EXHIBIT 10.4
THE PMI GROUP, INC. RETIREMENT PLAN
(July 30, 2002 Restatement)
TABLE OF CONTENTS
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INTRODUCTION ................................................................................ 1
ARTICLE 1 DEFINITIONS ....................................................................... 2
1.01 "Accrued Benefit" ................................................................. 2
1.02 "Active Participant" .............................................................. 2
1.03 "Actuarial Equivalent" ............................................................ 2
1.04 "Actuary" ......................................................................... 2
1.05 "Adjustment Factor" ............................................................... 2
1.06 "Affiliated Employer" ............................................................. 2
1.07 "Applicable Interest Rate" ........................................................ 2
1.08 "Beneficiary" ..................................................................... 2
1.09 "Benefit Accrual Service" ......................................................... 2
1.10 "Benefit Commencement Date" ....................................................... 2
1.11 "Board" or "Board of Directors" ................................................... 3
1.12 "Break in Service" ................................................................ 3
1.13 "Code" ............................................................................ 3
1.14 "Committee" ....................................................................... 3
1.15 "Compensation" .................................................................... 3
1.16 "Compensation Limit" .............................................................. 4
1.17 "Covered Compensation" ............................................................ 4
1.18 "Deferred Vested Benefit" ......................................................... 4
1.19 "Early Retirement Benefit" ........................................................ 4
1.20 "Early Retirement Date" ........................................................... 4
1.21 "Effective Date" .................................................................. 4
1.22 "Eligible Employee" ............................................................... 4
1.23 "Employee" ........................................................................ 5
1.24 "Employee's Age" .................................................................. 5
1.25 "Employer" ........................................................................ 5
1.26 "Employment Commencement Date" .................................................... 5
1.27 "ERISA" ........................................................................... 5
1.28 "Final Average Compensation" ...................................................... 5
1.29 "Fund" ............................................................................ 5
1.30 "Funding Agent" ................................................................... 5
1.31 "Highly Compensated Employee" and "Highly Compensated Former Employee" ............ 5
1.32 "Hour of Service" ................................................................. 6
1.33 "Joint Annuitant" ................................................................. 6
1.34 "Joint & Survivor Annuity" ........................................................ 6
1.35 "Leased Employee" ................................................................. 6
1.36 "Limitation Year" ................................................................. 6
1.37 "Maternity or Paternity Absence" .................................................. 6
1.38 "Named Fiduciary" ................................................................. 6
1.39 "Normal Retirement Age" ........................................................... 6
1.40 "Normal Retirement Benefit" ....................................................... 6
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1.41 "Normal Retirement Date" .................................................. 6
1.42 "One-Year Break in Service" ............................................... 6
1.43 "Participant" ............................................................. 6
1.44 "Participation" ........................................................... 6
1.45 "Period of Benefit Accrual Service"........................................ 7
1.46 "Period of Service" ....................................................... 7
1.47 "PIN" ..................................................................... 7
1.48 "Plan" .................................................................... 7
1.49 "Plan Sponsor" ............................................................ 7
1.50 "Plan Year" ............................................................... 7
1.51 "Postponed Retirement Benefit" ............................................ 7
1.52 "Postponed Retirement Date" ............................................... 7
1.53 "Predecessor Employer" .................................................... 7
1.54 "Predecessor to this Plan" ................................................ 7
1.55 "Qualified Joint & Survivor Annuity" ...................................... 7
1.56 "Reemployment Date" ....................................................... 8
1.57 "Retirement Date" ......................................................... 8
1.58 "Severance Period" ........................................................ 8
1.59 "Spouse" .................................................................. 8
1.60 "Termination" ............................................................. 8
1.61 "Termination Date" ........................................................ 8
1.62 "Trust" ................................................................... 8
1.63 "Trustee" ................................................................. 8
1.64 "Year of Benefit Accrual Service" ......................................... 8
1.65 "Year of Vesting Service" ................................................. 9
ARTICLE 2 SERVICE COUNTING RULES ................................................... 10
2.01 Period of Service-- General Rule .......................................... 10
2.02 Period of Service-- Computation ........................................... 10
2.03 Benefit Accrual Service ................................................... 11
2.04 Service-- General Rule .................................................... 11
ARTICLE 3 ELIGIBILITY FOR PARTICIPATION AND TRANSFERS .............................. 12
3.01 Eligibility to Become a Participant ....................................... 12
3.02 Transfer to Another Plan .................................................. 12
ARTICLE 4 RETIREMENT ELIGIBILITY AND SUSPENSION OF BENEFITS ........................ 13
4.01 Retirement ................................................................ 13
4.02 Suspension of Benefits-- Postponed Retirement ............................. 13
4.03 Suspension of Benefits-- Rehires .......................................... 13
4.04 Suspension of Benefit Notice .............................................. 13
4.05 Section 203(a)(3)(B) Service .............................................. 13
4.06 Recommencement of Benefits ................................................ 14
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4.07 Required Commencement at Age 70 1/2 ..................................... 14
4.08 Required Commencement -- Conditions ..................................... 14
4.09 Blocking ................................................................ 14
ARTICLE 5 AMOUNT OF RETIREMENT BENEFIT ........................................... 15
5.01 Normal Retirement Benefit ............................................... 15
5.02 Postponed Retirement Benefit ............................................ 17
5.03 Early Retirement Benefit ................................................ 17
5.04 Accrued Benefit-- Participant Who Has Attained Retirement Age ........... 18
5.05 Accrued Benefit-- Who has Not Attained Retirement Age shall be: ......... 18
5.06 Adjustment for Suspension of Benefits ................................... 19
ARTICLE 6 REQUIRED BENEFIT LIMITATIONS ........................................... 20
6.01 Code Section 415 Limits ................................................. 20
6.02 Special Limitation for 25 Highest-Paid Employees ........................ 21
6.03 Exceptions to Special Limitation ........................................ 21
6.04 Distributions Allowed if Security Furnished ............................. 22
6.05 Plan Termination Limit .................................................. 22
6.06 Highly Compensated Employee or Former Employee .......................... 22
6.07 Definitions ............................................................. 23
ARTICLE 7 VESTING................................................................. 24
7.01 General Rule ............................................................ 24
7.02 Vesting at Normal Retirement Age ........................................ 24
7.03 Vesting Before Normal Retirement Age .................................... 24
7.04 Vesting Upon Plan Termination ........................................... 24
7.05 Vesting Service Disregarded ............................................. 24
7.06 Repayment of Cash-Out ................................................... 25
7.07 Vesting Service ......................................................... 25
ARTICLE 8 QUALIFIED PRERETIREMENT SURVIVOR ANNUITY ............................... 26
8.01 Automatic Preretirement Spousal Death Benefit ........................... 26
ARTICLE 9 FORMS OF BENEFIT ....................................................... 28
9.01 Qualified Joint & Survivor Annuity ...................................... 28
9.02 Involuntary Lump Sum Payment ............................................ 28
9.03 Right to Elect .......................................................... 28
9.04 Election of Forms ....................................................... 28
9.05 Optional Forms of Retirement Benefit .................................... 29
9.06 Beneficiary ............................................................. 30
9.07 Eligible Rollover Distributions ......................................... 31
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ARTICLE 10 FUNDING .............................................................. 32
10.01 Funding Agreement ..................................................... 32
10.02 Non-Diversion of the Fund ............................................. 32
ARTICLE 11 PLAN ADMINISTRATION .................................................. 33
11.01 Appointment of Committee .............................................. 33
11.02 Powers and Duties ..................................................... 33
11.03 Actions by the Committee .............................................. 34
11.04 Interested Committee Members .......................................... 35
11.05 Indemnification ....................................................... 35
11.06 Conclusiveness of Action .............................................. 35
11.07 Payment of Expenses ................................................... 35
ARTICLE 12 FUNDING POLICY AND CONTRIBUTIONS ..................................... 36
12.01 Employer Contributions ................................................ 36
12.02 Participant Contributions ............................................. 36
12.03 Contingent Nature of Contributions .................................... 36
ARTICLE 13 AMENDMENT, TERMINATION AND MERGER OF THE PLAN ........................ 37
13.01 Right to Amend the Plan ............................................... 37
13.02 Right to Terminate the Plan ........................................... 37
13.03 Allocation of Assets and Surplus ...................................... 37
13.04 Plan Mergers, Consolidations, and Transfers ........................... 37
13.05 Amendment of Vesting Schedule ......................................... 38
ARTICLE 14 TOP-HEAVY PLAN PROVISIONS ............................................ 39
14.01 General Rule .......................................................... 39
14.02 Vesting Provision ..................................................... 39
14.03 Minimum Benefit Provision ............................................. 39
14.04 Coordination With Other Plans ......................................... 40
14.05 Top-Heavy and Super Top-Heavy Plan Definition ......................... 40
14.06 Key Employee .......................................................... 42
14.07 Non-Key Employee ...................................................... 42
14.08 Collective Bargaining Rules ........................................... 43
ARTICLE 15 MISCELLANEOUS......................................................... 44
15.01 Limitation on Distributions ........................................... 44
15.02 Limitation on Reversion of Contributions .............................. 44
15.03 Voluntary Plan ........................................................ 44
15.04 Nonalienation of Benefits ............................................. 44
15.05 Inability to Receive Benefits ......................................... 45
15.06 Missing Persons ....................................................... 45
15.07 Military Service ...................................................... 45
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15.08 Limitation of Third-Party Rights..................................... 45
15.09 Invalid Provisions................................................... 45
15.10 One Plan............................................................. 45
15.11 Use and Form of Words................................................ 45
15.12 Headings............................................................. 46
15.13 Governing Law........................................................ 46
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INTRODUCTION
The PMI Group, Inc., having established The PMI Group, Inc. Retirement
Plan (the "Plan") effective as of April 1, 1995, and having amended and/or
restated the Plan on several subsequent occasions, hereby again amends and
restates the Plan in its entirety, effective as of July 30, 2002 (except as
otherwise provided herein). This amended and restated Plan is intended as good
faith compliance with the requirements of the Economic Growth and Tax
Reconciliation Act of 2001 ("EGTRRA") and is to be construed in accordance with
EGTRRA and guidance issued thereunder. The Plan is intended to qualify under
Section 401(a) of the Internal Revenue Code of 1986, as amended.
ARTICLE 1
DEFINITIONS
1.01 "Accrued Benefit". shall mean the amount of annual pension benefit,
payable as a straight life annuity, commencing at Normal Retirement
Age, as shall be considered accrued at any time for a Participant in
accordance with the provisions of Article 5.
1.02 "Active Participant". shall mean a Participant who also is an Eligible
Employee.
1.03 "Actuarial Equivalent". shall mean a benefit of equivalent current
value to the benefit that would otherwise have been provided to the
Participant, determined on the basis of appropriate actuarial
assumptions and methods that may differ from those used in establishing
Plan costs and liabilities. Interest shall be eight percent per annum
and mortality shall be the "applicable mortality table" described in
Section 417(e)(3) of the Code; provided, however, that the interest
used for determining lump sums shall be the Applicable Interest Rate.
1.04 "Actuary". shall mean that individual who is an "enrolled actuary" as
defined in Section 7701(a)(35) of the Code or that firm of actuaries
that has on its staff such an actuary, appointed by the Committee.
1.05 "Adjustment Factor". shall mean the cost of living adjustment factor
prescribed by the Secretary of the Treasury under Section 415(d) of the
Code for years beginning after December 31, 1987, applied to such items
and in such manner as the Secretary shall prescribe.
1.06 "Affiliated Employer". shall mean the Plan Sponsor and any corporation,
trade, or business, which, together with the Plan Sponsor, is a member
of a "controlled group of corporations," a group under "common
control," or an "affiliated service group," all as determined under
Sections 414(b), (c), (m), (o) of the Code, provided that solely for
purposes of Section 6.01, the rule set forth in Section 415(h) of the
Code also shall apply.
1.07 "Applicable Interest Rate". shall be the average daily interest rate on
30-year Treasury securities for the fifth month preceding the start of
the Plan Year.
1.08 "Beneficiary". shall mean that person or persons or entity or entities
(including a trust) or estate that shall be entitled to receive
benefits payable pursuant to the provisions of this Plan by virtue of a
Participant's death, pursuant to the provisions of Article 9.
1.09 "Benefit Accrual Service". shall mean the period of service of a
Participant that is used to calculate the amount of the Participant's
Accrued Benefit, determined in accordance with Article 2.
1.10 "Benefit Commencement Date". shall mean the first day of the month
coincident with or following the date of Termination or the date when
the Participant first becomes eligible to
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begin to receive benefits unless the Participant elects to postpone
receiving benefits until a later date, even though the first payment
may not actually have been made at that date.
1.11 "Board" or "Board of Directors". shall mean the Board of Directors of
the Plan Sponsor, except that any action that could be taken by the
Board may also be taken by a duly authorized Committee of the Board.
1.12 "Break in Service". shall mean a Termination followed by the completion
of a One-Year Break in Service.
1.13 "Code". shall mean the Internal Revenue Code of 1986, as amended.
Reference to a specific section of the Code shall include such section,
any valid regulation promulgated thereunder, and any comparable
provision of any future legislation amending, supplementing or
superseding such section.
1.14 "Committee". shall mean the committee of individuals appointed by the
Board to be responsible for the operations and administration of the
Plan in accordance with the provisions of Article 11.
1.15 "Compensation". shall mean an Employee's wages, salaries, fees for
professional services, and other amounts received (without regard to
whether or not an amount is paid in cash) for services actually
rendered in the course of employment with the Employer to the extent
that amounts are includable in gross income. Compensation shall also
include any remuneration that is currently excluded from the
Participant's gross income by reason of the application of Sections
125, 129, 401(k), 402(h)(1)(B) or 132(f)(4) of the Code.
Notwithstanding the foregoing, Compensation with respect to any
Employee shall exclude:
(a) Any compensation directly paid or payable as fringe benefits;
(b) Any contributions made by the Employer for or on account of the
Employees under this Plan, or under any other employee benefit
plan other than as specifically excepted herein;
(c) Any compensation paid or payable by reason of services performed
prior to the date the Employee becomes a Participant;
(d) Any compensation paid or payable by reason of services performed
after the date the Employee ceased to be a Participant;
(e) Any compensation paid as part of a severance agreement;
(f) Any compensation paid in lieu of vacation not taken;
(g) Amounts in excess of the Compensation Limit; and
(h) Any equity-based compensation (including, but not limited to,
stock options, restricted or unrestricted stock and performance
shares) under the Plan Sponsor's Equity Incentive Plan or any
similar equity-based plan or arrangement sponsored by an
Affiliated Employer, whether such compensation is paid in shares
of stock or cash.
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1.16 "Compensation Limit". shall mean the dollar limit prescribed in Section
401(a)(17) of the Code, as adjusted pursuant to Sections 401(a)(17)(B)
and 415(d) of the Code (e.g., $200,000 for 2002). In determining
benefit accruals in Plan Years beginning after December 31, 2001, the
Compensation Limit for determination periods beginning before January
1, 2002 shall be $200,000.
1.17 "Covered Compensation". shall mean, with respect to any Participant,
the average of the contribution and benefit bases in effect under
Section 230 of the Social Security Act for each year in the 35-year
period ending with the year in which the Participant attains Social
Security retirement age, as calculated under Section 401(l)(5)(e)(i) of
the Code using the unrounded values.
1.18 "Deferred Vested Benefit". shall mean the benefit to which a vested
Participant would be entitled after a Break in Service, as calculated
in accordance with Article 5.
1.19 "Early Retirement Benefit". shall mean the benefit to which a
Participant would be entitled in the event of his retirement at his or
her Early Retirement Date, as calculated in accordance with Article 5.
1.20 "Early Retirement Date". shall mean the date on which a Participant
becomes eligible and elects to retire with an early retirement benefit
under the Plan, as determined in accordance with Section 5.03.
1.21 "Effective Date". shall mean July 30, 2002, except as otherwise
provided herein; provided, however, that any provision of the Plan
necessary or appropriate to comply with the Economic Growth and Tax
Relief Reconciliation Act of 2001 or any other applicable legislation
shall be effective as of the date specified in such legislation.
1.22 "Eligible Employee". shall mean every Employee of an Employer except an
Employee:
(a) who is an individual included in a unit of Employees whose
compensation and conditions of employment are established by the
terms of a collective bargaining agreement between an Employer
and employee representatives, as described in Section 7701(a)(46)
of the Code, where retirement benefits were the subject of good
faith bargaining, unless and until such collective bargaining
agreement provides that the Plan will apply to such individual;
or
(b) who is an individual included in a unit or class of Employees who
are excluded from coverage by the Plan pursuant to the policies
and records of the Plan Sponsor; or
(c) who, as to any period of time, is classified or treated by an
Employer as an independent contractor, a consultant, a Leased
Employee, or an employee of an employment agency or any entity
other than an Employer, even if such individual is subsequently
determined to have been a common-law employee of an Employer
during such period.
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1.23 "Employee". shall mean an individual who is (a) employed by an Employer
or Affiliated Employer as a common-law employee, or (b) a Leased
Employee. However, if Leased Employees constitute less than 20% of the
nonhighly compensated work force (within the meaning of Section
414(n)(5)(c)(ii) of the Code), the term "Employee" shall not include
those Leased Employees who are covered by a plan described in Section
414(n)(5) of the Code.
1.24 "Employee's Age". shall mean, for the purposes of calculations
involving the age of the Employee, the following. The Employee shall be
assumed to have been born on the first day of the month coincident with
or following the Employee's date of birth and shall be assumed to have
lived through the last day of the month in which the date of the event
for which the Employee's age is being calculated occurs. Using the
above assumptions, the Employee's Age shall be defined to be the number
of months divided by 12 and rounded to three decimal places. Linear
interpolation shall be used, where necessary, in calculations involving
the Employee's Age.
1.25 "Employer". shall mean the Plan Sponsor and any other Affiliated
Employer that an officer of the Plan Sponsor designates in writing as
an Employer under the Plan. "Employer" when used in this Plan shall
refer to such designated entities either individually or collectively,
as the context may require.
1.26 "Employment Commencement Date". shall mean the date on which the
Employee first is credited with an Hour of Service.
1.27 "ERISA". shall mean the Employee Retirement Income Security Act of
1974, as amended. Reference to a specific section of ERISA shall
include such section, any valid regulation promulgated thereunder, and
any comparable provision of any future legislation amending,
supplementing or superseding such section.
1.28 "Final Average Compensation". shall mean the highest amount obtainable
by averaging the annual Compensation of a Participant paid in any five
consecutive calendar years out of the last ten calendar years. In
calculating Final Average Compensation for a Participant who is being
credited with Service under Section 2.01(d) of this Plan (relating to a
Participant receiving benefits under a long-term disability plan), it
shall be assumed that such Participant continued to earn at the rate
equal to his Final Average Compensation as calculated under this
Section on the date he first commenced to receive Service credit under
Section 2.01(d).
1.29 "Fund". shall mean any fund provided for in a trust arrangement or an
insurance contract or a combination of both, which is held by a Funding
Agent, to which contributions under the Plan on and after the Effective
Date will be made, and out of which benefits are paid to the
Participants or otherwise provided for.
1.30 "Funding Agent". shall mean a Trustee or insurance company or any duly
appointed successor or successors selected to hold a Fund.
1.31 "Highly Compensated Employee" and "Highly Compensated Former Employee".
shall mean an Employee who is determined to be a Highly Compensated
Employee or Highly Compensated Former Employee under the provisions of
Article 6 of this Plan.
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1.32 "Hour of Service". shall mean each hour for which an Employee is
directly or indirectly paid or entitled to payment by an Employer or
Affiliated Employer for the performance of duties in accordance with
Department of Labor Regulation Section 2530.200b-2(a)(1).
1.33 "Joint Annuitant". shall mean the Beneficiary who will receive
retirement benefits after the death of the Participant on the basis of
the provisions of a Joint & Survivor Annuity, as described in Article
9.
1.34 "Joint & Survivor Annuity". shall mean a retirement benefit under which
equal monthly installments are payable during the joint lifetimes of
the retired Participant and the Joint Annuitant, and under which, upon
the earlier death of the retired Participant, the same amount, or 50
percent as elected by the Participant prior to his Benefit Commencement
Date, continues to be paid to the Joint Annuitant for the Joint
Annuitant's lifetime.
1.35 "Leased Employee". shall mean any individual who, pursuant to an
agreement between an Affiliated Employer and any other individual, has
performed services for the Affiliated Employer (or for such Employer
and related individuals determined in accordance with Section 414(n)(6)
of the Code) (the "Recipient Employer") on a substantially full-time
basis for a period of at least one (1) year, and such services are
performed under the primary direction of or control by the Recipient
Employer.
1.36 "Limitation Year". shall mean the 12-month period ending on each
December 31.
1.37 "Maternity or Paternity Absence". means an absence from employment by
reason of the pregnancy of an Employee, the birth of a child of the
Employee, the placement of a child in connection with the child's
adoption by the Employee, or the caring for a child during the period
immediately following the birth or adoption, which the Employee
certifies to the Employee.
1.38 "Named Fiduciary". shall mean a fiduciary designated as such under the
provisions of Article 11.
1.39 "Normal Retirement Age". shall mean the age at which the Employee
reaches his Normal Retirement Date as defined in Section 1.41.
1.40 "Normal Retirement Benefit". shall mean the benefit to which a
Participant would be entitled in the event of the Participant's
retirement on the Participant's Normal Retirement Date, as calculated
in accordance with Article 5.
1.41 "Normal Retirement Date". shall mean the first day of the month
coincident with or following the Participant's 65th birthday.
1.42 "One-Year Break in Service". shall mean a Severance Period of 12
consecutive months.
1.43 "Participant". shall mean any Eligible Employee who becomes a
Participant in the Plan pursuant to Article 3 and shall include any
individual who has separated from Service or ceased to be an Eligible
Employee and for whom there is still a liability under the Plan.
1.44 "Participation". shall mean Service while an Active Participant.
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1.45 "Period of Benefit Accrual Service". shall mean as to each Participant,
each period beginning on the date of his or her commencement as an
Eligible Employee and ending on his or her next Termination Date.
1.46 "Period of Service". shall mean as to each Employee (a) each period
beginning on his or her Employment Commencement Date or Reemployment
Date and ending on his or her next Termination Date, and (b) to the
extent not counted under (a), each absence of twelve (12) months or
less from service with all Employers and Affiliated Employers, which
began by reason of, or within which occurred, such Employee's
resignation, retirement, discharge or death. For purposes of applying
this Section 1.46, an Employee's Period of Service shall include
periods of employment with any other employer which is a "predecessor
employer" of an Affiliated Employer (within the meaning of Section
414(a) of the Code).
1.47 "PIN" shall mean the number (if any) assigned to a Participant by the
Committee (or its delegate) pursuant to Section 11. 02(a)(13) for
purposes of identifying his or her Minimum Benefit (as defined in
Section 5.01).
1.48 "Plan". shall mean The PMI Group, Inc. Retirement Plan, as set forth in
this document and as heretofore or hereafter amended from time to time.
1.49 "Plan Sponsor". shall mean The PMI Group, Inc.
1.50 "Plan Year". shall mean the period beginning January 1 and ending
December 31.
1.51 "Postponed Retirement Benefit". shall mean the benefit to which a
Participant would be entitled in the event of his retirement after his
Normal Retirement Date, as calculated in accordance with Article 5.
1.52 "Postponed Retirement Date". shall mean the first day of the calendar
month coincident with or next following the Participant's Termination
Date, if such date is later than the Participant's Normal Retirement
Date.
1.53 "Predecessor Employer". shall mean, with respect to an Employee, one or
more of the following organizations or units, if the Employee was
previously employed by them: PMI Mortgage Insurance Company, American
Pioneer Title Insurance Company, PMI Mortgage Services Company, and PMI
Reinsurance Company.
1.54 "Predecessor to this Plan". shall mean any plan for which this Plan is
a restatement, any plan that has been merged into this Plan or any
Predecessor to this Plan, or any other plan sponsored by an entity that
became an Affiliated Employer by acquisition or merger, and that
adopted this Plan or a Predecessor to this Plan for any of its
employees who had been participants in such other plan.
1.55 "Qualified Joint & Survivor Annuity". shall mean, for a married
Participant, a Joint and Survivor Annuity with the Participant's Spouse
as Joint Annuitant and a 50 percent survivor benefit. For a single
Participant it shall mean a benefit payable in the form of an annuity
for the life of the Participant. The Qualified Joint & Survivor Annuity
for a married Participant
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shall be at least the Actuarial Equivalent, determined under the
applicable factors of Article 9 of the Participant's Accrued Benefit
or, if greater in Actuarial Equivalent value, any optional form of
benefit then available to the Participant under the Plan.
1.56 "Reemployment Date". shall mean the date on which an Employee first
completes an Hour of Service after a Termination Date.
1.57 "Retirement Date". shall mean a Participant's Normal, Early or
Postponed Retirement Date.
1.58 "Severance Period" . shall mean each period beginning on an Employee's
Termination Date and ending on his or her next Reemployment Date.
1.59 "Spouse". shall mean the person to whom the Participant is legally
married on the date the Participant receives the Participant's benefit
payment from the Plan, or the Participant's date of death, if earlier.
1.60 "Termination". shall mean the cessation of active employment with the
Employer or an Affiliated Employer.
1.61 "Termination Date". shall mean the earlier of (a) the date on which an
Employee dies, resigns, retires or is discharged from employment with
all Employers and Affiliated Employers, or (b) the first anniversary of
the first date of a period in which an Employee remains absent from
service with all Employers and Affiliated Employers for any reason
other than his or her death, resignation, retirement or discharge, or
if the absence is on account of a Maternity or Paternity Absence, the
second anniversary of the first date of the Employee's absence from
service with all Employers and Affiliated Employers. In accordance with
Treas. Reg. Section 1.410(a)-9, the period between the first and second
anniversaries of absence from service as the result of Maternity or
Paternity Absence (the "Second Year") is neither a Period of Service
nor a Severance Period. Accordingly, an Employee shall receive no
credit for a Year of Benefit Accrual Service or a Year of Vesting
Service during the Employee's Second Year, but the Employee's Severance
Period shall not commence until the end of the Second Year.
1.62 "Trust". shall mean any trust established under an agreement between
the Employer and a Trustee under which any portion of the Fund is held,
and shall include any and all amendments to the Trust agreement.
1.63 "Trustee". shall mean any trustee holding any portion of the Fund under
a Trust agreement forming a part of the Plan.
1.64 "Year of Benefit Accrual Service". shall mean a 12-month Period of
Benefit Accrual Service. Subject to Section 2.04, an Employee's total
number of Years of Benefit Accrual Service shall be calculated by
assuming that the Employee (a) was hired on the first day of the month
coincident with or following the Employee's actual date of hire, and
(b) incurred a Termination Date on the last day of the month in which
the Employee's actual Termination Date occurs. Years of Benefit Accrual
Service shall be calculated by dividing the number of months determined
in the preceding sentence by 12, and rounding down to three decimal
places. Linear interpolation shall be used where necessary.
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1.65 "Year of Vesting Service". shall mean a 12-month Period of Service.
Subject to Section 7.05, an Employee's total number of Years of Vesting
Service shall be calculated by assuming that the Employee (a) was hired
on the first day of the month coincident with or following the
Employee's actual date of hire, and (b) incurred a Termination Date on
the last day of the month in which the Employee's actual Termination
Date occurs. Years of Vesting Service shall be calculated by dividing
the number of months determined in the preceding sentence by 12, and
rounding down to three decimal places. Linear interpolation shall be
used where necessary.
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ARTICLE 2
SERVICE COUNTING RULES
2.01 Period of Service-- General Rule. An Employee shall be credited with a
Period of Service for:
(a) Each period for which a person is directly or indirectly paid, or
entitled to payment, by an Affiliated Employer or a Predecessor
Employer for the performance of duties. This Service shall be
credited to the person during the appropriate Computation Period
in which the duties are performed;
(b) Each period for which a person is directly or indirectly paid, or
entitled to payment, by an Affiliated Employer or a Predecessor
Employer for reasons other than for the performance of duties
(such as vacation, holiday, illness, incapacity including
disability, jury duty, military duty, leave of absence, or a leave
of absence pursuant to the Family Leave Act, or layoff). This
Service shall be credited to the Employee during the Computation
Period in which the nonperformance of duties occurs, but the total
credit for any single continuous period during which the employee
performs no duties (whether or not in a single Computation Period)
of such Service shall not exceed 501 hours. The computation of
non-work hours described in this subsection will be computed in
accordance with the provisions of the Department of Labor
Regulation Section 2530.200b-2;
(c) Each period for which back pay, irrespective of mitigation of
damages, has been either awarded or agreed to by an Affiliated
Employer or Predecessor Employer. This Service will be credited to
the person for the Plan Year to which the award or agreement
pertains;
(d) Each period for which an Employee is not paid or entitled to
payment but during which he normally would have performed duties
for an Affiliated Employer during any period for which he is
eligible to receive benefits under the long-term disability plan
of an Affiliated Employer; and
(e) Each period for which an Employee is not paid or entitled to pay
but during which the Employee is absent for a period of military
service for which reemployment rights are protected by law, but
only if the Employee returns to employment within the time
required by law.
2.02 Period of Service -- Computation. For the purpose of calculating
Service under the Plan, an Employee shall be assumed to have been hired
on the first day of the month coincident with or following the
Employee's date of hire and shall be assumed to have been terminated on
the last day of the month in which the Employee's date of termination
or retirement occurs. Using the above assumptions, Service shall be
defined to be the number of months of Service divided by 12 and rounded
to three decimal places. Linear interpolation shall be used, where
necessary, in calculations involving Service.
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2.03 Benefit Accrual Service. Benefit Accrual Service shall include any
Period of Service except in the case of an employee who was a
participant in the Allstate Retirement Plan on April 1, 1995. Such
prior Allstate Retirement Plan participant shall not receive any
Benefit Accrual Service prior to May 1, 1995. Employees hired by the
Employer between May 2, 1994 and April 30, 1995 shall begin receiving
Benefit Accrual Service on their original hire date with the Employer
and will participate in the Plan one year from their original hire date
with the Employer.
2.04 Service -- General Rule. A Participant shall be credited with a Year of
Service for purposes of this Plan if the Participant performs 12 months
of Service during a Plan Year, except that a Year of Service shall not
be credited for any Plan Years prior to a Break in Service in any of
the following cases:
(a) Cash-Out Rule -- The Participant has previously received a
distribution of the present value of his entire nonforfeitable
benefit, following his Termination Date, unless the Participant
has repaid in full the distribution, with interest in accordance
with Section 7.06 of this Plan. For the purposes of this rule, a
Participant who is not entitled to a Deferred Vested Benefit upon
his Termination Date shall be considered to be cashed out upon his
Termination Date, or
(b) Rule of Parity -- The Participant was not entitled to a Deferred
Vested Benefit at his Termination Date and has incurred a number
of consecutive One-Year Breaks in Service equal to the greater of
five or the number of Years of Service credited to him prior to
the first of such consecutive One-Year Breaks in Service.
-11-
ARTICLE 3
ELIGIBILITY FOR PARTICIPATION AND TRANSFERS
3.01 Eligibility to Become a Participant. Each individual who was a
Participant in the Plan on the day before the Effective Date and is an
Eligible Employee on the Effective Date, shall automatically continue
as a Participant on the Effective Date. Each other Eligible Employee
shall become a Participant in the Plan on the first day of the calendar
month that follows the first date on which he becomes an Eligible
Employee.
3.02 Transfer to Another Plan. A Participant who ceases to be an Eligible
Employee without incurring a Termination shall cease to accrue benefits
under this Plan as of the date on which he ceased to be an Eligible
Employee, and his Accrued Benefit will be frozen as of the close of the
Plan Year in which he ceases to be an Eligible Employee, but he shall
continue to be a Participant for other purposes under the Plan and, if
he continues to remain in the employ of an Affiliated Employer, shall
continue to earn Vesting Service.
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ARTICLE 4
RETIREMENT ELIGIBILITY AND SUSPENSION OF BENEFITS
4.01 Retirement. A Participant who has reached his Retirement Date shall be
entitled to retire from employment with all Employers and Affiliated
Employers and receive benefits in accordance with Article 5.
4.02 Suspension of Benefits -- Postponed Retirement. If a Participant's
Service continues after his Normal Retirement Age and such Service
after his Normal Retirement Age constitutes Section 203(a)(3)(B)
Service (as defined in Section 4.05), such Participant's benefits will
be suspended, provided that the Committee notifies him that his
benefits have been suspended in the manner provided by Section 4.04 of
this Article.
4.03 Suspension of Benefits -- Rehires. If a person receiving benefits
hereunder is rehired by the Employer, payment of those benefits will be
suspended as long as the rehired Employee remains employed with the
Employer, provided such Service constitutes Section 203(a)(3)(B)
Service (as defined in Section 4.05) and provided that the Committee
notifies him that benefits have been suspended, in the manner provided
by Section 4.04 of this Article.
4.04 Suspension of Benefit Notice. The notice required under Sections 4.02
or 4.03 of this Article shall contain:
(a) a description of the specific reasons for the suspension of
benefit payments,
(b) a general description of the Plan's provisions relating to the
suspension,
(c) a copy of such provisions,
(d) a statement to the effect that applicable Department of Labor
regulations may be found in Section 2530.203-3 of the Code of
Federal Regulations, and
(e) a description of the Plan's procedure for affording a review of
such suspension.
Such notice shall be furnished by personal delivery or first-class mail
during the first calendar month in which payments are discontinued.
4.05 Section 203(a)(3)(B) Service. In accordance with Department of Labor
Regulations Section 2530.203-3, "Section 203(a)(3)(B) Service" shall be
determined on a monthly basis and an Employee shall be deemed to be in
Section 203(a)(3)(B) Service in any month in which he shall perform 40
or more Hours of Service as defined in Department of Labor Regulations
Section 2530.200b-2(a)(1) and (2). An Employee shall have the right to
contest the determination of his status in accordance with the Plan's
Claims Procedures (as defined in Section 11.02(a)(11)).
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4.06 Recommencement of Benefits. Benefits that are suspended in accordance
with Section 4.02 or 4.03 of this Article shall be paid in any month in
which the Participant is not considered to be in Section 203(a)(3)(B)
Service. If an Employee whose benefits are suspended continues or
recommences Participation in this Plan and thereafter again becomes
entitled to benefits hereunder by virtue of a new Early, Normal, or
Postponed Retirement, previously suspended benefits shall not be
recommenced, and the Participant shall be entitled only to his Early,
Normal, or Postponed Retirement Benefit, as of the Participant's new
Early, Normal, or Postponed Retirement Date, adjusted as provided in
Section 5.06.
4.07 Required Commencement at Age 70 1/2. A Participant not currently
receiving benefits under this Plan who attains age 70 1/2 shall
commence receiving benefits as if the Participant had retired on
December 31 of the calendar year in which the Participant attains age
70 1/2, and had a Benefit Commencement Date of April 1 of the following
calendar year. Each December 31 thereafter, and upon the Participant's
later actual Postponed Retirement Date, the Participant benefit payment
shall be recalculated using the Participant's actual Benefit Accrual
Service and actual Final Average Compensation.
4.08 Required Commencement -- Conditions. Notwithstanding any provision of
this Plan to the contrary, all distributions under the Plan shall be
made in accordance with the requirements of Section 401(a)(9) of the
Code and the regulations thereunder, including the incidental death
benefit requirements of Treasury Regulation Section 1.401(a)(9)-2. The
provisions of this Section override any distribution options under the
Plan if inconsistent with the requirements of Section 401(a)(9) of the
Code. With respect to distributions under the Plan made for calendar
years beginning on or after January 1, 2002, the Plan will apply the
minimum distribution requirements of Section 401(a)(9) of the Code in
accordance with the regulations under Section 401(a)(9) that were
proposed on January 17, 2001, notwithstanding any provision of the Plan
to the contrary. This amendment shall continue in effect until the end
of the last calendar year beginning before the effective date of final
regulations under Section 401(a)(9) of the Code or such other date as
may be specified in guidance published by the Internal Revenue Service.
4.09 Blocking. In the event of a sale of a division or subsidiary of the
Employer, a Participant shall not be considered to have attained his
Early, Normal or Deferred Retirement Date until he shall have separated
from service from the division or subsidiary that was sold by the
Employer. In such event, Service with the division or subsidiary that
was sold shall be considered Service with the Employer but shall not be
Benefit Accrual Service, and all provisions of this Plan shall apply
accordingly.
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ARTICLE 5
AMOUNT OF RETIREMENT BENEFIT
5.01 Normal Retirement Benefit.
(a) A Participant's Normal Retirement Benefit shall be an annual
annuity for the life of the Participant, payable monthly,
commencing upon the Participant's Normal Retirement Date. This
annuity will be equal to the Participant's Base Benefit plus the
Participant's Additional Benefit plus the Participant's Allstate
Benefit (if any); provided, however, that such annuity will not be
less than the Participant's Minimum Benefit, as described below:
(1) "Base Benefit" means an amount equal to 1.55 percent of a
Participant's Final Average Compensation multiplied by the
Participant's Years of Benefit Accrual Service.
(2) "Additional Benefit" means an amount equal to 0.65 percent of
the excess of the Final Average Compensation over the
Participant's Covered Compensation, multiplied by the
Participant's Years of Benefit Accrual Service up to a
maximum of 35 years.
(3) "Allstate Benefit" means, in the case of a Participant with a
frozen benefit from the Allstate Retirement Plan (the
"Allstate Plan"), an amount equal to the Participant's Final
Average Compensation under this Plan at the time of
termination divided by the Participant's Average Annual
Allstate Compensation, minus one, times the frozen Allstate
Plan benefit.
(4) "Minimum Benefit" means $1,200; provided, however, that in
the case of a Participant who has a PIN, "Minimum Benefit"
means the Participant's Minimum Base Benefit plus the
Participant's Minimum Additional Benefit plus the
Participant's Minimum Allstate Benefit (if any) as set forth
next to such Participant's PIN in Appendix A to the Plan.
(b) Beefed-Up Benefit. The potentially higher benefit described in
this Section 5.01(b) is applicable to a Participant (if at all)
only if the Participant is neither a Highly Compensated Employee
nor a Highly Compensated Former Employee. A Participant who
retires from employment with all Employers and Affiliated
Employers both (1) before December 31, 1999, and (2) while at
least age 55 but less than age 60, shall have his or her Base
Benefit and Additional Benefit (as described in Section 5.01(a))
recalculated as provided in this Section 5.01(b). If such
recalculated Base Benefit and Additional Benefit exceeds the Base
Benefit and Additional Benefit as originally calculated under
Section 5.01(a), the Participant shall be entitled to the
recalculated Base Benefit and Additional Benefit.
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(1) The Participant's Final Average Compensation will be
calculated as if he or she had continued to work until the
earlier of December 31, 1999 or age 60 at his or her
Compensation in the last twelve months prior to retirement.
(2) For a Participant who was hired at Allstate before 1978, his
or her Base Benefit and Additional Benefit will be first
decreased by (i) and then increased by (ii):
(i) The number of years from termination to the latter of
December 31, 1999 or age 60 divided by the number of
years of Allstate service prior to January 1, 1978 times
the pre-1978 benefit under the Allstate Retirement Plan.
(ii) The number of years from termination to the latter of
December 31, 1999 or age 60 divided by the number of
years of service from January 1, 1988 to April 1, 1995
times the post-1988 benefit under the Allstate
Retirement Plan.
(c) Bridge Benefit. The benefit described in this Section 5.01(c) is
applicable to a Participant (if at all) only if the Participant is
neither a Highly Compensated Employee nor a Highly Compensated
Former Employee. If a Participant retires from employment with all
Employers and Affiliated Employers after attaining at least age 55
and 20 years of combined service with the Employers and Allstate,
but did not have 20 years of service with Allstate on April 1,
1995, the Participant shall be entitled to a temporary annuity
equal to: (A) as reduced in (B) payable for the period described
in (C) below:
(A) The monthly life annuity payable from the Allstate Retirement
Plan starting at the Participant's Normal Retirement Date
under the Allstate Retirement Plan. (This is the accrued
Allstate benefit on April 1, 1995, as communicated by
Allstate.)
(B) The monthly life annuity will be reduced by one half percent
per month (6% per year) for each month the Participant's
retirement precedes his or her Base Age under the Allstate
Retirement Plan.
(C) The monthly life annuity will be paid starting on the first
day of the month following retirement under the Plan until
the earlier of the Participant's death or the date on which
the Participant becomes eligible to receive his or her
benefit from the Allstate Retirement Plan. Alternatively, the
Participant may elect to have, in the event of his or her
death, the monthly life annuity continue to his or her
surviving Spouse but not beyond the date when the Participant
would have become eligible to receive his or her benefit from
the Allstate Retirement Plan. If the Participant elects to
have the full benefit continue to his or her Spouse, then the
benefit in (B) will be further reduced two percent. If the
Participant elects to have half of the benefit continue to
his or her Spouse, then the benefit in (B) will be further
reduced one percent.
-16-
5.02 Postponed Retirement Benefit. A Participant who retires on the
Postponed Retirement Date shall receive a Postponed Retirement Benefit
that, subject to the provisions of the optional retirement benefit and
the Joint & Survivor Annuity, shall consist of a monthly payment on the
first day of each calendar month commencing with the Participant's
Postponed Retirement Benefit Date, and ending with the last such
payment before the Participant's death, equal to the Participant's
Normal Retirement Benefit but with Benefit Accrual Service,
Compensation, and Final Average Compensation determined as of the
Participant's Postponed Retirement Date.
5.03 Early Retirement Benefit. A Participant who retires from employment
with all Employers and Affiliated Employers prior to the Participant's
Normal Retirement Date but on or after attaining age 55, and who has
completed at such time ten Years of Vesting Service, shall be entitled
to an Early Retirement Benefit of an annual annuity for life, payable
monthly, commencing at the date that would have been the Participant's
Normal Retirement Date. At the election of the Participant, the
Participant may receive the Participant's Early Retirement Benefit as
an annuity commencing at the Participant's Early Retirement Date, or at
any date thereafter, in a reduced amount calculated by multiplying the
Normal Retirement Benefit (based upon the Participant's years of credit
Service and Final Average Compensation as of the Participant's Early
Retirement Date) calculated under Section 5.01 by the appropriate
factor as defined below and using linear interpolation for partial
years as necessary.
The Base Benefit as described in Section 5.01 will be reduced by 4.8
percent for each year before the Base Retirement Age as defined in the
following table:
Base
Retirement
Year of Birth Age
Before 1942 Age 60
1942 - 1944 Age 61
1945 - 1947 Age 62
1948 - 1950 Age 63
1951 - 1953 Age 64
After 1953 Age 65
The Additional Benefit as described in Section 5.01 will be reduced by
eight percent for each year of early retirement from age 62 to age 65
and by four percent for each year of early retirement from age 55 to
age 62.
Notwithstanding the foregoing, Participants electing early retirement
prior to December 31, 1999, and prior to their 60th birthday will be
eligible for the "Beef Up" provision. Under this provision, a
Participant is eligible for a "Beefed Up" benefit if the Participant's
date of retirement is one or more calendar years earlier than the
earlier of (a) the Participant's 60th
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birthday, or (b) December 31, 1999. Under the provision, the
Participant's Final Average Compensation will be the greater of that
which is calculated under Section 1.28 or that which would be
calculated under Section 1.28 if the Participant continued to work
until the earlier of his 60th birthday or December 31, 1999, and earned
in each future year the same as that which he earned in his final full
year of employment.
Notwithstanding any contrary Plan provision, in the case of a
Participant who elects early retirement on or after January 1, 2002,
his or her Early Retirement Benefit will be determined as follows: he
or she will receive the greater of (1) the sum of (a) the Base Benefit
(accrued as of January 1, 2002) reduced by 4.8 percent for each year
before the Base Retirement Age as defined in the table above (the "Base
Benefit Reduction Factor"), (b) the Additional Benefit (accrued as of
January 1, 2002) reduced by eight percent for each year of early
retirement from age 62 to age 65 and by four percent for each year of
early retirement from age 55 to age 62 (the "Additional Benefit
Reduction Factor"), and (c) the Allstate Benefit (accrued as of January
1, 2002) reduced by the Base Benefit Reduction Factor, or (2) the sum
of (a) the Base Benefit reduced by the Base Benefit Reduction Factor,
(b) the Additional Benefit reduced by the Additional Benefit Reduction
Factor, and (c) the Allstate Benefit reduced by a blended factor equal
to the benefit weighted average of the Base Benefit and Additional
Benefit Reduction Factors (the "Blended Factor"). Notwithstanding the
foregoing, (x) in the case of a Participant who has a PIN and who
elects early retirement on or after July 30, 2002, his or her Early
Retirement Benefit will not be less than the sum of (i) the Minimum
Base Benefit reduced by the Base Benefit Reduction Factor, (ii) the
Minimum Additional Benefit reduced by the Additional Benefit Reduction
Factor, and (iii) the Minimum Allstate Benefit (if any) reduced by the
Blended Factor, and (y) in the case of a Participant whose Minimum
Benefit pursuant to Section 5.01(a)(4) is $1,200 and who elects early
retirement on or after July 30, 2002, his or her Early Retirement
Benefit will not be less than $1,200 reduced by the Based Benefit
Reduction Factor.
5.04 Accrued Benefit -- Participant Who Has Attained Retirement Age. The
Participant's Accrued Benefit shall be the Early, Normal, or Postponed
Retirement Benefit to which the Participant would be entitled if he
were to retire at such time, payable as an annuity for life commencing
at Normal Retirement Age or, if the Participant has attained his Normal
Retirement Age, as of the first of the calendar month coincident with
or next following the date of calculation.
5.05 Accrued Benefit-- Who has Not Attained Retirement Age shall be:
(a) Deferred Vested Benefit. A Participant who has incurred a Break in
Service shall be entitled to an annual pension benefit, payable as
a straight life annuity commencing at Normal Retirement Date equal
to the Participant's Accrued Benefit on his Termination Date,
provided that the Participant is vested under the provisions of
Article 7, unless such Participant has been cashed out pursuant to
Section 9.02.
(b) Deferred Vested Benefit -- Early Commencement. A Participant
entitled to a Deferred Vested Benefit who has satisfied the
Service requirement for entitlement to an Early Retirement Benefit
and who subsequently satisfies the age requirements for
entitlement to an Early Retirement Benefit shall be entitled to
elect to receive his Deferred Vested Benefit at a date prior to
the date on which it otherwise would be
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payable, in an Actuarial Equivalent amount calculated in
accordance with the factors defined below and using linear
interpolation for partial years as necessary:
The Base Benefit and Additional Benefit as described in Section
5.01 will be reduced by eight percent for each year the benefit
commences prior to age 65 but after age 60 and an additional four
percent for each year the benefit commences prior to age 60.
5.06 Adjustment for Suspension of Benefits. The otherwise payable Early,
Normal, or Postponed Retirement Benefit of any Participant who had
previously become entitled to an Early, Normal, or Postponed Retirement
Benefit, but whose benefit payments were suspended pursuant to the
provisions of Article 4, shall be reduced by the Actuarial Equivalent
of any payments previously made to him.
-19-
ARTICLE 6
REQUIRED BENEFIT LIMITATIONS
6.01 Code Section 415 Limits. This Article 6 shall be effective for
Limitation Years ending after December 31, 2001 (except as otherwise
provided below). The benefits otherwise payable to a Participant, or a
Beneficiary under this Plan and, where relevant, the Accrued Benefit of
a Participant, shall be limited to the extent required, and only to the
extent required, by the provisions of Section 415 of the Code and
rulings, notices and regulations issued thereunder. To the extent
applicable, Section 415 of the Code and rulings, notices, and
regulations issued thereunder are hereby incorporated by reference into
this Plan. Any benefit increases resulting from the increase in the
limitations of Section 415(b) of the Code will be provided to all
Employees participating in the Plan who have one Hour of Service on or
after the first day of the first Limitation Year ending after December
31, 2001. In calculating these limits, the following rules shall apply:
(a) Actuarial Equivalencies:
(1) For purposes of determining the actuarial equivalent of the
limitation described in Section 415(b)(2)(C) of the Code
(and, except as provided in subparagraph (a)(2) of this
Section 6.01, for purposes of determining the actuarial
equivalent of the benefit as described in Section
415(b)(2)(B) of the Code), the mortality assumption used
shall be the "applicable mortality table" described in
Section 417(e)(3) of the Code and the interest rate
assumption used shall be not less than the greater of 5% or
the interest rate specified in Section 1.03.
(2) For purposes of determining the actuarial equivalent of the
benefit described in Section 415(b)(2)(B) of the Code for any
form of benefit subject to Section 417(e)(3) of the Code, the
mortality assumption used shall be the "applicable mortality
table" described in Section 417(e)(3) of the Code and the
interest rate assumption used shall be not less than the
greater of the Applicable Interest Rate or the interest rate
specified in Section 1.03.
(3) For purposes of determining the actuarial equivalent of the
limitation described in Section 415(b)(2)(D) of the Code, the
mortality assumption used shall be the "applicable mortality
table" described in Section 417(e)(3) of the Code and the
interest rate assumption used shall be not greater than the
lesser of 5% or the interest rate specified in Section 1.03.
(b) Cost-of-Living Adjustments -- If the applicable Section 415 limits
are increased after a benefit is in pay status by virtue of an
adjustment to those limits reflecting a change in the
cost-of-living index, benefit payments to a Participant or his
Beneficiary shall be increased automatically to the maximum extent
permitted under the revised limits. This increase shall occur only
to the extent it would not cause the benefit to exceed
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the benefit to which the Participant or Beneficiary would have
been entitled in the absence of the Section 415 limits.
(c) Surviving Spouse Payments-- If, upon the death of a Participant
whose benefits were limited under this Section 6.01, the
Participant's surviving Spouse shall be entitled to a benefit
payment smaller than that which was payable while the Participant
was alive, the benefit payments to the spouse shall equal the
lesser of (1) and (2) below, where:
(1) is the benefit payment that would be payable to the surviving
Spouse if benefits under this Plan had not been limited by
this Section 6.01, and
(2) is the benefit payment that would be payable to the surviving
Spouse if the benefit provided under this plan had been a
Joint & Survivor Annuity with survivor benefits equal to 50
percent of the amount payable while the Participant was
alive, in an amount equal to the maximum limitations provided
under this Section 6.01.
(d) Reduction for Participation in Defined Benefit Plans -- If the
Participant is entitled to a benefit under any defined benefit
plan that is, or ever has been, maintained by the Employer or an
Affiliated Employer, the limits under this Section 6.01 shall be
applied to the combined benefits payable and the benefit payable
hereunder shall be reduced to the extent necessary to make the
combined benefits meet the limits under this Section 6.01.
(e) Average Compensation -- To calculate Average Compensation for an
Employee's high three years of service, compensation shall be the
Employee's Compensation as defined in Section 1.15, and the three
years' average shall be calculated using consecutive calendar
years.
(f) Definition of 415 Compensation -- Effective for Limitation Years
beginning on and after January 1, 2001, for purposes of applying
the limitations described in this Section, compensation paid or
made available during such limitation years shall include elective
amounts that are not includible in the gross income of the
Participant by reason of Section 132(f)(4) of the Code.
6.02 Special Limitation for 25 Highest-Paid Employees. The provisions of
this Section 6.02 shall apply to the 25 highest-paid Highly Compensated
Employees or Highly Compensated Former Employees for a Plan Year.
Subject to Section 6.03, if a benefit becomes or is payable for a Plan
Year to such an Employee, it cannot exceed an amount equal to the
payments that would be made during the Plan Year on behalf of the
Employee under a single life annuity that is the Actuarial Equivalent
of the sum of the Employee's Accrued Benefit and any other benefits
under the Plan.
6.03 Exceptions to Special Limitation. The provisions of Section 6.02 shall
not apply if: (a) the value of the benefits that would be payable to an
Employee described in Section 6.02 are less than one percent of the
value of current liabilities, or (b) the value of the assets held in
the Fund equals or exceeds, immediately after payment of a benefit to
an Employee described in
-21-
Section 6.02, 110 percent of the value of current liabilities. For
purposes of this Section, the value of current liabilities shall be as
defined in Section 412(l)(7) of the Code.
6.04 Distributions Allowed if Security Furnished. A benefit that is
otherwise restricted pursuant to Section 6.02 may be nevertheless
distributed if, in the event of a termination of the Plan, the Employee
is obligated to repay the Plan any amount necessary for the
distribution of assets to satisfy the requirements of Section 401(a)(4)
of the Cod. The amount the Employee shall be obligated to repay as of
any measurement date shall not exceed the excess of the distributions
the Employee has actually received over the amount that the Employee
would have received had distributions commenced in a manner that would
have not violated the provisions of Section 6.02 (the "Restricted
Amount"), with both amounts increased by a reasonable rate of interest
from the date payment was (or would have been) made to the measurement
date. The Employee's obligation to repay must be secured by either: (a)
an escrow account with an initial value at the date of distribution of
at least 125% of the Restricted Amount, and at all times thereafter a
value of at least 110% of the Restricted Amount, (b) a bond furnished
by an insurance company, bonding company or other surety approved by
the U.S. Treasury Department as an acceptable surety for federal bonds,
of at least 100% of the Restricted Amount, or (c) a bank letter of
credit in an amount equal to at least 100% of the Restricted Amount.
6.05 Plan Termination Limit. In the event of Plan termination the benefit of
any Highly Compensated Employee or Highly Compensated Former Employee
shall be limited to a benefit that is nondiscriminatory under Section
401(a)(4) of the Code.
6.06 Highly Compensated Employee or Former Employee. The term "Highly
Compensated Employee" shall mean an Employee who performs service
during the Determination Year and is described in one or more of the
following groups in accordance with IRS regulations:
(a) An Employee who is or was a 5-percent owner (within the meaning of
Section 414(q)(2) of the Code), at any time during the
Determination Year or the Look-Back Year; or
(b) An Employee who received Compensation during the Look-Back Year in
excess of $80,000 (as adjusted for such Year pursuant to Sections
414(q)(1) and 415(d) of the Code) and was a member of the Top-Paid
Group for such Year.
The term "Highly Compensated Former Employee" shall mean a former
Employee who has a separation year prior to the Determination Year and
was a Highly Compensated active Employee for either: (1) such
Employee's separation year or (2) any Determination Year ending on or
after the Employee's 55th birthday.
A separation year is the Determination Year in which the Employee
separates from Service. Notwithstanding the foregoing, an Employee who
separated from Service before January 1, 1987, is a Highly Compensated
Employee only if he was a five-percent owner or received Compensation
in excess of $50,000 during (1) the Employee's separation year (or the
year preceding such separation year), or (2) any year ending on or
after such Employee's 55/th/ birthday (or the last year ending before
such Employee's 55/th/ birthday).
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Notwithstanding anything to the contrary in this Plan, Sections 414(b),
(c), (m), (n), and (o) of the Code are applied prior to determining
whether an Employee is a Highly Compensated Employee.
6.07 Definitions. For purposes of this Section and Section 6.06,
(a) "Compensation" shall mean compensation as defined in Section
414(q)(4) and the regulations thereunder. Effective for Plan Years
beginning on and after January 1, 2001, such compensation shall
include elective amounts that are not includible in the Employee's
gross income by reason of Section 132(f)(4) of the Code.
(b) "Determination Year" shall mean the Plan Year for which the
determination of who is Highly Compensated is being made.
(c) "Look-Back Year" shall mean the 12-month period preceding the
Determination Year.
(d) "Top-Paid Group" shall mean the top twenty percent (20%) of all
Employees when ranked on the basis of Compensation paid to such
Employees during the year under consideration. The number and
identity of Employees in the group will be determined in
accordance with Section 414(q).
(e) The Employer shall have the right to elect to determine Highly
Compensated Employees by reference to calendar-year Compensation,
in accordance with IRS regulations. If the Employer so elects, the
Employer must make such election with respect to all qualified
plans it or any Affiliated Employer maintains.
-23-
ARTICLE 7
VESTING
7.01 General Rule. A Participant who incurs a Break in Service at a time
when he is not entitled to an Early, Normal or Postponed Retirement
Benefit under the provisions of Article 5 shall not be entitled to
benefits under this Plan except as provided under the provisions of
this Article.
7.02 Vesting at Normal Retirement Age. A Participant who has attained Normal
Retirement Age shall be fully vested in his Accrued Benefit.
7.03 Vesting Before Normal Retirement Age. A Participant who incurs a
Termination at a time when he is not entitled to an Early, Normal or
Postponed Retirement Benefit under the provisions of Article 5 shall be
entitled to a Deferred Vested Benefit, payable as provided under
Article 5, provided the Participant has attained five Years of Vesting
Service at the time of Termination.
For each Participant who both (a) became an Eligible Employee after
April 1, 1995, and (b) prior to April 1, 1995, was employed by PMI for
at least twelve (12) months, his or her Period of Service for such
employment also shall be counted for purposes of determining his or her
Years of Vesting Service.
7.04 Vesting Upon Plan Termination. In the event of termination or partial
termination of this Plan, each affected Participant shall be 100
percent vested in his Accrued Benefit, but only to the extent funded.
The foregoing sentence shall not apply to a former Participant who has
been cashed out (including those deemed cashed out under Section
7.05(c)) or who has incurred five consecutive One-Year Breaks in
Service after his Termination Date. Such a former Participant shall not
be entitled to any additional vested benefit upon Termination or
partial Termination.
7.05 Vesting Service Disregarded. The Years of Vesting Service of a
terminated Participant who is reemployed shall be determined in
accordance with the following rules.
(a) Prior Service Disregarded. If a Participant incurs a One-Year
Break in Service, and his or her vested percentage interest in his
or her Accrued Benefit under the Plan was 0% when the One-Year
Break in Service began, and the number of his or her consecutive
One-Year Breaks in Service exceeds the greater of (1) the number
of his or her Years of Vesting Service, or (2) five, then his or
her Years of Vesting Service credited before the One-Year Break in
Service shall be disregarded.
(b) Prior Service Counted. If a Participant does not incur a One-Year
Break in Service, or incurs a One-Year Break in Service, and:
(1) his or her vested percentage interest in his or her Accrued
Benefit under the Plan was greater than 0% when the One-Year
Break in Service began, or
-24-
(2) the number of his or her consecutive One-Year Breaks in
Service does not exceed the greater of (A) the number of his
or her Years of Vesting Service, or (B) five,
then the Years of Vesting Service credited before the Participant's
termination shall be reinstated, effective as of his or her
Reemployment Date.
(c) Future Service Disregarded. In determining a Participant's Accrued
Benefit and Years of Vesting Service for purposes of the Plan, if
the Participant incurs a Termination Date and the nonforfeitable
percentage of his or her Accrued Benefit at that time is zero, he
shall be deemed to have received a complete distribution of the
nonforfeitable portion of his or her Accrued Benefit at the time
of his or her Termination Date, and shall immediately forfeit his
or her Accrued Benefit. However, such forfeited Accrued Benefit
shall be restored if the Participant has a Reemployment Date
within five consecutive One-Year Breaks in Service following such
Termination Date. The portion of a Participant's Accrued Benefit
and Years of Vesting Service previously disregarded by a prior
application of this paragraph shall not be counted for the purpose
of the preceding sentences.
7.06 Repayment of Cash-Out. If an Employee shall have received a full
distribution of his nonforfeitable interest in this Plan following his
Termination Date, he shall be entitled to repay the amount of that
distribution to the Plan together with compound interest at the rate of
five percent per annum for any period prior to the first day of the
Plan Year beginning on or after January 1, 1988, and at the rate of 120
percent of the applicable federal midterm rate as in effect for the
first month of the Plan Year for any Plan Year or portion of a Plan
Year that commences on or after January 1, 1988. Any such repayment
shall be made prior to the earlier of:
(a) The fifth anniversary of the date on which the Employee was
rehired by the Employer, or
(b) The close of the first period of five consecutive One-Year Breaks
in Service following the Participant's Termination Date.
A Participant who is deemed to have been cashed out under Section
7.05(c) because he was not entitled to a Deferred Vested Benefit
on his Termination Date shall be deemed to have properly made a
repayment upon again becoming a Participant. Such a deemed
repayment will not restore Years of Service which would not be
counted under the provisions of Section 7.05(c) (the Rule of
Parity).
7.07 Vesting Service. A Participant shall be credited with a Year of Vesting
Service as provided in Sections 1.65, 7.05 and 7.06, except that
Vesting Service shall not include any Year of Service completed prior
to the date of establishment of this Plan or the Predecessor to this
Plan other than a Participant's service completed with Allstate prior
to April 1, 1995, if the Participant was employed by Allstate on March
31, 1995 and by the Employer or an Affiliated Employer on April 1,
1995.
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ARTICLE 8
QUALIFIED PRERETIREMENT SURVIVOR ANNUITY
8.01 Automatic Preretirement Spousal Death Benefit.
(a) Except as provided in subsection (b) below, in the event a
Participant with a vested right to his Accrued Benefit under the
Plan dies before his Benefit Commencement Date, a death benefit
shall be provided to the Participant's Spouse as follows:
(1) If the Participant at the date of death was eligible to
retire and receive a benefit under the Plan at an Early,
Normal or Postponed Retirement Date, then his surviving
Spouse shall automatically receive a death benefit in an
amount equal to one-half of the amount of the retirement
benefit that would have been payable to the Spouse if the
Participant had retired on the day preceding his death,
receiving a benefit in the form of a Joint & Survivor Annuity
with a 50 percent survivor annuity to the Spouse.
(2) If the Participant at the date of death was not eligible to
retire under the Plan and receive a benefit under the Plan at
an Early, Normal, or Postponed Retirement Date, then the
Participant's surviving Spouse shall receive an Automatic
Preretirement Spousal Death Benefit in an amount equal to the
amount that would have been payable to the spouse under the
normal form of payment under Section 9.01, assuming:
(A) the Participant had separated from service on the
earlier of his Termination Date or date of his death,
(B) the Participant had survived to the earliest date he
could have retired and received a benefit under the Plan
pursuant to Article 5,
(C) the Participant retired on such date with a benefit in
the form of a Joint & Survivor Annuity with a 50 percent
survivor annuity to the Spouse but calculated using only
actual Benefit Accrual Service as of the Participant's
date of death (and if the Participant was only partially
vested on his date of death, multiplied by the
Participant's vested percentage as determined under
Section 7.03 on the date of death), and
(D) the Participant died on the day after his Benefit
Commencement Date.
The Automatic Preretirement Spousal Death Benefit under this
Section 8.01(a)(2) shall commence to be paid to the Spouse, unless
the Spouse elects otherwise, as of the first day of the month
coinciding with or next following the earliest date the
Participant could have retired and received a benefit under the
Plan pursuant to Article 4, had he not died, and shall be paid up
to the first day of the month in which such spouse dies. The
Spouse may not delay commencement of the Automatic
-26-
Preretirement Spousal Death Benefit beyond the Participant's
Normal Retirement Date.
(b) The Automatic Preretirement Spousal Death Benefit payable under
this Article 8 shall be payable after the death of the Participant
only if the Spouse had been married to the Participant throughout
the one-year period ending on the date of the Participant's death.
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ARTICLE 9
FORMS OF BENEFIT
9.01 Qualified Joint & Survivor Annuity. At the earliest time a Participant
could become entitled to commence receiving payments of an Early,
Normal or Postponed Retirement Benefit or of a Deferred Vested Benefit,
other than an involuntary lump sum payment under the provisions of
Section 9.02, benefits shall commence in the form of a Qualified Joint
& Survivor Annuity (which, for a Participant who has no Spouse,
includes a single life annuity) unless the Participant, with the
consent of his Spouse, if any, elects otherwise. Any consent of the
Participant's Spouse shall be made within 90 days of the date the
Qualified Joint & Survivor Annuity would otherwise commence, and shall
be executed in accordance with the rules of Section 9.04.
9.02 Involuntary Lump Sum Payment. If at any time a Participant has incurred
a Termination but has not begun to receive benefit payments, and is
entitled to a benefit (whether Early, Normal, or Postponed) or to a
Deferred Vested Benefit, or a Beneficiary is entitled to a death
benefit hereunder, that has an Actuarial Equivalent value of less than
$5,000, the Actuarial Equivalent value shall be paid to such
Participant or Beneficiary in a lump sum in lieu of, and in full
satisfaction of, his benefit under this Plan. Neither the consent of
the Beneficiary, the Participant nor of his Spouse shall be necessary
to make such payment. Upon the making of such payment, neither the
Beneficiary, the Participant nor his Spouse shall have any further
benefit under this Plan. Participants deemed to have a zero accrued
account benefit at Termination shall be deemed to have been cashed out
under this Section 9.02.
9.03 Right to Elect. In lieu of the benefits provided by Section 9.01, the
Participant shall have the right to elect, prior to his Benefit
Commencement Date, an alternate form of benefit provided under the
terms of this Article 9. If the Participant is married, any such
election may be made only with the consent of his Spouse, executed as
provided under Section 9.04. Any alternative form of benefit shall be
the Actuarial Equivalent of the Participant's Accrued Benefit.
9.04 Election of Forms. A Participant may make or revoke an election of any
form of benefit to which the Participant is entitled under this Article
9 in writing to the Committee, and such election or revocation shall be
subject to the following conditions:
(a) The Committee shall furnish to each Participant a general written
explanation in nontechnical terms of the availability of the
various optional forms of payment under the Plan within a
reasonable period of time prior to the earliest date the
Participant could retire under the Plan. A Participant has a right
to receive, within 30 days after filing a written request with the
Committee, a written explanation of the terms and conditions of
the Qualified Joint & Survivor Annuity, the Participant's right to
make and the effect of an election to waive the Qualified Joint &
Survivor Annuity, the rights of the Participant's Spouse (if any),
the right to make, and the effect of, a revocation of a previous
election to waive the Qualified Joint & Survivor Annuity, and the
financial effect upon the Participant, given in terms of dollars
per annuity
-28-
payment. Requests for additional information may be made by the
Participant at any time before the 90th day prior to the Benefit
Commencement Date.
(b) An election to receive an optional form of benefit may be made at
any time during the election period. The election period is a
period of 90 days prior to the Participant's Benefit Commencement
Date. Subject to subsection (c) below, a Participant may make an
election not to receive the Qualified Joint & Survivor Annuity,
revoke any previous election, and if the Participant so desires,
make a new election, until the expiration of the election period.
(c) If a Participant is married, an election of a form of benefit
other than the Qualified Joint & Survivor Annuity will require the
written consent of the Spouse, and such written consent must be
witnessed by a notary public (or a representative of the Plan).
(d) Any consent by a Spouse obtained under this Section 9.04 shall be
effective only with respect to the specific form of benefit
elected. Additionally, a married Participant's designation of a
Beneficiary other than his or her Spouse shall not be effective
unless the election designates a specific Beneficiary which may
not be changed without spousal consent.
(e) Notwithstanding any provision of the Plan to the contrary, a
Participant's Benefit Commencement Date may be less than 30 days
after the written explanation described in subsection (a) above is
furnished to the Participant, provided that: (1) the Participant
has been provided with information that clearly indicates that the
Participant has at least 30 days to consider whether to waive the
Qualified Joint & Survivor Annuity and elect (with spousal
consent, if applicable) a form of distribution other than a
Qualified Joint & Survivor Annuity, (2) the Participant is
permitted to revoke any affirmative distribution election at least
until the Benefit Commencement Date or, if later, at any time
prior to the expiration of the 7-day period that begins the day
after the explanation of the Qualified Joint & Survivor Annuity is
provided to the Participant, (3) the Benefit Commencement Date is
a date after the date that the written explanation was provided to
the Participant, but may be a date before the date that an
affirmative distribution election is made by the Participant, and
(4) the distribution must not actually commence before the
expiration of the foregoing 7-day period.
9.05 Optional Forms of Retirement Benefit. The optional forms which a
Participant may elect are any one of the following:
(a) 50 Percent or 100 Percent Joint & Survivor Annuitant Option-- An
Actuarial Equivalent monthly benefit payable to the Participant
for life, and after his death in the amount of 50 percent or 100
percent of such amount (as specified by the Participant prior to
commencement of benefits) to the Joint Annuitant for life. Should
the Joint Annuitant die prior to the Participant's Benefit
Commencement Date, any election of this option shall be
automatically canceled. If the Participant should die prior to the
Benefit Commencement Date, no payments shall be made under this
option to the Joint Annuitant, but if the Joint Annuitant is the
Spouse of the Participant, such Spouse will be entitled to the
death benefit provided under Article 8.
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The factor to convert the life annuity to the 50 percent Joint &
Survivor Annuitant Option above is 94 percent plus 0.3 percent for
each full year that the Joint Annuitant is more than five years
older than the Participant not to exceed 99 percent or minus 0.3
percent for each full year that the Joint Annuitant is more than
five years younger than the Participant. The factor to convert the
life annuity to the 100 percent Joint & Survivor Annuitant Option
above is 89 percent plus 0.5 percent for each full year that the
Joint Annuitant is more than five years older than the Participant
not to exceed 99 percent or minus 0.5 percent for each full year
that the Joint Annuitant is more than five years younger than the
Participant.
(b) Ten-Year Certain and Life Income Option-- An Actuarial Equivalent
monthly benefit that provides retirement benefit payments to the
Participant for his lifetime with a guaranteed minimum period of
at least ten. In the event of the death of the Participant after
the Benefit Commencement Date, but prior to the Participant's
receiving retirement benefit payments for the whole Ten-Year
Certain period, the remaining payments for the minimum term of
years will be paid to the Participant's Beneficiary. In the event
of the death of the Participant prior to the Participant's Benefit
Commencement Date, the election of this option shall be void and
of no effect.
The factor to convert the life annuity to the above option will be
95 percent at age 65 plus 0.4 percent for each full year that the
benefit commencement date precedes age 65 or minus 0.7 percent for
each full year that the benefit commencement date is postponed
past age 65.
(c) Straight Life Annuity Option -- A Participant who has a Spouse may
elect to have the Participant's retirement benefit payable in
equal, unreduced monthly payments during the Participant's
lifetime, with no further payments to any other person after the
Participant's death. If this option is elected, the retirement
benefit payable to the Participant shall be the amount of
retirement benefit determined under the applicable Section(s) of
Article 5.
(d) Lump Sum Payment Option -- A single payment equal to the Actuarial
Equivalent of the Participant's accrued retirement benefit.
9.06 Beneficiary. A Participant may name a Joint Annuitant who is an
individual for a Joint & Survivor Annuity option. For a Ten-Year
Certain and Life Income Option, the Participant may elect, in writing,
an individual or individuals, or any entity or entities, including
corporations, partnerships or trusts, provided that such individuals
and entities are ascertainable, and the shares of each are clearly set
forth. In the event any Beneficiary predeceases the Participant or is
not in existence, not ascertainable, or cannot be located at the date
benefits become payable to such beneficiary, benefits shall be paid to
such contingent Beneficiary or Beneficiaries as shall have been named
by the Participant on the Participant's original beneficiary election,
and, if none, the contingent Beneficiary shall be the Participant's
estate.
-30-
9.07 Eligible Rollover Distributions.
(a) The following provisions of this Section 9.07 shall apply to
distributions made after December 31, 2001.
(b) Notwithstanding any provision of the Plan to the contrary that
would otherwise limit a distributee's election under this Section,
a distributee may elect, at the time and in the manner prescribed
by the Committee, to have any portion of an eligible rollover
distribution paid directly to an eligible retirement plan
specified by the distributee in a direct rollover.
(c) Definitions.
(1) 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 joint life expectancies) of the distributee
and the distributee's designated Beneficiary, or for a
specified period of ten years or more; any distribution to
the extent such distribution is required under Section
401(a)(9) of the Code; and the portion of any distribution
that is not includable in gross income (determined without
regard to the exclusion for net unrealized appreciation with
respect to Employer securities).
(2) Eligible retirement plan-- An eligible retirement plan is an
individual retirement account described in Section 408(a) of
the Code, an individual retirement annuity described in
Section 408(b) of the Code, an annuity plan described in
Section 403(a) of the Code, a qualified trust described in
Section 401(a) of the Code, that accepts the distributee's
eligible rollover distribution, an annuity contract described
in Section 403(b) of the Code and an eligible plan under
Section 457(b) of the Code which is maintained by a state,
political subdivision of a state, or any agency or
instrumentality of a state or political subdivision of a
state and which agrees to separately account for amounts
transferred into such plan from this Plan. The foregoing
definition of eligible retirement plan shall also apply in
the case of a distribution to a surviving spouse, or to a
spouse or former spouse who is the alternate payee under a
qualified domestic relation order as defined in Section
414(p) of the Code.
(3) 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 Section
414(p) of the Code, are distributees with regard to the
interest of the Spouse or former Spouse.
(4) Direct rollover-- A direct rollover is a payment by the Plan
to the eligible retirement plan specified by the distributee.
-31-
ARTICLE 10
FUNDING
10.01 Funding Agreement. The Employer has entered into a funding arrangement
with one or more Funding Agents providing for the administration of the
Fund or Funds in which the assets of this Plan are held. The Employer
may at any time or from time to time appoint one or more investment
managers, as defined under Section 3(38) of ERISA, each of which shall
direct the Funding Agent in the investment or reinvestment of all or
part of the Fund.
10.02 Non-Diversion of the Fund. To the extent required by law, the principal
or income of any Fund shall be used solely for the exclusive benefit of
Participants or Beneficiaries, or to meet the necessary expenses of the
Plan, except that upon termination of the Plan, after all the
liabilities under the Plan have been satisfied, any property remaining
in a Fund after satisfaction of all liabilities under this Plan shall
be considered the result of erroneous actuarial computation and shall
be distributed by the Funding Agent to the Employer.
-32-
ARTICLE 11
PLAN ADMINISTRATION
11.01 Appointment of Committee. -- A Committee consisting of at least three
members shall be appointed by the Board to administer the Plan on
behalf of the Board. Vacancies in the Committee shall be filled from
time to time by appointment of a new Committee member by the Board. A
member of the Committee shall hold office until he gives written notice
of his resignation to the Board, until death, or until removal by the
Board.
11.02 Powers and Duties.
(a) The Committee shall have full power and discretion to administer
the Plan and to construe and apply all of its provisions on behalf
of the Employer. The Committee is the Named Fiduciary within the
meaning of Section 402(a) of ERISA for purposes of Plan
administration. The Committee's powers and duties, unless properly
delegated, shall include, but shall not be limited to:
(1) Designating agents to carry out responsibilities relating to
the Plan, other than fiduciary responsibilities.
(2) Deciding questions relating to eligibility, continuity of
employment, and amounts of benefits.
(3) Deciding disputes that may arise with regard to the rights of
Employees, Participants and their legal representatives, or
Beneficiaries under the terms of the Plan. Decisions by the
Committee will be deemed final in each case.
(4) Obtaining information from the Employer with respect to its
Employees as necessary to determine the rights and benefits
of Participants under the Plan. The Committee may rely
conclusively on such information furnished by the Employer.
(5) Compiling and maintaining all records necessary for the Plan.
(6) Authorizing the Funding Agent to make payment of all benefits
as they become payable under the Plan.
(7) Engaging such legal, administrative, consulting, actuarial,
investment, accounting, and other professional services as
the Committee deems proper.
(8) Adopting rules and regulations for the administration of the
Plan that are not inconsistent with the Plan. The Committee
may, in a nondiscriminatory manner, waive the timing
requirements of any notice or other requirements described in
the Plan. Any such waiver will not obligate the Committee to
waive any subsequent timing or other requirements for other
Participants.
-33-
(9) Interpreting and approving qualified domestic relations
orders, as defined in Section 414(p) of the Code.
(10) Making nonsubstantive amendments for the purpose of
maintaining the qualified status of the Plan only.
(12) Establishing a claims and appeal procedure satisfying the
minimum standards of Section 503 of ERISA (the "Claims
Procedure") pursuant to which Participants or their Spouses,
Beneficiaries or estates may claim Plan benefits and appeal
denials of such claims.
(13) Assigning PINs to those Participants who also are
participants in the Company's Supplemental Employee
Retirement Plan.
(14) Making amendments to Appendix A to the Plan from time to time
to any extent that it may deem advisable, provided that any
such amendments shall comply with the requirements of Section
401(a)(4) of the Code.
(15) Performing other actions provided for in other parts of this
Plan.
(b) The Plan Sponsor shall have responsibility for, and shall be the
Named Fiduciary for, the following purposes:
(1) Selection of the funding media for the Plan, including the
power to direct investments and to appoint an investment
manager or managers pursuant to Section 402(c) of ERISA.
(2) Allocating fiduciary responsibilities, other than trustee
responsibilities as defined in Section 405(c) of ERISA, among
fiduciaries, and designation of additional fiduciaries.
(3) Selection of insurance contracts to provide benefits
hereunder, or, if all assets are not held under insurance
contracts, the Trustee.
(c) The Trustee, if any, shall have responsibility for, and shall be
the Named Fiduciary for the care and custody of, and, to the
extent investment managers are not appointed by the Plan Sponsor,
management of Plan assets held by such Trustee other than
insurance contracts.
11.03 Actions by the Committee. A majority of the members composing the
Committee at any time will constitute a quorum. The Committee may act
at a meeting, or in writing without a meeting, by the vote or assent of
a majority of its members. The Committee will appoint a Committee
Chairperson and a Secretary. The Secretary will record all action taken
by the Committee. The Committee will have authority to designate in
writing one of its members or any other person as the person authorized
to execute papers and perform other ministerial duties on behalf of the
Committee.
-34-
11.04 Interested Committee Members. No member of the Committee will
participate in an action of the Committee on a matter that applies
solely to that member. Such matters will be determined by a majority of
the remainder of the Committee.
11.05 Indemnification. The Employers indemnify and hold the members of the
Committee, jointly and severally, harmless from the effects and
consequences of their acts, omissions, and conduct in their official
capacities, except to the extent that the effects and consequences
result from their own willful misconduct, breach of good faith, or
gross negligence in the performance of their duties. The foregoing
right of indemnification will not be exclusive of other rights to which
each such member may be entitled by any contract or other instrument or
as a matter of law.
11.06 Conclusiveness of Action. Any action on matters within the discretion
of the Committee will be conclusive, final, and binding upon all
Participants in the Plan and upon all persons claiming any rights,
including Beneficiaries.
11.07 Payment of Expenses. The members of the Committee will serve without
compensation for their services. The compensation or fees of
consultants, actuaries, accountants, counsel and other specialists and
any other costs of administering the Plan or Fund, including any
premiums due to the Pension Benefit Guaranty Corporation (PBGC), will
be paid by the Fund unless, at the discretion of the Employer, paid by
the Employer.
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ARTICLE 12
FUNDING POLICY AND CONTRIBUTIONS
12.01 Employer Contributions. The Employer intends to make contributions to
fund this Plan at such times and in such amounts as the Actuary shall
certify to the Employer as being no less than the amounts required to
be contributed under Section 412 of the Code. Any actuarial gains
arising under the Plan shall be used to reduce future Employer
contributions to the Plan and shall not be applied to increase
retirement benefits with respect to remaining Participants.
12.02 Participant Contributions. Participant contributions to the Fund are
not permitted.
12.03 Contingent Nature of Contributions. Unless the Employer notifies the
Committee and the Funding Agent in writing to the contrary, all
contributions made to this Plan are conditioned upon their
deductibility under Section 404 of the Code.
-36-
ARTICLE 13
AMENDMENT, TERMINATION AND MERGER OF THE PLAN
13.01 Right to Amend the Plan. The Board of Directors of the Plan Sponsor or
its delegate reserves the right to modify, alter or amend this Plan
from time to time to any extent that it may deem advisable including,
but without limiting the generality of the foregoing, any amendment
deemed necessary to ensure the continued qualification of the Plan
under Section 401 of the Code or the appropriate provisions of any
subsequent revenue law. No such amendment shall increase the duties or
responsibilities of a Funding Agent without its consent thereto in
writing. No such amendment(s) shall have the effect of reinvesting in
the Employer the whole or any part of the principal or income of the
Fund or to allow any portion of the principal or income of the Fund to
be used for any purposes other than for the exclusive benefit of
Participants or Beneficiaries at any time prior to the satisfaction of
all the liabilities under the Plan with respect to such persons. No
amendment shall (a) reduce a Participant's Accrued Benefit on the
effective date of the Plan amendment, (b) eliminate or reduce an early
retirement benefit, retirement-type subsidy or an optional form of
benefit under the Plan with respect to the Participant's Accrued
Benefit on the date of the amendment, or (c) reduce a retired
Participant's retirement benefit as of the effective date of the
amendment.
13.02 Right to Terminate the Plan. The Board of Directors of the Plan Sponsor
or its delegate shall have the right to terminate this Plan at any
time. In the event of such termination all affected Participants shall
be vested as provided in Section 7.04.
13.03 Allocation of Assets and Surplus. In the event the Plan shall be
terminated as provided in Section 13.02 above, the then present value
of retirement benefits vested in each Participant shall be determined
as of the discontinuance date, and the assets then held by the Funding
Agents as reserves for benefits for Participants, Joint Annuitants or
Beneficiaries under this Plan shall, subject to any necessary approval
by the PBGC be allocated, to the extent that they shall be sufficient,
after providing for expenses of administration, in the order of
precedence provided for under Section 4044 of ERISA, as modified by the
provisions of Treasury Regulation Section 1.414(l)-l(f) or (h) if a
special schedule of benefits (as defined in such regulations) is in
effect as a result of a plan merger within the five-year period prior
to the date of termination. The retirement benefits for which funds
have been allocated in accordance with Section 4044 of ERISA shall be
provided through the continuance of the existing Fund arrangements or
through a new instrument entered into for that purpose and shall be
paid either in a lump sum or in equal monthly installments through the
purchase of a nontransferable annuity contract(s). After all
liabilities of the Plan have been satisfied with respect to all
Participants so affected by the Plan's termination, the Employer shall
be entitled to any balance of Plan assets that shall remain.
13.04 Plan Mergers, Consolidations, and Transfers. The Plan shall not be
automatically terminated by the Employer's acquisition by or merger
into any other company, trade or business, but the Plan shall be
continued after such merger provided the successor employer agrees to
continue the Plan with respect to affected Participants herein. All
rights to amend, modify, suspend or terminate the Plan with respect to
Participants of the Employer shall be
-37-
transferred to the successor employer, effective as of the date of the
merger or acquisition. The merger or consolidation with, or transfer of
the allocable portion of the assets and liabilities of the Fund to any
other qualified retirement plan trust shall be permitted only if the
benefit each Plan Participant would receive, if the Plan were
terminated immediately after such merger or consolidation, or transfer
of the allocable portion of the assets and liabilities, would be at
least as great as the benefit he would have received had this Plan been
terminated immediately before the date of merger, consolidation, or
transfer.
13.05 Amendment of Vesting Schedule. If the vesting provisions of this Plan
are amended, including an amendment caused by the expiration of
top-heavy status under the terms of Article 14, Participants with three
or more Years of Service, or three or more years of employment, whether
or not consecutive, at the later of the date the amendment is adopted
or becomes effective, shall automatically be vested, from that point
forward, in the greater of the amount vested under the vesting schedule
as amended or the amount vested under the vesting schedule prior to
amendment.
-38-
ARTICLE 14
TOP-HEAVY PLAN PROVISIONS
14.01 General Rule. For any Plan Year beginning after December 31, 2001 for
which this Plan is a "Top-Heavy Plan" as defined in Section 14.05
below, this Plan shall be subject to the provisions of this Article 14.
14.02 Vesting Provision. Each Participant who has completed an Hour of
Service during the Plan Year in which the Plan is a Top-Heavy Plan and
has completed the number of Years of Vesting Service specified in the
following table, shall have a vested right to the percentage of his
Accrued Benefit under this Plan, correspondingly shown in the following
table:
Years of Percentage of
Vesting Service Accrued Benefit
Less than 2 years 0%
2 years 20%
3 years 40%
4 years 60%
5 years 80%
6 or more 100%
Each Participant's Deferred Vested Benefit shall not be less than his
vested Accrued Benefit determined as of the last day of the last Plan
Year in which the Plan was not a Top-Heavy Plan. If the Plan ceases to
be a Top-Heavy Plan, an Employee with three or more years of
employment, whether or not consecutive, shall have his Deferred Vested
Benefit determined either in accordance with this Section 14.02 or
Section 7.03, as provided in Section 13.05. Each such Participant shall
have the right to elect the applicable schedule within 60 days after
the day he is issued written notice by the Committee, or as otherwise
provided in accordance with regulations issued under the provisions of
the Code relating to changes in the vesting schedule.
14.03 Minimum Benefit Provision. If the Plan is a Top-Heavy Plan in any Plan
Year, each Participant who is a Non-Key Employee shall, as of the end
of that Plan Year, be entitled to an Accrued Benefit that is at least
equal to the Applicable Percentage of the Participant's Average
Compensation for Years in the Testing Period. For purposes of this
Section:
(a) "Applicable Percentage" shall mean the lesser of two percent
multiplied by Years of Service of the Participant, or 20 percent;
(b) "Average Compensation for Years in the Testing Period" shall mean
average annual compensation for that period of five consecutive
years that produces the highest average. In determining
consecutive years, any year not included as a Year of
-39-
Service under the provisions of Article 2 shall be ignored. In
calculating Average Compensation for Years in the Testing Period,
the amount of compensation taken into account shall not exceed
$200,000 times the Adjustment Factor applicable at the date such
benefits are calculated.
(c) For purposes of satisfying the minimum benefit requirements of
Section 416(c)(1) of the Code and the Plan, in determining Years
of Service with an Affiliated Employer, any service with the
Affiliated Employer shall be disregarded to the extent that such
service occurs during a Plan Year when the Plan benefits (within
the meaning of Section 410(b) of the Code) no Key Employee or
former Key Employee.
14.04 Coordination With Other Plans. In the event that another defined
contribution or defined benefit plan maintained by the Employer or an
Affiliated Employer provides contributions or benefits on behalf of
Participants in this Plan, such other plan shall be treated as part of
this Plan pursuant to applicable principles (such as Rev. Rul. 81-202
or any successor ruling) in determining whether this Plan satisfies the
requirements of Section 14.02. Such determination shall be made upon
the advice of counsel by the Committee.
14.05 Top-Heavy and Super Top-Heavy Plan Definition. This Plan shall be a
"Top-Heavy Plan" for any Plan Year if, as of the determination date (as
defined in subsection 14.05(a)) the present value of the cumulative
Accrued Benefits under the Plan for Participants (including former
Participants) who are Key Employees (as defined in Section 14.06)
exceeds 60 percent of the present value of the cumulative Accrued
Benefits under the Plan for all Participants, excluding former Key
Employees, or if this Plan is required to be in an aggregation group
(as defined in Section 14.05(c)) which for such Plan Year is a
top-heavy group (as defined in Section 14.05(d)). This Plan shall be a
"Super Top-Heavy Plan" for any Plan Year if it meets the above
definition after substituting "90 percent" for "60 percent." For
purposes of this Section:
(a) "Determination date" means for any Plan Year the last day of the
immediately preceding Plan Year.
(b) The present value 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 in the regulations under the
Code. Present values for purposes of determining whether this Plan
is a Top-Heavy Plan shall be based on the following interest and
mortality rates:
(1) Interest Rate -- eight percent annually.
(2) Mortality Rate-- 1983 Group Annuity Mortality Table for
Males.
(c) "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.
(1) The group of plans that are required to be aggregated (the
"required aggregation group") includes:
-40-
(A) Each plan of an Affiliated Employer in which a Key
Employee is a participant, including collectively
bargained plans.
(B) Each other plan, including collectively bargained plans
of an Affiliated Employer, 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.
(2) 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 an Affiliated
Employer that is not part of the required aggregation group
and that the Committee 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.
(d) "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 percent 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, excluding former Key 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.
(e) In determining whether this Plan constitutes a Top-Heavy Plan, the
Committee (or its agent) shall make the following adjustments in
connection therewith:
(1) When more than one plan is aggregated, the Committee 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
adding the results of each plan as of the determination dates
for such plans that fall within the same calendar year.
(2) The present value of accrued benefits and the amounts of
account balances of an Employee as of the determination date
shall be increased by the distributions made with respect to
the Employee under the Plan and any Plan aggregated with the
Plan under Section 416(g)(2) of the Code during the one-year
period ending on the determination date. The preceding
sentence shall
-41-
also apply to distributions under a terminated plan which,
had it not been terminated, would have been aggregated with
the Plan under Section 416(g)(2)(A)(i) of the Code. In the
case of a distribution made for a reason other than
separation from service, death or Disability, this provision
shall be applied by substituting five-year period for
one-year period.
(3) The accrued benefits and accounts of any individual who has
not performed services for an Affiliated Employer during the
one-year period ending on the determination date shall not be
taken into account.
(4) 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 by another employer, the plan providing the
distribution shall include such distribution in the
present value or such account; the plan accepting the
distribution shall not include such distribution in the
present value or 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.
(5) Further, in making such determination, in any case where an
individual is a "Non-Key Employee," as defined in Section
14.07 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.
14.06 Key Employee. The term "Key Employee" means any Employee or former
Employee (including any deceased employee) who at any time during the
Plan Year that includes the determination date was an officer of an
Affiliated Employer having annual compensation greater than $130,000
(as adjusted under Section 416(i)(1) of the Code for Plan Years
beginning after December 31, 2002), a five-percent owner of an
Affiliated Employer, or a one-percent owner of an Affiliated Employer
having annual compensation of more than $150,000. For this purpose,
annual compensation means compensation within the meaning of Section
415(c)(3) of the Code. The determination of who is a Key Employee will
be made in accordance with Section 416(i)(1) of the Code and the
applicable regulations and other guidance of general applicability
issued thereunder.
14.07 Non-Key Employee. The term "Non-Key Employee" means any Participant who
is not a Key Employee.
-42-
14.08 Collective Bargaining Rules. The provisions of Sections 14.02 and 14.03
do not apply with respect to any Employee included in a unit of
Employees covered by a collective bargaining agreement unless the
application of such Sections has been agreed upon with the collective
bargaining agent.
-43-
ARTICLE 15
MISCELLANEOUS
15.01 Limitation on Distributions. Notwithstanding any provision of this Plan
regarding payment to Beneficiaries or Participants, or any other
person, the Committee may withhold payment to any person if the
Committee determines that such payment may expose the Plan to
conflicting claims for payment. As a condition for any payments, the
Committee may require such consent, representations, releases, waivers
or other information as it deems appropriate. The Committee may, in its
discretion, comply with the terms of any judgment or other judicial
decree, order, settlement or agreement including, but not limited to, a
qualified domestic relations order as defined in Section 414(p) of the
Code.
15.02 Limitation on Reversion of Contributions. Except as provided in
subsections (a) or (b) below, Employer contributions made under the
Plan will be held for the exclusive benefit of Participants, Joint
Annuitants or Beneficiaries and may not revert to the Employer.
(a) A contribution made by the Employer under a mistake of fact may be
returned to the Employer within one year after it is contributed
to the Plan, to the extent that it exceeds the amount that would
have been contributed, absent the mistake in fact.
(b) A contribution conditioned upon its deductibility under Section
404 of the Code, may be returned, to the extent the deduction is
disallowed, to the Employer within one year after the
disallowance.
Compensation attributable to amounts that may be returned to the
Employer pursuant to this Section may not be distributed, but, in the
event that there are losses attributable to such amounts, the amount
returned to the Employer shall be reduced by the amount of such losses.
15.03 Voluntary Plan. The Plan is purely voluntary on the part of the
Employer and neither the establishment of the Plan nor any Plan
amendment nor the creation of any fund or account, nor the payment of
any benefits will be construed as giving any Employee or any person
legal or equitable right against the Employer, any trustee or other
Funding Agent, or the Committee unless specifically provided for in
this Plan or conferred by affirmative action of the Committee or the
Employer according to the terms and provisions of this Plan. Such
actions will not be construed as giving any Employee or Participant the
right to be retained in the service of the Employer. All Employees
and/or Participants will remain subject to discharge to the same extent
as though this Plan had not been established.
15.04 Nonalienation of Benefits. Participants and Beneficiaries are entitled
to all the benefits specifically set out under the terms of the Plan,
but neither those benefits nor any of the property rights in the Plan
are assignable or distributable to any creditor or other claimant of a
Participant or Beneficiary. A Participant will not have the right to
anticipate, assign, pledge, accelerate, or in any way dispose of or
encumber any of the monies or benefits or other property that may be
payable or become payable to such Participant or his Beneficiary
-44-
provided, however, the Committee shall recognize and comply with a
valid qualified domestic relations order as defined in Section 414(p)
of the Code.
15.05 Inability to Receive Benefits. If the Committee receives evidence that
a person entitled to receive any payment under the Plan is physically
or mentally incompetent to receive payment and to give a valid release,
and another person or any institution is maintaining or has custody of
such person, and no guardian, committee, or other representative of the
estate of such person has been duly appointed by a court of competent
jurisdiction, then any distribution made under the Plan may be made to
such other person or institution. The release of such other person or
institution will be a valid and complete discharge for the payment of
such distribution.
15.06 Missing Persons. If the Committee is unable, after reasonable and
diligent effort, to locate a Participant, Joint Annuitant, or
Beneficiary where no contingent beneficiary is provided under the Plan,
who is entitled to a distribution under the Plan, the distribution due
such person will be forfeited after five years. If, however, such a
person later files a claim for such benefit, it will be reinstated
without any interest earned thereon. In the event that a distribution
is due to a Beneficiary where a contingent beneficiary is provided
under the Plan (including the situation in which the contingent
beneficiary is the Participant's estate), and the Committee is unable,
after reasonable and diligent effort, to locate the Beneficiary, the
benefit shall be payable to the contingent beneficiary, and such
nonlocatable Beneficiary shall have no further claim or interest
hereunder. Notification by certified or registered mail to the last
known address of the Participant or Beneficiary will be deemed a
reasonable and diligent effort to locate such person.
15.07 Military Service. Notwithstanding any provision of this Plan to the
contrary, contributions, benefits and service credit with respect to
qualified military service will be provided in accordance with Section
414(u) of the Code.
15.08 Limitation of Third-Party Rights. Nothing expressed or implied in the
Plan is intended or will be construed to confer upon or give to any
person, firm, or association other than the Employer, the Participants
or Beneficiaries, and their successors in interest, any right, remedy,
or claim under or by reason of this Plan except pursuant to a qualified
domestic relations order as defined in Section 414(p) of the Code.
15.09 Invalid Provisions. In case any provision of this Plan is held illegal
or invalid for any reason, the illegality or invalidity will not affect
the remaining parts of the Plan. The Plan will be construed and
enforced as if the illegal and invalid provisions had never been
included.
15.10 One Plan. This Plan may be executed in any number of counterparts, each
of which will be deemed an original and the counterparts will
constitute one and the same instrument and may be sufficiently
evidenced by any one counterpart.
15.11 Use and Form of Words. Whenever any words are used herein in the
masculine gender, they will be construed as though they were also used
in the feminine gender in all cases where that gender would apply, and
vice versa. Whenever any words are used herein in the singular form,
they will be construed as though they were also used in the plural form
in all cases where the plural form would apply, and vice versa.
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15.12 Headings. Headings to Articles and Sections are inserted solely for
convenience and reference, and in the case of any conflict, the text,
rather than the headings, shall control.
15.13 Governing Law. The Plan will be governed by and construed according to
the federal laws governing employee benefit plans qualified under the
Code and according to the laws of the state of California where such
laws are not in conflict with the federal laws.
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EXECUTION
IN WITNESS WHEREOF, The PMI Group, Inc., by its duly authorized
officer, has executed this amended and restated Plan document on the date
indicated below.
THE PMI GROUP, INC.
By: /s/ Charles Broom
-------------------------------------
Name: Charles Broom
-------------------------------------
Title: SVP, HR
-------------------------------------
Dated: December 20, 2002
-47-
APPENDIX A
-48-
Identifier Base Benefit Additional Benefit Allstate Benefit
1 22,833 5,874 24,687
2 22,309 5,935 14,919
3 22,434 5,661 14,206
4 29,978 10,428 -
5 36,150 11,330 42,783
6 19,363 5,565 20,623
7 114,909 45,210 39,881
8 34,764 11,158 43,656
9 21,238 5,006 17,563
10 16,963 4,345 -
11 19,485 5,028 22,701
12 18,516 4,457 13,028
13 25,021 7,305 -
14 24,307 6,711 22,276
15 17,115 4,252 -
16 25,483 7,624 5,592
17 18,493 3,888 19,108
18 20,859 5,685 10,176
19 22,712 6,104 23,974
20 16,248 3,670 3,609
21 23,635 7,118 17,299
22 25,121 7,829 -
23 19,117 4,660 3,406
24 33,141 11,857 -
25 21,114 5,107 2,503
26 18,455 - -
27 27,316 8,376 42,766
28 23,350 6,207 -
29 28,501 9,066 18,877
30 25,467 7,390 28,192
31 13,590 2,143 -
32 44,061 16,177 14,745
33 25,621 7,455 35,429
34 31,281 9,697 37,377
35 15,123 2,860 14,722
36 58,343 21,528 69,674
37 28,070 8,175 26,855
38 73,597 27,720 98,683
39 20,302 4,937 -
40 60,550 22,374 117,076
41 25,794 7,116 6,834
42 34,001 11,196 43,142
43 18,351 3,866 5,640
44 29,659 10,353 -
45 20,515 4,614 16,055
46 24,291 7,301 25,962
47 18,850 4,588 -
48 26,867 8,154 9,007
49 27,647 7,804 23,436
50 16,274 4,209 -
51 30,512 9,375 41,040
52 22,007 6,530 6,273
53 32,123 9,820 9,058
54 16,740 3,784 -
55 46,704 16,222 -
56 43,185 14,549 -
57 26,236 7,135 19,856
58 31,782 9,677 33,487
59 12,674 2,640 -
60 18,816 3,588 -
61 21,105 5,784 -
62 19,546 4,907 9,207