Retirement Date
may elect to receive either an immediate Retirement Benefit or a
deferred Retirement Benefit as indicated below. The monthly amount
of the Retirement Benefit payable in the Normal Form shall be equal
to either (a) or (b) below, as applicable.
(a) Early Payment. If the Participant terminates on an Early
Retirement Date and elects to commence payment of Retirement
Benefits prior to his Normal Retirement Date, the amount of the
benefit shall be equal to his Accrued Benefit reduced by the
appropriate factor in the Appendix.
Such reduction shall be applied to the Retirement Benefit
determined pursuant to the provisions of Section 3.1(a), (b) and
(c). The value of the Retirement Annuity payable to such
Participant shall be subject to the early retirement factors
under the Group Annuity Contract.
(b) Deferred Payment. If the Participant terminates on an Early
Retirement Date and elects to defer payment of his Retirement
Benefit to his Normal Retirement Date, the amount of his monthly
Retirement Benefit on the life annuity basis (described in
Section 8.4) shall be equal to his Accrued Benefit.
4.3 Minimum Benefit. In no event shall the early retirement income
payable under this Plan be less than the Accrued Benefit determined
under the provisions of the Plan immediately before the adoption of
this amended and restated Plan, adjusted to reflect early receipt
based on the early retirement reduction factors specified in the Plan
as of such date.
4.4 Special Early Retirement. Notwithstanding Sections 4.1 and 4.2,
effective July 1, 1991, an Active Participant who has attained age 55
and whose attained age plus completed Years of Vesting Service equal
at least 85, may retire on a Special Early Retirement Date and elect
to commence payment of his Retirement Benefits prior to his Normal
Retirement Date, the amount of his benefit shall be equal to his
Accrued Benefit reduced by the appropriate Special Early Retirement
factor in the Appendix.
ARTICLE V
POSTPONED RETIREMENT DATE AND POSTPONED RETIREMENT BENEFIT
5.1 Postponed Retirement Date. The Postponed Retirement Date of a
Participant will be the day of his actual retirement after his Normal
Retirement Date.
5.2 Postponed Retirement Benefit.
(a) If a Participant attained age 70-1/2 prior to January 1, 1988 or
if his Postponed Retirement Date occurs during or prior to the
end of the calendar year in which he attained age 70-1/2, his
Accrued Benefit under Section 3.1 shall be determined and
payable as of his Postponed Retirement Date.
(b) If a Participant's Postponed Retirement Date has not occurred by
the end of the calendar year in which he attains age 70-1/2 and
Retirement Benefits must commence pursuant to Section 8.6(b),
then his Retirement Benefit shall be his Accrued Benefit
calculated pursuant to Article III as of the close of the
calendar year in which he attains age 70-1/2. For subsequent
required distributions, his Accrued Benefit shall be
recalculated at the end of each calendar year thereafter until
his actual Postponed Retirement Date or his date of death.
Recalculation of the Accrued Benefit is described in the
following subparagraph (c).
Once Retirement Benefits commence under this Section 5.2, a
Participant may not elect a different form of payment,
Beneficiary or Contingent Annuitant for any additional Accrued
Benefit which is calculated hereunder, except in the event of
death of the Beneficiary or a divorce of the Participant.
(c) The recalculation of the Participant's Accrued Benefit under
Section 5.2(b) shall be performed as follows:
(i) a new Accrued Benefit shall be calculated using the
Participant's Average Earnings, Years of Credited Service,
and Social Security Benefit at the close of the calendar
year;
(ii) the new Accrued Benefit as determined under (i) above
shall be reduced by the Actuarial Equivalent value of the
Retirement Benefit payments previously received by the
Participant during months in which Retirement Benefits
would have been suspended pursuant to Section 2.4,
provided that the resulting benefit shall not be less than
the benefit the Participant is receiving before it is
recalculated under (i) above.
(d) Notwithstanding any provision of this Plan to the contrary, all
distributions made hereunder shall be made in accordance with
the requirements of Code Section 401(a)(9) and regulations
thereunder, including the incidental death benefit requirements
of Treasury Regulation 1.401(a)(9)-2. The provisions of this
section override any distribution options under the Plan if
inconsistent with the requirements of Code Section 401(a)(9).
(e) Postponed Retirement Benefits hereunder shall commence to the
Participant upon the earlier of
(i) his Postponed Retirement Date, or
(ii) if required pursuant to Section 8.6(a), the April 1
following the calendar year in which he has attained age
70-1/2.
The Participant's Postponed Retirement Benefit shall be paid pursuant
to Article VIII.
5.3 Death Prior to Postponed Retirement Date. If a Participant dies
after his Normal Retirement Date, but prior to commencement of his
Retirement Benefit, his Spouse shall be entitled to benefits under
the Plan in accordance with Article VII in the amount which would
have been payable to his Spouse had his benefits commenced on the
first day of the month coincident with or next preceding his death in
the form described in Section 7.1.
5.4 Death Following Commencement of Retirement Benefits. If a
Participant dies while actively employed and after his Retirement
Benefit has commenced pursuant to Section 5.2, any death benefit
payable with respect to any additional accrual he may be entitled to
as a result of his continued employment shall be paid in the same
form as in effect when such Retirement Benefits originally commenced.
ARTICLE VI
TERMINATION OF EMPLOYMENT
6.1 Non-Vested Termination. Effective January 1, 1989, a Participant
whose employment is terminated with the Employer and all Affiliated
Employers prior to:
(a) his completion of five Years of Service subsequent to his
attainment of age 18, and
(b) the complete or partial termination of the Plan with respect to
such Participant, shall have no vested interest in his Accrued
Benefit and shall not be entitled to receive a Retirement
Benefit from the Plan.
Upon the Service Termination Date of a Participant who has no vested
right to his Accrued Benefit, the entire value of his vested benefit
hereunder shall be deemed to be distributed to him. In the event
such Participant is credited with an Hour of Service before incurring
five consecutive One Year Breaks in Service following his Service
Termination Date, his vested benefit previously deemed to be
distributed to him hereunder will be deemed repaid to the Plan.
6.2 Vested Termination. Effective January 1, 1989, an Employee shall
have a nonforfeitable right to his Accrued Benefit upon the earliest
of the following events:
(a) his completion of five Years of Service subsequent to his
attainment of age 18, and
(b) the complete or partial termination of the Plan with respect to
such Participant.
An Inactive Participant who is no longer an Employee shall be
entitled to receive a deferred Retirement Benefit commencing on his
Normal Retirement Date in an amount equal to his Accrued Benefit.
For purposes of determining such Accrued Benefit, only the provisions
of the Plan in effect at the time of the Participant's Service
Termination Date shall be considered. The Participant's Retirement
Benefit shall be paid pursuant to Article VIII.
6.3 Early Payment. In lieu of the deferred benefit described in Section
6.2, an Inactive Participant who has a nonforfeitable right to his
Accrued Benefit may elect in writing to receive a reduced benefit
commencing on the first day of any month between his 55th birthday
and his Normal Retirement Date. If the Participant elects to receive
his Retirement Benefit before his Normal Retirement Date, his Accrued
Benefit shall be reduced by the appropriate factor in the Appendix.
The Participant's Retirement Benefit shall be paid pursuant to
Article VIII.
6.4 Prior Participant Account. A vested Participant whose employment
terminates for reasons other than death prior to his eligibility for
early retirement under Section 4.1 may elect to receive his Prior
Participant Account, plus interest, as determined on his termination
of employment at the rate of 2% per annum once per year as of
December 31, or, in the case of earlier termination of employment as
of the end of the month preceding such termination on the basis of
the balance in such account as of the preceding December 31 or at any
time following his termination of employment and prior to
commencement of payment of his Retirement Benefit, if any, by filing
a written application with the Retirement Board. Upon payment of the
Prior Participant Account, the Participant's deferred Retirement
Benefit shall be reduced by the Actuarial Equivalent value of such
account.
In the event a Participant has no vested interest in his Accrued
Benefit and the value of his Participant Account is $3,500 or less,
payment of his Participant Account shall be subject to the provisions
of Section 8.6.
ARTICLE VII
DEATH BENEFITS
7.1 Immediate Surviving Spouse Benefit For Death Occurring On or After
Age 55. If an Active or an Inactive Participant who has completed at
least five Years of Vesting Service and attained age 55 prior to his
termination of employment dies, a monthly Retirement Benefit shall be
payable to his surviving Spouse. The amount of the benefit is the
amount that would have been payable to the Spouse as Contingent
Annuitant had the Participant retired on the date of his death with
an immediate benefit payable subject to early payment reduction under
Article IV under the 100% Joint and Survivor annuity form described
in Article VIII with his Spouse as Contingent Annuitant.
Unless Section 8.6 applies, such Spouse's benefit shall commence on
the first day of the month next following the Participant's date of
death and continue for the surviving Spouse's lifetime.
If the involuntary cash-out provisions of Section 8.6 are operative,
a monthly death benefit which becomes due hereunder but which has not
yet commenced shall be paid in one lump sum amount to the Spouse in
lieu of all other benefits under the Plan.
7.2 Pre-Retirement Surviving Spouse Benefit For Death Of Active or
Inactive Participant Occurring Before Age 55.
(a) If an Active Participant who has completed ten Years of Vesting
Service dies after his 50th birthday but before age 55, a
monthly Retirement Benefit shall be payable to his surviving
Spouse. The amount of such benefit is the amount that would
have been payable to the Spouse as Contingent Annuitant had:
(i) the Participant terminated employment with the Employer
and all Affiliated Employers on the day before his death
and elected Retirement Benefits to begin on the first day
of the month coincident with or next following his date of
death, and
(ii) his Accrued Benefit had been payable in the 100% Joint and
Survivor annuity form described in Article VIII with his
Spouse as Contingent Annuitant, multiplied by the
appropriate factor below:
Participant's Age
at Nearest Birthday Factor
50.35
51.38
52.41
53.44
54.47
Unless Section 8.6 applies, such Spouse's benefit under this
paragraph (a) shall be payable commencing on the first day of
the month coincident with or next following his date of death
and shall continue for the surviving Spouse's lifetime.
(b) If an Active Participant who has completed at least five Years
of Vesting Service dies prior to age 55, a monthly Retirement
Benefit shall be payable to his surviving Spouse. The amount of
such benefit is the amount that would have been payable to the
Spouse as Contingent Annuitant:
(i) had the Participant terminated employment with the
Employer and all Affiliated Employers on the day before
his death and elected Retirement Benefits to begin at the
later of age 50 or his date of death; and
(ii) shall be equal to 50% of the Member's Accrued Benefit
multiplied by the appropriate factor in the Appendix, as
though the Participant had survived to the later of age 50
or his date of death and had elected the 50% Joint and
Survivor Annuity form described in Article VIII with his
Spouse as Contingent Annuitant. Such amount shall be
multiplied by the appropriate factor set forth in (a)(ii)
above.
Unless Section 8.6 applies, such Spouse's benefit under this
paragraph (b) shall be payable commencing on the first day of
the month coincident with or next following the later of the
date the Participant would have attained age 50 and his date of
death and shall continue for the surviving Spouse's lifetime.
(c) If an Inactive Participant who was vested in his Accrued Benefit
as of his termination of employment dies prior to age 55, a
monthly Retirement Benefit shall be payable to his surviving
Spouse. The amount of such benefit shall be 50% of the amount
of the Inactive Participant's Accrued Benefit that he would have
been entitled to receive in the form of a 50% Joint and Survivor
Annuity and elected Retirement Benefits to commence at age 55.
Unless Section 8.6 applies, such Spouse's benefit under this
paragraph (c) shall be payable commencing on the first day of
the month coincident with or next following the date the
Participant would have attained age 55.
If the involuntary cash-out provisions of Section 8.6 are operative,
a monthly death benefit which becomes due hereunder but which has not
yet commenced shall be paid in one lump sum amount to the Spouse in
lieu of all other benefits.
7.3 Death Benefits After Retirement Benefits Have Commenced. If a
Participant dies at any time after Retirement Benefits have begun,
death benefits, if any, shall be strictly dictated by the form of
payment in which such Retirement Benefit was being paid.
7.4 Prior Participant Account. If a participant dies before Retirement
Benefits have begun and provided that no benefit is payable to his
surviving Spouse, the value of his Participant Account, determined at
his date of death in the same manner as described in Section 6.4,
shall be payable in a single sum to his Beneficiary.
ARTICLE VIII
PAYMENT OF RETIREMENT BENEFITS
8.1 Automatic Payment Forms. Unless the involuntary cash-out provisions
of Section 8.6 apply, the automatic or normal form of Retirement
Benefit shall be as described in this Section 8.1. A Participant
may, however, elect an optional form of Retirement Benefit in
accordance with Section 8.2.
(a) A Participant who has a Spouse on the Annuity Starting Date
shall receive a reduced retirement income which shall be the
Actuarial Equivalent of the Retirement Benefit to which he would
be entitled under the Plan if he had no Spouse, payable monthly
commencing on the first day of the month coincident with or next
following the date his retirement occurs, and if he shall die
prior to such Spouse, continuing to the Spouse at 50% of the
reduced amount and ending with the payment due for the month in
which the death of the Spouse occurs.
(b) A Participant who does not have a Spouse on the Annuity Starting
Date shall receive the Retirement Benefit to which he is
entitled under the Plan, payable monthly commencing on the first
day of the month coincident with or next following the date his
retirement occurs and ending with the payment due for the month
in which his death occurs.
Notwithstanding anything to the contrary hereunder, upon cessation of
payments of the retirement Benefit or other benefit payable to or on
account of any retired Participant or his Spouse, any excess of the
value of the Participant's Participant Account (as determined
pursuant to Section 6.4) at the date of retirement or prior death
over the total benefit payments made to him or on his behalf shall be
paid in one sum to the beneficiary designated by the person last in
receipt of such Retirement Benefit or other benefit, or if no such
beneficiary is living, to the legal representative of such person.
8.2 Election of Optional Forms. At least 30 days, but not more than 90
days, prior to an Annuity Starting Date, a Participant may elect an
optional form of payment for his Retirement Benefit as may be
available under Section 8.3 or 8.4. Such election will not take
effect unless the Participant's Spouse consents to the election if
required under Section 8.5(c). The Retirement Board shall make an
election form available to each such eligible Participant. Such form
shall describe in plain language the terms and conditions of the
normal form of payment described in Section 8.1 and the optional
forms of benefit and shall provide for election of optional forms of
benefit and a benefit commencement date. The completed election form
must be returned to the Retirement Board within the 90 day period
ending on the designated Annuity Starting Date. In addition, the
form will provide a description of the Participant's right to
reinstate coverage under the normal form of benefit described in
Section 8.1 prior to his Annuity Starting Date by revoking an
election of an optional form of benefit. If a Participant files a
subsequent election form prior to the date benefits commence, the
prior form shall be of no effect. If no election has been made at
the expiration of the election period, Retirement Benefits will be
payable in accordance with Section 8.1. Election of optional forms
of benefits under the following Sections 8.3 and 8.4 shall be subject
to the restrictions of Section 8.5. Any such election, whenever
made, may be altered, amended, or revoked by the Participant prior to
the date when the first payment of his retirement income would
normally be made, provided he gives notice in writing to the
Retirement Board. The Retirement Board may, on a uniform and
nondiscriminatory basis, provide for such other election periods as
comply with regulations issued under Code Sections 401(a)(11) and
417. Subject to the provisions of Section 8.5, the Retirement Board
may defer a Participant's Annuity Starting Date for a period of up to
90 days if the Retirement Board determines that the deferral is
desirable in order to provide for an orderly election procedure,
provided that retroactive payment shall be made for any Retirement
Benefits which would have been paid in the absence of the deferral.
8.3 Joint and Survivor Option. Subject to the spousal consent
requirements outlined in Section 8.5(c):
(a) A Participant may elect, by submitting an election form to the
Retirement Board, to have his Retirement Benefit converted to
the Actuarial Equivalent of the normal form under Section 8.1
and paid monthly during his life with the provision that after
his death, any percentage from 50% through 100% of such reduced
Retirement Benefit will be payable to his Contingent Annuitant
during the remaining life of such Contingent Annuitant.
(b) If a Participant elects the Joint and Survivor Option and his
Contingent Annuitant dies before such Participant's benefit
actually commences and the Participant does not change his
election in accordance with Section 8.2, his Retirement Benefit
shall be paid under the normal form under Section 8.1.
(c) If a Participant elects the Joint and Survivor Option and dies
before benefits commence to be paid to him, his Beneficiary will
not be entitled to any rights or benefits under the Plan, except
as provided under Article VII.
(d) If a Participant elects the Joint and Survivor Option and his
Contingent Annuitant dies before his death, but after the
retirement of such Participant, such Participant will continue
to receive the reduced Retirement Benefit payable to him in
accordance with such option.
Notwithstanding the foregoing, however, in the event the Contingent
Annuitant dies before the Participant and within one year of the date
on which payments commenced under the Joint and Survivor Annuity
option, the Participant's Retirement Benefit shall be increased on
the first day of the month following such Contingent Annuitant's
death to the amount which would have been payable to him under the
Life Annuity Option described in Section 8.4) for the balance of his
lifetime.
8.4 Life Annuity Option. Subject to Section 8.5(c), a Participant may
elect, by submitting an election form to the Retirement Board, to
have his Retirement Benefit paid in the normal form under Section
8.1(b). The normal form provides for monthly payments during the
Participant's life, ending with the payment due for the month in
which his death occurs.
8.5 General Provisions.
(a) Notwithstanding any other provisions of the Plan, distribution
of benefits to Participants who attain age 70-1/2 in 1988 or
1989 will commence on April 1, 1990. Distribution to
Participants who attain age 70-1/2 in 1990 and calendar years
thereafter will commence by the April 1 following the year in
which age 70-1/2 is attained. Distribution to Participants who
attained age 70-1/2 prior to January 1, 1988 will be deferred
until the April 1 of the year next following the close of the
calendar year in which the Participant retires; provided,
however, that distribution of benefits to an Employee who owns
5% or more of the outstanding stock of the Employer may not be
deferred beyond the April 1 following the calendar year in which
he attains age 70-1/2. In any event, distributions hereunder
shall be made in accordance with Code Section 401(a)(9) and
regulations thereunder, including Treasury Regulations
1.401(a)(9)-2. Such regulations and applicable rulings or
announcements, including any grandfather provisions delaying the
effective date of Code Section 401(a)(9) are hereby incorporated
by reference.
(b) Upon the death of a Participant any remaining interest he may
have in the Plan shall be distributed within the later of five
years after his death or after the death of his Beneficiary,
unless another form of payment was already in effect at the time
of his death, in which case benefits may be made in accordance
with such form of payment. Benefits may not be immediately
distributed prior to the Participant's Normal Retirement Date
unless the Participant consents in writing, except as provided
in Section 8.6. Anything in this Article VIII to the contrary
notwithstanding, no method of distribution shall be made under
this Article which would result in payment of benefits over a
period longer than the joint life expectancy of the Participant
and his Beneficiary/Contingent Annuitant or which would
otherwise violate the incidental death benefit requirements of
Code Section 401(a)(9) and regulations issued thereunder.
(c) If a married Participant elects to receive his Retirement
Benefit in any form other than the normal form for married
individuals as described in Section 8.1(a) or under the Joint
and Survivor annuity form described in Section 8.3 with his
Spouse as the Contingent Annuitant, then such election shall no
take effect unless either:
(i) the Participant's Spouse consents in writing to such
election and the Spouse's consent acknowledges the effect
of such election and is witnessed by a notary public or
Plan representative, or
(ii) it is established to the satisfaction of the Retirement
Board that the Participant has no Spouse, or that the
Spouse's consent cannot be obtained because the Spouse
cannot be located, or because of such other circumstances
as may be prescribed in regulations issued pursuant to
Code Section 417.
(d) It is the intent of the Plan that all benefits be paid promptly
when due. In the absence of any inability to determine the
amount of benefit payable or the eligibility for a benefit due
to the lack of adequate information on date of birth of
Participant or Spouse, the first benefit shall be paid no later
than the 60th day after the close of the latest Plan Year in
which:
(i) the Participant attains age 65;
(ii) the Participant reaches the 10th anniversary of his date
of commencement of participation in the Plan, or
(iii) the Participant's Service Termination Date occurs.
8.6 Involuntary Cash-Out Provision. If the Actuarial Equivalent present
value of any Retirement Benefit, inclusive of a Participant's Prior
Participant Account, is $3,500 or less and the benefit has not yet
commenced, the Retirement Board shall distribute a lump sum payment
of such Actuarial Equivalent present value to the appropriate
individual as soon as practicable following the Participant's Service
Termination Date, in lieu of all other benefits hereunder.
8.7 Restrictions on Distributions. This Section 8.7 shall apply to the
amount of Benefits under this Plan for any Participant who is
considered a Restricted Participant as defined hereunder. Such
Benefits shall be limited to an amount equal to the payments that
would have been made on behalf of the Restricted Participant under
the life annuity form of payment described in Section 8.4 that is the
Actuarial Equivalent of the Restricted Participant's Accrued Benefit
under the Plan.
For purposes of this Section 8.7, the term Restricted Participant
shall mean all highly compensated employees as defined in Code
Section 414(q) and highly compensated former employees. In any one
Plan Year, the total number of Participants whose benefits are
subject to restriction under this Section 8.7 is hereby limited by
the Plan to a group of not less than 25 highly compensated employees
and highly compensated former employees with the greatest Earnings.
For purposes of this Section 8.7, the term Benefit shall include
Retirement Benefit provided by the Plan plus loans in excess of the
amounts set forth in Code Section 72(p)(2)(A), any periodic income,
any withdrawal values payable to a living Participant and any death
benefits not provided for by insurance on the Participant's life.
The limitations set forth in this Section 8.7 shall not restrict the
current payment of the full amount of Retirement Benefit provided by
the Plan if:
(a) after payment to a Restricted Participant of all of the Benefits
described above, the value of Plan assets equals or exceeds 110%
of the value of current liabilities, as defined in Code Section
412(l)(7),
(b) the value of the Benefits described above for a Restricted
Participant is less than 1% of the value of current liabilities,
as defined in Code Section 412(l)(7), or
(c) the value of the Restricted Participant's benefits does not
exceed three thousand five hundred dollars ($3,500).
8.8 Increased Payments With Respect to Certain Retired Members.
(a) Commencing July 1, 1981, the amount of all Retirement Benefits,
including Contingent Annuitant benefits and Spouse's death
benefits payable with respect to a Participant who had died
prior to January 1, 1980, were increased by 1% for each full 12-
month period elapsed between the effective date of the benefit
and December 31, 1980. In the case of a Participant who had
retired or died prior to July 1, 1973, there was an additional
increase of 15%. The minimum increase payable hereunder shall
be $10 per month.
(b) Commencing January 1, 1984, the amount of all Retirement
Benefits being paid to Participants who retired prior to August
15, 1983, including Contingent Annuitant benefits and Spouse's
death benefits being paid as of that date, were increased by
7%. The minimum increase payable hereunder shall be $10 per
month.
(c) Commencing January 1, 1987, the amount of all Retirement
Benefits being paid to Participants who retired prior to June
15, 1987, including Contingent Annuitant benefits and Spouse's
death benefits being paid as of that date, were increased by 5%.
The minimum increase payable hereunder shall be $10 per month.
(d) Commencing July 1, 1992, the amount of all Retirement Benefits
being paid to Participants who retired under the Plan between
July 1, 1987 and June 30, 1992, including Contingent Annuitant
benefits and Spouse's death benefits being paid as of that date
were increased by 4%. Commencing July 1, 1992, the amount of
all Retirement Benefits being paid to Participants who retired
under the Plan prior to July 1, 1987, including Contingent
Annuitant benefits and Spouse's death benefits being paid as of
that date, were increased by 8%.
The minimum increase hereunder shall be $10 per month.
8.9 Direct Rollover Provision.
(a) This Section 8.9 shall apply to distributions made on or after
January 1, 1993. Notwithstanding any provision of the Plan to
the contrary that would otherwise limit a distributee's election
under this Section 8.9, a distributee may elect, at the time and
in the manner prescribed by the Retirement Board to have any
portion of an eligible rollover distribution paid directly to an
eligible retirement plan specified by the distributee in a
direct rollover.
(b) Definitions.
(i) Eligible rollover distribution: An eligible rollover
distribution is any distribution of all or any portion of
the balance to the credit of the distributee, except that
an eligible rollover distribution does not include: any
distribution that is one of a series of substantially
equal periodic payments (not less frequently than
annually) made for the life (or life expectancy) of the
distributee or the joint lives (or the joint life
expectancies) of the distributee and the distributee's
designated beneficiary, or for a specified period of ten
or more years; any distribution to the extent such
distribution is required under Code Section 401(a)(9); and
the portion of any distribution that is not includible in
gross income (determined without regard to the exclusion
for net unrealized appreciation with respect to Employer
securities).
(ii) Eligible retirement plan: An eligible retirement plan is
an individual retirement account described in Code Section
408(a), an individual retirement annuity described in Code
Section 408(b), an annuity plan described in Code Section
403(a) or a qualified trust described in Code Section
401(a), that accepts the distributee's eligible rollover
distribution. However, in the case of an eligible
rollover distribution to the surviving Spouse, an eligible
retirement plan is an individual retirement account or
individual retirement annuity.
(iii) Distributee: A distributee includes an Employee or former
Employee. In addition, the Employee's or former
Employee's surviving Spouse and the Employee's or former
Employee's Spouse or former Spouse who is the alternate
payee under a qualified domestic relations order, as
defined in Code Section 414(p), are distributees with
regard to the interest of the Spouse or former
Spouse.
(iv) Direct rollover: A direct rollover is a payment by the
Plan to the eligible retirement plan specified by the
distributee.
ARTICLE IX
RETIREMENT BOARD
9.1 Responsibility for Plan and Trust Administration. The Employer shall
save the sole authority to appoint and remove the Trustee, any
investment manager which may be provided for under the Trust, and to
amend or terminate, in whole or in part this Plan or the Trust. The
Employer, through its Retirement Board, shall have the responsibility
for the administration of this Plan, which is specifically described
in this Plan and the related Trust Agreement. The Employer shall be
the "named fiduciary" for purposes of the Code and ERISA.
9.2 Retirement Board. The Plan shall be administered by the Employer
through the Retirement Board which is appointed by the Board of
Trustees. The Retirement Board shall consist of five or more members
who are officers of any Participating Employer or any affiliate or
subsidiary and who are appointed by and serve at the pleasure of the
Board of Trustees. Any member of the Retirement Board may resign by
delivering his written resignation to the Board and the Secretary of
the Retirement Board.
9.3 Agents of the Retirement Board. The Retirement Board may delegate
specific responsibilities to other persons as the Retirement Board
shall determine. The Retirement Board may authorize one or more of
their number, or any agent, to execute or deliver any instrument or
to make any payment in their behalf. The Retirement Board may employ
and rely on the advice of counsel, accountants, the Actuary, and such
other persons as may be necessary in administering the Plan.
9.4 Retirement Board Procedures. The Retirement Board may adopt such
rules as it deems necessary, desirable, or appropriate. All rules
and decisions of the Retirement Board shall be uniformly and
consistently applied to all Participants in similar circumstances.
When making a determination or calculation, the Retirement Board
shall be entitled to rely upon information furnished by a
Participant, Spouse or Beneficiary, the Employer, the legal counsel
of the Employer, the Actuary, or the Trustee.
The Retirement Board may act at a meeting or in writing without a
meeting. The Retirement Board shall elect one of its members as
chairman, appoint a secretary, who may or may not be a Retirement
Board member, and advise the Trustee of such actions in writing. The
secretary shall keep a record of all meetings and forward all
necessary communications to the Employer, the Trustee or the Actuary.
The Retirement Board may adopt such bylaws and regulations as it
deems desirable for the conduct of its affairs. All decisions of the
Retirement Board shall be made by the vote of the majority including
actions in writing taken without a meeting.
9.5 Administrative Powers of the Retirement Board. The Retirement Board
may from time to time establish rules for the administration of the
Plan. Except as otherwise herein expressly provided, the Retirement
Board will have the exclusive right and discretionary authority, to
the fullest extent provided by law, to interpret the Plan and decide
any matters arising hereunder in the administration and operation of
the Plan, and any interpretations or decisions so made will be
conclusive and binding on all persons having an interest in the Plan;
provided, however, that all such interpretations and decisions will
be applied in a uniform and non-discriminatory manner to all
Employees. The Retirement Board shall have no right to modify any
provisions of the Plan as herein set forth.
9.6 Benefit Claims Procedures. All claims for benefits under the Plan
shall be in writing and shall be submitted to the Retirement Board
member designated as Retirement Board Secretary by the Retirement
Board. If any application for payment of a benefit under the Plan
shall be denied, the Retirement Board shall notify the claimant
within 90 days of such application setting forth the specific reasons
therefore and shall afford such claimant a reasonable opportunity for
a full and fair review of the decision denying his claim. If special
circumstances require an extension of time for processing the claim,
the individual will be furnished with a written notice of the
extension prior to the termination of the initial 90-day period. In
no event shall such extension exceed a period of 90 days from the end
of such initial period. The extension notice shall indicate the
special circumstances requiring an extension of time and the date by
which the Retirement Board expects to render its decision.
Notice of such denial shall set forth, in addition to the specific
reasons for the denial, the following:
(a) reference to pertinent provisions of the Plan;
(b) such additional information as may be relevant to the denial of
the claim;
(c) an explanation of the claims review procedure; and
(d) notice that such claimant may request the opportunity to review
pertinent Plan documents and submit a statement of issues and
comments.
Within 60 days following notice of denial of his claim, upon written
request made by any claimant for a review of such denial to the
Retirement Board Secretary, the Retirement Board shall take
appropriate steps to review its decision in light of any further
information or comments submitted by such claimant.
The Retirement Board shall render a decision within 60 days after the
claimant's request for review and shall advise said claimant in
writing of its decision on such review, specifying its reasons and
identifying appropriate provisions of the Plan. If special
circumstances require an extension of time for processing, a decision
will be rendered as soon as possible, but not later than 120 days
after receipt of a request for the review. If the extension of time
for review is required because of special circumstances, written
notice of the extension shall be furnished to the claimant prior to
the commencement of the extension. If the decision is not furnished
within such time, the claim shall be deemed denied on review. The
decision on review shall be in writing and shall include specific
reasons for the decision, written to the best of the Retirement
Board's ability in a manner calculated to be understood by the
claimant without legal or actuarial counsel, as well as specific
references to the pertinent Plan provisions on which the decision is
based. In the event of continued disagreement, the claimant may
thereafter appeal to the Employer, whose decision is final.
9.7 Certification of Benefits. Subject to the provisions of this Plan,
it will be the duty of the Retirement Board to compute and certify to
the Trustees the amount of Retirement Benefit payable hereunder to
any Participant, Spouse, Beneficiary or Contingent Annuitant.
9.8 Designation of Actuary. The Retirement Board will designate an
Actuary to make all actuarial calculations required in connection
with the Plan.
9.9 Reliance on Reports and Certificates. The Employer (or the
Retirement Board if so designated by the Employer) will be entitled
to rely conclusively upon all tables, valuations, certificates,
opinions, and reports which may be furnished by the Actuary, or any
accountant, controller, counsel, or other person who is employed or
engaged for such purposes and shall exercise the authority and
responsibility as it deems appropriate to comply with all of the
legal and governmental regulations affecting this Plan.
9.10 Other Retirement Board Powers and Duties. The Retirement Board shall
have such duties and powers as may be necessary to discharge its
duties hereunder, including, but not by way of limitation, the
following:
(a) to prescribe written procedures to be followed by Participants,
Spouses, Contingent Annuitants and Beneficiaries filing
applications for benefits;
(b) to prepare and distribute, in such manner as the Retirement
Board determines to be appropriate, information explaining the
Plan;
(c) to receive from the Employer and from Participants such
information as shall be necessary for the proper administration
of the Plan;
(d) to furnish the Employer, upon request, such annual reports with
respect to the administration of the Plan as are reasonable and
appropriate;
(e) to receive and review the periodic valuation of the Plan made by
the Actuary; and
(f) to receive, review and keep on file (as it deems convenient or
proper) reports of benefit payments by the Trustee and reports
of disbursements for expenses directed by the Retirement Board.
The Retirement Board shall have no power to add to, subtract from or
modify any of the terms of the Plan, or to change or add to any
benefits provided by the Plan, or to waive or fail to apply any
requirements of eligibility for a retirement benefit under the Plan.
9.11 Compensation of Retirement Board. No member of the Retirement Board
who is an Employee will receive any compensation for his services as
such, but will be reimbursed for reasonable expenses incident to the
performance of such services. The reimbursement of expenses shall be
paid in whole or in part by the Employer, and any expenses not paid
by the Employer shall be paid by the Trustee out of the principal or
income of the Trust Fund.
9.12 Member's Own Participation. No member of the Retirement Board may
act, vote, or otherwise influence a decision of the Retirement Board
specifically relating to his own participation under the Plan.
9.13 Liability of Retirement Board Members. No member of the Retirement
Board will be liable for any act of omission or commission except as
provided by federal law.
9.14 Indemnification. The Board of Trustees of the Employer, the
Retirement Board and the individual members thereof shall be
indemnified by the Employer and not the Trust Fund against any and
all expenses, costs, and liabilities arising by reason of any act or
failure to act, unless such act or failure to act is judicially
determined to be gross negligence or willful misconduct.
ARTICLE X
FUNDING AND CONTRIBUTIONS
10.1 Establishment of Fund. The Fund shall be held and administered by
the Trustee in accordance with the terms of the Trust. The Fund
shall hold all contributions made by the Employer and earnings and
other income attributable thereto. All benefits payable under the
Plan shall be disbursed from the Fund.
10.2 Contributions to the Fund; Plan Expenses. The Employer will
contribute to the Fund such sums and at such times as may be
determined by the Board in accordance with the funding method and
policy to be established by the Board which are consistent with Plan
objectives. The Board, in consultation with the Actuary and the
Retirement Board, shall have the right to change the method of
funding, subject only to any contractual restrictions of the existing
method of funding. Forfeitures arising from termination of service
will be used to reduce Employer contributions and will not be applied
to increase any benefits under the Plan. Except as provided in
Section 10.3 and Article XII, all contributions when made to the Fund
and all property and assets of the Fund, including income from
investments and from all other sources, will be retained for the
exclusive benefit of Participants, Spouses, Contingent Annuitants and
Beneficiaries included in the Plan and will be used to pay benefits
provided hereunder or to pay expenses of administration of the Plan
and the Fund to the extent not paid by the Employer.
10.3 Contributions Conditional. Each Employer contribution to the Plan is
expressly conditioned on its deductibility. If any Employer
contribution is deemed to be nondeductible or made by the Employer by
a mistake of fact, such contribution shall be returned to the
Employer within one year of the date of the disallowance of such
deduction or the date the contribution was made to the Fund,
respectively.
10.4 Employee Contributions. No Employee will be required or permitted to
make any contributions under this Plan.
ARTICLE XI
FIDUCIARY RESPONSIBILITIES
11.1 Basic Responsibilities. Any Fiduciary under the Plan, whether
specifically designated or not, shall:
(a) discharge all duties solely in the interest of Participants,
Spouses, Contingent Annuitants and Beneficiaries and for the
exclusive purpose of providing benefits and defraying reasonable
administrative expenses under the Plan;
(b) discharge his responsibilities with the care, skill, prudence,
and diligence a prudent man would use in similar circumstances;
and
(c) conform with the provisions of the Plan.
No person who is ineligible by law will be permitted to serve as
Fiduciary.
11.2 Actions of Fiduciaries. Any Fiduciary:
(a) may serve in more than one fiduciary capacity with respect to
the Plan;
(b) may employ one or more persons to render advice with regard to
or to carry out any responsibility that such Fiduciary has under
the Plan; and
(c) may rely upon any discretion, information, or action of any
other Fiduciary, acting within the scope of its responsibilities
under the Plan, as being proper under the Plan.
11.3 Fiduciary Liability. No Fiduciary shall be personally liable for any
losses resulting from his action except as provided by federal law.
Each Fiduciary shall have only the authority and duties which are
specifically allocated to him, shall be responsible for the proper
exercise of his own authority and duties, and shall not be
responsible for any act or failure to act of any other Fiduciary.
ARTICLE XII
AMENDMENT AND TERMINATION
12.1 Right to Amend or Terminate. The Employer, with the written approval
of the Board, reserves the right to amend, modify, suspend, or
terminate the Plan in whole or in part at any time. No amendment
will be effective unless the Plan, as so amended, is for the
exclusive benefit of Participants, Spouses, Contingent Annuitants and
Beneficiaries, and no amendment will deprive any Participant without
his consent of any benefit to which he was previously entitled,
provided that any and all amendments may be made which are necessary
to maintain the qualification of the Plan under the Code and provided
further that such amendments may be retroactively effective. The
Plan shall not be automatically terminated by any Employer's
acquisition by or merger or consolidation into any other corporation.
In the event of a reorganization, consolidation, dissolution or
merger of an Employer, the Plan can be continued by the successor,
and in such event the successor shall be substituted for such
Employer and shall assume all of the Plan liabilities and all of the
powers, duties and responsibilities of such Employer under the Plan.
12.2 Partial Termination. Upon a partial termination of the Plan with
respect to a group of Participants, as determined by a ruling of the
Internal Revenue Service as to which all rights to appeal have
expired, the Employer shall direct the Actuary to determine the
proportionate share of the assets for Participants affected by such
partial termination. After such proportionate share has been
determined, the Trustees shall segregate the assets of the Fund
allocable to such group of Participants for payment of benefits in
accordance with the provisions of Section 12.3.
12.3 Vesting and Distribution of Funds Upon Termination. Upon termination
of the Plan by the Employer, in whole or in part, all affected
Participants will become fully vested and entitled to their Accrued
Benefits under the Plan. In such event, the assets in the Fund (or
the portion of the Fund determined in accordance with Section 12.2)
will be allocated pursuant to Regulations as follows:
(a) There shall first be credited to each Participant who was
receiving retirement income or who was eligible to receive
retirement income at least three years prior to the date of Plan
termination and to each Spouse and Beneficiary who was receiving
retirement income or who was eligible to receive retirement
income at least three years prior to the date of Plan
termination an amount which will provide for him the amount of
retirement income then accrued to him under the Plan, but not in
excess of the benefit insured by the Pension Benefit Guaranty
Corporation.
(b) There shall next be credited to each Participant who was
receiving retirement income or who was eligible to receive
retirement income on the date of Plan termination and to each
Spouse and Beneficiary who was receiving retirement income or
who was eligible to receive retirement income on the date
of Plan termination an amount which will provide for him the
amount of retirement income then accrued to him under the Plan,
but not in excess of the benefit insured by the Pension Benefit
Guaranty Corporation.
(c) There shall next be credited to each other Participant who, on
the date on which the Plan shall terminate, is eligible for
Retirement Benefits in accordance with Article VI an amount
which will provide for him the amount of the retirement income
then accrued to him under the Plan, but not in excess of the
benefit insured by the Pension Benefit Guaranty Corporation.
(d) There shall next be credited to each other Participant who would
be entitled to additional retirement income in accordance with
(a), (b), and (c) above, were such additional income not in
excess of the amount insured by the Pension Benefit Guaranty
Corporation, an amount which will provide for him the amount of
retirement income then accrued to him under the Plan.
(e) There shall next be credited to each other Participant an amount
which will provide for him the amount of retirement income then
accrued to him under the Plan.
Allocation in any of the above classes shall be adjusted for any
allocation made to the same Participant under a prior class.
12.4 Determination of Funds Upon Termination.
(a) The application of the Fund on the foregoing basis shall be
calculated as of the date on which the Plan shall terminate.
When the calculation shall be completed, the respective interest
in the Fund will be distributed to or on behalf of the
respective Participants, Spouses and Beneficiaries under the
Plan in the order stated in Section 12.3 only after the Employer
has sent written notice to the Trustee, that all of the
applicable requirements governing the termination of qualified
retirement plans have been, or are being complied with or that
appropriate authorizations, waivers, exemptions or variances
have been, or are being, obtained.
(b) If the assets in the Fund on the date the Plan is terminated are
not sufficient to provide in full the amounts required within
classes (a), (b), (c), and (d) of Section 12.3, any benefit in
excess of $10,000 paid within a 12-month period during the 36-
month period immediately preceding the date of termination of
the Plan to a Participant, Spouse or Beneficiary who owns
10% or more of the outstanding voting stock of any Employer may
be deemed a part of the Fund for purposes of allocation.
(c) If the assets are not sufficient to provide in full for the
amounts required for a class in the order listed in Section
12.3, the balance of the assets shall be allocated to each
member of a class in the proportion which his amount bears to
the total amount in such class.
(d) Distribution upon termination of the Plan may be in the form of
an annuity contract, cash, or securities or other assets in kind
as determined by the Retirement Board in a uniform
nondiscriminatory manner and applicable to all Participants.
(e) Any funds remaining after the satisfaction of all liabilities to
Participants, Spouses and Beneficiaries under the Plan shall be
returned to the Employer.
12.5 Restriction on Benefits. In the event of plan termination, the
benefit of any highly compensated employee as defined in Code Section
414(q) and highly compensated former employee is limited to a benefit
that is nondiscriminatory under Code Section 401(a)(4).
12.6 Right to Accrued Benefits. Any other provision of the Plan
notwithstanding, upon termination or partial termination of the
Plan, the right of each Participant to benefits accrued to the date
of such termination or partial termination to the extent then funded
or to the extent guaranteed by the Pension Benefit Guaranty
Corporation shall be nonforfeitable.
ARTICLE XIII
GENERAL PROVISIONS
13.1 Plan Voluntary. Although it is intended that the Plan shall be
continued and that contributions shall be made as herein provided,
this Plan is entirely voluntary on the part of each Employer and the
continuance of this Plan and the payment of contributions hereunder
are not to be regarded as contractual obligations of any Employer,
and no Employer guarantees or promises to pay or to cause to be paid
any of the benefits provided by this Plan. Each person who shall
claim the right to any payment or benefit under this Plan shall be
entitled to look only to the Fund for any such payment or benefit and
shall not have any right, claim, or demand therefore against any
Employer, except as provided by federal law. The Plan shall not be
deemed to constitute a contract between any Employer and any Employee
or to be a consideration for, or an inducement for, the employment of
any Employee by any Employer. Nothing contained in the Plan shall be
deemed to give any Employee the right to be retained in the service
of any Employer or to interfere with the right of any Employer to
discharge or to terminate the service of any Employee at any time
without regard to the effect such discharge or termination may have
on any rights under the Plan.
13.2 Payments to Minor and Incompetents. If any Participant, Spouse or
Beneficiary entitled to receive any benefits hereunder is a minor or
is deemed by the Retirement Board or is adjudged to be legally
incapable of giving valid receipt and discharge for such benefits,
they will be paid to such person or institution as the Retirement
Board may designate or to the duly appointed guardian. Such payment
shall, to the extent made, be deemed a complete discharge of any
liability for such payment under the Plan.
13.3 Non-Alienation of Benefits. No amount payable to, or held under the
Plan for the account of, any Participant shall be subject in any
manner to anticipation, alienation, sale, transfer, assignment,
pledge, encumbrance, or charge, and any attempt to so anticipate,
alienate, sell, transfer, assign, pledge, encumber, or charge the
same shall be void; nor shall any amount payable to, or held under
the Plan for the account of, any Participant be in any manner liable
for his debts, contracts, liabilities, engagements, or torts, or be
subject to any legal process to levy upon or attach, except as may be
provided under a qualified domestic relations order as defined in
Code Section 414(p).
The Retirement Board shall establish a procedure to determine the
status of a judgement, decree or order as a qualified domestic
relations order and to administer Plan distributions in accordance
with qualified domestic relations orders. Such procedure shall be in
writing, shall include a provision specifying the notification
requirements enumerated in Code Section 414(p), shall permit an
alternate payee to designate a representative for receipt of
communications from the Retirement Board and shall include such other
provisions as the Retirement Board shall determine, including
provisions describing the interest rate to be used in making present
value determinations as well as provisions required under regulations
promulgated by the Secretary of the Treasury.
13.4 Evidence of Survival. If the Retirement Board, or the Trustees with
the assistance of the Retirement Board, cannot make payment of any
amount to, or on behalf of, a Participant within five years after
such amount becomes payable because the identity or whereabouts of
such Participant cannot be ascertained, the Retirement Board, at the
end of such five-year period, may direct that all unpaid amounts
which would have been payable to or on behalf of such Participant be
paid to the legal Spouse of the Participant if found and living at
such time, or if such legal Spouse cannot be found or is not living
at such time, in equal shares to such of the children of the
Participant who can be found and are living at such time, or if none
of such children can be found or if none are living at such time, to
such other relative or relatives of the Participant as the Retirement
Board may deem proper.
13.5 Use of Masculine and Feminine; Singular and Plural. Wherever used in
this Plan, the masculine gender will include the feminine gender and
the singular will include the plural, unless the context indicates
otherwise.
13.6 Merger, Consolidation, or Transfer. In the event that the Plan is
merged or consolidated with any other plan, or should the assets or
liabilities of the Plan be transferred to any other plan, each
Participant shall be entitled to a benefit immediately after such
merger, consolidation, or transfer if the Plan should then terminate
equal to or greater than the benefit he would have been entitled to
receive immediately before such merger, consolidation, or transfer if
the Plan had then terminated.
13.7 Leased Employees. Any individual who performs services for the
Employer and who, by application of Code Section 414(n)(2) and
regulations issued pursuant thereto, would be considered a "leased
employee", shall, for purposes of the requirements enumerated in Code
Section 414(n)(3), be considered an Employee of the Employer with
regard to services performed after December 31, 1986.
When the total of all leased employees constitutes less than 20% of
the Employer's non-highly compensated work force within the meaning
of Code Section 414(n)(5)(c)(ii), however, a "leased employee" shall
not be considered an Employee of the Employer if the organization
from which the individual is leased maintains a qualified safe harbor
plan (as defined in Code Section 414(n)(5)) in which such individual
participates.
"Leased employees" who are deemed to be Employees of the Employer for
purposes of this Section 13.7 shall not be eligible to participate in
the Plan unless specifically provided for in Article II.
13.8 Construction of Agreement. This Plan shall be administered,
construed, and enforced according to the laws of the Commonwealth of
Massachusetts; provided, however, wherever applicable, the provisions
of ERISA shall govern and in such event the laws of the United States
of America shall be applied and to the extent necessary, its courts
shall have competent jurisdiction.
ARTICLE XIV
TOP-HEAVY PLAN PROVISIONS
14.1 General Rule. For any Plan Year for which this Plan is a "top-heavy
plan" as defined in Section 14.5, any other provisions of the Plan to
the contrary notwithstanding, the Plan shall be subject to the
following provisions:
(a) The vesting provisions of Section 14.2.
(b) The minimum benefit provisions of Section 14.3.
(c) The limitation on benefits set by Section 14.4.
14.2 Vesting Provisions. Each Participant who (i) has completed at least
an Hour of Service during any Plan Year in which the Plan is top-
heavy and (ii) has completed the number of Years of Vesting Service
specified in the following table, shall have a nonforfeitable right
to the percentage of his Accrued Benefit specified as follows:
Nonforfeitable Percentage
Years of Vesting Service of Accrued Benefit
Less than 1 0%
1 but less than 220%
2 but less than 340%
3 but less than 460%
4 but less than 580%
5 or more 100%
If the Plan ceases to be "top-heavy", each Participant with three or
more Years of Service, whether or not consecutive, shall have the right to
elect to remain under the vesting schedule hereunder or to have the vesting
provisions of Section 6.2 be applicable. Each such Participant shall have the
right to elect the applicable schedule within 60 days after the day the
Participant is issued written notice by the Retirement Board, or as otherwise
provided in accordance with regulations issued under the provision of the Code,
relating to changes in the vesting schedule.
For all other Participants, the vesting provisions of Section 6.2
shall be applicable once the Plan ceases to be "top heavy". This provision
shall not cause a Participant's vested percentage to be reduced.
14.3 Minimum Benefit Provisions. Each Participant who (i) is a "non-key
employee" (as defined in Section 14.7) and (ii) has completed 1,000
Hours of Service in any Plan Year shall be entitled to an annual
retirement income equal to 2% of the Participant's average annual
Compensation in the "testing period" multiplied by his Years of
Service during which the Plan is top heavy, up to a maximum of 20%.
For purposes of this Section 14.3, "testing period" means the period
of five consecutive Years of Vesting Service during which the
Participant had the highest aggregate Earnings, provided that
Earnings for any Plan Year after the close of the Plan Year in which
the Plan was last top-heavy shall be disregarded.
14.4 Limitation on Benefits. In the event that the Employer also
maintains a defined contribution plan providing contributions on
behalf of Participants in this Plan, one of the two following
provisions shall apply:
(a) If for the Plan Year this Plan would not be a "top-heavy plan"
(as defined in Section 14.5) if "90 percent" were substituted
for "60 percent," then the minimum benefit described in Section
14.3 means the lesser of 3% of average annual Earnings in the
"testing period" multiplied by the Participant's Years of
Service during which the Plan is "top heavy", up to a maxi-
mum of 30%.
(b) If for the Plan Year this Plan would continue to be a "top-heavy
plan" (as defined in Section 14.5) if "90 percent" were
substituted for "60 percent," then the denominator of both the
defined contribution plan fraction and the defined benefit plan
fraction shall be calculated as set forth in Section 3.3(b)
for such Plan Year by substituting "1.0" for "1.25" in each
place such figure appears, except with respect to any individual
for whom there are no Employer contributions, forfeitures or
voluntary contributions allocated or any accruals for such
individual under the defined benefit plan.
14.5 Top-heavy Plan Definition. This Plan shall be a "top-heavy plan" for
any Plan Year if, as of the determination date, the present value of
the Accrued Benefits under the Plan for Participants (including
former Participants) who are "key employees" (as defined in Section
14.6) exceeds 60 percent of the present value of Accrued Benefits for
all Participants (excluding former "key employees"), or if this plan
is required to be in an aggregation group which for such Plan Year is
a "top-heavy group." For purposes of this Article XIV,
(a) "Determination date" means for any Plan Year the last day of the
immediately preceding Plan Year (except that for the first Plan
Year the determination date means the last day of such Plan
Year).
(b) Present value of Accrued Benefits shall be determined as of the
most recent valuation date that is within the 12-month period
ending on the determination date and as described under the
Code.
(c) "Aggregate of the Accounts" shall mean the sum of (i) the
Accounts determined as of the most recent Valuation Date that is
within the 12-month period ending on the determination date, and
(ii) the adjustment for contributions due as of the
determination date, and as described in the regulations under
the Code.
(d) "Aggregation group" means the group of plans, if any, that
includes both the group of plans that are required to be
aggregated and the group of plans that are permitted to be
aggregated.
(i) The group of plans that are required to be aggregated (the
"required aggregation group") includes: each plan of the
Employer in which a key employee is a participant,
including collectively-bargained plans; and each other
plan of the Employer including collectively-bargained
plans, which enables a plan in which a key employee is a
participant to meet the requirements of the Code
prohibiting discrimination as to contributions or benefits
in favor of Employees who are officers, shareholders or
the highly compensated or prescribing the minimum
participation standards.
(ii) The group of plans that are permitted to be aggregated
(the "permissive aggregation group") includes the required
aggregation group plus one or more plans of the Employer
that is not part of the required aggregation group and
that the Retirement Board certifies as constituting a plan
within the permissive aggregation group. Such plan or
plans may be added to the permissive aggregation group
only if, after the addition, the aggregation group as a
whole continues not to discriminate as to contributions or
benefits in favor of officers, shareholders or the highly-
compensated and to meet the minimum participation
standards under the Code.
(e) "Top-heavy group" means the aggregation group, if as of the
applicable determination date, the sum of the present value of
the cumulative accrued benefits for "key employees" under all
defined benefit plans included in the aggregation group plus the
aggregate of the accounts of "key employees" under all defined
contribution plans included in the aggregation group exceeds 60%
of the sum of the present value of the cumulative accrued
benefits for all employees, excluding former "key employees,"
under all such defined benefit plans plus the aggregate accounts
for all employees, under such defined contribution plans. If
the aggregation group that is a top-heavy group is a required
aggregation group, each plan in the group will be top-heavy. If
the aggregation group that is a top-heavy group is a permissive
aggregation group, only those plans that are part of the
required aggregation group will be treated as top-heavy. If the
aggregation group is not a top-heavy group, no plan within such
group will be top-heavy.
(f) In determining whether this Plan constitutes a "top-heavy plan",
the Retirement Board shall make the following adjustments in
connection therewith:
(i) When more than one plan is aggregated, the Retirement Board
shall determine separately for each plan as of each plan's
determination date the present value of the accrued benefits
or account balance. The results shall then be aggregated by
adding the results of each plan as of the determination
dates for such plans that fall within the same calendar
year.
(ii) In determining the present value of the Accrued Benefit or
the amount of the account of any Employee, such present
value or account shall include the dollar value of the
aggregate distributions made to such Employee under the
applicable plan during the five-year period ending on the
determination date, unless reflected in the value of the
accrued benefit or account balance as of the most recent
valuation date. Such amounts shall include distributions to
Employees which represented the entire amount credited to
their accounts under the applicable plan.
(iii) Further, in making such determination, such present value or
such account shall include any rollover contribution (or
similar transfer), as follows:
(a)If the rollover contribution (or similar transfer) is
initiated by the Employee and made to or from a plan
maintained another employer the plan providing the
distribution shall include such distribution in the
value of such account; the plan accepting the
distribution shall not include such distribution in the
value of such account unless the plan accepted it
before December 31, 1983.
(b) If the rollover contribution (or similar transfer) is
not initiated by the Employee or made from a plan
maintained by another employer the plan accepting the
distribution shall include such distribution in the
present value or such account, whether the plan
accepted the distribution before or after December
31, 1983; the plan making the distribution shall not
include the distribution in the present value or such
account.
(iv) Further, in making such determination, in any case where an
individual is a "non-key employee" (as defined in Section
14.7) with respect to an applicable plan, but was a "key
employee" with respect to such plan for any prior plan
year, any Accrued Benefit and any account of such Employee
shall be altogether disregarded. For this purpose, to the
extent that a key employee is deemed to be a "key employee"
if he met the definition thereof within any of the four
preceding plan years, this provision shall apply following
the end of such period of time.
(v) Further, in making such determination, the accrued benefit
of an Employee other than a Key Employee shall be
determined under (i) the method, if any, that uniformly
applies for accrual purposes under all plans maintained by
the Employer and its Affiliated Employers, or (ii) if
there is no such method, as if such benefit accrued not
more rapidly than the slowest accrual rate permitted under
the fractional accrual rule of Section 411(b)(1)(C) of the
Code.
14.6 Key Employee. The term "key employee" means any Employee or former
Employee who would be considered a key employee under Section
416(i)(1) of the Code excluding any individual who has not performed
services for the Employer or any of its Affiliated Employers during
the five-year period ending on a particular "determination date".
14.7 Non-Key Employee. The term "non-key employee" means any Employee
(and any beneficiary of an Employee) who is not a "key employee". An
individual who has not performed services for the Employer or any of
its Affiliated Employers during the five-year period ending on a
particular "determination date", however, shall not be considered a
"non-key employee".
IN WITNESS WHEREOF, the Employer has caused this instrument to be executed by
its officers thereunto duly authorized and its corporate seal to be hereunto
affixed, as of the 21 day of December, 1994.
EASTERN UTILITIES ASSOCIATES
By /s/John R. Stevens
John R. Stevens
President
ATTEST:
/s/ William F. O'Connor
William F. O'Connor
Secretary
(CORPORATE SEAL)
ADDENDUM NUMBER ONE
TO THE
EMPLOYEES' RETIREMENT PLAN
OF
EASTERN UTILITIES ASSOCIATES AND ITS AFFILIATED COMPANIES
The provisions set forth in the Plan document shall govern participation in the
Plan and the calculation of benefits. The following provisions outlined in
this Addendum shall set forth the rules specifically relating to participation
and benefit accruals for employees of Newport Electric Corporation who are
considered Employees hereunder as a result of the merger of this Plan into the
Newport Electric Corporation Pension Plan effective as of January 1, 1991. To
the extent not specifically indicated otherwise in the Addendum, the provisions
of the Plan shall be applicable with respect to Employees who are employed by
Newport Electric Corporation.
I. DEFINITIONS
A.0.0 "Actuarial Equivalent" shall mean, for the purpose of
determining benefits described in this Addendum Number One, a
benefit of equivalent value to another benefit determined on
the basis of the factors set forth in Appendix B attached
hereto.
A.1.0 "Average Monthly Earnings" shall mean, other than for the
purpose of determining a Participant's Death Benefit and
Termination Benefit, the average of the Employee's Monthly
Earnings received for the 60 consecutive calendar months of
employment, or, in the case of a Participant who becomes or
continues to be employed by the Employer on or after January
1, 1987, the 36 consecutive calendar months of employment, of
his greatest compensation in the 120-month period immediately
preceding his retirement or any earlier date on which he
becomes entitled to an immediate or deferred benefit under the
Plan, excluding from such five or three year period, as the
case may be, any period of absence which does not cause a One
Year Break in Service (for vesting purposes) and for which he
does not receive Monthly Earnings and any period of service
which is excluded from his Credited Service. In the case of a
Participant who has not received Monthly Earnings for 60 (or
36, if applicable) consecutive calendar months of employment in
the aforementioned 120-month period, Average Monthly Earnings
means the average of his Monthly Earnings during all of his
months of employment during such 120-month period, not to
exceed a total of 60 (or 36, if applicable) months.
A.1.1 "Average Annual Earnings" shall mean for purposes of determining
a Participant's Death Benefit and Termination Benefit:
(a) with respect to an Employee's service completed prior to
January 1, 1972, "Average Annual Earnings" means the
average of a Participant's compensation received during
calendar years 1968, 1969 and 1970.
(b) with respect to each calendar year of an Employee's
Credited Service completed on and after January 1, 1972,
"Average Annual Earnings" means 12 times the average of the
Participant's Monthly Earnings received during the calendar
year.
A.1.2 "Death Benefit" shall mean, with respect to each Participant who
has qualified for such benefit in accordance with the further
provisions of this Addendum, an amount equal to the sum of (a)
and (b), where it
(a) is 2.5% of his Average Annual Earnings up to $3,000 plus 5%
of his Average Annual Earnings over $3,000 for each year of
Credited Service completed prior to January 1, 1972; plus
(b) 3.75% of his Average Annual Earnings up to $6,000 plus 5%
of his Average Annual Earnings over $6,000 for each year of
Credited Service completed on and after January 1, 1972.
A.1.3 "Interest". Each Participant's Death Benefit and Termination
Benefit will be credited with interest at the rate of 3% until
January 1, 1976, and 5% thereafter, compounded annually, from
the January 1 next following the date such benefit is accrued
to the first day of the month in which such benefits are
withdrawn, or the Participant's date of retirement if earlier,
provided, however, that if the Participant's date of retirement
is his Early Retirement Date, his Death Benefit will be
credited with interest to the first day of the month in which
the earlier of his death or Annuity Starting Date occurs.
A.1.4 "Monthly Earnings" shall mean an Employee's Earnings as payable
on a monthly basis. If an Employee customarily completes less
than 2,080 Hours of Service in a Plan Year, his Earnings for a
Plan Year shall be deemed to be his Total Monthly Earnings
received for the Plan Year multiplied by a fraction, the
numerator of which is 2,080 and the denominator of which is his
actual Hours of Service for the Plan Year, not in excess of
2,080. The Employee's Monthly Earnings shall be deemed to be
1/12th of such amount.
A.1.5 "Termination Benefit" shall mean, with respect to each
Participant who has qualified for such benefit in accordance
with the further provisions of this Addendum, an amount equal
to the sum of (a), (b) and (c), where it
(a) is 2.5% of his Average Annual Earnings up to $3,000 plus 5%
of his Average Annual Earnings over $3,000 for each year of
Credited Service completed prior to January 1, 1972; plus
(b) 3.75% of his Average Annual Earnings up to $6,000 plus 5%
of his Average Annual Earnings over $6,000 for each year of
Credited Service completed on and after January 1, 1972 and
prior to January 1, 1982; plus
(c) 3.75% of his Average Annual Earnings up to the maximum
amount subject to tax under the Federal Insurance
Contributions Act in each calendar year after December 31,
1981 (for calendar years commencing after December 31,
1990, the amount subject to old-age, survivors and
disability insurance under the Federal Insurance Contribu-
tions Act) plus 5% of his Average Annual Earnings in excess
of such maximum amount during his Credited Service after
December 31, 1981.
II. SERVICE
A.2.0 Years of Service.
(a) One Year of Service shall be credited to an Employee for
each Plan Year during which he is credited with at least
1,000 Hours of Service.
(b) Subject to Section 2.2 of the Plan, Years of Service shall
not include the following periods of employment:
(i) Years of Service prior to September 1, 1974, if such
years would have been disregarded pursuant to the
break in service rules as in effect immediately
prior to such date;
(ii) Years of Service credited prior to January 1, 1971,
unless the Employee is credited with at least three
Years of Service after December 31, 1970;
(iii) Years of Service prior to a One Year Break in
Service unless the Employee is credited with a Year
of Service subsequent to his return to employment;
(iv) Years of Service disregarded under the terms of the
Plan as in effect on December 31, 1985, with respect
to a One Year Break in Service that occurred prior
to January 1, 1986.
(c) For the purposes of this Addendum, a One Year Break in
Service shall mean a Plan Year during which an Employee is
credited with less than 501 Hours of Service.
(d) For the purpose of determining an Employee's eligibility to
participate in the Plan, a Year of Service shall mean a
"computation period" during which an Employee is credited
with at least 1,000 Hours of Service. A computation period
for eligibility purposes is initially the 12-month period
beginning on an Employee's Employment Date. If an Employee
does not complete a Year of Service during his initial
computation period, then computation period shall mean the
first Plan Year commencing on or after an Employee's first
anniversary of employment and each Plan Year thereafter.
(e) In the event that an Employee earns a Year of Service for
eligibility purposes and incurs a One Year Break in
Service, such service shall be recognized hereunder
provided his Years of Service for vesting purposes for the
same period are recognized pursuant to the break in service
rules set forth in Section 2.2 of the Plan.
A.2.1 Credited Service.
(a) A Participant shall be credited with a year of Credited
Service for each Plan Year in which he is credited with at
least 2,080 Hours of Service.
(b) For the purposes of determining Credited Service under this
Addendum, the following periods of service will be
disregarded:
(i) All service completed prior to the date the Employee
completed One Year of Service for eligibility
purposes.
(ii) All service disregarded in computing the Employee's
Years of Service for vesting purposes.
(iii) Any period of lay-off from employment in excess of
six months.
(iv) Service performed by the Employee with respect to
which he received a distribution of his entire non-
forfeitable Accrued Benefit in an amount not more
than $3,500 upon termination of his participation in
the Plan, unless the Employee had received a
distribution in an amount less than the present
value of his Accrued Benefit and upon again becoming
a Participant, elects to repay to the Plan the full
amount of his distribution with interest, and makes
the full repayment, with interest at the rate
prescribed by Section 411(a)(7)(C) of the Code,
within 5 years of his date of reemployment.
(v) Service performed by the Employee with respect to
which he elected to receive a distribution of his
Termination Benefit which was not less than the
present value of his non-forfeitable Accrued Benefit
upon termination of his participation in the Plan,
unless the Employee, upon again becoming a
Participant, elects to repay to the Plan the full
amount of his distribution with interest, and makes
the repayment with interest at the rate prescribed
by Section 411(a)(7)(C) of the Code, within the next
12 months.
(vi) Service performed by the Employee while he is in a
class of employees not eligible to participate under
this Plan.
(c) If, upon termination of his participation in the Plan, an
Employee elected to receive a distribution of his
Termination Benefit which was less than the present value
of his non-forfeitable Accrued Benefit, and he again
becomes a Participant, the portion of his Accrued Benefit
based on Credited Service prior to such distribution shall
be multiplied by a fraction, the numerator of which is a
portion of the present value of his non-forfeitable Accrued
Benefit at the time of such termination of participation
which was not distributed to him and the denominator of
which is the Present Value of his non-forfeitable Accrued
Benefit at the time of such termination of participation,
unless the Employee, upon again becoming a Participant,
elects to repay the Plan the full amount of his
distribution with interest, and makes the repayment with
interest at the rate prescribed by Section 411(a)(7)(C) of
the Code before the earlier of:
(i) the fifth anniversary of the Participant's
Reemployment Date; and
(ii) the date the Participant incurs five consecutive One
Year Breaks in Service.
(d) Except for the year in which an Employee initially becomes
a Participant (or again becomes a Participant upon a
rehire) or for the year in which a Participant retires, if
a Participant completes less than 1,000 Hours of Service in
a Plan Year he shall receive no Credited Service for that
year. If, in the Plan Year in which an Employee initially
becomes a Participant (or again becomes a Participant upon
a rehire) or in which a Participant retires, a Participant
completes less than 2,080 Hours of Service or, if in any
other Plan Year, he completes 1,000 or more Hours of
Service but less than 2,080 Hours, his Credited Service for
such year shall be obtained by dividing his Hours of
Service for such year by 2,080 and by rounding the
resulting quotient up to the next highest tenth of a year,
if such quotient is not an even multiple of a tenth of a
year.
A.3.1 Eligibility Requirements.
(a) Any Employee of Newport Electric Corporation who is not
eligible to participate in the Newport Electric Corporation
Pension Plan on December 31, 1990, shall, subject to the
eligibility requirements set forth in Section 2.1, become
an Active Participant of the Plan. Such Employee shall not
be eligible for any benefits described in this Addendum,
but shall, pursuant to the foregoing provisions and the
transfers provisions in Article II of the Plan, receive
credit for his employment with Newport Electric
Corporation.
(b) Any Employee of Newport Electric Corporation hired on or
after December 31, 1991, shall become an Active Participant
of the Plan pursuant to Section 2.1 of the Plan. Such
Employee shall not be subject to the provisions of this
Addendum.
(c) Notwithstanding the foregoing provisions, any Employee of
Newport Electric Corporation who is a member of a
collective bargaining agreement shall participate in the
Plan, subject to the provisions of this Addendum and the
applicable terms of the collective bargaining
agreement.
(d) Any other Employee of Newport Electric Corporation who is
an Active Participant of the Newport Electric Corporation
Pension Plan on December 31, 1990, shall participate in the
Plan effective January 1, 1991 subject to the provisions of
this Addendum and any applicable collective bargaining
agreement.
A.4.1 Transfers. In the event that an Employee of Newport Electric
Corporation who is an Active Participant of the Newport Electric
Corporation Pension Plan transfers employment to the Employer,
such Active Participant shall cease to accrue any benefits
pursuant to this Addendum and shall be eligible for and
participate in the Plan pursuant to the provisions thereof;
provided, however, if such Active Participant is a member of a
collective bargaining unit, the terms of his participation shall
be subject to the terms of the collective bargaining agreement.
A.5.1 Normal Retirement Benefit. Subject to the minimum benefit
provisions under this paragraph and the maximum benefit
limitations under Section 3.3 of the Plan, the amount of monthly
Retirement Benefit on the life annuity basis as described in
Section 8.4 of the Plan to which a Participant is entitled to
receive on his Normal Retirement Date is equal to:
(a) 1.42% of the Participant's Average Monthly Earnings,
multiplied by
(b) the Participant's years of Credited Service.
In no event shall a Participant's Retirement Benefit be less
than the Retirement Benefit he accrued under the provisions of
the Newport Electric Corporation Pension Plan as in effect on
December 31, 1975.
A.6.1 Early Retirement Benefit.
(a) An Active Participant who either has attained age 55 or has
completed 30 Years of Service may retire after satisfying
such requirement and prior to his Normal Retirement Date,
such date being his Early Retirement Date.
(b) If the Active Participant has attained age 62 on his Early
Retirement Date, the Retirement Benefit commencing on his
Early Retirement Date shall be equal to his Accrued Benefit
determined as of such date.
(c) If the Active Participant has not attained age 62 on his
Early Retirement Date but has attained age 55 and the sum
of his age and Years of Service equals at least 85, the
Retirement Benefit commencing on his Early Retirement Date
shall be equal to his Accrued Benefit determined as of such
date.
(d) If the Active Participant has completed 30 Years of Service
but has not attained age 55 on his Early Retirement Date,
his retirement annuity shall be deferred to commence on the
first day of the month coincident with or next following
the date the Participant attains his 55th birthday and
shall be equal to his Accrued Benefit determined as
of his Early Retirement Date. Such Participant may,
however, elect to have his retirement annuity commence on
the first day of any calendar month between his Early
Retirement Date and the first day of the month coincident
with or next following his 55th birthday in an amount of
Actuarial Equivalent Value to his Accrued Benefit
commencing on the first day of the month coincident with or
next following his 55th birthday. Such Actuarial
Equivalent Value shall be calculated on the basis of the
applicable factors in the Appendix.
(e) If the Participant has attained age 55 but has not attained
age 62 on his Early Retirement Date and the sum of his age
and Years of Service does not equal at least 85, his
Retirement Benefit shall be deferred to commence on his
Normal Retirement Date and shall be equal to his Accrued
Benefit determined as of his Early Retirement Date. Such
Participant may, however, elect to have his Retirement
Benefit commence on the first day of any calendar month
between his Early Retirement Date and his Normal Retirement
Date. In the event of such election, the Participant's
Retirement Benefit shall be equal to the product of (i) and
(ii) below; where:
(i) equals the monthly amount of his Accrued Benefit
determined as of his Early Retirement Date, and
(ii) equals the percentage determined from the schedule
below:
Number of Years
Benefit Commencement
Date Precedes Normal
Retirement Date Percentage
10 75%
9 78
8 81
7 84
6 87
5 90
4 94
3 or less 100
If the number of years by which the commencement
date of the Retirement Benefit precedes Normal
Retirement Date is not an integer, the percentage is
determined by linear interpolation between the
percentages for the two nearer integral
number of years.
(f) Notwithstanding any provision of the Plan and this Addendum
Number One to the contrary, any reduction for a participant
who is eligible for an annuity under a Group Annuity
Contract applied to a Participant's Retirement Benefit as a
result of his early retirement hereunder shall be applied
in the same manner as described in Section 4.2.
A.7.1 Postponed Retirement Benefit. If a Participant retires on a
Postponed Retirement Date, he shall be entitled to a Retirement
Benefit equal to the greater of (a) and (b) below:
(a) his Accrued Benefit determined as of his Postponed
Retirement Date; and
(b) his Accrued Benefit determined as of his Normal Retirement
Date increased by an amount which is Actuarially Equivalent
in value to the monthly payments he would have received
during the period between his Normal and Postponed
Retirement Dates.
A.8.1 Vested Termination.
(a) A Participant who terminates employment with all
Participating Employers prior to his Early Retirement Date
shall be entitled to a paid-up monthly retirement annuity
commencing on the date which otherwise would be his Normal
Retirement Date in the amount which can be provided with
his Termination Benefit with Interest. Each such
Participant will be entitled to an additional monthly
annuity to be provided for such Participant on his Normal
Retirement Date in such amount as is necessary to provide a
total monthly annuity equal to the Participant's Accrued
Benefit as of his date of termination of employment or One
Year Break in Service, if sooner.
(b) (i) A vested Participant shall have the right to elect
to receive
(A) a lump sum payment equal to his Termination
Benefit with Interest as of the date he
terminated employment, or
(B) a paid-up monthly retirement annuity in an
amount which can be provided with his
Termination Benefit with Interest in the form
of the normal form of annuity described in
Section 8.1 of the Plan.
Notwithstanding the foregoing, however, an election
by a married Participant of the lump sum or of an
annuity in the normal form under Section 8.1(b) of
the Plan shall be subject to spousal consent rules
outlined in Section 8.5 of the Plan. Payment shall
be made as soon as practicable following the
Participant's termination of employment. An
election to receive a Retirement Benefit pursuant to
this paragraph shall be made within the 90-day
period preceding payment and shall be made following
the receipt by the Participant of the notice
described in Section 8.2 of the Plan.
(ii) In addition to the Termination Benefit, the
Participant will receive, commencing on his Normal
Retirement Date, a monthly Retirement Benefit, if
any, equal to his Accrued Benefit (determined as of
his termination of employment or One Year Break in
Service, if sooner) reduced by the Actuarial
Equivalent Value of his Termination Benefit with
Interest. Such Actuarial Equivalent Value shall be
computed on the basis of the 1979 George B. Buck
Mortality Table for males rated back one year and an
interest rate of seven percent per year.
(c) If a vested Participant either incurs a One Year Break in
Service or terminates his employment, and he had not
reached the age or completed the service requirement for
early retirement, he may elect to receive his benefit at
any time after the first day of the month coincident with
or next following his 55th birthday and prior to his
Normal Retirement Date and receive a monthly Retirement
Benefit in an amount equal to the product of his Accrued
Benefit as of his date of termination of employment
multiplied by the appropriate percentage from the schedule
below:
Number of Years
Annuity Starting Date
Precedes Normal
Retirement Date Percentage
10 75.0%
9 78.0
8 81.0
7 84.0
6 87.0
5 90.0
4 94.0
3 95.0
2 97.0
1 98.5
0 100.0
A.9.1 Permanent and Total Disability Benefit.
(a) A Participant shall be considered to be permanently and
totally disabled if he is unable to engage in any gainful
activity by reason of a medically determinable physical or
mental impairment which can be expected to result in death
or has lasted, or can be expected to last, for a continuous
period of not less than 12 months, and shall be conditioned
upon the Participant receiving disability benefits from the
Social Security Administration. A Participant who has
applied for disability benefits under the Social Security
Act will be deemed eligible for such benefits pending
disposition of his application by the Social Security
Administration.
(b) A Participant who incurs a permanent and total disability
as defined in paragraph (a) above may elect to retire at
any time prior to his Normal Retirement Date, with such
date being known as his Disability Retirement Date.
(c) A Participant who retires on a Disability Retirement Date
shall be eligible to receive a Retirement Benefit
commencing on his Normal Retirement Date. The amount of
his monthly disability payments will be equal to his
Accrued Benefit based on his Average Monthly Earnings and
Credited Service computed as if he had continued in
service until his Normal Retirement Date with Monthly
Earnings equal to his last rate of Monthly Earnings
immediately prior to his becoming permanently and totally
disabled. In lieu of the benefit commencing on his Normal
Retirement Date, the Participant may elect to receive
monthly disability payments commencing on an Early
Retirement Date which shall be the first day of any
calendar month on or after his attainment of age 55. Such
monthly amount shall be equal to his Accrued Benefit
computed as if he had continued in service to his Early
Retirement Date, multiplied by the applicable Early
Retirement percentage for the number of years that the
Annuity Starting Date precedes his Normal Retirement Date,
as set forth in Paragraph A.6.1 of this Addendum. In the
event of the death, prior to the commencement of disability
benefit payments, a benefit shall be payable to his
surviving Spouse in accordance with Paragraph A.10 of this
Addendum, provided that the Participant became so disabled
after his attainment of age 55 or after his completion of
five Years of Service. If such deceased Participant is not
survived by a Spouse or if he became permanently or totally
disabled prior to age 55 and prior to five Years of
Service, a Death Benefit shall be payable in accordance
with Paragraph A.10(e) of this Addendum. In computing the
amount of the Death Benefit, it shall be assumed that the
Participant continued in service to his date of death with
Monthly Earnings equal to his last rate of Monthly Earnings
immediately prior to his becoming permanently and totally
disabled.
A.10.0 Pre-Retirement Death Benefits.
(a) In the case of the death of a married Participant who
(whose):
(i) dies while in the employ of a Participating Employer
on or after August 23, 1984 after he has attained
age 55 or has completed at least five Years of
Service, or
(ii) retired with a deferred Early Retirement Benefit, or
(iii) employment was terminated on or after January 1,
1976 but before August 23, 1984 after the completion
of 10 Years of Service and who dies on or after
January 1, 1986, or
(iv) employment was terminated on or after August 23,
1984 after he had become vested in his Accrued
Benefit, but in each case before his Annuity
Starting Date, a Spouse benefit will be payable to
his surviving Spouse for life, provided that the
Spouse shall have been married to the Participant
during the one-year period preceding his death.
(b) The spouse benefit shall commence on what would have been
the Participant's Normal Retirement Date. However:
(i) if the Participant dies in active service or while
accruing service under Paragraph A.9.1 of this
Addendum after having met the requirements for early
retirement, or after retiring early but before
payments commence, or in active service on or after
January 1, 1988 after completing 10 or more Years
of Service, the Spouse may elect to begin receiving
payments as of the first day of any month following
the Participant's date of death and prior to what
would have been his Normal Retirement Date; and
(ii) in the case of the death of any other Participant
prior to attaining his Normal Retirement Date, the
Spouse may elect to begin receiving payments as of
the first day of any month following what would have
been the Participant's 55th birthday (or following
his date of death, if later) and prior to what would
have been his Normal Retirement Date.
(c) The spouse benefit shall be equal to:
(i) in the case of the death of an Active Participant
who is in the employ of a Participating Employer on
or after January 1, 1988 and who has completed 10
Years of Service, 1/2 of the Participant's Accrued
Benefit as of the date of his death, reduced by 1/8%
for each month in excess of 60 that the Spouse is
younger than the Participant; and
(ii) in the case of any other Participant, the amount of
benefit the Spouse would have received if the
Retirement Benefit to which the Participant was
entitled at his date of death had commenced on his
Normal Retirement Date in the form of a Joint and
Survivor Option (with a continuation of an amount
equal to 50% of the Participant's adjusted benefit
to his Spouse upon death) and the Participant had
died immediately thereafter, provided, however, if
the Spouse elects to commence payment prior to the
Participant's Normal Retirement Date, the Spouse
benefit shall be determined on the basis of the
amount of Retirement Benefit to which the
Participant would have been entitled if he had
requested benefit commencement at that earlier date,
reduced in accordance with Paragraph A.6.1 or A.8.1
of this Addendum, as applicable.
If prior to his Annuity Starting Date a Participant
has elected an optional form of retirement benefit
which provides for monthly payments to his Spouse
for life in an amount equal to at least 50% but not
more than 100% of the monthly amount payable under
the option for the life of the Participant, the
Spouse benefit shall be determined on the basis of
the amount of benefit the Spouse would have received
if the benefit to which the Participant was entitled
at his date of death had commenced on the date
elected by the Spouse in the optional form of
benefit elected by the Participant, if the resulting
benefit provides the Spouse with a greater benefit
than that provided under clause (i) or (ii) above,
as the case may be.
(d) In lieu of the monthly benefit provided under the foregoing
subparagraphs of this Paragraph A.10.0, the deceased
Participant's Spouse may elect to receive the amount of the
Participant's Death Benefit as of the date of his death.
In addition, a reduced monthly benefit shall be paid to the
Spouse, which shall be equal to the benefit computed under
subparagraph (c) above, reduced by an annuity of Actuarial
Equivalent Value to the Death Benefit. Such Actuarial
Equivalent Value shall be computed on the basis of the UP-
1984 Mortality Table rated back three years and interest
rates specified by the Pension Benefit Guaranty Corporation
as applicable to pension plans terminated as of the date of
the Participant's death.
(e) Except as provided under any optional form of annuity
elected by the Participant, upon a Participant's death (for
whom a Spouse benefit as described in the above
subparagraphs is not in effect), his Beneficiary
or his estate, if no named Beneficiary survives him, will
be entitled to a payment of his Death Benefit with Interest
to the first day of the month in which the earlier of his
death or Retirement Date occurred, reduced by the sum of
any monthly retirement payments the Participant may have
received prior to his death. However, if such Partici-
pant's retirement date is his Early Retirement Date, his
Death Benefit will be credited with Interest to the first
day of the month in which the earlier of his death or the
commencement date of his retirement annuity occurred.
A.11.0 Optional Forms of Payment.
(a) Prior to an Annuity Starting Date, a Participant may elect,
pursuant to the applicable provisions of the Plan, an
optional form of payment for his Retirement Benefit as may
be available under Article VIII of the Plan and this
Paragraph A.11.0 of this Addendum.
(b) Contingent Annuitant Option.
(i) A Participant may elect, by submitting an election
form to the Committee, to have his Retirement
Benefit converted to the Actuarial Equivalent of the
normal form under Section 8.1 of the Plan and paid
monthly during his life with the provision that
after his death, 50%, 66-2/3% or 100% of such
reduced Retirement Benefit will be payable to his
Contingent Annuitant during the remaining life of
such Contingent Annuitant.
(ii) If a Participant elects the Contingent Annuitant
Option and his Contingent Annuitant dies before such
Participant's benefit actually commences and the
Participant does not change his election in
accordance with Section 8.2, his Retirement
Benefit shall be paid under the normal form under
Section 8.1.
(iii) If a Participant elects the Contingent Annuitant
Option and dies before benefits commence to be paid
to him, his Beneficiary will not be entitled to any
rights or benefits under the Plan, except as
provided under Article VII of the Plan or Paragraph
A.10.0 of this Addendum.
(iv) If a Participant elects the Contingent Annuitant
Option and his Beneficiary dies before his death,
but after the retirement of such Participant, such
Participant will continue to receive the reduced
Retirement Benefit payable to him in accordance
with such option.
(c) Life Annuity With 120 Monthly Guaranteed Payment Period
Option. A Participant may elect, by submitting an election
form to the Committee, to have his Retirement Benefit paid
as a life annuity (as described in Section 8.4 of the Plan)
but guaranteed for a period of 120 months, with the
provision that if the Participant dies before payment of
the guaranteed installments, payment of any remaining
installments shall be paid to his Beneficiary. Upon the
death of such Beneficiary before all remaining guaranteed
payments have been made, such remaining payments shall be
paid in an Actuarial Equivalent lump sum value to the
estate of the Beneficiary. In the event that the
Beneficiary is not an individual or if the Participant so
elected, the Actuarial Equivalent lump sum value of any
guaranteed payments remaining as of the Participant's date
of death will be paid to the Beneficiary in lieu of the
continuation of payments. If the Participant dies on or
after his Normal Retirement Date, but prior to his Annuity
Starting Date, his Beneficiary will be paid the present
value of the (120, whichever is elected) monthly payments
certain computed as of the date of death as if his
Retirement Benefit were to commence to him on his date of
death. If the Participant dies prior to his Normal
Retirement Date or Annuity Starting Date, if earlier,
his election of this option will be inoperative.
(d) Social Security Adjustment Option. (This option may be
elected only if the Participant's Annuity Starting Date
precedes his 62nd birthday.)
(i) Under this option the Participant will receive
increased retirement annuity payments payable
between his Annuity Starting Date and his Social
Security Commencement Date and the amount of his
retirement annuity payments payable on and after his
Social Security Commencement Date will be reduced,
taking into consideration the benefit it is expected
he will receive commencing on his Social Security
Retirement Date under the Social Security Act, so as
to provide level retirement benefits during his
lifetime. This option may be elected only if the
application of subparagraph (ii), below, results in
a yearly retirement annuity which is at least $60
more than the yearly amount of Old Age Insurance
Benefit used in subparagraph (ii). The Social
Security Commencement Date shall be the first day of
the month in which a Participant attains his 62nd
birthday.
(ii) The increased monthly amount of retirement annuity
payments payable between the Participant's Annuity
Starting Date and his Social Security Commencement
Date shall be equal to the sum of
(A) the monthly amount of retirement annuity
otherwise payable to the Participant if this
election were not in effect, as determined
under Paragraph A.6.1 of this Addendum, and
(B) the percentage, determined from the table
below, of the monthly amount of the Old Age
Insurance Benefit which it is expected the
Participant will be entitled to receive
commencing on his Social Security Commence-
ment Date under the Social Security Act.
Social Security Adjustment Option Percentages
Age Nearest Birthday
on Retirement Date Percentage
55 50.7%
56 55.6
57 61.0
58 67.1
59 73.9
60 81.5
61 90.2
62 100.0
(iii) The reduced monthly amount of retirement annuity
payments payable on and after the Participant's
Social Security Commencement Date shall be equal to
the excess of
(A) the increase monthly amount of the retirement
annuity payments payable to the Participant
until his Social Security Commencement Date,
and
(B) the monthly amount of Old Age Insurance Benefit
which it is expected the Participant will be
entitled to receive commencing on his Social
Security Commencement Date under the Social
Security Act, as assumed for the purposes of
subparagraph (ii).
ADDENDUM NUMBER TWO
TO THE
EMPLOYEES' RETIREMENT PLAN
OF
EASTERN UTILITIES ASSOCIATES AND ITS AFFILIATED COMPANIES
CERTAIN CHANGES WITH RESPECT TO EMPLOYEES OF NEWPORT ELECTRIC
CORPORATION WHO ARE COVERED BY THE TERMS OF A COLLECTIVE
BARGAINING AGREEMENT
The provisions set forth in the Plan document shall govern participation in the
Plan and the calculation of benefits. The foregoing provisions outlined in
this Addendum Number Two shall set forth certain provisions relating
specifically to employees of Newport Electric Corporation (hereinafter referred
to as NEC) covered by the terms of a collective bargaining agreement and who
are considered Employees hereunder as a result of the merger of this Plan into
the Newport Electric Corporation Pension Plan (hereinafter referred to as the
NEC Plan) effective as of January 1, 1991. These provisions reflect changes
agreed to in the collective bargaining agreement applicable to the period
September 2, 1991 through September 1, 1993 between NEC and the Brotherhood of
Utility Workers of New England, Inc. Local 335 (hereinafter referred to as the
Bargaining Agreement).
B.1.0 Participation and Application of Plan Provisions. Each NEC employee
covered by the terms of the Bargaining Agreement who became a
Participant in the Plan on or prior to September 2, 1991, pursuant to
Section 2.01 of the NEC Plan document, shall continue to be subject to
the terms and provisions of the NEC Plan document, but as modified
pursuant to Sections B.1.1 through B.1.4 below. Each NEC employee
covered by the terms of the Bargaining Agreement who has not become a
Participant in the Plan on or prior to September 2, 1991, pursuant to
Section 2.01 of the NEC Plan document, shall become a Participant of
the Plan pursuant to Section 2.1 of this Plan and shall be subject to
all of the terms and provisions of this Plan rather than the NEC Plan
document.
B.1.1 Termination Benefit. The Termination Benefit described in Section
A.1.5 of this Plan shall cease to accrue effective September 2, 1991
with respect to any NEC employee covered by the Bargaining Agreement.
Any such employee who has accrued a Termination Benefit as of
September 2, 1991 shall continue to retain such Benefit, subject to
the vesting rules with respect thereto, and such accrued Termination
Benefit shall be credited with interest pursuant to Section A.1.3 of
this Plan.
B.1.2 Death Benefit.1 The Death Benefit described in Section A.1.2 of this
Plan is eliminated effective September 2, 1991 with respect to any NEC
employee covered by the Bargaining Agreement.
B.1.3 Special Rules for Contingent Annuitant Annuity.1 In the case of a NEC
employee covered by the Bargaining Agreement who commences receiving
benefits on or after September 2, 1991 in the form of a contingent
annuity option as described in Section A.11.0(b) of this Plan and
whose contingent annuitant predeceases the retired employee within one
year after benefits commence, the amount payable under the contingent
annuitant option shall be increased on the first of the month
following the contingent annuitant's death to the amount which would
have been payable to the retired employee as a single life annuity and
such amount shall be payable to the retired employee for the balance
of his lifetime.
B.1.4 Pre-Retirement Spouse Benefit May Commence On or After Participant's
50th Birthday. In the case of the death of a married Participant
occurring after September 2, 1991 and prior to age 55, the
Participant's spouse may elect to receive the pre-retirement spouse
benefit described in Section 3.04 of the NEC Plan document commencing
as of the first day of any month following the later of the
Participant's date of death or the date the Participant would have
attained age 50. In the event payment of the spouse benefit commences
prior to the date the Participant would have attained age 55, the
amount of the spouse benefit shall be determined as the product of (i)
the amount which would have been payable to the spouse under the 50%
contingent annuitant option had the Participant died at age 65 with
his spouse designated as the contingent annuitant, and (ii) the factor
determined according to the following table:
Participant's Nearest Birthday
at Time Pre-Retirement Spouse
Benefit Commences Factor
50 .35
51 .38
52 .41
53 .44
54 .47
Except as modified pursuant to this Section B.1.4, the pre-retirement
spouse benefit described in the NEC Plan document shall continue to
apply.
ADDENDUM NUMBER THREE
TO THE
EMPLOYEES' RETIREMENT PLAN
OF
EASTERN UTILITIES ASSOCIATES AND ITS AFFILIATED COMPANIES
APPLICATION OF PLAN TO NON-UNION EMPLOYEES
OF NEWPORT ELECTRIC CORPORATION
The provisions set forth in the Plan document shall govern participation in the
Plan and the calculation of benefits. The following provisions outlined in
this Addendum Number Three shall set forth certain provisions relating
specifically to certain non-union employees of Newport Electric Corporation
(hereinafter referred to as NEC) who are considered Employees hereunder as a
result of the merger of this Plan into the Newport Electric Corporation Pension
Plan (hereinafter referred to as the NEC Plan) effective as of January 1, 1991.
The following provisions of this Addendum Number Three are effective March 1,
1992.
C.1.0 Application of Addendum. This Addendum shall apply to all NEC Plan
non-union participants except those participants on March 1, 1992 for
whom, on or prior to December 31, 1996, the sum of their attained age
and Years of Service (as defined in the NEC Plan document) will total
at least eighty-five. A NEC Plan non-union participant to whom this
Addendum does not apply shall be entitled to benefits according to
the NEC Plan as in effect prior to the adoption of this Addendum.
C.1.1 Application of Plan to NEC Non-Union Participants Covered by
Addendum. Effective March 1, 1992, NEC Plan non-union participants
to whom this Addendum applies shall cease to accrue benefits under
the terms and provisions of the NEC Plan. On or after March 1, 1992,
the benefit payable with respect to NEC Plan non-union participants
to whom this Addendum applies shall be determined according to (i) or
(ii) below, whichever produces the greatest benefit:
(a) The benefit calculated under the terms and provisions of this
Plan as in effect prior to December 31, 1990 and as
subsequently amended from time to time taking into
consideration all of his Years of Credited Service, including
Years of Credited Service recognized under the NEC Plan
document for periods prior to March 1, 1992.
(b) The benefit computed with reference to his accrued benefit as
of February 28, 1992, as calculated under the terms and
provisions of the NEC Plan document, plus the benefit, if any,
computed with reference to the benefit accrued under the terms
and provisions of this Plan with respect to Years of Credited
Service after February 28, 1992.
To the extent a benefit is computed according to the terms and
provisions of the NEC Plan document or this Plan document, all terms
and provisions of the document shall apply to the benefit so
computed, including for example, early retirement reduction factors,
actuarial equivalent factors, and rules for determining Years of
Credited Service.
Except as modified by this Addendum Number Three, the terms of the
NEC Plan as in effect prior to the adoption of this Addendum shall
continue to apply.
APPENDIX A
TABLE I - REVISED JULY 1, 1991
EASTERN UTILITIES ASSOCIATES EMPLOYEES' RETIREMENT PLAN
REDUCTION FACTORS FOR EARLY RETIREMENT
TO BE USED IF PARTICIPANTS AGE PLUS SERVICE IS LESS THAN 85
APPENDIX A
TABLE I - REVISED JULY 1, 1991
EASTERN UTILITIES ASSOCIATES EMPLOYEES' RETIREMENT PLAN
REDUCTION FACTORS FOR EARLY RETIREMENT
TO BE USED IF PARTICIPANTS AGE PLUS SERVICE IS GREATER THAN OR EQUAL
TO 85
APPENDIX A
TABLE I - REVISED 8/1/91
FOR USE PRIOR TO 7/1/91
EASTERN UTILITIES ASSOCIATES EMPLOYEES' RETIREMENT PLAN
REDUCTION FOR EARLY RETIREMENT
APPENDIX A
TABLE II - OPTION 1 (EFFECTIVE AUGUST 1, 1983)
EASTERN UTILITIES ASSOCIATES
FACTORS TO BE APPLIED TO EMPLOYEE'S RETIREMENT INCOME TO DETERMINE
INCOME UNDER CONTINGENT ANNUITANT OPTION IF 100% OF SUCH INCOME IS
CONTINUED TO CONTINGENT ANNUITANT
APPENDIX A
TABLE II - OPTION 1 (EFFECTIVE AUGUST 1, 1983)
EASTERN UTILITIES ASSOCIATES
FACTORS TO BE APPLIED TO EMPLOYEE'S RETIREMENT INCOME TO DETERMINE
INCOME UNDER CONTINGENT ANNUITANT OPTION IF 50% OF SUCH INCOME IS
CONTINUED TO CONTINGENT ANNUITANT
APPENDIX B
NEWPORT ELECTRIC CORPORATION
PENSION PLAN
TEN YEAR CERTAIN AND LIFE OPTION FACTORS
APPENDIX B
NEWPORT ELECTRIC CORPORATION
PENSION PLAN
50% JOINT AND SURVIVOR OPTION FACTORS
APPENDIX B
NEWPORT ELECTRIC CORPORATION
PENSION PLAN
66-2/3% JOINT AND SURVIVOR OPTION FACTORS
APPENDIX B
NEWPORT ELECTRIC CORPORATION
PENSION PLAN
100% JOINT AND SURVIVOR OPTION FACTORS
NEWPORT ELECTRIC CORPORATION PENSION PLAN
ACTUARIAL EQUIVALENT FACTORS
FOR DETERMINING BENEFITS PAYABLE UNDER A.6.1(d)