EXHIBIT 10.11
CENTEX CORPORATION
COMPREHENSIVE MEDICAL PLAN
(As Amended and Restated Effective January 1, 2005)
(A Component Benefit Program of the
Centex Corporation Group Welfare Benefits Plan)
[Section 3.2 and related provisions of this Plan
provide benefits to persons who may be (or may have been)
executive officers or directors of Centex Corporation]
CENTEX CORPORATION
COMPREHENSIVE MEDICAL PLAN
I N D E X
Page
----
ARTICLE I INTRODUCTION.......................................................... 2
1.1 Purpose of Plan............................................... 2
1.2 Status of the Plan............................................ 2
1.3 Scope of the Plan and Relationship to the Policy.............. 2
1.4 Applicable Laws............................................... 2
ARTICLE II DEFINITIONS.......................................................... 3
2.1 Definitions................................................... 3
2.2 Number and Gender............................................. 5
2.3 Headings...................................................... 5
2.4 Inconsistent Provisions....................................... 5
2.5 Effect Upon Other Plans....................................... 5
ARTICLE III ELIGIBILITY......................................................... 6
3.1 Employee and Dependent Participation.......................... 6
3.2 Retired Long-Term Employees, or "RLTE's"...................... 6
ARTICLE IV CONTINUANCE OF COVERAGE.............................................. 9
4.1 COBRA......................................................... 9
4.2 FMLA Leaves................................................... 9
4.3 USERRA Leaves................................................. 9
4.4 Qualified Medical Child Support Orders........................ 9
ARTICLE V BENEFITS.............................................................. 10
5.1 Amount of Benefits............................................ 10
5.2 Coordination of Benefits...................................... 10
5.3 Right to Receive and Release Necessary Information............ 11
5.4 Underpayments................................................. 11
5.5 Right of Recovery............................................. 11
5.6 Benefits Payable.............................................. 11
5.7 Payments After Death of Participant........................... 12
ARTICLE VI SUBROGATION.......................................................... 13
ARTICLE VII FUNDING............................................................. 14
7.1 Source of Funding............................................. 14
7.2 Participant Contributions..................................... 14
7.3 Benefits from Trust and/or General Assets..................... 14
ARTICLE VIII ADMINISTRATION..................................................... 15
8.1 Plan Administration........................................... 15
8.2 Adoption, Amendment and Termination........................... 15
i
8.3 Effect of Amendment or Termination............................ 15
8.4 Effect of Oral Statements..................................... 15
ARTICLE IX ACCESS TO PROTECTED HEALTH INFORMATION............................... 16
ARTICLE X MISCELLANEOUS PROVISIONS.............................................. 17
10.1 Miscellaneous Provisions...................................... 17
10.2 Other Salary-Related Plans.................................... 17
10.3 Medical Responsibilities...................................... 17
10.4 Abuse of Coverage............................................. 17
ii
CENTEX CORPORATION
COMPREHENSIVE MEDICAL PLAN
(As Amended and Restated Effective January 1, 2005)
RECITALS
Effective January 1, 2005, the Plan Administrator, acting on behalf
of the Company, has authorized the amendment and restatement of the Centex
Corporation Comprehensive Medical Plan ("the Plan").
NOW, THEREFORE, the Plan Administrator, acting with the authority
granted to it by the Company, hereby amends and restates in its entirety and
continues the prior plan in the form of the Centex Corporation Comprehensive
Medical Plan, a component Benefit Program of the Centex Corporation Group
Welfare Benefits Plan, to read as follows, from and after January 1, 2005:
ARTICLE I
INTRODUCTION
1.1 PURPOSE OF PLAN: The purpose of the Plan is to provide for the payment
or reimbursement of all or a portion of covered medical expenses incurred by
Participants, such expenses to include eligible medical, dental, prescription
drug charges and vision discounts incurred by Participants while covered under
the Plan. This Plan and its accompanying exhibits and summary plan
description(s), along with the Centex Corporation Group Welfare Benefits Plan
document, will be the sole documents used in determining Plan benefits for which
Participants may be eligible, and these documents may be amended or terminated
at any time by the Plan Administrator in accordance with the procedures listed
herein. Any amendment or termination so made shall be binding on each
Participant and on any other entity(ies) referred to in this Plan.
1.2 STATUS OF THE PLAN: The Plan is a "Benefit Program" and "Group Health
Plan", as defined under the Centex Corporation Group Welfare Benefits Plan, as
amended from time to time. Accordingly, administration of the Plan is also
subject to the provisions of the Centex Corporation Group Welfare Benefits Plan.
Furthermore, this Plan is intended to qualify as a "medical care plan" under
Sections 105 and 106 of the Internal Revenue Code of 1986, as amended (the
"Code"), and is to be interpreted in a manner consistent with the requirements
of such Sections 105 and 106 of the Code.
1.3 SCOPE OF THE PLAN AND RELATIONSHIP TO THE POLICY: The Plan is allowed
to be funded by the general assets of the Company, the Policy, employee
contributions or any combination thereof. If the Plan benefits are provided
through the Policy, details regarding eligibility, coverage, benefits and claims
under the Plan, as well as other items, are contained in the Policy. This Plan
Document, which includes the Policy, will be the sole document used in
determining the benefits provided hereunder for such persons.
1.4 APPLICABLE LAWS: The Company intends this Plan to comply with all
applicable laws and their regulations, as amended, including, but not limited
to, the Employee Retirement Income Security Act of 1974 ("ERISA"), the Health
Insurance Portability and Accountability Act of 1996 ("HIPAA"), the Family and
Medical Leave Act of 1993 ("FMLA"), the Consolidated Omnibus Budget
Reconciliation Act of 1985 ("COBRA"), the Mental Health Parity Act ("MHPA"), the
Newborns' and Mothers' Health Protection Act of 1996 ("NMHPA") and the Women's
Health and Cancer Rights Act of 1998 ("WHCRA"). To the extent that any provision
in this Plan must be interpreted or construed, the Plan Administrator shall have
the sole authority to exercise such discretion in both a non-arbitrary and
non-capricious manner, and the Plan shall be interpreted or construed in such a
manner as is necessary for the Plan to be in compliance with all applicable
laws.
2
ARTICLE II
DEFINITIONS
2.1 DEFINITIONS: Where the following words and phrases appear in the Plan,
they shall have the respective meanings set forth below, unless the context
clearly indicates to the contrary:
(a) ADMINISTRATIVE SERVICES PROVIDER: Any individual or entity
operating under an agreement to provide administrative services with
respect to the Benefits offered under the Plan.
(b) AFFILIATE: Any corporation which, together with the Company, is
a member of a controlled group of corporations under Code Section 414(b),
is a member of an affiliated service group under Code Section 414(m), or
is under common control pursuant to Code Section 414(c). The term also
refers to any organization in which the Company has a direct or indirect
ownership interest.
(c) BENEFICIARY: Any person entitled to receive benefit payments
from the Plan.
(d) BENEFITS: Amounts payable to Beneficiaries under the terms of
this plan document and/or the Plan's summary plan description. Benefits
provided in the Plan shall be consistent with the requirements of Sections
105 and 106 of the Code for accident and health plans.
(e) COBRA: The Consolidated Omnibus Budget Reconciliation Act of
1985, and its regulations, as amended.
(f) CODE: The Internal Revenue Code of 1986, and its regulations, as
amended.
(g) COMPANY: Centex Corporation, a Nevada corporation. References to
the Company herein shall include, where applicable, any of its Affiliates
who meets the definition of a Participating Employer, or any successor
thereto.
(h) COVERAGE OPTION: Any of the coverages listed in Appendix A.
(i) DEPENDENT: An individual who meets the eligibility requirements
for such as stated in the Plan's summary plan description.
(j) EMPLOYEE: An individual who meets the eligibility requirements
for such as stated in the Plan's summary plan description.
(k) EMPLOYER: The Company and each Affiliate, individually.
(l) ERISA: The Employee Retirement Income Security Act of 1974, and
its regulations, as amended.
3
(m) FMLA LEAVE: An approved leave of absence taken pursuant to, and
contemplated by, the Family and Medical Leave Act of 1993 and its
regulations, as amended from time to time ("FMLA").
(n) HIPAA: The Health Insurance Portability and Accountability Act
of 1996 and its regulations, as amended.
(o) INSURER: Any entity which issues a Policy from which the Company
funds, partially or totally, the Benefits provided by the Plan.
(p) PARTICIPANT: Each Employee and RLTE participating in the Plan
pursuant to the enrollment and eligibility rules listed in the Plan's
summary plan description or herein, and, where reference is appropriate,
each covered Dependent as well.
(q) PARTICIPATING EMPLOYER: Individually, the Company and any
Affiliate which the Company has approved to participate in the Plan.
(r) PLAN: The Centex Corporation Comprehensive Medical Plan, as set
forth herein and as may be hereafter amended from time to time.
(s) PLAN ADMINISTRATOR: The person or entity designated by the Board
of Directors, either directly or through a committee designated by the
Board of Directors, to oversee the general administration of the Plan.
(t) PLAN OPTION: The Coverage Option elected by (or assigned to) a
Participant.
(u) POLICY: A group insurance policy issued by an Insurer and
purchased by the Company to either wholly or partially fund the Benefits
provided by the Plan. This definition shall also include any health
maintenance organization ("HMO") contract purchased by the Company from an
Insurer.
(v) QUALIFIED MEDICAL CHILD SUPPORT ORDER (QMCSO): A medical child
support order which satisfies the requirements of ERISA Section 609(a)(2).
A National Medical Support Notice promulgated pursuant to Section 401(b)
of the Child Support Performance and Incentive Act of 1998 shall also be
considered a QMCSO hereunder if such Notice does not require the Plan to
provide any form of Coverage Option not otherwise provided under this
Plan, except to the extent necessary to meet the requirements of a law
relating to medical child support described in Section 1908 of the Social
Security Act.
(w) RETIRED LONG-TERM EMPLOYEES (OR "RLTES"): Any person meeting the
eligibility requirements of Section 3.2 herein.
(x) THIRD PARTY: Any liability or other insurance covering a person,
whether or not the person is a Participant, the Participant's own
uninsured/underinsured motorist insurance, or no-fault or school insurance
coverages which are paid or payable, or any
4
other party other than the Plan which would be liable to pay for covered
injuries and illnesses.
(y) USERRA LEAVE: An approved leave of absence taken pursuant to,
and contemplated by, the Uniformed Services Employment and Reemployment
Rights Act of 1994 and its regulations, as amended from time to time
("USERRA").
2.2 NUMBER AND GENDER: Wherever appropriate, words used in the singular
shall be considered to include the plural and words used in the plural shall be
considered to include the singular. The masculine gender, where appearing in the
Plan, shall be deemed to include the feminine gender.
2.3 HEADINGS: The headings of Articles and Sections herein are included
solely for convenience. If there is any conflict between such headings and the
text of the Plan, the text shall control. All references to Sections, Articles,
Paragraphs, and Clauses are to this document unless otherwise indicated.
2.4 INCONSISTENT PROVISIONS: In the event that any provision or
implication in this plan document conflicts with, contradicts, or renders
ambiguous a provision or implication in the Centex Corporation Group Welfare
Benefit Plan plan document, such provision or implication in the Group Welfare
Benefit Plan plan document shall control subject to the Plan Administrator's
sole discretion.
2.5 EFFECT UPON OTHER PLANS: Except to the extent provided herein, nothing
in the Plan shall be construed to affect the provisions of any other plan
maintained by the Company.
5
ARTICLE III
ELIGIBILITY
3.1 EMPLOYEE AND DEPENDENT PARTICIPATION: Consistent with the requirements
of ERISA, participation in the Plan may be limited only to eligible Employees,
Directors, consultants (who were regular, full-time employee immediately prior
to obtaining the status of a consultant), and their Dependents. The Plan
Administrator may from time to time establish eligibility requirements for such
Employees and Dependents, as the Plan Administrator may deem appropriate in its
sole discretion, and such requirements shall be incorporated into the Plan's
summary plan description. Participation shall terminate consistent with such
requirements, or other termination of coverage caused either through termination
or amendment of the Plan or as of the date a Participating Employer no longer
participates in the Plan.
3.2 RETIRED LONG-TERM EMPLOYEES, OR "RLTE'S": Coverage may continue in the
Plan for certain Retired Long-Term Employees (also known herein as "RLTE's") and
their Dependents. To be eligible for coverage, an RLTE must have been covered as
an Employee under the Plan at the time of retirement, must be at least 55 years
of age with at least 10 years of service with the Company, must have a minimum
annual base salary at date of retirement of $100,000 (to be adjusted annually
for cost of living index increases) and must elect coverage at the time of
retirement. Notwithstanding this provision, however, eligibility is not
automatic and RLTE coverage must be approved by both the chief executive officer
of the Affiliate of the Company (or the Company, as applicable) from which the
RLTE retired, and then by the Plan Administrator. Any Employee terminated for
cause, even if coverage as an RLTE had previously been offered to the Employee,
is not eligible to be covered as an RLTE. Furthermore, the Plan Administrator,
as with all provisions of this Plan, may elect to change and/or waive the
requirements of this paragraph in its sole discretion at any time.
(a) Coverage for such RLTEs approved for coverage shall begin no
earlier than their completion of 18 months of COBRA coverage (or 29 months
in the case of a disability). If COBRA coverage terminated for any reason
other than the end of the maximum COBRA continuation period, an RLTE shall
not be eligible for coverage under this Section.
(b) RLTEs covered under this provision shall make the applicable
contributions in order to obtain and maintain coverage under this Plan.
The amount of contributions for coverage shall be set by the Plan
Administrator, may be changed from time to time in the sole discretion of
the Plan Administrator, and shall be communicated to RLTEs.
(c) Dependents of RLTEs may also be eligible for coverage hereunder.
The Plan Administrator may from time to time establish eligibility
requirements for such Dependents, as the Plan Administrator may deem
appropriate in its sole discretion.
(i) Other than as indicated elsewhere herein, the requirements
for coverage of an RLTE's Dependents shall be identical to those for
Dependents of Employees.
6
(ii) If, as of the end of the completion of COBRA coverage, an
RLTE is eligible for Medicare immediately thereafter, coverage shall
be eligible to continue for the RLTE's Dependents not so eligible,
pursuant to Section 3.2(d)(ii) below.
(d) Other than for termination or amendment of this Plan, coverage
for RLTEs and their Dependents, as applicable, shall end as of the day:
(i) An eligible RLTE or Dependent chooses not to be covered by
the Plan at any time and communicates such choice to the Plan
Administrator either directly or through the Company's Benefits
Department;
(ii) An eligible RLTE or Dependent turns 65 or otherwise
becomes eligible for Medicare coverage (however, coverage dropped
under this provision shall apply only to the individual who turned
65 or became eligible for Medicare, as applicable, be it the RLTE or
a Dependent);
(iii) An eligible RLTE or Dependent is dropped from coverage;
or,
(iv) The Eligible RLTE or Dependent fails to make the required
contribution for coverage.
Coverage terminated under this Section 3.2(d) shall not be eligible to be
reinstated, except in the sole discretion of the Plan Administrator.
(e) The coverage stated above in this Section 3.2 shall also be made
available to certain retired directors of the Board. To be eligible for
coverage as a retired director, the Plan Administrator must approve of
this extension of coverage to such person, and the person must have been
covered under the Plan as a member of the Board at the time of retirement.
Eligibility under this provision will then begin, at the director's
election, either at the time of retirement from the Board or upon any
expiration or termination of COBRA coverage, with notice of such election
provided to the Plan Administrator within 45 days of such event(s). A
rejection of coverage as a retired director in order to elect COBRA
coverage under the Plan shall not prevent a retired director from being
eligible to elect this coverage upon the expiration or termination of
COBRA coverage at a later date.
(i) As with coverage for RLTE's, eligible Dependents of
retired directors may also be eligible for coverage hereunder. Other
than as indicated elsewhere herein, the requirements for coverage of
a retired director's Dependents shall be identical to those for
Dependents of Employees.
(ii) Other than for termination or amendment of this Plan,
coverage for retired directors and their Dependents, as applicable,
shall end as of the day:
a. An eligible retired director or Dependent chooses not
to be covered by the Plan at any time and communicates such
choice to the Plan
7
Administrator either directly or through the Company's
Benefits Department;
b. An eligible retired director reaches the age of 73
(however, coverage may continue for Dependents after this
event pursuant to Section 3.2(e)(iii) below); or
c. The eligible retired director or Dependent fails to
make the required contribution for coverage.
(iii) If, as of the termination of coverage for a retired
director, a retired director's then-covered Dependent spouse is not
eligible for Medicare immediately thereafter, coverage shall be
eligible to be continued for such Dependent spouse and the retired
directors' then-covered Dependent children until the earlier to
occur of the date of the spouse's Medicare eligibility, the
voluntary termination of coverage by the spouse and/or children, as
applicable, the date such Dependents would no longer meet the
definition of an eligible Dependent under the terms of the Plan or
the amendment or termination of the Plan which causes a loss of
coverage.
(iv) The applicable monthly premium rate for retired directors
and their covered Dependents shall be double the applicable COBRA
rate charged to COBRA participants for each month of coverage in
question.
(v) Coverage terminated under this Section 3.2(e) shall not be
eligible to be reinstated, except in the sole discretion of the Plan
Administrator.
8
ARTICLE IV
CONTINUANCE OF COVERAGE
4.1 COBRA: For coverage continuation rights of qualified beneficiaries,
the Plan shall be operated and administered in compliance with COBRA. All
notices required under COBRA shall be provided to Participants pursuant to the
procedures outlined therein. Furthermore, a description of a Participant's COBRA
rights and responsibilities, as well as a description of the actions a
Participant must take to access and exercise those rights and responsibilities,
shall be included in the Plan's summary plan description.
4.2 FMLA LEAVES: Contrary Plan provisions notwithstanding, the Plan shall
provide for, to the extent required by the FMLA, continuation and reinstatement
of coverage for Participants upon an Employee's FMLA Leave, as long as the
Employee complies with the requirements imposed upon him/her under the FMLA as a
condition to such rights.
4.3 USERRA LEAVES: Contrary Plan provisions notwithstanding, the Plan
shall provide for, to the extent required by USERRA, continuation of coverage
and reinstatement of coverage for Participants upon an Employee's USERRA Leave,
as long as the Employee complies with the requirements imposed upon him/her
under USERRA.
4.4 QUALIFIED MEDICAL CHILD SUPPORT ORDERS: Contrary Plan provisions
notwithstanding, this Plan shall provide benefits and coverages in accordance
with the applicable requirements of a Qualified Medical Child Support Order, or
QMCSO, and the Plan Administrator and/or any Insurer, as applicable, shall
establish such rules and procedures regarding compliance with such orders, as is
required by ERISA.
9
ARTICLE V
BENEFITS
5.1 AMOUNT OF BENEFITS: A description of the amount and type of Benefits
provided under the Plan shall be provided in the Plan's summary plan
description. Benefits offered to each Participant shall depend on the Coverage
Option selected by or for that Participant. Furthermore, the Plan's summary plan
description shall also include the limitations applicable to the Plan's
Benefits, either as to a particular Coverage Option or to the Plan as a whole.
There shall be no requirement that the Plan offer all Coverage Options to all
Participants.
(a) For the provision of Benefits hereunder, either wholly or in
part, the Plan Administrator, in its sole discretion, shall have the
authority to contract with an Insurer, a preferred provider organization
(PPO), an exclusive provider organization (EPO), a health maintenance
organization (HMO), a prescription benefits manager (PBM) and/or any
similar association or grouping of health care providers, either organized
by an Insurer or any other entity.
(b) The Plan Administrator and Insurer (and/or the Administrative
Services Provider for the applicable Coverage Option, with the approval of
the Plan Administrator) may, from time to time, adopt procedures that
Participants must follow in order to obtain the maximum available
Benefits. Any such requirements shall be set forth in the summary plan
description for the Plan or otherwise provided to Participants in
compliance with applicable law. Failure to comply with such requirements
may result in a reduction of Benefits otherwise payable by the Plan, or in
complete disqualification from payment of Benefits otherwise payable by
the Plan.
(c) Benefits provided under a conversion policy are not an
obligation of the Plan or the Company. A conversion policy is the result
of a direct relationship between an insurance company and an individual.
If a conversion policy is made available from an Insurer to a Participant,
the Participant, upon election of coverage under such policy, must look to
that Insurer for the provision of such benefits.
5.2 COORDINATION OF BENEFITS: The Plan's summary plan description shall
contain procedures for coordination with other medical plans, whether group,
individual, state or federal, which also provide medical coverage to a
Participant.
(a) Notwithstanding any provisions of the Plan to the contrary,
payment for benefits with respect to a Participant under the Plan will be
made in accordance with any assignment of rights made by or on behalf of
such Participant or a beneficiary of the Participant as required by a
State plan for medical and/or dental assistance approved under title XIX
of the Social Security Act pursuant to Section 1912(a)(1)(A) of such Act
(as in effect on the date of the enactment of the Omnibus Budget
Reconciliation Act of 1993). In enrolling an individual as a Participant
or in determining or making any payments for benefits of an individual as
a Participant, the fact that the individual is eligible for or is provided
medical and/or dental assistance under a State plan for medical and/or
dental assistance approved under title XIX of the Social Security Act will
not be taken into account.
10
(b) To the extent that payment has been made under a State plan for
medical and/or dental assistance approved under title XIX of the Social
Security Act in any case in which the Plan has a legal liability to make
payment for items or services constituting such assistance, payment for
benefits under the Plan will be made in accordance with any State law
which provides that the State has acquired the rights with respect to a
Participant to such payment for such items or services.
5.3 RIGHT TO RECEIVE AND RELEASE NECESSARY INFORMATION: The Plan, the Plan
Administrator, an Insurer, an Administrative Services Provider and/or the
Company have the right to obtain, receive and release all information in order
to administer the Plan, subject to the "Access to Protected Health Information"
Section herein. As a precondition to receiving Benefits, an individual claiming
Benefits hereunder is required to furnish to the Plan's designated
representative (including, but not limited to, an Insurer) all information such
representative(s) may deem necessary, in their discretion, for the proper
administration of the Plan, which includes but is not limited to all information
about other plans under which the Participant is covered for dental benefits.
5.4 UNDERPAYMENTS: If payments which should have been made under the
provisions of this Plan are made under any other plans, the Plan Administrator
has the right to direct the Plan's designated representative to pay over to the
organization(s) making such payments the amount which should have been paid
under this Plan. The payment shall be considered as Benefits paid under this
Plan and shall operate to fully discharge the Plan, the Plan Administrator, an
Insurer, an Administrative Services Provider and/or the Company, as applicable,
from liability to the extent of such payment.
5.5 RIGHT OF RECOVERY: If payments have been made by the Plan in excess of
the maximum amount payable under the Plan's coordination of benefits and/or
subrogation provisions, the Plan's designated representative has the right to
recover the excess amount paid on behalf of the Plan. The Plan shall have the
right to recover the excess benefit from one or more of the following:
(a) Participants to, for or with respect to whom such payments were
made;
(b) Any insurance companies;
(c) Any other group welfare benefit plan(s); or,
(d) Any other organizations.
5.6 BENEFITS PAYABLE: Benefits are payable to the Participant whose injury
or illness is the basis of claim under the Plan. Whenever a Participant assigns
Benefits to a medical provider, payment of Benefits may be made directly to the
provider.
(a) If the Plan Administrator, Insurer or Administrative Services
Provider determines that any Participant is legally incapable of giving a
valid receipt for any payment due to him/her, and no guardian for this
individual has been appointed, such payment may be made to the individual
or individuals who, in the judgment of the Plan
11
Administrator, Insurer or Administrative Services Provider, as applicable,
have assumed the care and principal support of the incapable Participant.
5.7 PAYMENTS AFTER DEATH OF PARTICIPANT: If a Participant dies before all
amounts due and payable to him/her have been paid, such amounts shall be paid or
provided to the Participant's Beneficiary(ies) designated under the Centex
Corporation Group Life Insurance Plan or, if none is so designated, to the
executor of the Participant's estate. Any payment made by the Plan in accordance
with these provisions shall fully discharge the Plan, the Company, any
Participating Employer, the Plan Administrator and the Administrative Services
Provider to the extent of such payment.
12
ARTICLE VI
SUBROGATION
The Plan shall be subrogated to all of the claims, demands,
recoveries or rights of recovery (collectively referred to herein as "Rights of
Recovery") of the Participant against a Third Party to the extent of any and all
Benefits paid or payable by the Plan due to any medical condition for which the
Participant may have any Rights of Recovery against a Third Party. The Plan
shall be subrogated to the Participant's Rights of Recovery regardless of
whether Benefits have been paid and regardless of whether the Participant has
been made whole.
In the event any individual receives any recovery, whether by
settlement, judgment or otherwise, arising out of an injury, illness, sickness
or other condition for which the Participant has, may have, or asserts, any
Rights of Recovery against any Third Party, the Plan shall be entitled to
immediate and first reimbursement from the proceeds of any such recovery, to the
full extent of benefits paid under the Plan, regardless of whether the
Participant has been fully compensated or made whole and regardless of the fault
or negligence of the Participant.
The Plan's rights of reimbursement and subrogation shall be from the
first monies to be paid to or received by the individual without deductions of
any type, including costs, except that attorney's fees incurred and paid by a
Participant solely for the purpose of securing a payment from a Third Party with
respect to an injury, illness, sickness or other condition may reduce the amount
of such payment to which the Plan is entitled; provided, however, that such
reduction is negotiated with and agreed to by the Plan Administrator or its
appropriate designee.
As a condition precedent to the payment of benefits under the Plan,
the Plan shall require the Participant to execute (or secure the execution of)
and deliver such instruments and papers and do whatever else is necessary to
execute, protect and secure the Plan's rights. However, the Plan shall have a
right to reimbursement and subrogation from a Third Party, including but not
limited to the Participant, regardless of whether the Participant executes and
delivers such documents, to the extent of payments previously made. The
Participant shall do nothing to prejudice the rights of the Plan to such
reimbursement and subrogation.
The Participant must promptly notify the Plan Administrator of the
possibility of obtaining a recovery, whether by settlement, judgment, agreement
or otherwise, for personal injury for which the Plan has paid or may be
responsible for paying for medical care, treatment or services for the
Participant. For a Participant's settlement regarding such personal injury to be
binding on the Plan, however, the Plan Administrator must give its written
consent. The Plan may enforce its subrogation and reimbursement rights by
requiring the Participant to assert a claim to any of the foregoing coverages to
which he/she may be entitled.
The Plan shall have a lien on all sums recovered in connection with
the loss causing the payment of Benefits to the extent of its own payments. The
Plan shall also be entitled to recover from the Participant, or any other
beneficiary, any amounts paid which are in excess of amounts actually owed under
the terms of the Plan, including the right to deduct the amount of excess
payment from any subsequent Benefits. If any person accepts payment from the
Plan, that person does so pursuant to the provisions of the Plan.
13
ARTICLE VII
FUNDING
7.1 SOURCE OF FUNDING. The Plan Administrator in its sole discretion may
adopt a funding mechanism as is necessary to carry out the purposes of that
Program, which mechanism may be exclusively through Company contributions,
Participant contributions, Policies or any combination thereof. To the extent
required by ERISA, a trust account shall be established by the Company to hold
Participant contributions which must be held in trust and the Plan Administrator
shall carry out all necessary requirements to implement such arrangement.
7.2 PARTICIPANT CONTRIBUTIONS.
(a) The amount and frequency of contributions required from a
Participant in order to participate in the Plan, if any, shall be
determined by the Plan Administrator and shall be communicated to
Participants in a manner which complies with applicable law. Further,
Participants' contributions shall be subject to change by and in the sole
discretion of the Plan Administrator, and Participants shall be advised of
any such change in the amount and/or frequency of such contributions as
required by applicable law.
(b) Subject to the terms and conditions set forth in the Centex
Corporation Flexible Benefits Plan, current Employees shall be permitted
to make their required contributions with respect to coverage hereunder on
a pre-tax basis, which shall render such contributions general assets of
the Company and not the Plan. A Participant has only an unsecured contract
right to receive Benefits (or to have Benefits paid on his behalf) from
the Plan.
7.3 BENEFITS FROM TRUST AND/OR GENERAL ASSETS. Benefits may be paid either
from any trust established for that purpose (including any trust which is
intended to be a voluntary employees' beneficiary association under Code Section
501(c)(9) (a "VEBA")) or from the general assets of the Company, as determined
by the Plan Administrator. Except to the extent the Company procures a Policy
for the payment of benefits or establishes a VEBA, all Benefits under this Plan
shall be paid from the general assets of the Company. Furthermore, no Company
assets shall be required to be segregated for the purpose of providing Benefits
under the Plan.
14
ARTICLE VIII
ADMINISTRATION
8.1 PLAN ADMINISTRATION: Administration of the Plan shall be subject to
Section VI (Administration of Plan) of the Centex Corporation Group Welfare
Benefits Plan, as amended from time to time, as if fully set forth herein. Each
Insurer and Administrative Services Provider, with the approval of the Plan
Administrator, may also establish rules, procedures and deadlines for the filing
of claims under the applicable Coverage Options for which they either provide
insurance or administrative services, as applicable, which procedures shall be
set forth in the Plan's summary plan description or otherwise communicated to
Participants.
8.2 ADOPTION, AMENDMENT AND TERMINATION: Adoption of the Plan by
Affiliates, as well as the procedures for amendment and termination of the Plan
shall be subject to Section VII (Adoption, Amendment and Termination of Plan) of
the Centex Corporation Group Welfare Benefits Plan, as amended from time to
time, as if fully set forth herein.
8.3 EFFECT OF AMENDMENT OR TERMINATION. If the Plan is amended or
terminated, each Participant and their Beneficiaries shall have no further
rights hereunder and the Company and Participating Employers shall have no
further obligations hereunder, including but not limited to, arranging for the
Plan's funding, except as otherwise specifically provided under (a) the amended
terms of the Plan; or, (b) the terms of the Plan which existed at the time of
termination. However, no amendment or termination shall be made that would
diminish any accrued Benefits arising from incurred but unpaid claims of
Participants existing prior to the effective date of such amendment or
termination.
8.4 EFFECT OF ORAL STATEMENTS. Any oral representations made by the
Company, an Administrative Services Provider, an Insurer, the Plan Administrator
or any other individual or entity that alter, modify, amend, or are inconsistent
with the written terms of the Plan shall be invalid and unenforceable and may
not be relied upon by any Participant, Beneficiary, service provider, or other
individual or entity.
15
ARTICLE IX
ACCESS TO PROTECTED HEALTH INFORMATION
The Plan may disclose protected health information ("PHI"), as that
term is defined in HIPAA and its regulations, as amended, to the Company, as the
Plan Sponsor of the Plan. The procedures regulating the Company's access to PHI,
as well as the responsibilities of the Plan's Privacy Officer shall be subject
to Section XII (Access to Protected Health Information) of the Centex
Corporation Group Welfare Benefits Plan, as amended from time to time, as if
fully set forth herein.
16
ARTICLE X
MISCELLANEOUS PROVISIONS
10.1 MISCELLANEOUS PROVISIONS: The Plan shall be subject to Section XIII
(Miscellaneous Provisions) of the Centex Corporation Group Welfare Benefits
Plan, as amended from time to time, as if fully set forth herein.
10.2 OTHER SALARY-RELATED PLANS: It is intended that any salary-related
employee benefit plans that are maintained or sponsored by the Company shall not
be affected by this Plan. Any contributions or benefits under such other plans
with respect to a Participant shall, to the extent permitted by law and
applicable plan documents, be based on the Participant's salary or compensation
without regard to any benefits paid or available under this Plan.
10.3 MEDICAL RESPONSIBILITIES: With regard to the Benefits provided in
this Plan, all responsibility for medical decisions with respect to a
Participant concerning any treatment, choice of health care provider, drug,
service or supply rests exclusively with the Participant and/or the
Participant's treating health care provider. Neither any Participating Employer,
the Company, the Plan Administrator, an Insurer or any Plan service provider has
any responsibility for any such medical decision or for any act of omission of
any physician, hospital, pharmacist, nurse, or other provider of medical goods
or services, and each of them may rely upon the representations of any
physician, hospital, pharmacist, nurse or other provider medical goods or
services without any duty to verify independently the truth of such
representations.
10.4 ABUSE OF COVERAGE: In the event that the Plan Administrator makes a
good faith determination, in its sole discretion, that evidence exists that a
Participant is attempting to abuse Plan coverage or Benefits by attempting or
aiding the filing of claims to which a Participant is not entitled, the Plan
Administrator may limit or terminate the coverage or Benefits provided to said
Participant to the extent necessary, in its discretion, to prevent such abuse.
Any such termination or limitation of coverage or Benefits shall be effective at
11:59 p.m. on the date that the Plan Administrator mails or otherwise provides
written notice of same to the Participant. Coverage or Benefits limited or
terminated pursuant to this section may not be reinstated. Notwithstanding the
above, this paragraph, as well as any provision of this Plan, shall not be used
in any way to discriminate against any Participant in the valid exercise of
his/her rights hereunder, including, but not limited to, the election of
coverage and the claiming of Benefits to which the Participant is entitled under
the terms of the Plan.
17
IN WITNESS WHEREOF, the Company has caused this Plan to be amended
and restated effective as of January 1, 2005, by action of the Plan's Plan
Administrator.
CENTEX CORPORATION
By ______________________________________
Michael S. Albright
Senior Vice President - Administration
ATTEST:
_____________________________
18
APPENDIX A
COVERAGE OPTIONS
(a) PPO Coverages
1) United HealthCare PPO
2) Blue Cross Blue Shield PPO
3) HMSA PPO
(b) HMO Coverage
1) Cigna HMO
2) Presbyterian Health Plan HMO
3) Kaiser Northern CA HMO
4) Kaiser Southern CA HMO
5) Kaiser HI HMO
(c) EPO Coverage
1) United HealthCare EPO
(d) Indemnity Coverage
1) United HealthCare Traditional Indemnity
(e) Prescription Drug Program
1) Medco Health Solutions
(f) Vision Discounts
19