SUMMARY PLAN DESCRIPTION The 401(k) ELIGIBILITY The Plan is open to all full-time and part-time ADP associates who have completed one year of service and have attained age 21. Part-time associates must work at least 1,000 hours to be eligible. ENROLLMENT To enroll, you simply complete and return an enrollment form indicating: The amount you want to contribute; How you want your money invested; and The beneficiary to receive your account if you should die. Your membership in the Plan will begin with your first payroll deduction. HOW THE PLAN WORKS The basic operation of the Plan is simple. The Company adds contributions to your account. Tax savings are added to your account. You divide your money among three investment options. No taxes are paid on any earnings in your account until withdrawn, and then very favorable tax treatments may be available. CONTRIBUTING TO THE PLAN There are two types of contributions which can be made to your account: Your Contributions -- Your decision to contribute is completely voluntary. Your contributions are made from earnings before taxes are taken out -- from 1% up to 6% of your total earnings. Total earnings include any pay received during the year, including bonus, commissions, overtime pay, etc., but excluding relocation pay and car allowances. There may be restrictions on contributions from certain higher-paid associates. Company Matching Contribution--The matching contribution is made in ADP stock and is equal to 40% of the first 4% of your contributions. Once you've participated in the Plan for 60 months, beginning after January 1, 1991, the Company matching contribution will increase to 50% of the first 4% of your contributions. You must be employed as of December 31st in order to have the Company match credited to your account. Your account also grows through tax savings in two ways: Immediate Tax Savings-- Contributing from your pay before taxes are taken out instantly gives you more money to invest. Federal Withholding Taxes that would have been paid on the money you contribute are deposited instead in to the Plan. Depending on where you live or work, you may also save state and local income taxes. Tax Deferred Earnings--No taxes are paid on any earnings in the Plan until they are withdrawn. Your account will continue to grow on a tax-deferred basis. INVESTING YOUR SAVINGS The Plan offers three options for investing savings. You can choose one, two, or all three. However, the Company matching contribution must be held for two years in Company stock before it can be transferred to another investment account. The Fixed Income Fund is invested in fixed income investments, including but not limited to those issued by the U.S. government or corporations. Its purpose is to provide you with competitive rates of return and preserve your investment capital. The Diversified Equity Fund is invested in a diversified portfolio of common stock of selected, publicly owned corporations. The primary objective is growth of principal, but since the value of common stocks can decease as well as increase, the value of your account in the Diversified Equity Fund will fluctuate. The Life Insurance Option allows you to use up to 25% of your contributions to purchase permanent life insurance on your own life. If selected during your initial enrollment period, this life insurance is available without physical examination. It will build cash values which earn competitive interest rates, and it is completely portable. If you leave ADP for any reason, you can tax your policy with you, without any changes in insurance company rates or features. You may also cancel your life insurance at any time. Your contributions are divided in 25% multiples between the Fixed Income and Diversified Equity Funds. If you choose the Life Insurance Option, contributions for Life Insurance will be made first and the remainder of your contributions will be invested in the other options. You may change your investment elections in January or July each year. VESTING Vesting means you have a guaranteed right to the ADP matching contribution. Once you have three years of service, you'll be entitled to 100% of the Company match and any investment gains related to the match. If you leave ADP after two years of service but less than three, you'll be entitled to keep 50% of both the company matching contribution and investment gains. If you leave ADP before two years of service, you will not acquire ownership of any Company match. The non-vested Company match that you earned will be forfeited after five consecutive one-year breaks in service. Service is a period of time beginning from the date of employment with ADP to the date of severance from the Company, which is the earlier of: The date of discharge, retirement or death; or The first anniversary of the date continuous absence from work began for any reason other than a leave of absence. A break in service will occur if you resign, are discharged, or retire. If you were not vested at the time you left, the years of service you earned can be lost and your Company match forfeited. However, service will be restored to your original service date if you are rehired within 12 months. If you are rehired after a 12-month period, your service will be restored after you complete one year of services provided: You were not vested or 50% vested and your are reemployed prior to the fifth anniversary of the date you terminated; or You were 100% vested when you terminated employment. If you leave ADP after two years of service and receive payment of your vested Company match on or after termination of employment, the non-vested portion of your Company match will be forfeited. If you later resume employment with the Company, the forfeited amount will be restored if you repay the full amount of the distribution upon the earlier of: Five years after the date your are subsequently re- employed by the Company; or Five consecutive one-year breaks in service. However, no matter when you leave, you'll always be entitled to the value of your own contributions, tax savings, and any earnings on your contributions. DISTRIBUTIONS DURING YOUR CAREER You will automatically receive, without penalty, the full value of your account at termination of employment, onset of a disability, death, or April 1, following the year you turn 70.5. However, if the value of your account is more than $3,500, no distribution will be made without your permission. You may defer distribution of your account until age 65. You may also withdraw your contributions from the Plan in the event of a financial hardship. A Hardship Withdrawal is allowed for certain authorized purposes such as purchasing a primary home, preventing eviction from or foreclosure on your home, paying for your dependents' college education, or paying extraordinary medical expenses. A Hardship Withdrawal requires approval of the Plan Committee. All Financial Hardship Withdrawals must comply with regulations established by the IRS. These regulations place certain restrictions/limit ations on hardship withdrawals. DEATH BENEFIT In the event of your death, your spouse will receive the full value of your account. You may elect to have other beneficiaries share in the process or name beneficiaries other than your spouse. If you do, your spouse must sign a waiver form which is witnessed by a Plan representative or a notary public. LOANS You can borrow up to 50% of your vested account balance in an amount not less than $1,000, up to a maximum of $50,000. Loans must be repaid through payroll deductions within one, three, or five years, and you have to repay any outstanding loan before a new loan can be made. The interest rate paid on the loan will be equal to the prime rate at the time the loan is made plus one percentage point. Loans are available on the first day of each month. To apply for one, you must complete a loan application which must be received by the Corporate office by the fifteenth of the prior month. The Committee is responsible for administering the loan program. The participant is responsible for any loss caused by non- payment or default of a loan. 1994 CHANGES TO THE COMPREHENSIVE HEALTH CARE PLAN, FLEXIBLE SPENDING ACCOUNTS AND SURVIVOR BENEFITS Comprehensive Health Care - Added Coverage Under Managed Care (in-network only) For: - Mammograms - Colon-Rectal Screenings - Immunizations Flexible Spending Accounts - Increased the Health Care-Plus Annual Maximum to $2500 Survivor Benefits - Added Family Coverage to the Personal Accident Insurance Plan 1994 CHANGES TO THE 401(k) PORTION OF THE RETIREMENT CAPITAL ACCUMULATION PLAN INCLUDE: Addition of Another Investment Fund - The ADP Stock Fund which is invested in ADP Stock. Contributions of 1% are permitted in the Fund which purchases ADP stock at a 15% discount. Associates who contribute to the Fund are permitted to invest a total of 7% of salary into the Plan rather than the normal 6%. Company Match Increased From 40% on the first 5% of contributions to 40% on the first 6% of contributions if you participate in the ADP Stock Fund. The 1% match on the ADP Stock Fund purchases stock at a 15% discount. 1993 CHANGES TO THE 401(K) PORTION OF THE RETIREMENT CAPITAL ACCUMULATION PLAN INCLUDE: COMPANY MATCH INCREASED FROM 40% ON THE FIRST 4% OF CONTRIBUTIONS TO 40% ON THE FIRST 5% OF CONTRIBUTIONS ADDITION OF ANOTHER INVESTMENT FUND -- THE BALANCED FUND WHICH INVESTS PRIMARILY IN STOCKS AND BONDS TO "BALANCE" YOUR MONEY AND REDUCE YOUR RISK. INVESTMENT FUND ELECTIONS IN 10% INCREMENTS QUARTERLY INVESTMENT FUND ELECTION CHANGES ON JANUARY 1, APRIL 1, JULY 1, & OCTOBER 1 ROLLOVERS FROM QUALIFIED RETIREMENT PLANS PERMITTED INTO OUR PLAN ************************************************************** ****** ALL 1/1/94 PLAN CHANGES WILL BE COMMUNICATED IN THE NEXT PRINTING. ************************************************************** *******