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EXHIBIT 10.57
Amendment No. 2 to the
Tractor Supply Company
Restated 401(k) Retirement Plan
Pursuant to the provisions of Article 14 of the Plan, this Plan is hereby
amended as follows:
I. Effective January 1, 1999:
1. By deleting Section 8.5 (a) (2) in Article 8. VESTING,
FORFEITURES, AND BREAK IN SERVICE.
2. By substituting the following for Section 8.5 (a) (1) in
Article 8. VESTING, FORFEITURES, AND BREAK IN SERVICE:
"8.5 Application of Forfeitures.
(a) Funds held in the Deposit Account which are
attributable to a former Participant's
non-vested interest in all Contributions
shall be applied as follows:
(1) To restore a Participant's Account
in accordance with the provisions
of Section 8.6;
(2) To reduce future Employer
Contributions."
II. Effective January 1, 2000:
1. By adding the following to Section 2.1 (a) in Article 2.
ELIGIBILITY AND PARTICIPATION:
"(2) Notwithstanding the Service requirement in Section
2.1 (a) (1), and Employee in the Eligible Class who
has completed at least five months of service and
attained Age 21 on or before July 1, 2000 shall
become a Participant on July 1, 2000."
2. By substituting the following for Section 3.2 in Article 3.
CONTRIBUTIONS:
"3.2 Matching Contributions. The Employer will make a
matching Contribution each month for each Participant
in accordance with the following formula:
(a) 100% of the elective Contributions made
under Section 3.1 above, up to 3% of the
participant's Compensation; and
(b) 50% of the Elective Contributions made under
Section 3.1 above, from 3% to 6% of the
participant's Compensation.
In no event shall the total Matching Contribution made on
behalf of a Participant exceed 4.5% of such Participant's
Compensation in any Plan Year."
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3. By deleting Sections 5.1 through 5.9 in their entireties in
Article 5. NON-DISCRIMINATION TESTING and substituting, in
lieu thereof, the following:
"5.1 Requirements. In order that Contributions made under
the Plan do not discriminate in favor of Highly
Compensated Employees, the actual deferral percentage
("ADP") test in Code Section 401(k) (3) and the
actual contribution percentage ("ACP") test in Code
Section 401(m) shall be satisfied each year by the
Employer's matching contributions under Section 3.2
above that satisfy the ADP test safe harbor and the
ACP test safe harbor under Code Sections 401(k) (12)
and 401(m) (11), respectively."
4. By deleting Section 5.10 in its entirety in Article 5.
NONDISCRIMINATION TESTING and renumbering it as Section 5.2 to
provide as follows:
"5.2 Additional Requirements. All contributions used to
satisfy the ADP test safe harbor and the ACP test
safe harbor that are allocated to a Participant's
Account under the terms of the Plan as of any date
within the Plan Year shall be actually paid to the
Plan's trust by the Employer within the time
prescribed by law, including extension of time for
filing its federal tax return for the applicable year
but in no event later than 12 months after the close
of the Plan Year to which such Contributions relate."
5. By deleting Section 6.5(c) in its entirety in Article 6 TOP
HEAVY PROVISIONS and substituting, in lieu thereof, the
following:
"Except as authorized by Regulation 1.416-1, no matching
contribution shall be used in determining whether a non-key
Employee has received the required minimum allocation."
6. By substituting the following for Section 8.1 in Article 8.
VESTING FORFEITURES, AND BREAK IN SERVICE:
"8.1 Vesting Schedule. A Participant shall have a vested
interest of 100% in that portion of his Participant's
Account equal to the value of Elective Contributions,
Qualified Non-Elective Contributions, Voluntary
Individual Retirement Amounts, Special Employer
Contributions, Employee Contributions, Matching
Contributions made for Plan Years beginning on and
after January 1, 2000 and Rollover Amounts standing
to his credit in such account. Upon death, Disability
or attainment of his Normal Retirement Age or Early
Retirement Date, a Participant shall also have a
vested interest of 100% in that portion of his
Participant's Account equal to the value of any Basic
Contributions, Optional Employer Contributions,
Matching Contributions made for Plan Years beginning
prior to January 1, 2000, Employer Stock Amounts and
any Minimum Contributions standing to his credit in
such account. In all other cases, a Participant's
vested interest in that portion of his Participant's
Account attributable to Basic Contributions, Matching
Contributions made for Plan Years beginning prior to
January 1, 2000, Optional Employer Contributions,
Employer Stock Amounts and Minimum Contributions
shall be based on his Years of Service in accordance
with the following schedules, except as required
under Article 6:
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(a) For Plan Years prior to January 1, 1997:
Completed Years Percentage of
of Service Vested Interest
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Less than 3 None
3 20%
4 40%
5 60%
6 80%
7 or more 100%
(b) For Plan Years beginning on or after January
1, 1997:
Completed Years Percentage of
of Service Vested Interest
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Less than 2 None
2 20%
3 40%
4 60%
5 80%
6 or more 100%
7. By substituting the following for Section 9.5 in Article 9. WITHDRAWALS
AND LOANS DURING PARTICIPATION:
"9.5 Withdrawal for Terminal Illness. A Participant may elect to
withdraw any amounts attributable to Basic Employer
Contributions, Matching Contributions made for Plan Years
beginning before January 1, 2000, Optional Employer
Contributions, Special Employer Contributions and Employer
Stock Amounts only upon a determination by the Plan
Administrator that such Participant has a terminal illness,
which shall mean a physical condition which, more likely than
not, will result in the Participant's death, even with medical
treatment, within 12 months from the date of the Participant's
request for the withdrawal. Such determination shall be made
by the Plan Administrator based upon a medical opinion from a
licensed physician acceptable to the Plan Administrator."
In witness whereof, the Employer hereby causes this amendment to be executed on
this 15th day of December, 1999.
Employer: Tractor Supply Company
By: /s/ Daisy L. Vanderlinde
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Title: Vice President-Human Resources
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