PENSION PLAN FOR EMPLOYEES
OF AMPHENOL CORPORATION
TABLE OF CONTENTS
Page
----
ARTICLE I.
ELIGIBILITY
1.1. Eligibility ..........................................................2
ARTICLE II.
EMPLOYER CONTRIBUTIONS;
2.1. Payment of Contributions .............................................2
2.2. Limitation on Contribution ...........................................2
2.3. Time of Payment ......................................................3
2.4. No Additional Liability ..............................................3
ARTICLE III.
EMPLOYEE CONTRIBUTIONS
3.1. Required Contributions ...............................................3
ARTICLE IV.
PLAN BENEFITS
4.1. Plan Benefits ........................................................3
4.2. Minimum Benefit for Top Heavy Plan ...................................3
4.3. Non-Duplication of Benefits ..........................................5
4.4. Transfers; Service with Affiliated Employers .........................6
ARTICLE V.
CODE SECTION 415 LIMITATIONS ON BENEFITS
5.1. Maximum Annual Benefit ...............................................6
5.2. Adjustments to Annual Benefit and Limitations ........................8
5.3. Annual Benefit Not in Excess of $10,000 ..............................10
5.4. Participation or Service Reductions ..................................10
5.5. Multiple Plan Reduction ..............................................11
5.6. Incorporation by Reference ...........................................15
ARTICLE VI.
VESTING
6.1. Vesting Rights .......................................................15
6.2. Top-Heavy Vesting ....................................................15
6.3. Service Computation Period; Service Credit ...........................15
6.4. Amendment of Vesting Schedule ........................................16
6.5. Amendments Affecting Vested and/or Accrued Benefit ...................16
6.6. No Divestiture for Cause .............................................17
ARTICLE VII.
PAYMENT OF BENEFITS
7.1. Notice ...............................................................17
7.2. Waiver of Thirty (30) Day Notice Period ..............................17
7.3. Form of Payment ......................................................18
7.4. Actuarial Equivalent Benefit .........................................18
7.5. Payment Without Participant Consent ..................................18
7.6. Restrictions on Immediate Distributions ..............................18
7.7. Limitation of Benefits on Plan Termination ...........................19
7.8. Early Plan Termination Restrictions ..................................21
7.9. Suspension of Benefits ...............................................24
7.10. Restrictions on Commencement of Retirement Benefits ..................26
7.11. Minimum Distribution Requirements ....................................26
7.12. TEFRA Election Transitional Rule .....................................30
7.13. Distribution of Death Benefit ........................................31
7.14. Date Distribution Deemed to Begin ....................................33
7.15. Distribution Pursuant to Qualified Domestic Relations Orders .........33
7.16. Payment to a Person Under a Legal Disability .........................33
7.17. Unclaimed Benefits Procedure .........................................34
7.18. Direct Rollovers .....................................................35
ARTICLE VIII.
JOINT AND SURVIVOR ANNUITY REQUIREMENTS
8.1. Applicability of Provisions ..........................................35
8.2. Payment of Qualified Joint And Survivor Annuity ......................35
8.3. Payment of Qualified Pre-Retirement Survivor Annuity .................35
8.4. Notice Requirements For Qualified Joint And Survivor Annuity .........36
8.5. Notice Requirements For Qualified Pre-Retirement Survivor Annuity ....36
8.6. Qualified Election ...................................................37
8.7. Election Period ......................................................38
8.8. Pre-age Thirty-five (35) Waiver ......................................38
8.9. Transitional Joint And Survivor Annuity Rules ........................38
ARTICLE IX.
QUALIFIED DOMESTIC RELATIONS ORDERS
9.1. Qualified Domestic Relations Orders ..................................41
ARTICLE X.
TRANSFERS FROM OTHER QUALIFIED PLANS; DIRECT ROLLOVERS
10.1. Transfers from Other Qualified Plans, Direct Rollovers ...............43
ARTICLE XI.
TRANSFERS; SERVICE WITH AFFILIATED EMPLOYERS
11.1. Transfers ............................................................43
ARTICLE XII.
AMENDMENT, TERMINATION, MERGER OR CONSOLIDATION
12.1. Amendment of the Plan ................................................43
12.2. Termination ..........................................................44
12.3. Merger or Consolidation of the Plan ..................................48
ARTICLE XIII.
PARTICIPATING EMPLOYERS
13.1. Adoption by Other Employers ..........................................49
13.2. Requirements of Participating Employers ..............................49
13.3. Designation of Agent .................................................50
13.4. Employee Transfers ...................................................50
13.5. Participating Employer's Contribution ................................50
13.6. Discontinuance of Participation ......................................51
13.7. Plan Administrator's Authority .......................................51
ARTICLE XIV.
ADMINISTRATION OF THE PLAN
14.1. Appointment of Plan Administrator and Trustee ........................51
14.2. Plan Administrator ...................................................52
14.3. Delegation of Powers .................................................52
14.4. Trust Agreement ......................................................52
14.5. Appointment of Advisers ..............................................53
14.6. Records and Reports ..................................................53
14.7. Information From Employer ............................................54
14.8. Majority Actions .....................................................54
14.9. Expenses .............................................................54
14.10. Discretionary Acts ...................................................54
14.11. Responsibility of Fiduciaries ........................................54
14.12. Indemnity by Employer ................................................55
14.13. Claims Procedure .....................................................55
ARTICLE XV.
GENERAL
15.1. Bonding ..............................................................56
15.2. Action by the Employer ...............................................57
15.3. Employment Rights ....................................................57
15.4. Alienation ...........................................................57
15.5. Governing Law ........................................................58
15.6. Conformity to Applicable Law .........................................58
15.7. Usage ................................................................58
15.8. Legal Action .........................................................58
15.9. Exclusive Benefit ....................................................58
15.10. Prohibition Against Diversion of Funds ...............................59
15.11. Return of Contribution ...............................................59
15.12. Employer's Protective Clause .........................................60
15.13. Insurer's Protective Cause ...........................................60
15.14. Receipt and Release for Payments .....................................60
15.15. Headings .............................................................60
15.16. Construction of Plan .................................................61
ARTICLE XVI.
DEFINITIONS
16.1. Accrued Benefit ......................................................61
16.2. Actuarial Equivalent .................................................61
16.3. Administrative Committee .............................................62
16.4. Affiliated Employer ..................................................62
16.5. Aggregation Group ....................................................62
16.6. Anniversary Date .....................................................63
16.7. Annual Benefit .......................................................63
16.8. Annuity ..............................................................63
16.9. Annuity Starting Date ................................................63
16.10. Average Monthly Compensation .........................................64
16.11. Beneficiary ..........................................................64
16.12. Break in Service .....................................................65
16.13. Code .................................................................66
16.14. Compensation .........................................................66
16.15. Controlled Group .....................................................69
16.16. Determination Date ...................................................69
16.17. Direct Rollover ......................................................69
16.18. Disability ...........................................................69
16.19. Distributee ..........................................................70
16.20. Earliest Retirement Date .............................................70
16.21. Early Retirement Age .................................................70
16.22. Early Retirement Date ................................................70
16.23. Eligible Class .......................................................70
16.24. Eligible Retirement Plan .............................................73
16.25. Eligible Rollover Distribution .......................................73
16.26. Employee .............................................................73
16.27. Employer .............................................................73
16.28. Employment Commencement Date .........................................73
16.29. Exhibit ..............................................................74
16.30. ERISA ................................................................74
16.31. Family Member ........................................................74
16.32. Fiscal Year ..........................................................74
16.33. Foreign Subsidiary ...................................................74
16.34. Forfeiture ...........................................................74
16.35. Highly Compensated Employee ..........................................75
16.36. Highly Compensated Participant .......................................76
16.37. Hour of Service ......................................................76
16.38. Inactive Participant .................................................79
16.39. Key Employee .........................................................79
16.40. Late Retirement Date .................................................80
16.41. Leased Employee ......................................................80
16.42. Limitation Year ......................................................81
16.43. Non-Highly Compensated Employee ......................................81
16.44. Non-Key Employee .....................................................81
16.45. Normal Form of Benefit ...............................................81
16.46. Normal Retirement Age ................................................81
16.47. Normal Retirement Date ...............................................81
16.48. Participant ..........................................................81
16.49. Participating Employer ...............................................81
16.50. Period of Military Duty ..............................................82
16.51. Period of Service ....................................................82
16.52. Period of Severance ..................................................82
16.53. Plan .................................................................82
16.54. Plan Administrator ...................................................84
16.55. Plan Year ............................................................84
16.56. Predecessor Employer .................................................84
16.57. Present Value of Accrued Benefit .....................................84
16.58. Primary Social Security Retirement Benefit ...........................84
16.59. Qualified Domestic Relations Order ...................................85
16.60. Qualified Joint and Survivor Annuity .................................85
16.61. Qualified Pre-Retirement Survivor Annuity ............................86
16.62. Re-employment Commencement Date ......................................86
16.63. Re-entry Date ........................................................86
16.64. Regulation ...........................................................86
16.65. Retirement ...........................................................86
16.66. Social Security Retirement Age .......................................86
16.67. Spouse ...............................................................86
16.68. Straight Life Annuity ................................................87
16.69. Super Top-Heavy Plan .................................................87
16.70. Top-Heavy Group ......................................................87
16.71. Top-Heavy Plan .......................................................87
16.72. Top-Heavy Ratio ......................................................88
16.73. Top-Paid Group .......................................................89
16.74. Trust Agreement ......................................................90
16.75. Trust Fund ...........................................................90
16.76. Trustee ..............................................................90
16.77. Valuation Date .......................................................90
16.78. Year of Accrual Service ..............................................90
16.79. Year of Eligibility Service ..........................................90
16.80. Year of Service ......................................................91
16.81. Year of Vesting Service ..............................................91
PENSION PLAN FOR EMPLOYEES OF
AMPHENOL CORPORATION
BY RESOLUTION of its Board of Directors, on the 21st day of November,
1997, AMPHENOL CORPORATION, a Delaware corporation, has approved and adopted a
defined benefit pension plan for certain Employees, effective as of December 31,
1997, which amends and restates the Salaried Employees Pension Plan of the
Amphenol Corporation, as previously amended effective January 1, 1989
(hereinafter referred to as the "Predecessor Plan"); and which now serves as the
single plan to pay benefits to Employees previously participating in certain
other plans maintained by the Employer or its affiliates, which plans have been
merged and consolidated into the Plan effective as of December 31, 1997.
WHEREAS, Amphenol Corporation and certain of its affiliates maintain the
following defined benefit pension plans for eligible employees:
o Salaried Employees' Pension Plan of the Amphenol Corporation
o The Hourly Employees' Pension Plan of Amphenol Corporation
o Pension Plan for Hourly Paid Employees of Chatham Cable Company
o Pyle-National Retirement Plan for Salaried Employees
o LPL Technologies Inc. Retirement Plan
o Pyle-National Retirement Plan for Hourly Employees
o Pension Plan for Salaried Employees of the Sidney Division of the
Amphenol Corporation
o Pension Plan for Hourly Employees of the Sidney Division of the
Amphenol Corporation
WHEREAS, all of the aforesaid plans are to be merged and consolidated with
the Plan effective as of December 31, 1997;
1.
WHEREAS, all benefits previously provided under the plans shall be
provided hereunder subsequent to the merger and consolidation;
WHEREAS, all assets of the plans shall be transferred to the Plan and
Trust and shall thereafter and on an ongoing basis be available to pay benefits
to employees and their beneficiaries;
WHEREAS, at this time the Employer desires to retain the distinct benefit
structures that applied to the participants of the plans prior to the merger and
consolidation to the greatest extent possible;
NOW, THEREFORE, the Plan is amended and restated as follows:
ARTICLE I.
ELIGIBILITY
1.1 Eligibility: The terms and conditions of eligibility shall be
determined by reference to the Exhibit attached hereto which corresponds to the
Employee's classification and status.
ARTICLE II.
EMPLOYER CONTRIBUTIONS;
2.1. Payment of Contributions: The Employer shall contribute to the Plan
from time to time such amounts as the Plan Administrator and the Employer shall
determine are necessary to provide Plan benefits. Such amounts shall be
determined under accepted actuarial methods and assumptions, and may be
contributed in cash or property.
2.2. Limitation on Contribution: Notwithstanding the foregoing, the
Employer's contribution for any Plan Year will not exceed the maximum amount
allowable as a deduction to the Employer under Code Section 404, except to the
extent necessary to satisfy the minimum funding standard required under Code
Section 412 or to correct an error, in which event, the Employer shall make a
contribution to the Plan even if it causes the limitation under Code Section 404
to be exceeded.
2.
2.3. Time of Payment: The Employer will pay to the Trustee its
contribution to the Plan for each Plan Year, within the time prescribed by law,
including extensions of time, for the filing of the Employer's federal income
tax return for the Fiscal Year. In no event, however, will payment to the
Trustee be made after the expiration of the time limit prescribed for
satisfaction of the minimum funding requirements of Code Section 412.
2.4. No Additional Liability: The pension benefits to be provided under
the Plan shall be only such as can be provided by the assets of the Trust Fund
and, except as provided by law, there shall be no liability or obligation on the
part of the Employer to make any further contributions to the Plan in the event
of its termination. Except as otherwise required by ERISA or other applicable
law, no liability for the payment of benefits hereunder shall be imposed upon
the Employer, or the officers, directors or stockholders of the Employer.
ARTICLE III.
EMPLOYEE CONTRIBUTIONS
3.1. Required Contributions: The amount of contributions required of
Participants as a condition for receiving benefits provided hereunder shall be
determined by reference to the Exhibit that corresponds to the Participant's
classification and status.
ARTICLE IV
PLAN BENEFITS
4.1. Plan Benefits: A Participant's benefits shall be determined by
reference to the Exhibit corresponding to the Participant's classification and
status.
4.2. Minimum Benefit for Top-Heavy Plan:
(a) The minimum Accrued Benefit derived from Employer contributions
to be provided under this Section for each Non-Key Employee who is a Participant
during a Plan Year in which the Plan is Top-Heavy Plan shall equal the product
of (1) said Participant's Compensation averaged over the five (5) consecutive
Limitation
3.
Years, (or actual number of Limitation Years, if less) which produce the highest
average and (2) the lesser of (i) two percent (2%) multiplied by Years of
Service or (ii) twenty percent (20%).
(b) For purposes of providing the aforesaid minimum benefit under
Code Section 416, a Non-Key Employee who is not a Participant solely because (1)
his Compensation is below a stated amount or (2) he declined to make required
contributions (if required) to the Plan will be considered to be a Participant
Furthermore, such minimum benefit shall be provided regardless of whether such
Non-Key Employee is employed on a specified date.
(c) For purposes of this Section, Years of Service for any Plan Year
beginning before January 1, 1984, or for any Plan Year during which the Plan was
not a Top-Heavy Plan shall be disregarded.
(d) For purposes of this Section, Compensation for any Limitation
Year ending in a Plan Year which began prior to January 1, 1984, subsequent to
the last Limitation Year during which the Plan is a Top-Heavy Plan, or in which
the Participant failed to complete a Year of Service, shall be disregarded.
(e) For the purposes of determining the top-heavy minimum benefit
under this Section, Compensation shall be limited to $200,000 (as adjusted in
such manner as permitted under Code Section 415(d)).
(f) If the Article herein entitled "Payment of Benefits" provides
for the Normal Retirement Benefit to be paid in form other than a single life
annuity, the Accrued Benefit under this Section shall be the Actuarial
Equivalent of the minimum Accrued Benefit under (a) above.
(g) If payment of the minimum Accrued Benefit commences at a date
other than Normal Retirement Date, the minimum Accrued Benefit shall be the
Actuarial Equivalent of the minimum Accrued Benefit commencing at Normal
Retirement Date.
4.
(h) If a Non-Key Employee participates in this Plan and a defined
contribution plan included in a Required Aggregation Group which is top-heavy,
the minimum benefits shall be provided under this Plan.
(i) For any Plan Year when (1) the Plan is a Top-Heavy Plan but not
a Super Top-Heavy Plan and (2) a Key Employee is a Participant in both this Plan
and a defined contribution plan included in a Required Aggregation Group which
is top-heavy, the extra minimum Accrued Benefit (required by the Article herein
entitled "Section 415 Limitation on Benefits" to provide the higher limitations)
shall be provided for each Non-Key Employee who is a Participant by substituting
three percent (3%) for two percent (2%) and thirty percent (30%) for twenty
percent (20%) in (a) above.
(j) In lieu of the above, if a Non-Key Employee participates in this
Plan and a defined contribution plan included in a Required Aggregation Group
which is top-heavy, a minimum allocation of five percent (5%) of Compensation
shall be provided under the defined contribution plan. If the defined
contribution plan is amended so that the minimum benefits are no longer provided
under the defined contribution plan, the minimum benefits shall be provided
under this Plan.
However, for any Plan Year when (1) the Plan is a Top-Heavy Plan but
not a Super Top-Heavy Plan and (2) a Key Employee is a Participant in both this
Plan and a defined contribution plan included in a Required Aggregation Group
which is top-heavy, seven and one-half percent (7 1/2%) shall be substituted for
five percent (5%) above.
(k) The preceding provisions of this Section shall be inapplicable
to the extent not required of this Plan pursuant to Code Section 416(i)(4).
4.3. Non-Duplication of Benefits: If an Inactive Participant who is no
longer actively employed by the Employer again becomes actively employed by the
Employer in the same Eligible Class, any such renewed participation shall not
result in duplication of benefits. Accordingly, if such Participant has received
or was deemed to have received a distribution of a vested Accrued Benefit under
the Plan by reason of prior participation
5.
(and such distribution has not been repaid to the Plan with interest as
described in the preceding paragraph within a period of the earlier of five (5)
years after the first date on which the Participant is subsequently reemployed
by the Employer or the close of the first period of five (5) consecutive Breaks
in Service commencing after the distribution), his Accrued Benefit shall be
reduced by the Accrued Benefit determined as of the date of distribution.
4.4. Transfers; Service with Affiliated Employers. The benefits provided
hereunder as to an Employee who transfers employment to or from an Affiliated
Employer or into another Eligible Class shall be determined by reference to this
Article and the Article herein entitled "TRANSFERS; SERVICE WITH AFFILIATED
EMPLOYERS."
ARTICLE V.
CODE SECTION 415 LIMITATIONS ON BENEFITS
5.1. Maximum Annual Benefit:
(a) Notwithstanding the foregoing and subject to the exceptions
below, the maximum Annual Benefit payable to a Participant under this Plan in
any Limitation Year shall equal the lesser of:
(1) $90,000, or
(2) one hundred percent (100%) of the Participant's
Compensation averaged over the three consecutive Limitation Years (or the actual
number of Limitation Years for Employees who have been employed for less than
three consecutive Limitation Years) during which the Employee had the greatest
aggregate Code Section 415 Compensation from the Employer.
(b) Notwithstanding anything in this Article to the contrary, the
maximum Annual Benefit for any Participant in a defined benefit plan in
existence on July 1, 1982, shall not be less than the "protected current accrued
benefit", payable annually, provided for under question T-3 of Internal Revenue
Notice 83-10.
6.
(c) Notwithstanding anything in this Article to the contrary, if the
Plan was in existence on May 6, 1986, and had complied at all times with the
requirements of Code Section 415; the maximum Annual Benefit for any individual
who is a Participant as of the first day of the Limitation Year beginning after
December 31, 1986, shall not be less than the Current Accrued Benefit. "Current
Accrued Benefit" shall mean a Participant's Accrued Benefit under the Plan,
determined as if the Participant had separated from service as of the close of
the last Limitation Year beginning before January 1, 1987, when expressed as an
Annual Benefit within the meaning of Code Section 415(b)(2). In determining the
amount of a Participant's Current Accrued Benefit, the following shall be
disregarded: (1) any change in the terms and conditions of the Plan after May 5,
1986; and (2) any cost of living adjustment occurring after May 5, 1986.
(d) The dollar limitation under Code Section 415(b)(1)(A) stated in
paragraph (a)(1) above shall be adjusted annually as provided in Code Section
415(d) pursuant to the Regulations. The adjusted limitation is effective as of
January 1st of each calendar year and is applicable to Limitation Years ending
with or within that calendar year.
(e) The limitation stated in paragraph (a)(2) above for Participants
who have separated from service with a non-forfeitable right to an Accrued
Benefit shall be adjusted annually as provided in Code Section 415(d) pursuant
to the Regulations prescribed by the Secretary of the Treasury.
(f) For the purpose of this Article, all qualified defined benefit
plans (whether terminated or not) ever maintained by the Employer shall be
treated as one defined benefit plan, and all qualified defined contribution
plans (whether terminated or not) ever maintained by the Employer shall be
treated as one defined contribution plan.
(g) For the purpose of this Article, if the Employer is a member of
a controlled group of corporations, trades or businesses under common control
(as defined by Code Section 1563(a) or Code Section 414(b) and (c) as modified
by Code Section 425(h))
7.
or is a member of an affiliated service group (as defined by Code Section
414(m)), all employees of such employers shall be considered to be employed by a
single employer.
(h) For the purpose of this Article, if this Plan is a Code Section
413(c) plan, all employers of a Participant who maintain this Plan will be
considered to be a single employer.
5.2. Adjustments to Annual Benefit and Limitations:
(a) If the Annual Benefit begins before the Participant's Social
Security Retirement Age under the Social Security Act, then the $90,000
limitation shall be reduced in such manner as the Secretary of the Treasury
shall prescribe which is consistent with the reduction for old-age insurance
benefits commencing before the Social Security Retirement Age under the Social
Security Act.
(b) Notwithstanding the aforesaid, for Limitation Years beginning
prior to January 1, 1987, the $90,000 limit shall not be reduced if the annual
benefit begins on or after age sixty-two (62). If the Annual Benefit begins
before age sixty-two (62), the $90,000 limitation shall be reduced by each month
benefits commence before the Participant attains age sixty-two (62) so that it
is the Actuarial Equivalent of the $90,000 limitation beginning at age sixty-two
(62). However, the $90,000 limitation shall not be actuarially reduced to less
than:
(1) $75,000 if the Annual Benefit commences on or after age
fifty-five (55), or
(2) the amount which is the Actuarial Equivalent of the
$75,000 limitation at age fifty-five (55) if the Annual Benefit commences prior
to age fifty-five (55).
For purposes of adjusting the $90,000 limitation applicable
prior to age sixty-two (62) or the $75,000 limitation applicable prior to age
fifty-five (55), the adjustment shall be made pursuant to the general principles
set forth in this Plan for determining Actuarial Equivalence except that the
interest rate assumption shall be the
8.
greater of five percent (5%) or the rate specified in Schedule A hereto and the
mortality decrement shall be ignored to the extent that a Forfeiture does not
occur at death.
(c) If the Annual Benefit begins after the Participant's Social
Security Retirement Age or for Plan Years beginning prior to January 1, 1987,
age 65, the $90,000 limitation shall be increased so that it is the Actuarial
Equivalent of the $90,000 limitation at the Participant's Social Security
Retirement Age (or for Plan Years beginning prior to January 1, 1987, age 65).
(d) If the Annual Benefit begins before age sixty-two (62), then the
$90,000 limitation shall be reduced so that it is the Actuarial Equivalent of
the $90,000 limitation beginning at age sixty-two (62). However, the $90,000
shall not be actuarially reduced to less than:
(1) $75,000 if the Annual Benefit commences on or after age
fifty-five (55), or
(2) the amount which is the Actuarial Equivalent of the
$75,000 limitation at age fifty-five (55) if the Annual Benefit commences prior
to age fifty-five (55).
For purposes of adjusting the $90,000 limitation applicable
prior to age sixty-two (62) or the $75,000 limitation applicable prior to age
fifty-five (55), the adjustment shall be made pursuant to the general principles
used herein for determining the Actuarial Equivalent except that the interest
rate assumption shall be the greater of five percent (5%) or the rate specified
in Schedule A hereto and the mortality decrement shall be ignored to the extent
that a Forfeiture does not occur at death.
(e) For purposes of adjusting the Annual Benefit to a Straight Life
Annuity, the adjustment shall be made pursuant to Section 2.2 except that the
interest rate assumption shall be the greater of five percent (5%) or the rate
specified in Schedule A hereto.
(f) For purposes of adjusting the $90,000 limitation applicable
after age 65, the adjustment shall be made the Actuarial Equivalent except that
the interest rate
9.
assumption shall be the lesser of five percent (5%) or the rate specified in
Schedule A hereto and the mortality decrement shall be ignored to the extent
that a Forfeiture does not occur at death.
(g) For purposes of adjusting the $90,000 limitation applicable
after the Participant's Social Security Retirement Age (or for Plan Years
beginning prior to January 1, 1987, age 65) the adjustment shall be made for the
Actuarial Equivalent except that the interest rate assumption shall be the
lesser of five percent (5%) or the rate specified in Schedule A hereto and the
mortality decrement shall be ignored to the extent that a Forfeiture does not
occur at death.
(h) For purposes of the aforesaid adjustments, no adjustments under
Code Section 415(d) shall be taken into account before the Limitation Year for
which such adjustment first takes effect.
(i) For purposes of this Section, no adjustment is required for
Qualified Joint and Survivor Annuity benefits, Qualified Pre-Retirement Survivor
Annuity benefits and post-retirement medical benefits.
5.3. Annual Benefit Not in Excess of $10,000: This Plan may pay an Annual
Benefit to any Participant in excess of his maximum Annual Benefit if the Annual
Benefit derived from Employer contributions under this Plan and all other
defined benefit plans maintained by the Employer does not in the aggregate
exceed $10,000 for the Limitation Year or for any prior Limitation Year and the
Employer has not at any time maintained a defined contribution plan in which the
Participant participated. For purposes of this paragraph, if this Plan provides
for voluntary or mandatory Employee contributions, such contribution will not be
considered a separate defined contribution plan maintained by the Employer.
5.4. Participation or Service Reductions: If a Participant has less than
ten (10) Years of Participation in the Plan at the time he begins to receive
benefits under the Plan, the limitations in Sections 5.1(a)(1) and 5.2 shall be
reduced by multiplying such limitations
10.
by a fraction (a) the numerator of which is the number of years of participation
(or part thereof) in the Plan, and (b) the denominator of which is ten (10);
provided, however, that said fraction shall in no event be less than 1/10th. The
limitations of Sections 5.1(a)(2) and 5.3 shall be reduced in the same manner
except the preceding sentence shall be applied with respect to Years of Service
with the Employer rather than Years of Participation in the Plan. Additionally,
to the extent provided in Regulations, for years beginning after December 31,
1986, the above described reductions to the limitations in Sections 5.1(a)(1)
(except for purposes of Section 5.5(c)(2)) and 5.2 shall be applied separately
with respect to each change in the benefit structure of the Plan adopted before
August 3, 1992.
5.5. Multiple Plan Reduction:
(a) Subject to the exception in Section 5.5(f) below, if a
Participant is (or has been) a participant in one or more defined benefit plans
and one or more defined contribution plans maintained by the Employer, the sum
of the defined benefit plan fraction and the defined contribution plan fraction
for any Limitation Year may not exceed 1.0.
(b)(1) The defined benefit plan fraction is a fraction, the
numerator of which is the sum of the Participant's projected annual benefits
under all defined benefit plans (whether terminated or not) maintained by the
Employer, and the denominator of which is the lesser of one hundred twenty-five
percent (125%) of the dollar limitation determined for the Limitation Year under
Code Sections 415(b) and (d) or one hundred forty percent (140%) of the highest
average compensation, including any adjustments under Code Section 415(b).
Notwithstanding the above, if the Participant was a
Participant as of the first day of the first Limitation Year beginning after
December 31, 1986, in one or more defined benefit plans maintained by the
Employer which were in existence on May 6, 1986, the denominator of this
fraction will not be less than one hundred twenty-five percent (125%) of the sum
of the annual benefits under such plans which the Participant had accrued as of
the close of the last Limitation Year beginning before January 1, 1987,
11.
disregarding any changes in the terms and conditions of such plans after May 5,
1986.
The preceding sentence applies only if the defined benefit plans
individually and in the aggregate satisfied the requirements of Code Section 415
for all Limitation Years beginning before January 1, 1987.
(2) For purposes of applying the limitations of Code Section
415, the "projected annual benefit" for any Participant is the benefit, payable
annually, under the terms of the Plan determined pursuant to Regulation
1.415-7(b)(3).
(3) For purposes of applying the limitations of Code Section
415, "protected current accrued benefit" for any Participant in a defined
benefit plan in existence on July 1, 1982 will be the accrued benefit, payable
annually, provided for under question T-3 of Internal Revenue Service Notice
83-10.
(c)(1) The defined contribution plan fraction is a fraction, the
numerator of which is the sum of the annual additions to the Participant's
account under all the defined contribution plans (whether or not terminated)
maintained by the Employer for the current and all prior Limitation Years
(including the annual additions attributable to the Participant's nondeductible
Employee contributions to all defined benefit plans (whether or not terminated)
maintained by the Employer; and the annual additions attributable to all welfare
benefit funds, as defined in Code Section 419(e) or individual medical accounts,
as defined in Code Section 415(1)(2), maintained by the Employer, and the
denominator of which is the sum of the "maximum aggregate amounts" for the
current and all prior Limitation Years of service with the Employer (regardless
of whether a defined contribution plan was maintained by the Employer). The
"maximum aggregate amount" in any Limitation Year is the lesser of one hundred
twenty-five percent (125%) of the dollar limitation determined under Code
Sections 415(b) and (d) in effect under Code Section 415(c)(1)(A) or thirty-five
percent (35%) of the Participant's Section 415 Compensation for such Limitation
Year.
If the Employee was a participant as of the end of the first day of
the first Limitation Year beginning alter December 31, 1986, in one or more
defined contribution
12.
plans maintained by the Employer which were in existence on May 6, 1986, the
numerator of this fraction will be adjusted if the sum of this fraction and the
defined benefit fraction would otherwise exceed 1.0 under the terms of this
Plan. Under the adjustment, an amount equal to
(i) the excess of the sum of the fraction over 1.0, multiplied
by
(ii) the denominator of this fraction
will be permanently subtracted from the numerator of this fraction. The
adjustment is calculated using the fractions as they would be computed as of the
end of the last Limitation Year beginning before January 1, 1987, and
disregarding any changes in the terms and conditions of such plans made after
May 5, 1986, but using the Section 415 limitation applicable to the first
Limitation Year beginning on or after January 1, 1987.
The annual addition for any Limitation Year beginning before January
1, 1987, will not be recomputed to treat all Employee contributions as annual
additions.
(2) Notwithstanding the foregoing, the numerator of the
defined contribution plan fraction will be adjusted pursuant to Regulation
1.415-7(d)(1) and questions T-6 and T-7 of Internal Revenue Service Notice
83-10.
(3) For defined contribution plans in effect on or before June
1, 1982, the Plan Administrator may elect for any Limitation Year ending after
December 31, 1982, that the amount taken into account in the denominator for
every Participant for all Limitation Years ending before January 1, 1983 will be
an amount equal to (A) the denominator for the Limitation Year ending in 1982
determined under the law in effect for the Limitation Year ending in 1982,
multiplied by (B) the "transition fraction".
(4) For purposes of the preceding paragraph, the term
"transition fraction" will mean a fraction (A) the numerator of which is the
lesser of (i) $51,875 or (ii) 1.4 multiplied by twenty-five percent (25%) of the
Participant's 415 Compensation for the Limitation Year ending in 1981, and (B)
the denominator of which is
13.
the lesser of (i) $41,500 or (ii) twenty-five percent (25%) of the Participant's
415 Compensation for the Limitation Year ending in 1981.
(5) Notwithstanding the foregoing, for any Limitation Year in
which the Plan is a Top-Heavy Plan, $41,500 will be substituted for $51,875 in
determining the "transition fraction" unless the extra minimum allocation is
being provided under the Plan pursuant to Code Section 416(h)(2). However, for
any Limitation Year in which this Plan is a Super Top-Heavy Plan, $41,500 will
be substituted for $51,875 in any event.
(d) Notwithstanding the foregoing, for any Limitation Year in which
the Plan is a Top-Heavy Plan, "One Hundred Percent (100%)" will be substituted
for "One Hundred Twenty-five Percent (125%)" in paragraphs (b)(1) and (c)(1)
unless the extra minimum allocation is being provided hereunder pursuant to Code
Section 416(h)(2). However, for any Limitation Year in which the Plan is a Super
Top-Heavy Plan, "One Hundred Percent (100%)" will be substituted for "One
Hundred Twenty-five Percent (125%)" in any event.
(e) If the sum of the defined benefit plan fraction and the defined
contribution plan fraction will exceed 1.0 in any Limitation Year for any
Participant, the Plan Administrator will adjust the numerator of the defined
benefit clan fraction so that the sum of both fractions will not exceed 1.0 in
any Limitation Year for such Participant.
(f) If (1) the substitution of One Hundred Percent (100%) for One
Hundred Twenty-five Percent (125%) and $41,500 for $51,875 above, or (2) the
excess benefit accruals or annual additions provided for in Internal Revenue
Service Notice 82-19 cause the 1.0 limitation to be exceeded for any Participant
in any Limitation Year, such Participant will be subject to the following
restrictions for each future Limitation Year until the 1.0 limitation is
satisfied:
(i) the Participant's Accrued Benefit under the defined
benefit plan will not increase,
14.
(ii) no annual additions may be credited to a Participant's
accounts, and
(iii) no Employee contributions (voluntary or mandatory) will
be made under any defined benefit plan or any defined contribution plan of the
Employer.
5.6. Incorporation By Reference: Notwithstanding anything contained in
this Section to the contrary, the limitations, adjustments and other
requirements prescribed in this Section will at all times comply with the
provisions of Code Section 415 and the Regulation thereunder, the terms of which
are specifically incorporated herein by reference.
ARTICLE VI.
VESTING
6.1. Vesting Rights: A Participant will acquire a vested and
nonforfeitable interest in his or her Accrued Benefit attributable to Employer
contributions in accordance with the Exhibit attached hereto which corresponds
to the Participant's classification and status.
6.2. Top-Heavy Vesting: Notwithstanding the vesting provided for above,
for any Top-Heavy Plan Year, the vested portion of the Accrued Benefit of any
Participant who has one (1) Hour of Service after the Plan becomes a Top-Heavy
Plan will be a percentage of the Participant's Accrued Benefit determined on the
basis of the Participant's number of Years of Vesting Service according to the
schedule included in the Exhibit corresponding to the Participant's
classification and status.
6.3. Service Computation Period; Service Credit:
For vesting purposes, Years of Vesting Service, Breaks in Service
and any other conditions relative to vesting shall be determined by reference to
the Exhibit corresponding to the Participant's classification and status.
15.
6.4. Amendment of Vesting Schedule: If the Plan's vesting schedule is
amended, or the Plan is amended in any way that directly or indirectly affects
the computation of the Participant's nonforfeitable percentage or if the Plan is
deemed amended by an automatic change to or from a top-heavy vesting schedule,
each Participant with at least three (3) Years of Service with the Employer may
elect, within a reasonable period after the adoption of the amendment or change,
to have the nonforfeitable percentage computed under the Plan without regard to
such amendment or change. For Participants who do not have at least one (1) Hour
of Service in any Plan Year beginning after December 31, 1988, the preceding
sentence will be applied by the substitution of "5 Years of Service" for "3
Years of Service" where such language appears.
The period during which the election may be made will commence with the
date the amendment is adopted or deemed to be made and will end on the latest
of:
(a) sixty (60) days after the amendment is adopted;
(b) sixty (60) days after the amendment becomes effective; or
(c) sixty (60) days after the Participant is issued written notice
of the amendment by the Employer or Plan Administrator.
Notwithstanding the foregoing, no such change in the Plan's vesting
schedule or computation of a Participants nonforfeitable percentage shall apply
to a Participant unless such Participant is credited with an Hour of Service on
or after the date of the change.
6.5. Amendments Affecting Vested and/or Accrued Benefit: No amendment to
the Plan will be effective to the extent that it has the effect of decreasing a
Participant's Accrued Benefit. Notwithstanding the preceding sentence, a
Participants Accrued Benefit may be reduced to the extent permitted under
Section 412(c)(8) of the Code. For purposes of this Section, a Plan amendment
which has the effect of decreasing a Participant's Accrued Benefit or
eliminating an optional form of benefit, with respect to benefits attributable
to service before the amendment will be treated as reducing an Accrued Benefit
Furthermore, if the vesting schedule of a Plan is amended, in the case of an
16.
Employee who is a Participant as of the later of the date such amendment is
adopted or the date it becomes effective, the nonforfeitable percentage
(determined as of such date) of such Employee's right to his or her
Employer-provided Accrued Benefit will not be less than the percentage computed
under the Plan without regard to such amendment.
6.6. No Divestiture for Cause: Amounts vested pursuant to this Section
shall not be subject to divestiture for cause.
ARTICLE VII.
PAYMENT OF BENEFITS
7.1. Notice: The Plan Administrator shall provide the Participant with a
notice of rights of payment no less than thirty (30) and no more than ninety
(90) days before the Participant's Annuity Starting Date. Such notice shall be
in writing and shall set forth the following information:
(a) an explanation of the eligibility requirements for, the material
features of, and the relative values of the alternate forms of benefits
available hereunder; and
(b) the Participant's right to defer receipt of a Plan distribution.
Such notice shall be given to the Participant in person or shall be mailed
to the Participant's current address as reflected in the Employer's records.
7.2. Waiver of Thirty (30) Day Notice Period:
Notwithstanding the provisions of Section 7.1 above, such
distribution may commence less than thirty (30) days after the notice required
under Regulation Section 1.411(a)-11(c) is given, provided that:
(a) the Plan Administrator clearly informs the Participant that the
Participant has a right to a period of at least thirty (30) days
after receiving the notice to consider the decision of whether or
not to elect a distribution (and, if applicable, a particular
distribution option), and
17.
(b) the Participant, after receiving the notice, affirmatively
elects the distribution.
7.3. Form Of Payment: The automatic form of retirement benefit, and any
optional forms of benefits shall be determined by reference to the Exhibit
corresponding to the Participant's classification and status.
7.4. Actuarial Equivalent Benefit:
Except to the extent a Participant's benefit are suspended in
accordance with the rules set forth in the Section below captioned "Suspension
of Benefits", or as otherwise specifically set forth herein, the amount of any
form of benefit under the terms of this Plan will be the Actuarial Equivalent of
the Participant's Accrued Benefit in the Normal Form commencing at Normal
Retirement Age.
7.5. Payment Without Participant Consent:
(a) In the event that the Participant has terminated employment and
the Participant (and the Participant's Spouse, if applicable) neither consents
to receive a Plan distribution nor elects to defer receipt of a Plan
distribution, the Participant's Accrued Benefit shall be distributed in the
Automatic Form as soon as practicable thereafter, but in no event before the
date the Participant attains Normal Retirement Age, if such vested Accrued
Benefit exceeds $3,500.
(b) Notwithstanding the foregoing, the Plan Administrator may, upon
the Participant's termination of employment, distribute an annuity contract to
the Participant which provides that payments thereunder shall not commence until
a later date if such annuity contract satisfies the requirements of Sections
401(a)(11) and 417 of the Code.
7.6. Restrictions on Immediate Distributions:
(a) An Accrued Benefit is immediately distributable if any part of
the Accrued Benefit could be distributed to the Participant (or surviving
Spouse) before the
18.
Participant attains (or would have attained whether or not deceased) the later
of the Normal Retirement Age or age sixty-two (62).
(b) If the present value of a Participant's vested Accrued Benefit
derived from Employer and Employee contributions exceeds (or at the time of any
prior distribution exceeded) $3,500, and the Accrued Benefit is immediately
distributable, the Participant and his or her Spouse (or where either the
Participant or the Spouse has died, the survivor) must consent to any
distribution of such Accrued Benefit. The consent of the Participant and the
Spouse shall be obtained in writing within the 90-day period ending on the
Annuity Starting Date. The Plan Administrator shall notify the Participant and
the Participant's Spouse of the right to defer any distribution until the
Participant's Accrued Benefit is no longer immediately distributable. Such
notification shall include a general description of the material features, and
an explanation of the relative values of, the optional forms of benefit
available under the Plan in a manner that would satisfy the notice requirements
of Code Section 417(a)(3), and shall be provided no less than 30 days and no
more than 90 days prior to the Annuity Starting Date.
(c) Notwithstanding the foregoing, only the Participant need consent
to the commencement of a distribution in the form of a Qualified Joint and
Survivor Annuity while the Accrued Benefit is immediately distributable. Neither
the consent of the Participant nor the Participant's Spouse shall be required to
the extent that a distribution is required to satisfy Code Section 401(a)(9) or
Code Section 415.
7.7. Limitation of Benefits on Plan Termination: The restrictions of
paragraphs (a) and (b) below are included solely to meet the requirements of
Proposed Treasury Regulation Section 1.401(a)4-5(c). If the provisions of
paragraphs (a) and (b) below are no longer necessary to qualify the Plan under
said Proposed Regulation or the Code, said paragraphs (a) and (b) shall be
ineffective without the necessity of further amendment.
(a) In the event that the Plan is terminated, the benefit of each
Highly Compensated Participant and each former Highly Compensated Employee shall
be limited
19.
to a benefit which is nondiscriminatory within the meaning of Code Section
401(a)(4) and the Regulations thereunder.
(b) For Plan Years beginning on or after January 1, 1993, the
monthly payments made from the Plan to Highly Compensated Employees and to
former Highly Compensated Employees who are among the twenty-five most highly
paid Employees with the greatest Compensation in the current or any prior year,
shall be limited to an amount equal to the monthly payments that would be made
on behalf of the Employee under a Straight Life Annuity that is the Actuarial
Equivalent of the sum of the Employee's Accrued Benefit, the Employee's other
benefits under the Plan (other than a social security supplement, within the
meaning of Section 1.411(a)-7(c)(4)(ii) of the Regulations), and the amount the
Employee is entitled to receive under a social security supplement.
The restrictions of this paragraph (b) shall not apply, however, if
(1) after payment of benefits to an Employee described above,
the value of Plan assets equals or exceeds one hundred ten percent (110%) of the
value of current liabilities, as defined in Code Section 412(d)(7),
(2) the value of benefits provided under the Plan for an
Employee described above is less than one percent (1%) of the value of current
liabilities before distribution, or
(3) the value of the benefits payable under the Plan to any
Employee described above does not exceed $3,500.
(c) For purposes of this Section, the term "benefit" shall include
loans in excess of the amounts set forth in Code Section 72(p)(2)(A), any
periodic income, any withdrawal values payable to a living Employee and any
death benefits not provided for by insurance on the Employee's life.
An Employee's otherwise restricted benefit may be distributed in full to
the affected Employee if prior to receipt of the restricted amount the Employee
enters into a written agreement with the Plan Administrator to secure repayment
to the Plan of the
20.
restricted amount. The restricted amount is the excess of the amounts
distributed to the Employee (accumulated with reasonable interest) over the
amounts that could have been distributed to the Employee under the Normal Form
described in Section 4.1 of the Plan (accumulated with reasonable interest). The
Employee may secure repayment of the restricted amount upon distribution by: (1)
entering into an agreement for promptly depositing in escrow with an acceptable
depositary property having a fair market value equal to at least one hundred
twenty-five percent (125%) of the restricted amount, (2) providing a bank letter
of credit in an amount equal to at least one hundred percent (100%) of the
restricted amount, or (3) posting a bond equal to at least one hundred percent
(100%) of the restricted amount. If the Employee elects to post bond, the bond
will be furnished by an insurance company, bonding company or other surety for
federal bonds.
The escrow arrangement may provide that an Employee may withdraw amounts
in excess of one hundred twenty-five percent (125%) of the restricted amount. If
the market value of the property in an escrow account falls below one hundred
ten percent (110%) of the remaining restricted amount, the Employee must deposit
additional property to bring the value of the property held by the depositary up
to one hundred twenty-five percent (125%) of the restricted amount. The escrow
arrangement may provide that Employee may have the right to receive any income
from the property placed in escrow, subject to the Employee's obligation to
deposit additional property, as set forth in the preceding sentence.
A surety or bank may release any liability on a bond or letter of credit
in excess of one hundred percent (100%) of the restricted amount.
If the Plan Administrator certifies to the depositary, surety or bank that
the Employee (or the Employee's estate) is no longer obligated to repay any
restricted amount, a depositary may redeliver to the Employee any property held
under an escrow agreement, and a surety or bank may release any liability on an
Employee's bond or letter of credit.
7.8. Early Plan Termination Restrictions: Notwithstanding any provision in
this Plan to the contrary, prior to the Plan Year beginning on January 1, 1993,
and during the first ten (10) years after the effective date hereof, and if full
current costs had not been
21.
met at the end of the first ten (10) years, until said full current costs are
met, the benefits provided by the Employer's contributions for the Participants
whose anticipated annual retirement benefit at Normal Retirement Date exceeds
$1,500 and who at the effective date of the Plan were among the twenty-five (25)
highest paid Employees of the Employer will be subject to the conditions set
forth in the following provisions:
(a) The benefit payable to a Participant described in this
Section or his Beneficiary shall not exceed the greater of the following:
(1) those benefits purchasable by the greater of (i)
$20,000, or (ii) an amount equal to 20% of the first $50,000 of the
Participant's annual Compensation multiplied by the number of years from the
effective date of the Plan to the earlier of (A) the date of termination of the
Plan, or (B) the date the benefit of the Participant becomes payable or (C) the
date of a failure on the part of the Employer to meet the full current costs of
the Plan; or
(2) if a Participant is a "substantial owner" (as
defined in ERISA Section 4022(b)(5)(A)), the present value of the benefit
guaranteed for "substantial owners" under ERISA Section 4022, or
(3) if the Participant is not a "substantial owner, the
present value of the maximum benefit provided in ERISA Section 4022(b)(3)(B),
determined on the date the Plan terminates or on the date benefits commence,
whichever is earlier and in accordance with regulations of the Pension Benefit
Guaranty Corporation.
(b) If the Plan is terminated or the full current costs
thereof have not been met at any time within ten (10) years after the effective
date, the benefits which any of the Participants described in this Section may
receive from the Employer's contribution shall not exceed the benefits set forth
in paragraph (a) above. If at the end of the first ten (10) years the full
current costs are not met, the restrictions will continue to apply until the
full current costs are funded for the first time.
22.
(c) If a Participant described in this Section leaves the
employ of the Employer or withdraws from participation in the Plan when the full
current costs have been met, the benefits which he may receive from the Employer
contributions shall not at any time within the first ten (10) years after the
effective date exceed the benefits set forth in paragraph (a) above, except as
provided in paragraph (i) below.
(d) These conditions shall not restrict the full payment of
any survivor's benefits on behalf of a Participant who dies while in the Plan
and the full current costs have been met.
(e) These conditions shall not restrict the current payment of
full retirement benefits called for by the Plan for any retired Participant
while the Plan is in full effect and its full current costs have been met,
provided an agreement, adequately secured, guarantees the repayment of any part
of the distribution that is or may become restricted.
(f) If the benefits of, or with respect to, any Participant
shall have been suspended or limited in accordance with the limitations of
paragraphs (a), (b),and (c) above because the full current costs of the Plan
shall not then have been met, and if such full current costs shall thereafter
be met, then the full amount of the benefits payable to such Participant shall
be resumed and the parts of such benefits which have been suspended shall then
be paid in full.
(g) Notwithstanding anything in paragraphs (a), (b) and (c)
above, if on the termination of the Plan within the first ten (10) years after
the effective date, the funds, contracts, or other property under the Plan are
more than sufficient to provide Accrued Benefits for Participants and their
Beneficiaries including fall benefits for all Participants other than such of
the twenty-five (25) highest paid Employees as are still in the service of the
Employer and also including Accrued Benefits as limited by this Section for such
twenty-five (25) highest paid Employees, then any excess of such funds,
contracts, and property shall be used to provide Accrued Benefits for the
twenty-five (25) highest paid Employees in excess of such limitations of this
Section up to the Accrued Benefits to which such Employees would be entitled
without such limitations.
23.
(h) In the event that Congress should provide by statute, or
the Treasury Department or the Internal Revenue Service should provide by
regulation or ruling, that the limitations provided for in this Article are no
longer necessary in order to meet the requirements for a qualified pension plan
under the Code as then in effect the limitations in this Article shall become
void and shall no longer apply without the necessity of amendment to this Plan.
(i) In the event a lump-sum distribution is made to an
Employee subject to the above restrictions in an amount in excess of that amount
otherwise permitted under this Article, an agreement shall be made, with
adequate security guaranteeing repayment of any amount of the distribution that
is restricted. Adequate security shall mean property having a fair market value
of at least one hundred twenty-five percent (125%) of the amount which would be
repayable if the Plan had terminated on the date of distribution of such lump
sum. If the fair market value of the property falls below one hundred ten
percent (110%) of the amount which would then be repayable if the Plan were then
to terminate, the distributee shall deposit additional property to bring the
value of the property to one hundred twenty-five percent (125%) of such amount.
In the event of the termination or partial termination of this Plan, the
rights of all affected Employees to benefits accrued to the date of such
termination or partial termination (to the extent funded as of such date) shall
be nonforfeitable.
7.9. Suspension of Benefits:
(a) Normal or early retirement benefits in pay status will be
suspended for each calendar month during which the Employee completes at least
40 Hours of Service as defined in Section 203(a)(3)(B) of ERISA. Consequently,
the amount of benefits which are paid later than Normal Retirement Age will be
computed without regard to amounts which would have been suspended under the
preceding sentence as if the Employee had been receiving benefits since Normal
Retirement Age.
24.
(b) Resumption of Payment. If benefit payments have been suspended,
payments shall resume no later than the first day of the third calendar month
after the calendar month in which the Employee ceases to be employed in
"service" as defined in ERISA Section 203(a)(3)(B). The initial payment upon
resumption shall include the payment scheduled to occur in the calendar month
when payments resume and any amounts withheld during the period between the
cessation of" service" under Section 203(a)(3)(B) of ERISA and the resumption of
payments.
(c) Notification. No payment shall be withheld by the Plan pursuant
to this Section unless the Plan Administration notifies the Employee by personal
delivery or first class mail during the first calendar month or payroll period
in which the Plan withholds payments that such Employee's benefits are
suspended. Such notification shall contain a description of the specific reasons
why benefit payments are being suspended, a description of the Plan provision
relating to the suspension of payments, a copy of such provisions, and a
statement to the effect that applicable Department of Labor regulations may be
found in Section 2530.203-3 of Title 29 of the Code of Federal Regulations.
In addition, the notice shall inform the Employee of the Plan's
procedure for affording a review of the suspension of benefits. Requests for
such reviews may be considered in accordance with the claims procedure adopted
by the Plan pursuant to Section 503 of ERISA and applicable regulations.
(d) Amount Suspended.
(1) Annuity Payments. In the case of benefits payable
periodically as a monthly basis for as long as a life (or lives) continues, such
as a Straight Life Annuity or a Qualified Joint and Survivor Annuity, an amount
equal to the portion of a monthly benefit payment derived from Employer
contributions.
(2) Other Benefit Forms. In the case of a benefit payable in a
form other than the form described in subsection (1) above, an amount equal to
the
25.
Employer-provided portion of benefit payments for a calendar month in which the
Employee is employed in ERISA Section 203(a)(3)(B) service, equal to the lesser
of
(i) The amount of benefits which would have been payable
to the Employee if he or she had been receiving monthly benefits under the Plan
since actual retirement based on a Straight Life Annuity commencing at actual
retirement age; or
(ii) The actual amount paid or scheduled to be paid to
the Employee for such month.
Payments which are scheduled to be paid less frequently than monthly may be
converted to monthly payments.
(e) Minimum Benefits. This Section does not apply to the minimum
benefit to which the participant is entitled under the top-heavy rules of the
Section entitled "Minimum Benefit for Top-Heavy Plan".
7.10. Restrictions on Commencement Of Retirement Benefits:
(a) Unless the Participant elects otherwise, distribution of
benefits will begin no later than the 60th day after the later of the close of
the Plan Year in which:
(1) the Participant attains Normal Retirement Age;
(2) occurs the 10th anniversary of the Plan Year in which the
Participant commenced participation in the Plan; or
(3) the Participant terminates service with the Employer.
(b) Notwithstanding the foregoing, the failure of a Participant and
the Participant's Spouse, if any, to consent to a distribution while a benefit
is payable under the Article entitled "Plan Benefits", will be deemed an
election to defer commencement of payment of any benefit sufficient to satisfy
this paragraph.
7.11. Minimum Distribution Requirements: All distributions required under
this Article will be determined and made in accordance with the minimum
distribution
26.
requirements of Code Section 401(a)(9) and the Regulations thereunder,
including the minimum distribution incidental benefit rules found at Regulations
Section 1.401(a)(9)-2. Life expectancy and joint and last survivor life
expectancy are computed by using the expected return multiples found in Tables V
and VI of Regulations Section 1.72-9.
(a) Required Beginning Date: The entire interest of a Participant
must be distributed or begin to be distributed no later than the Participant's
required beginning date.
(1) General Rule: The "required beginning date" of a Participant is the
first day of April of the calendar year following the calendar year in which the
Participant attains age 70-1/2.
(2) Transitional Rules: The required beginning date of a Participant who
attains age 70-1/2 before 1988 will be determined in accordance with (i) or (ii)
below:
(i) Non-5-percent owners: The required beginning date of a
Participant who is not a 5-percent owner is the first day of April of the
calendar year following the calendar year in which occurs the later of
retirement or attainment of age 70-1/2. The required beginning date of a
Participant who is not a 5-percent owner who attains age 70-1/2 during 1988 and
who has not retired as of January 1, 1989, is April 1, 1990.
(ii) 5-percent owners: The required beginning date of a Participant
who is a 5-percent owner during any year beginning after December 31, 1979 is
the first day of April following the later of:
(A) the calendar year in which the Participant attains age
70-1/2, or
(B) the earlier of the calendar year with or within which ends
the Plan Year in which the Participant becomes a 5-percent owner, or the
calendar year in which the Participant retires.
(3) A Participant is treated as a 5-percent owner for purposes of this
paragraph if such Participant is a 5-percent owner as defined in Code Section
416(i)
27.
(determined in accordance with Code Section 416 but without regard to whether
the Plan is a Top-Heavy Plan) at any time during the Plan Year ending with or
within the calendar year in which such owner attains age 66-1/2 or at any
subsequent Plan Year.
(4) Once distributions have begun to a 5-percent owner under this
paragraph, distributions must continue, even if the Participant ceases to be a
5-percent owner in a subsequent year.
(b) Limits On Distribution Periods: As of the first distribution
calendar year, distributions, if not made in a single sum, may only be made over
one of the following periods (or a combination thereof):
(1) the life of the Participant;
(2) the life of the Participant and a designated Beneficiary;
(3) a period certain not extending beyond the life expectancy
of the Participant; or
(4) a period certain not extending beyond the joint and last
survivor expectancy of the Participant and a designated Beneficiary.
(c) Required Distributions On Or After The Required Beginning Date:
(1) If a Participant's benefit is to be distributed over (i) a
period not extending beyond the life expectancy of the Participant or the joint
life and last survivor expectancy of the Participant and the Participant's
designated Beneficiary, or (ii) a period not extending beyond the life
expectancy of the designated Beneficiary, the amount required to be distributed
for each calendar year, beginning with distributions for the first distribution
calendar year, must at least equal the quotient obtained by dividing the
Participant's Accrued Benefit by the Applicable Life Expectancy.
(2) For calendar years beginning before 1989, if the
Participant's Spouse is not the designated Beneficiary, the method of
distribution selected
28.
must have assured that at least 50% of the Present Value of the Accrued Benefit
available for distribution was to be paid within the life expectancy of the
Participant.
(3) For calendar years beginning after 1988, the amount to be
distributed each year, beginning with distributions for the first distribution
calendar year, will not be less than the quotient obtained by dividing the
Participant's Accrued Benefit by the lesser of (i) the applicable life
expectancy, or (ii) if the Participant's Spouse is not the designated
Beneficiary, the applicable divisor determined from the table set forth in Q&A-4
of Proposed Regulations Section 1.401(a)(9)-2. Distributions after the death of
the Participant will be distributed using the "applicable life expectancy" as
the relevant divisor without regard to Proposed Regulations Section
1.401(a)(9)-2.
(4) The minimum distribution required for the Participant's
first distribution calendar year must be made on or before the Participant's
required beginning date. The minimum distribution for other calendar years,
including the minimum distribution for the distribution calendar year in which
the Participant's required beginning date occurs, must be made on or before
December 31 of that distribution calendar year.
(5) If the Participant's Accrued Benefit is to be distributed
in the form of an annuity purchased from an insurance company, no such annuity
contract will be purchased unless the distributions thereunder will be made in
accordance with the requirements of Code Section 401(a)(9) and the Proposed
Regulations thereunder.
(6) For purposes of determining the amount of the required
distribution for the first distribution calendar year, the Accrued Benefit to be
used will be the Accrued Benefit as of the last Valuation Date in the calendar
year immediately preceding the first distribution calendar year. For all other
years, the Accrued Benefit will be determined as of the last Valuation Date
preceding such distribution calendar year.
For purposes of this paragraph, if any portion of the minimum
distribution for the first distribution calendar year is made in the second
distribution
29.
calendar year on or before the required beginning date, the amount of the
minimum distribution made in the second distribution calendar year will be
treated as if it had been made in the immediately preceding distribution
calendar year for purposes of determining the Accrued Benefit.
7.12. TEFRA Election Transitional Rule:
(a) Notwithstanding the other requirements of this Article and
subject to the requirements of the Article herein entitled "Joint and Survivor
Annuity Requirements", distribution on behalf of any Participant, including a
5-percent owner, will be made in accordance with all of the following
requirements (regardless of when such distribution commences):
(1) The distribution by the Trust Fund is one which would not
have disqualified the Trust Fund under Code Section 401 (a)(9) as in effect
prior to amendment by the Deficit Reduction Act of 1984;
(2) The distribution is in accordance with a method of
distribution designated by the Participant whose interest in the Trust Fund is
being distributed or, if the Participant is deceased, by the Beneficiary of the
Participant.
(3) Such designation was made in writing, was signed by the
Participant or the Beneficiary, and was made before January 1, 1984;
(4) The Participant has accrued a benefit under the Plan as of
December 31, 1983; and
(5) The method of distribution designated by the Participant
or the Beneficiary specifies the time at which distributions will commence, the
period over which distributions will be made, and in the case of any
distribution upon the Participant's death, the beneficiaries of the Participant
listed in order of priority.
(b) A distribution upon death will not be covered by this
transitional rule unless the information in the designation contains the
required information described above with respect to the distributions to be
made upon the death of the Participant.
30.
(c) For any distribution which commences before January 1, 1984, but
continues after December 31, 1983, the Participant or the Beneficiary to whom
such distribution is being made will be presumed to have designated the method
of distribution under which the distribution is being made if the method of
distribution was specified in writing and the distribution satisfies the
requirements in the sub-paragraphs of (a) above.
(d) If a designation is revoked, any subsequent distribution must
satisfy the requirements of Code Section 401(a)(9) and the Proposed Regulations
thereunder. If a designation is revoked subsequent to the date distributions are
required to begin, the Plan must distribute by the end of the calendar year
following the calendar year in which the revocation occurs the total amount not
yet distributed which would have been required to have been distributed to
satisfy Code Section 401(a)(9) and the Proposed Regulations thereunder, but for
an election under the Tax Equity and Fiscal Responsibility Act ("TEFRA") Section
242(b)(2). For calendar years beginning after December 31, 1988, such
distributions must meet the minimum distribution incidental benefit requirements
in Regulations Section 1.401(a)(9)-2. Any changes in the designation will be
considered to be a revocation of the designation. However, the mere substitution
or addition of another beneficiary (one not named in the designation) under the
designation will not be considered to be a revocation of the designation so
long as such substitution or addition does not alter the period over which
distributions are to be made under the designation, directly or indirectly (for
example, by altering the relevant measuring life). If an amount is transferred
or rolled over from one plan to another plan, the rules in Q&A 1-2 and Q&A 1-3
of Proposed Treasury Regulations 1.401(a)(9)-2 will apply.
7.13. Distribution of Death Benefit:
(a) Beneficiary Designation: Each Participant will file a written
designation of Beneficiary with the Employer upon becoming a Participant in the
Plan. Such designation will remain in force until revoked by the Participant by
filing a new Beneficiary form with the Employer.
31.
(b) Distribution Beginning Before Death: If the Participant dies
after distribution of benefits has begun, the remaining portion of such
Participant's Accrued Benefit will continue to be distributed at least as
rapidly as under the method of distribution being used prior to the
Participant's death.
(c) Distribution Beginning After Death: If the Participant dies
before distribution of benefits begins, distribution of the Participant's
Accrued Benefit will be completed by December 31 of the calendar year in which
occurs the fifth anniversary of the Participant's death except to the extent
that an election is made to receive distributions as provided below:
(1) If any portion of the Participant's Accrued Benefit is
payable to a designated Beneficiary, distributions may be made over the life of,
or over a period certain not greater than the life expectancy of, the designated
Beneficiary commencing on or before December 31 of the calendar year immediately
following the calendar year in which the Participant died.
(2) If the designated Beneficiary is the Participant's
surviving Spouse, the date distributions are required to begin in accordance
with (1) above will not be earlier than the later of (i) December 31 of the
calendar year immediately following the calendar year in which the Participant
died, or (ii) December 31 of the calendar year in which the Participant would
have attained age 70-1/2.
If the Participant has not made an election pursuant to this paragraph
prior to death, the Participant's designated Beneficiary must elect the method
of distribution no later than the earlier of (1) December 31 of the calendar
year in which distributions would be required to begin under this Section, or
(2) December 31 of the calendar year in which occurs the fifth anniversary of
the Participant's death. If the Participant has no designated Beneficiary, or if
the designated Beneficiary does not elect a method of distribution, distribution
of the Participant's Accrued Benefit must be completed by December 31 of the
calendar year in which occurs the fifth anniversary of the Participant's death.
32.
For purposes of this paragraph, if the surviving Spouse dies after the
Participant but before payments to such Spouse begin, the provisions of this
paragraph, with the exception of such paragraph (2) therein, will be applied as
if the surviving Spouse were the Participant.
For purposes of this Section, any amount paid to a child of the
Participant will be treated as if it had been paid to the surviving Spouse if
the amount becomes payable to the surviving Spouse when the child attains the
age of majority.
7.14. Date Distribution Deemed to Begin: For purposes of this Article,
distribution of a Participant's interest is considered to begin on the
Participant's required beginning date (or, if the surviving Spouse dies after
the Participant but before payments to such Spouse begin, the date distribution
is required to begin to the surviving Spouse pursuant to Section 7.14(c)). If
distribution in the form of an annuity irrevocably commences to the Participant
before the required beginning date, the date distribution is considered to begin
is the date distribution actually commences.
7.15. Distribution Pursuant to Qualified Domestic Relations Orders:
Notwithstanding any other provision regarding distributions or payment of
benefits, an Alternate Payee, as defined in Code Section 414(p), will be
entitled to receive a distribution not in excess of a Participant's vested
Accrued Benefit pursuant to any final judgment, decree or order determined by
the Plan Administrator to be a Qualified Domestic Relations Order ("QDRO") as
defined in ERISA and Code Section 414(p). Such distribution will be made only in
a form of benefit available under the Plan.
7.16. Payment to a Person Under a Legal Disability: Every person receiving
or claiming benefits under the Plan shall be conclusively presumed to be
mentally competent until the date on which the Plan Administrator receives a
written notice, in a form and manner acceptable to the Plan Administrator, that
such person is incompetent, and that a guardian, conservator or other person
legally vested with the care of the person or estate has been appointed;
provided, however, that if the Plan Administrator shall find that any person to
whom a benefit is payable under the Plan is unable to care for such person's
33.
affairs because of incompetency, any payment due (unless a prior claim therefore
shall have been made by a duly appointed legal representative) may be paid to
the spouse, a child, a parent, a brother or sister, or to any person or
institution deemed by the Plan Administrator to have incurred expense for such
person otherwise entitled to payment. Any such payment so made shall be a
complete discharge of liability thereof under the Plan. In the event a guardian
or conservator of the estate of any person receiving or claiming benefits under
the Plan shall be appointed by a court of competent jurisdiction, retirement
payments may be made to such guardian or conservator provided that proper proof
of appointment and continuing qualification is furnished in a form and manner
acceptable to the Plan Administrator. Any payment made on behalf of any such
person as provided in this Section shall be binding on such person and shall be
in full discharge of any obligation of such payment to such person.
7.17. Unclaimed Benefits Procedure: The Plan does not require either the
Trustees or the Employer to search for, or ascertain the whereabouts of, any
Participant or Beneficiary. The Employer, by certified or registered mail
addressed to the Participant's last known address of record with the Employer,
shall notify any Participant or Beneficiary that he or she is entitled to a
distribution under the Plan. In the event that all consecutive checks in payment
of benefits under the Plan remain outstanding for a period of six (6) months,
payment of all such outstanding checks shall be stopped and the issuance of any
further checks shall be suspended until such time as the payee reestablishes
contact and claims benefits. In any event, if the Participant or Beneficiary
fails to claim benefits or make his or her whereabouts known in writing to the
Employer within twelve (12) months of the date of mailing of the notice, or
before the termination or discontinuance of the Plan, whichever should first
occur, the Employer shall treat the Participant's or Beneficiary's unclaimed
Accrued Benefit as a Forfeiture. If a Participant or Beneficiary who has
incurred a Forfeiture of his Accrued Benefit under the provisions of this
Section makes a claim at any time for his or her forfeited Accrued Benefit, the
Employer shall restore the Participant's or Beneficiary's forfeited Accrued
Benefit within sixty (60) days after the Plan Year in which the Participant or
Beneficiary makes the claim.
34.
7.18. Direct Rollovers: This Section applies to distributions made on or
after January 1, 1993. Notwithstanding any provision of the Plan to the contrary
that would otherwise limit a Distributee's election under this part a
Distributee may elect, at the time and in the manner prescribed by the Plan
Administrator, to have any portion of an Eligible Rollover Distribution paid
directly to an Eligible Retirement Plan specified by the Distributee in a Direct
Rollover.
ARTICLE VIII.
JOINT AND SURVIVOR ANNUITY REQUIREMENTS
8.1. Applicability Of Provisions: The provisions of this Article will
apply to any Participant who is credited with at least one Hour of Service with
the Employer on or after August 23, 1984 and such other Participants as provided
in this Article to the extent not inconsistent with the terms and provisions of
the Exhibit corresponding to the Participant's classification and status.
8.2. Payment Of Qualified Joint And Survivor Annuity: Unless an optional
form of benefit is selected pursuant to a qualified election, defined herein,
within the 90-day period ending on the Annuity Starting Date, the vested Accrued
Benefit of a married Participant will be paid in the form of a Qualified Joint
and Survivor Annuity. Any other Participant's vested Accrued Benefit will be
paid in the form of a Straight Life Annuity.
8.3. Payment Of Qualified Pre-Retirement Survivor Annuity: Unless an
optional form of benefit has been selected within the election period pursuant
to a qualified election, as defined herein, if a Participant dies before the
Annuity Starting Date, the Participant's vested Accrued Benefit will be paid to
the surviving Spouse in the form of a Qualified Pre-Retirement Survivor Annuity
if the Participant has been married to the same Spouse for at least
12-consecutive months. The surviving Spouse shall receive benefits commencing on
the Earliest Retirement Date benefits could have been paid to the Participant if
he had ceased to be an Employee on the date of his death and survived to retire.
35.
8.4. Notice Requirements For Qualified Joint And Survivor Annuity: In the
case of a Qualified Joint and Survivor Annuity, the Plan Administrator shall, no
less than thirty (30) days and no more than ninety (90) days prior to the
Annuity Starting Date, as defined below, provide each Participant a written
explanation of:
(a) the terms and conditions of a Qualified Taint and Survivor
Annuity;
(b) the Participant's right to make, and the effect of, an election
to waive the Qualified Joint and Survivor Annuity form of benefit;
(c) the rights of a Participant's Spouse; and
(d) the right to make, and the effect of, a revocation of a previous
election to waive the Qualified Joint and Survivor Annuity.
For purposes of this Section, the Annuity Starting Date will mean the
first day of the first period for which an amount is paid as an annuity, whether
by reason of retirement or disability.
8.5. Notice Requirements For Qualified Pre-Retirement Survivor Annuity: In
the case of a Qualified Pre-Retirement Survivor Annuity, the Plan Administrator
will provide each Participant within the applicable period for such Participant
a written explanation of the Qualified Pre-Retirement Survivor Annuity in such
terms and in such manner as would be comparable to the explanation provided for
meeting the requirements of the above Section applicable to a Qualified Joint
and Survivor Annuity. The applicable period for a Participant is whichever of
the following periods ends last:
(a) the period beginning with the first day of the Plan Year in
which the Participant attains age thirty-two (32) and ending with the close of
the Plan Year preceding the Plan Year in which the Participant attains age
thirty-five (35);
(b) a reasonable period ending after the individual becomes a
Participant;
36.
(c) a reasonable period ending after this paragraph ceases to apply
to the Participant;
(d) a reasonable period ending after this Article first applies to
the Participant.
Notwithstanding the foregoing, notice must be provided within a reasonable
period ending after separation from service in the case of a Participant who
separates from service before attaining age thirty-five (35).
For purposes of applying the preceding paragraph, a reasonable period
ending after the enumerated events described in paragraphs (b), (c) and (d) is
the end of the two (2) year period beginning one (1) year prior to the date the
applicable event occurs, and ending one (1) year after that date. In the case of
a Participant who separates from service before the Plan Year in which age
thirty-five (35) is attained, notice will be provided within the two (2) year
period beginning one (1) year prior to separation and ending one (1) year after
separation from service. If such a Participant thereafter returns to employment
with the Employer, the applicable period for such Participant will be
re-determined.
8.6. Qualified Election: A qualified election will mean a waiver of a
Qualified Joint and Survivor Annuity or a Qualified Pre-Retirement Survivor
Annuity. Any waiver of a Qualified Joint and Survivor Annuity or a Qualified
Pre-Retirement Survivor Annuity will not be effective unless:
(a) the Participant's Spouse consents in writing to the election;
(b) the election designates a specific Beneficiary, including any
class of Beneficiaries or any contingent Beneficiaries, which may not be changed
without spousal consent (or the Spouse expressly permits designations by the
Participant without any further spousal consent);
(c) the election designates a form of benefit payment which may not
be changed without spousal consent (or the Spouse expressly permits designations
by the Participant without any further spousal consent);
37.
(d) the Spouse's consent acknowledges the effect of the election;
and
(e) the Spouse's consent is witnessed by a Plan representative or
notary public.
If it is established to the satisfaction of the Plan Administrator that
there is no Spouse or that the Spouse cannot be located, a waiver which complies
with (b) and (c) above will be deemed a qualified election. Any consent by a
Spouse obtained under this provision (or establishment that the consent of a
Spouse can not be obtained) will be effective only with respect to such Spouse.
A consent that permits designations by the Participant without any requirement
of further consent by such Spouse must acknowledge that the Spouse has the right
to limit consent to a specific Beneficiary, and a specific form of benefit where
applicable, and that the Spouse voluntarily elects to relinquish either or both
of such rights. A revocation of a prior waiver may be made by a Participant
without the consent of the Spouse at any time before the commencement of
benefits. The number of revocations will not be limited. No consent obtained
under this provision will be valid unless the Participant has received notice as
provided in the paragraphs below.
13.7. Election Period: The period which begins on the first day of the
Plan Year in which the Participant attains age thirty-five (35) and ends on the
date of the Participant's death. If a Participant separates from service prior
to the first day of the Plan Year in which age thirty-five (35) is attained,
with respect to the Accrued Benefit as of the date of separation, the election
period shall begin on the date of separation.
8.8. Pre-age Thirty-five (35) Waiver: Not applicable.
8.9. Transitional Joint And Survivor Annuity Rules: Special transition
rules apply to Participants who were not receiving benefits on August 23, 1984.
(a) Any living Participant not receiving benefits on August 23,
1984, who would otherwise not receive the benefits prescribed by the previous
paragraphs of this Article, must be given the opportunity to elect to have the
prior Sections of this Article apply if such Participant is credited with at
least one (1) Hour of Service under this Plan or
38.
a predecessor plan in a Plan Year beginning on or after January 1, 1976 and if
such Participant had at least ten (10) Years of Service for vesting purposes
when the Participant separated from service.
(b) Any living Participant not receiving benefits on August 23,
1984, who was credited with at least one Hour of Service under this Plan or a
predecessor plan on or after September 2, 1974, and who is not otherwise
credited with any service in a Plan Year beginning on or after January 1, 1976,
must be given the opportunity to have Accrued Benefits paid in accordance with
subparagraph (d) below.
(c) The respective opportunities to elect (as described in (a) and
(b) above) must be afforded to the appropriate Participants during the period
commencing on August 23, 1984, and ending on the date benefits would otherwise
commence to said Participants.
(d) Any Participant who has elected pursuant to subparagraph (b) and
any Participant who does not elect under subparagraph (a) or who meets the
requirements of subparagraph (a) except that such Participant does not have at
least ten (10) Years of Service for vesting purposes on separation from service,
will have his or her Accrued Benefit distributed in accordance with all of the
following requirements if benefits would have been payable in the form of a life
annuity:
(1) Automatic Joint and Survivor Annuity. If benefits in the
form of a life annuity become payable to a married Participant who:
(i) begins to receive payments under the Plan on or
after Normal Retirement Age;
(ii) dies on or after Normal Retirement Age while still
working for the Employer;
(iii) begins to receive payments under the Plan on or
after the Qualified Early Retirement Age; or
39.
(iv) separates from service on or after attaining Normal
Retirement Age (or the Early Retirement Age) and after satisfying the
eligibility requirements for the payment of benefits under the Plan and
thereafter dies before beginning to receive such benefits, such benefits will be
paid in the form of a Qualified Joint and Survivor Annuity, unless the
Participant has elected otherwise during the election period. The election
period must begin at least six (6) months before the Participant attains
Qualified Early Retirement Age and end not more than ninety (90) days before the
commencement of benefits. Any election hereunder must be in writing and may be
changed by the Participant at any time.
(2) Election of Early Survivor Annuity. A Participant who is
employed after attaining the Qualified Early Retirement Age will be given the
opportunity to elect during the election period, to have an early survivor
annuity payable on death. If the Participant elects the early survivor annuity,
payments under such annuity must not be less than the payments which would have
been made to the Spouse under the Qualified Joint and Survivor Annuity if the
Participant had retired on the day before his or her death. Any election under
this provision will be in writing and may be changed by the Participant at any
time. The election period begins on the later of:
(i) the 90th day before the Participant attains the
Qualified Early Retirement Age, or
(ii) the date on which participation begins,
and ends on the date the Participant terminates employment with the Employer.
(3) Qualified Early Retirement Age. For purposes of this
Section, Qualified Early Retirement Age is the latest of:
(i) the earliest date, under the Plan, on which the
Participant may elect to receive retirement benefits,
(ii) the first day of the 120th month beginning before
the Participant reaches Normal Retirement Age, or
40.
(iii) the date the Participant begins participation.
ARTICLE IX.
QUALIFIED DOMESTIC RELATIONS ORDERS
9.1. Qualified Domestic Relations Orders: Notwithstanding any of the
provisions herein concerning alienation of Plan benefits, the Plan will honor
and abide by the terms of a domestic relations order determined by the Plan
Administrator to be a Qualified Domestic Relations Order as defined in Code
Section 414(p) ("QDRO") providing for the assignment to a Spouse or former
Spouse of the Participant of all or any portion of the Participants vested
Accrued Benefit under the Plan. The Employer will adopt guidelines for
determining the qualified status of a domestic relations order (the "Order")
which state the requirements for such Order, the procedures for review of such
Order and all other provisions required for such Order to be determined to be a
QDRO.
(a) An Order shall specifically state all of the following in order
to be deemed a QDRO:
(1) The name and last known mailing address (if any) of the
Participant and of each alternate payee covered by the Order. However, if the
Order does not specify the current mailing address of the alternate payee, but
the Plan Administrator has independent knowledge of that address, the Order may
still be a valid QDRO.
(2) The dollar amount or percentage of the Participant's
benefit to be paid by the Plan to each alternate payee, or the manner in which
the amount or percentage will be determined.
(3) The number of payments or period for which the Order
applies.
(4) The specific plan (by name) to which the Order applies.
(b) An Order shall not be deemed a QDRO if it requires the Plan to
provide:
41.
(1) any type or form of benefit, or any option not already
provided for in the Plan;
(2) increased benefits, or benefits in excess of the
Participant's vested rights;
(3) payment of a benefit earlier than allowed by the Plan's
earliest retirement provisions; or
(4) payment of benefits to an alternate payee which are
required to be paid to another alternate payee under another QDRO.
(c) Promptly, upon receipt of an Order which may or may not be
"Qualified", the Plan Administrator shall notify the Participant and any
alternate payee(s) named in the Order of such receipt. The Plan Administrator
may then forward the Order to the Plan's legal counsel for an opinion as to
whether or not the Order is in fact "Qualified" as defined in Code Section
414(p). Within a reasonable time after receipt of the Order, not to exceed 60
days, the Plan's legal counsel shall make a determination as to its "Qualified"
status and the Participant and any alternate payee(s) shall be promptly notified
in writing of the determination.
(d) if the "Qualified" status of the Order is in question, there
will be a delay in any payout to any payee including the Participant, until the
status is resolved. In such event, the Plan Administrator shall segregate the
amount that would have been payable to the alternate payee(s) if the Order had
been deemed a QDRO. If the Order is not Qualified, or the status is not resolved
(for example, it has been sent back to the Court for clarification or
modification) within 18 months beginning with the date the first payment would
have to be made under the Order, the Plan Administrator shall pay the segregated
amounts plus interest to the person(s) who would have been entitled to the
benefits had there been no Order. If a determination as to the Qualified status
of the Order is made after the 18-month period described above, then the Order
shall only be applied on a prospective basis. If the Order is determined to be a
QDRO, the Participant and alternate payee(s) shall
42.
again be notified promptly after such determination. Once an Order is deemed a
QDRO, the Plan Administrator shall pay to the alternate payee(s) all the amounts
due under the QDRO, including segregated amounts plus interest which may have
accrued during a dispute as to the Order's qualification.
(e) The Earliest Retirement Age with regard to the Participant
against whom the Order is entered shall be the date the Participant would
otherwise first be eligible for benefits under the Plan.
ARTICLE X.
TRANSFERS FROM OTHER QUALIFIED PLANS; DIRECT ROLLOVERS
10.1. Transfers From Other Qualified Plans; Direct Rollovers: Transfers or
Direct Rollovers from other qualified plans are not permitted.
ARTICLE XI.
TRANSFERS; SERVICE WITH AFFILIATED EMPLOYERS
11.1. Transfers:
In the event any Employee transfers out of an Eligible Class or from one
Eligible Class to another, such Employee shall receive credit for service and
compensation for determining eligibility, benefit accrual and vesting as set
forth in the Exhibit attached hereto corresponding to each respective Eligible
Class.
ARTICLE XII.
AMENDMENT, TERMINATION, MERGER OR CONSOLIDATION
12.1. Amendment of the Plan: The Employer, acting by its Board of
Directors, has the right to amend, modify, suspend or terminate the Plan at any
time. However, no amendment will authorize or permit any part of the Trust Fund
(other than any part that is required to pay taxes and administration expenses)
to be used for or diverted to purposes other than for the exclusive benefit of
the Participants or their Beneficiaries or estates; no amendment will cause any
reduction in the Accrued Benefit of any Participant or cause or
43.
permit any portion of the Trust Fund to revert to or become the property of the
Employer; except to the extent such amendment is required to qualify or maintain
the qualification of the Plan or to deduct or maintain the deductibility of
contributions made to the Plan under the applicable sections of the Code. Any
amendment will become effective as provided therein upon its execution.
For the purposes of this paragraph, an amendment to the Plan which has the
effect of:
(a) eliminating or reducing an early retirement benefit or a
retirement-type subsidy;
(b) eliminating an optional form of benefit (as provided in
Regulations under the Code); or
(c) restricting, directly or indirectly, the benefits provided to
any Participant prior to the amendment.
will be treated as reducing the Accrued Benefit of a Participant, except that an
amendment described in clause (b) (other than an amendment having an effect
described in clause (a)) will not be treated as reducing the Accrued Benefit of
a Participant to the extent so provided in Regulations or under the Code.
Amendment of the Plan by the Employer at any time when there is a
Participating Employer will only be made by written consent of each
Participating Employer.
12.2. Termination:
(a) The Employer, acting by its Board of Directors, shall have the
right to terminate the Plan by delivering to the Trustee and the Plan
Administrator written notice of such termination. However, any termination
(other than a partial termination or an involuntary termination pursuant to
ERISA Section 4042) must satisfy the requirements and follow the procedures
outlined herein and in ERISA Section 4041 for a Standard Termination or a
Distress Termination. Upon any termination (full or partial), all amounts
44.
shall be allocated in accordance with the provisions hereof and the Accrued
Benefit, to the extent funded as of such date, of each affected Participant
shall become fully vested and shall not thereafter be subject to Forfeiture.
Upon termination of the Plan, the Employer, by notice to the Trustee
and Plan Administrator, may direct:
(1) complete distribution of the Trust Fund to the
Participants, in cash or in kind, in a manner consistent with the requirements
of the Plan;
(2) the purchase of insurance company annuity contracts;
(3) continuation of the Trust Fund for the Plan and the
distribution of benefits at such time and in such manner as though the Plan had
not been terminated; or
(4) transfer of the assets of the Plan to another qualified
plan, provided that the trust to which the assets are transferred permits the
transfer to be made and, in the opinion of legal counsel for the Employer, the
transfer will not jeopardize the tax-exempt status of the Plan or create adverse
tax consequences for the Employer. The amounts transferred will be fully vested
at all times and will not be subject to forfeiture for any reason.
(b) Standard Termination Procedure
(1) The Plan Administrator shall first notify all "affected
parties" (as defined in ERISA Section 4001(a)(21)) of the Employer's intention
to terminate the Plan and the proposed date of termination. Such termination
notice must be provided at least sixty (60) days prior to the proposed
termination date. However, in the case of a standard termination, it shall not
be necessary to provide such notice to the Pension Benefit Guaranty Corporation
(PBGC). As soon as practicable after the termination notice is given, the Plan
Administrator shall provide a follow-up notice to the PBGC setting forth the
following:
45.
(i) a certification of an enrolled actuary of the
projected amount of the assets of the Plan as of the proposed date of final
distribution of assets, the actuarial present value of the "benefit liabilities"
(as defined in ERISA Section 4001(a)(16)) under the Plan as of the proposed
termination date, and confirmation that the Plan is projected to be sufficient
for such "benefit liabilities" as of the proposed date of final distribution;
(ii) a certification by the Plan Administrator that the
information provided to the PBGC and upon which the enrolled actuary based his
certification is accurate and complete; and
(iii) such other information as the PBGC may prescribe
by regulation.
The certification of the enrolled actuary and of the Plan Administrator
shall not be applicable in the case of a Plan funded exclusively by individual
insurance contracts.
(2) No later than the date on which the follow-up notice is
sent to the PBGC, the Plan Administrator shall provide all Participants and
Beneficiaries under the Plan with an explanatory statement specifying each such
person's "benefit liabilities", the benefit form on the basis of which such
amount is determined, and any additional information used in determining
"benefit liabilities" that may be required pursuant to regulations promulgated
by the PBGC.
(3) A standard termination may only take place if at the time
the final distribution of assets occurs, the Plan is sufficient to meet all
"benefit liabilities" determined as of the termination date.
(c) Distress Termination Procedure
(1) The Plan Administrator shall first notify all "affected
parties" of the Employer's intention to terminate the Plan and the proposed date
of termination. Such termination notice must be provided at least 60 days prior
to the proposed termination date. As soon as practicable after the termination
notice is given, the
46.
Plan Administrator shall also provide a follow-up notice to the PBGC setting
forth the following:
(i) a certification of an enrolled actuary of the
amount, as of the proposed termination date, of the current value of the assets
of the Plan, the actuarial present value (as of such date) of the "benefit
liabilities" under the Plan, whether the Plan is sufficient for "benefit
liabilities" as of such date, the actuarial present value (as of such date) of
benefits under the Plan guaranteed under ERISA Section 4022, and whether the
Plan is sufficient for guaranteed benefits as of such date;
(ii) in any case in which the Plan is not sufficient for
"benefit liabilities" as of such date, the name and address of each Participant
and Beneficiary under the Plan as of such date;
(iii) a certification by the Plan Administrator that the
information provided to the PBGC and upon which the enrolled actuary based his
certification is accurate and complete; and
(iv) such other information as the PBGC may prescribe by
regulation.
The certification of the enrolled actuary and of the Plan Administrator
shall not be applicable in the case of a Plan funded exclusively by individual
insurance contracts.
(2) A "distress termination" may only take place if:
(i) the Employer demonstrates to the PBGC that such
termination is necessary to enable the Employer to pay its debts while staying
in business, or to avoid unreasonably burdensome pension costs caused by a
decline in the Employer's work force;
(ii) the Employer is the subject of a petition seeking
liquidation in a bankruptcy or insolvency proceeding which has not been
dismissed as of the proposed termination date; or
47.
(iii) the Employer is the subject of a petition seeking
reorganization in a bankruptcy or insolvency proceeding which has not been
dismissed as of the proposed termination date, and the bankruptcy court (or such
other appropriate court) approves the termination and determines that the
Employer will be unable to continue in business outside a Chapter 11
reorganization process and that such termination is necessary to enable the
Employer to pay its debts pursuant to a plan of reorganization.
(d) Priority and Payment of Benefits
In the case of a distress termination, upon approval by the
PBGC that the Plan is sufficient for "benefit liabilities" or for "guaranteed
benefits", or in the case of a "standard termination", a letter of
non-compliance has not been issued within the sixty (60) day period (as
extended) following the receipt by the PBGC of the follow-up notice, the Plan
Administrator shall allocate the assets of the Plan among Participants and
Beneficiaries pursuant to ERISA Section 4044(a). As soon as practicable
thereafter, the assets of the Plan shall be distributed to the Participants and
Beneficiaries, in cash, in property, or through the purchase or irrevocable
commitments from an insurer. However, if all liabilities with respect to
Participants and Beneficiaries under the Plan have been satisfied and there
remains a balance in the Plan due to erroneous actuarial computation or any
other reason, such balance, if any, shall be returned to the Employer. In the
case of a "distress termination" in which the PBGC is unable to determine that
the Plan is sufficient for guaranteed benefits, the assets of the Plan shall
only be distributed in accordance with proceedings instituted by the PBGC.
(e) The termination of the Plan shall comply with such other
requirements and rules as may be promulgated by the PBGC under authority of
Title IV of the ERISA including any rules relating to time periods or deadlines
for providing notice or for making a necessary filing.
12.3. Merger or Consolidation of the Plan: The Plan and Trust Fund for the
Plan may be merged or consolidated with, or its assets and/or liabilities may be
transferred to, any other plan and trust. In the event of a merger,
consolidation or transfer, each
48.
Participant must receive a benefit immediately after the merger, consolidation
or transfer (as if the Plan had then been terminated) which is at least equal to
the benefit each Participant would have received if the Plan had terminated
immediately before the transfer, merger or consolidation. Such transfer, merger
or consolidation may not otherwise result in the elimination or reduction of any
benefit protected under Code Section 411(d)(6).
ARTICLE XIII.
PARTICIPATING EMPLOYERS
13.1. Adoption by Other Employers: Notwithstanding anything herein to the
contrary, with the consent of the Employer, any other corporation or entity,
whether an affiliate or subsidiary or not, may adopt this Plan and all of the
provisions hereof, and participate herein and be known as a Participating
Employer, by a properly executed document evidencing said intent and will of
such Participating Employer.
13.2. Requirements of Participating Employers:
(a) Each Participating Employer will use the same Trustee as
provided in this Plan.
(b) The Trustee may, but will not be required to, commingle, hold
and invest as one Trust Fund all contributions made by Participating Employers,
as well as any earnings thereon.
(c) The transfer of any Participant from or to an Employer
participating in this Plan, whether an Employee of the Employer or a
Participating Employer, will not affect such Participant's rights under the
Plan, and all amounts credited to the Participant's account as well as the
Participant's accumulated service time with the transferor or predecessor and
length of participation in the Plan, will continue to the Participant's credit.
49.
(d) All rights and values forfeited by termination of employment
will inure only to the benefit of the Participants of the Employer or
Participating Employer for which the forfeiting Participant was employed.
(e) Any expenses of the Plan which are to be paid by the Employer or
borne by the Trust Fund will be paid by each Participating Employer in the same
proportion that the total amount standing to the credit of all Participants
employed by such employer bears to the total amount standing to the credit of
all Participants in the Plan.
13.3. Designation of Agent: Each Participating Employer will be deemed to
be a part of this Plan; provided, however, that with respect to all of its
relations with the Trustee and Plan Administrator for purposes of this Plan,
each Participating Employer will be deemed to have designated irrevocably the
Employer as its agent. Unless the context of the Plan clearly indicates the
contrary, "Employer" will be deemed to include each Participating Employer as
related to its adoption of the Plan.
13.4. Employee Transfers: It is anticipated that an Employee may be
transferred between Participating Employers, and in the event of any such
transfer, the Employee involved will transfer any accumulated service and
eligibility. No such transfer will effect a termination of employment hereunder,
and the Participating Employer to which the Employee is transferred will
thereupon become obligated hereunder with respect to such Employee in the same
manner as was the Participating Employer from whom the Employee was transferred.
13.5. Participating Employer's Contribution: All contributions made by a
Participating Employer, as provided for in this Plan, will be determined
separately by each Participating Employer, and will be paid to and held by the
Trustee for the exclusive benefit of the Employees of such Participating
Employer and the Beneficiaries of such Employees, subject to all the terms and
conditions of this Plan. On the basis of the information furnished by the Plan
Administrator, the Trustee will keep separate books and records concerning the
affairs of each Participating Employer hereunder and as to the accounts and
credits of the Employees of each Participating Employer. The Trustee may,
50.
but need not, register contracts so as to evidence that a particular
Participating Employer is the interested Employer hereunder, but in the event of
an Employee transfer from one Participating Employer to another, the employing
Employer will immediately notify the Trustee thereof.
13.6. Discontinuance of Participation: Any Participating Employer will be
permitted to discontinue or revoke its participation in the Plan. At the time of
any such discontinuance or revocation, satisfactory evidence thereof and of any
applicable conditions imposed will be delivered to the Trustee. The Trustee will
thereafter transfer, deliver and assign Trust Fund assets allocable to the
Participants of such Participating Employer to such new trustee as will have
been designated by such Participating Employer, in the event that it has
established a separate pension plan for its Employees; provided, however, that
no such transfer will be made if the result is the elimination or reduction of
any protected benefits under Section 411(d) or (e) of the Code. If no successor
is designated, the Trustee will retain such assets for the Employees of said
Participating Employer. In no such event will any part of the Trust Fund as it
relates to such Participating Employer be used for or diverted for purposes
other than for the exclusive benefit of the Employees for such Participating
Employer.
13.7. Plan Administrator's Authority: The Plan Administrator will have
authority to make all necessary rules and regulations, binding upon all
Participating Employers and all Participants, to effectuate the purpose of this
Article.
ARTICLE XIV.
ADMINISTRATION OF THE PLAN
14.1. Appointment of Plan Administrator and Trustee: The Employer is
authorized to appoint the Trustee and the Plan Administrator as it deems
necessary for the proper administration of the Plan. The Employer will from time
to time informally review the performance of the Trustee, Plan Administrator or
other persons to whom duties have been delegated or allocated by it. Any person
serving as Plan Administrator may resign
51.
upon thirty (30) days prior written notice to the Employer. The Employer is
authorized to remove any person serving as Plan Administrator at any time and in
its sole discretion appoint a successor whenever a vacancy occurs.
14.2. Plan Administrator: The Plan Administrator is responsible for
administering the Plan for the exclusive benefit of the Participants and their
Beneficiaries, subject to the specific terms of the Plan. The Plan Administrator
will manage, operate and administer the Plan in accordance with the terms of the
Plan and will have full power and authority to construe and resolve all
questions arising in connection with the administration, interpretation, and
application of the Plan. Any determination by the Plan Administrator will be
final and binding upon all persons, and unless it can be shown to be arbitrary
and capricious will not be subject to "de novo" review. The Plan Administrator
may establish procedures, correct any defect, supply any information, or
reconcile any inconsistency in any manner and to any extent as it deems
necessary to carry out the purpose of the Plan; provided, however, that any
procedure, discretionary act, interpretation or construction be
nondiscriminatory and based upon principles consistent with the intent of the
Plan to continue to be deemed a qualified plan under the terms of Code Section
401(a). The Plan Administrator will have all powers necessary or appropriate to
accomplish its duties under this Plan.
14.3. Delegation of Powers: The Plan Administrator may appoint such
assistants or representatives as it deems necessary for the effective exercise
of its duties. The Plan Administrator may delegate to such assistants and
representatives any powers and duties, both ministerial and discretionary, as it
deems expedient or appropriate.
14.4. Trust Agreement:
(a) The Employer shall execute a Trust Agreement with a Trustee or
Trustees chosen by the Employer to hold and manager the assets of the Trust
Fund, and to receive, hold and disburse contributions, interest and other income
for the purpose of paying the pensions under the Plan and the expenses incident
to the operation and maintenance of the Plan. From time to time, one or more
investment managers may be
52.
appointed by the Employer to manage assets of the Trust Fund, which investment
managers shall be solely responsible for investing, reinvesting and managing the
assets of the Trust Fund. A Trustee may also be an investment manager and in the
absence of any separate agreement with an investment manager, the Trustee shall
be the investment manager.
Each Trustee and investment manager so appointed shall acknowledge
that it is a fiduciary within the meaning of ERISA, and shall be either (i) an
investment advisor registered under the Investment Advisors Act of 1940, (ii) a
bank as defined in the Investment Advisors Act of 1940, or (iii) an insurance
company qualified to manager, acquire or dispose of assets under the laws of
more than one state.
(b) The Employer shall determine the form and terms of any Trust
Agreement or investment management agreement, which may authorize the inclusion
of obligations and stock of the Employer and its subsidiaries and affiliates
among the investments of the Trust Fund (subject to the provisions of any
applicable law), and which may authorize the pooling of the Trust Fund for
investment purposes with other Internal Revenue Service qualified pension funds
of the Employer and its subsidiaries and affiliates. The Employer may modify
such Trust Agreement or investment management agreement from time to time, or
terminate them pursuant to the terms thereof. In case of a conflict between the
Plan and the Trust Agreement, the provisions of the Trust Agreement shall be
deemed controlling.
14.5. Appointment of Advisers: The Plan Administrator may appoint counsel,
specialists, advisers, and other persons as the Plan Administrator deems
necessary or desirable in connection with the administration of the Plan.
14.6. Records and Reports: The Plan Administrator will keep a record of
all actions taken. In addition, it will keep all other books, records, and other
data that are necessary for administration of the Plan, and it will be
responsible for supplying all information and reports to Participants,
Beneficiaries, the Internal Revenue Service, the Department of Labor and others
as required by law.
53.
14.7. Information from Employer: The Employer will supply the Plan
Administrator with full and timely information on all matters relating to the
Compensation of all Participants, their Hours of Service, their Years of
Service, their retirement, death, Disability, or termination of employment, and
such other pertinent facts as the Plan Administrator may require from time to
time. The Plan Administrator will advise the Trustee of the foregoing facts as
may be pertinent to the Trustee's duties under the Plan. The Plan Administrator
and Trustee may rely on information supplied by the Employer and will have no
duty or responsibility to verify the information.
14.8. Majority Actions: Except where there has been an allocation and
delegation of administrative authority or where specifically expressed herein to
the contrary, if there shall be more than one Plan Administrator, they shall act
by a majority of their number, but may authorize one or more of them to sign any
documents on their behalf.
14.9. Expenses: All expenses and costs of administering the Plan may be
paid out of the Trust Fund unless actually paid by the Employer. Expenses will
include any expenses incident to the functioning of the Plan Administrator,
including, but not limited to, fees of accountants, counsel, and other
specialists and their agents, and other costs of administering the Plan. Until
paid, the expenses will be considered a liability of the Trust Fund. However,
the Employer may reimburse the Trust Fund for any administrative expense
incurred. Any administrative expense paid to the Trust Fund as a reimbursement
will not be considered an Employer contribution.
14.10. Discretionary Acts: Any discretionary actions of the Plan
Administrator with respect to the administration of the Plan shall be made in a
manner which does not discriminate in favor of stockholders, officers and Highly
Compensated Employees.
14.11. Responsibility of Fiduciaries: The Plan Administrator and members
of the Administrative Committee, and their assistants and representatives shall
be free from all liability for their acts and conduct in the administration of
the Plan except for acts of willful misconduct provided, however, that the
foregoing shall not relieve any of them
54.
from any liability for any responsibility, obligation or duty they may have
pursuant to ERISA or the Code.
14.12. Indemnity by Employer: In the event of and to the extent not
insured against by any insurance company pursuant to provisions of any
applicable insurance policy, the Employer shall indemnify and hold harmless, to
the extent permitted by law, any individual Trustee, the Plan Administrator, and
their assistants and representatives from any and all claims, demands, suits or
proceedings which may in connection with the Plan or Trust Agreement be brought
by the Employer's Employees, Participants or their Beneficiaries or legal
representatives, or by any other person, corporation, entity, government or
agency thereof; provided, however, that such indemnification shall not apply to
any such person for such person's acts of willful misconduct in connection with
the Plan or Trust Agreement.
14.13. Claims Procedure: Claims for benefits under the Plan may be filed
with the Plan Administrator. Written notice of the disposition of a claim will
be furnished to the claimant within ninety (90) days after the application is
filed. In addition, in the event the claim is denied, the Plan Administrator
shall:
(a) state the specific reason or reasons for the denial,
(b) provide specific reference to pertinent Plan provisions on which
the denial is based,
(c) provide a description of any additional material or information
necessary for the Participant or his representative to perfect the claim and an
explanation of why such material or information is necessary, and
(d) explain the Plan's claim review procedure as contained in this
Plan.
Any claimant who has been denied a benefit by the Plan Administrator
will be entitled to request the Plan Administrator to give further consideration
to the claim by filing with the Plan Administrator a request for a hearing. The
request, together with a
55.
written statement of the reasons why the claimant believes the claim should be
allowed, must be filed with the Plan Administrator within sixty (60) days after
the claimant receives written notification from the Plan Administrator regarding
the denial of the claimant's claim. The Plan Administrator will conduct a
hearing within the next sixty (60) days, at which time the claimant may be
represented by an attorney or any other representative of his or her choosing
and at which time the claimant will have an opportunity to submit written and
oral evidence and arguments in support of the claim. At the hearing (or prior
thereto upon five (5) business days written notice to the Plan Administrator)
the claimant or his or her representative will have an opportunity to review all
documents in the possession of the Plan Administrator which are pertinent to the
claim at issue and its disallowance. Either the claimant or the Plan
Administrator may cause a court reporter to attend the hearing and record the
proceedings, in which event a complete written transcript of the proceedings
will be furnished to both parties by the court reporter. The full expense of the
court reporter and transcripts will be borne by the party causing the court
reporter to attend the hearing. A final decision as to the allowance of the
claim will be made by the Plan Administrator within sixty (60) days of the
hearing (unless there has been an extension of time due to special
circumstances, provided the delay and the special circumstances occasioning it
are communicated to the claimant within the sixty (60) day period). The final
decision will be written and will include specific reasons for the decision and
specific references to the pertinent Plan provisions on which the decision is
based.
ARTICLE XV.
GENERAL
15.1. Bonding: Every fiduciary, except a bank or an insurance company,
unless exempted by the Act and regulations thereunder, shall be bonded in an
amount not less than 10% of the amount of the funds such fiduciary handles;
provided, however, that the minimum bond shall be $1,000 and the maximum bond,
$500,000. The amount of funds handled by such person, group, or class to be
covered and their predecessors, if any, during the preceding Plan Year, or if
there is not preceding Plan Year, then by the amount of the
56.
funds to be handled during the then current year. The bond shall provide
protection to the Plan against any loss by reason of acts of fraud or dishonesty
by the fiduciary alone or in connivance with others. The surety shall be a
corporate surety company (as such term is used in ERISA Section 412(a)(2)), and
the bond shall be in a form approved by the Secretary of Labor. Notwithstanding
anything in the Plan to the contrary, the cost of such bonds shall be an expense
of and may, at the election of the Plan Administrator, be paid from the Trust
Fund or by the Employer.
15.2. Action by the Employer: Whenever the Employer under the terms of the
Plan is permitted or required to do or perform any act or matter or thing, it
shall be done and performed by a person duly authorized by its legally
constituted authority.
15.3. Employment Rights: The Plan is not to be deemed to constitute a
contract of employment between the Employer and any Participant or to be a
consideration for, or an inducement or condition of, the employment of any
Participant or Employee. Nothing contained in the Plan is to be deemed
(a) to give any Participant the right to be retained in the service
of the Employer,
(b) to interfere with the right of the Employer to discharge any
Participant at any time,
(c) to give the Employer the right to require any Employee to remain
in its employ, or
(d) to affect any Employee's right to terminate employment at any
time.
15.4. Alienation: Subject to the exceptions provided below, no benefit
payable out of the Trust Fund to any person (including a Participant or the
Participants Beneficiary) is to be subject in any manner to anticipation,
alienation, sale, transfer, assignment, pledge, encumbrance, or charge, and any
attempt to anticipate, alienate, sell, transfer, assign, pledge, encumber, or
charge will be void. Further, no such benefit shall in any manner be
57.
liable for, or subject to, the debts, contracts, liabilities, engagements, or
torts of any such person, nor shall it be subject to attachment or legal process
for or against such person.
This provision will not apply to the extent a Participant or
Beneficiary is indebted to the Plan, for any reason, under any provision of the
Plan.
This provision will not apply to the extent of a "Qualified Domestic
Relations Order" defined in Code Section 414(p), and those other domestic
relations orders permitted to be so treated by the Plan Administrator under the
provisions of the Retirement Equity Act of 1984.
15.5. Governing Law: This Plan will be construed and enforced according to
ERISA and the laws of the state in which the Employer has its principal office,
other than its laws respecting choice of law, to the extent not preempted by
ERISA.
15.6. Conformity to Applicable Law: It is the intention of the Employer
that the Plan, and the trust established by the Employer to implement the Plan,
be in compliance with the provisions of Sections 401 and 501 of the Code and the
requirements of ERISA, and the corresponding provisions of any subsequent laws,
and the provisions of the Plan shall be construed to effectuate such intention.
15.7. Usage: Any term used herein in the singular or plural or in the
masculine, feminine or neuter form will be construed in the singular or plural,
or in the masculine, feminine or neuter form as proper reading requires.
15.8. Legal Action: In the event any claim, suit, or proceeding is brought
regarding the Plan or Trust for the Plan established hereunder to which the
Trustee or the Plan Administrator may be a party, and the claim, suit, or
proceeding is resolved in favor of the Trustee or Plan Administrator, they will
be entitled to reimbursement from the Trust Fund for any and all costs,
attorneys' fees, and other expenses pertaining thereto incurred by them for
which they will have become liable.
15.9. Exclusive Benefit: Except as provided below and otherwise
specifically permitted by law, the Trust Fund maintained pursuant to the Plan
may not be diverted to
58.
or used for other than the exclusive benefit of the Participants, retired
Participants or their Beneficiaries.
15.10. Prohibition Against Diversion of Funds: Except as provided below
and otherwise specifically permitted herein or by law, it shall be impossible by
operation of the Plan by power of revocation or amendment, by the happening of
any contingency, by collateral arrangement or by any other means, for any part
of the corpus or income of any fund maintained pursuant to the Plan or any funds
contributed thereto to be used for, or diverted to, purposes other than the
exclusive benefit of former or current Participants, retired Participants, or
their Beneficiaries.
15.11. Return of Contribution: Employer contributions to the fund shall be
irrevocable except as provided below:
(a) In the event the Employer makes an excessive contribution
because of a mistake of fact (pursuant to Section 403(c)(2)(A) of ERISA), the
Employer may demand repayment of such excessive contribution at any time within
one year following the time of payment and the Trustee thereupon will return the
excessive amount to the Employer within the one-year period. Earnings of the
Plan attributable to the excess contribution will not be returned to the
Employer but any losses attributable thereto will reduce the amount so returned.
(b) In the event the Plan receives an adverse determination from the
Commissioner of the Internal Revenue with respect to its initial qualification,
any contribution made incident to the initial qualification by the Employer may
be returned to the Employer within one-year after such determination, provided
the application for the determination is made by the time prescribed by law for
filing the Employer's return for the taxable year in which the Plan was adopted,
or such later date as the Secretary of the Treasury may prescribe.
(c) Notwithstanding any provisions of the Plan to the contrary, all
contributions by the Employer are conditioned upon the deductibility of the
contributions
59.
by the Employer under the Code and, to the extent any such deduction is
disallowed, the Employer may, within one year following the disallowance of the
deduction, demand repayment of such disallowed contribution and the Trustee must
return the contribution within one year following the disallowance. Earnings of
the Plan attributable to the contribution for which such deduction is disallowed
may not be returned to the Employer, but any losses attributable thereto must
reduce the amount so returned.
15.12. Employer's Protective Clause: Neither the Employer nor the Trustee,
nor their successors, will be responsible for the validity of any insurance or
annuity contract issued hereunder or for the failure on the part of the insurer
to make payments provided by any contract or for the action of any person which
may delay payment or render a contract null and void or unenforceable in whole
or in part.
15.13. Insurer's Protective Clause: Any insurer who will issue contracts
hereunder will not have any responsibility for the validity of this Plan or for
the tax or legal aspects of this Plan. The insurer will be protected and held
harmless in acting in accordance with any written direction of the Trustee, and
will have no duty to see to the application of any funds paid to the Trustee,
nor will be required to question any actions directed by the Trustee.
15.14. Receipt and Release for Payments: Any payment to a Participant, a
Participant's legal representative or Beneficiary, or to any guardian appointed
for the Participant or Beneficiary will, to the extent thereof, be in full
satisfaction of all claims hereunder against the Trustee and the Employer,
either of whom may require the Participant, legal representative or Beneficiary
or guardian, as a condition precedent to such payment, to execute a receipt and
release thereof in such form as determined by the Trustee or Employer.
15.15. Headings: The headings and subheadings of this Plan have been
inserted for convenience of reference and are to be ignored in any construction
of the provisions hereof.
60.
15.16. Construction of Plan: The types, amounts and costs of coverage and
benefits and other terms and conditions of eligibility for participation,
coverage and benefits are set forth in separate written plans or other documents
attached hereto as Exhibits the provisions of which are incorporated herein.
This Plan shall not operate in any way to modify the terms or conditions of such
plans or be construed to require participation or coverage under such plan where
such coverage or benefits are not available to a Participant under the terms
thereof. Such separate written plans or other documents shall be controlling in
every regard to the extent there is any conflict or inconsistency between the
terms thereof and this Plan, provided, however, the terms and provisions of the
documents and the terms and provisions of the Plan shall be construed as
mutually consistent to the fullest extent possible. The Plan shall be a single
plan as defined in Reg. Sec. 1.414(1)-1(b) although there are several documents
and distinct benefit features which apply to different participants.
ARTICLE XVI.
DEFINITIONS
For purposes of the Plan, the following words and phrases will have the
following meanings unless a different meaning is expressly stated or ascribed to
them in the Exhibit corresponding to the Participant's classification and
status.
16.1. Accrued Benefit: The Retirement Benefit payable at Normal Retirement
Age determined pursuant to the Exhibit corresponding to the Employee's
classification and status accrued as of any date.
Notwithstanding the above, a Participant's Accrued Benefit derived from
Employer contributions shall not be less than the minimum Accrued Benefit
provided pursuant to the Section entitled "Minimum Benefit for Top-Heavy Plan."
16.2. Actuarial Equivalent: The conversion to a form of benefit differing
in time, period, or manner of payment from the specific benefit provided under
the Article herein entitled "Plan Benefits" accomplished by applying the
actuarial assumptions set
61.
forth in Schedule A attached to the Exhibit corresponding to the Employee's
classification and status.
16.3. Administrative Committee: The person or persons or entity appointed
by the Plan Administrator to administer the Plan.
16.4. Affiliated Employer: The Employer and any corporation which is a
member of a controlled group of corporations (as defined in Code Section 414(b))
which includes the Employer; any trade or business (whether or not incorporated)
which is under common control (as defined in Code Section 414(c)) with the
Employer; and any other entity required to be aggregated with the Employer
pursuant to Regulations under Code Section 414(o).
16.5. Aggregation Group: Either a Required Aggregation Group or a
Permissive Aggregation Group.
(a) Required Aggregation Group: The group of plans consisting of the
following, which are required to be aggregated:
(1) all the plans of the Employer in which a Key Employee is a
Participant during the Plan Year containing the Determination Date or any of the
preceding four Plan Years; and
(2) any other plan of the Employer which enables any plan in
which a Key Employee participates to meet the requirements of Code Section
401(a)(4) or 410.
If the Required Aggregation Group is a Top-Heavy Group, all
plans in the Required Aggregation Group in which the Determination Dates fall
within the same calendar year will be considered Top-Heavy Plans. If the
Required Aggregation is not a Top-Heavy Group, no plan in the Required
Aggregation Group will be considered a Top-Heavy Plan.
(b) Permissive Aggregation Group: The group of plans consisting of
the following:
62.
(1) the Required Aggregation Group; and
(2) any plan not in the Required Aggregation Group which the
Employer wishes to treat as being aggregated with the Required Aggregation
Group, provided that the resulting group, taken as a whole, would continue to
satisfy the provisions of Code Sections 401(a) and 410.
If the Permissive Aggregation Group is a Top-Heavy Group, only
those plans which are part of the Required Aggregation Group and in which the
Determination Dates fall within the same calendar year will be considered
Top-Heavy Plans. If the Permissive Aggregation Group is not a Top-Heavy Group,
then no plan in the Permissive Aggregation Group will be considered a Top-Heavy
Plan.
(c) Any terminated plan maintained by the Employer within the last
five Plan Years ending on the Determination Date will be included in determining
the Aggregation Group.
16.6. Anniversary Date: The first day of the Plan Year.
16.7. Annual Benefit: The benefit payable annually under the terms of the
Plan (exclusive of any benefit not required to be considered for purposes of
applying the limitations of Code Section 415 to the Plan) payable in the form of
a Straight Life Annuity with no ancillary benefits. If the benefit under the
Plan is payable in any other form, the Annual Benefit shall be adjusted to be
the Actuarial Equivalent of a Straight Life Annuity.
16.8. Annuity: A single premium annuity contract or an annuity under a
group annuity contract purchased by the Trustee on behalf of a Participant or
Beneficiary from an insurance company for purposes of providing the benefits
payable under the terms of the Plan.
16.9. Annuity Starting Date: The first day of the first period for which
an amount is paid as an annuity or, in the case of a benefit not payable in the
form of an annuity, the first day on which all events have occurred that
entitles the Participant to such
63.
benefit. In the case of a deferred annuity, the Annuity Starting Date shall be
the date on which the annuity payments are scheduled to commence.
16.10. Average Monthly Compensation: See Exhibit corresponding to
Participant's classification and status.
16.11. Beneficiary:
(a) The last person or persons designated by the Participant to
receive benefits payable under the Plan in the event of death. In the event a
Beneficiary is not designated, the Participant's surviving Spouse will be the
deemed Beneficiary. If neither a designated Beneficiary nor the Participant's
Spouse survives the Participant the Participant's estate will be deemed the
Beneficiary.
(b) Subject to the terms of any life insurance policy, any
designated Beneficiary may be changed from time to time. To change a Beneficiary
in a policy the Participant must inform the Plan Administrator and the Trustee
in writing. The Trustee must take immediate steps to complete the change with
the insurer but will not be liable for by its any delay in making the change,
unless caused by gross negligence. No change of Beneficiary will be binding upon
the insurer until forms properly executed by the Trustee have been filed with
and acknowledged by the insurer at its home office.
(c) No designation of Beneficiary or change of designation of
Beneficiary made under this Section will be effective until the Plan
Administrator and the Trustee actually receive a written notice of such
designation or change, signed by the Participant, and, if the Participant is
married and the designated Beneficiary is not the Participant's Spouse,
consented to by the Participant's Spouse. The Spouse's written consent will
acknowledge the effect of the consent and will be witnessed by the Plan
Administrator or by a notary public.
(d) No spousal consent to a Beneficiary designation is required if
64.
(1) The Participant's Spouse has waived the right to be the
Participant's Beneficiary and such waiver is in accordance with the last
sentence of paragraph (c) above;
(2) it is established to the satisfaction of the Plan
Administrator that
(i) the Participant has no Spouse, or
(ii) the Participant's Spouse cannot be located;
(3) no spousal consent is required in accordance with
applicable Treasury or Department of Labor Requirements.
In such event, the designation of a Beneficiary shall be made on a
form satisfactory to the Plan Administrator. A Participant may at any time
revoke his designation of a Beneficiary or change his Beneficiary by filing
written notice of such revocation or change with the Plan Administrator.
However, the Participant's Spouse must again consent in writing to any change in
Beneficiary unless the original consent acknowledged that the Spouse had the
right to limit consent only to a specific Beneficiary and that the Spouse
voluntarily elected to relinquish such right.
16.12. Break in Service: A Period of Severance of at least twelve (12)
consecutive months.
In the case of an individual who is absent from work for maternity or
paternity reasons, the 12-consecutive month period beginning on the first
anniversary of the first date of such absence will not constitute a Break in
Service. For purposes of this paragraph, an absence from work for maternity or
paternity reasons means an absence:
(1) by reason of the pregnancy of the individual,
(2) by reason of the birth of a child of the individual,
(3) by reason of the placement of a child with the individual in
connection with the adoption of such child by such individual, or
65.
(4) for purposes of caring for such child for a period beginning
immediately following such birth or placement.
If the Employer is a member of an affiliated service group (under Code
Section 414(m)), a controlled group of corporations (under Code Section 414(b)),
a group of trades or businesses under common control (under Code Section 414(c))
or any other entity required to be aggregated with the Employer pursuant to Code
Section 414(o) and the regulations thereunder, service will be credited for any
employment for any period of time for any other member of such group. Service
will also be credited. for any individual required under Code Section 414(n) or
414(o) and the Regulations thereunder to be considered an Employee of any
employer aggregated under Code Section 414(b), (c) or (m).
16.13. Code: The Internal Revenue Code of 1986, including any amendments
thereto.
16.14. Compensation: A Participant's wages and salaries received during
the calendar year for personal services rendered to the Employer as an Employee
in the Eligible Class, as may be modified in the Exhibit corresponding to the
Employee's classification and status.
Compensation shall also include any amount which is contributed by the
Employer pursuant to a salary reduction agreement under Code Section 401(k),
Section 402(e)(3) and Section 402(h), a simplified employee pension plan under
Code Section 408(k), a cafeteria plan under Code Section 125 or a tax-deferred
annuity under Code Section 403(b).
For years beginning after December 31, 1988, the Compensation of each
Participant which may be taken into account for determining all benefits
provided under the Plan for any Plan Year will not exceed $200,000, as adjusted
under Code Section 415(d) of the Code, except that the dollar increase in effect
on January 1 of any calendar year is effective for years beginning in such
calendar year and the first adjustment to the $200,000 limitation is effected on
January 1, 1990.
66.
Notwithstanding the foregoing, for Plan Years beginning after December 31,
1993, the Compensation of each Participant which may be taken into account under
the Plan will not exceed $150,000, except as adjusted as follows. For any Plan
Year beginning after December 31, 1994, such $150,000 annual compensation limit
shall be adjusted as provided under Code Section 415(d), except that such
adjustments shall only be made in increments of $10,000, rounded down, to the
next lowest multiple of $10,000. Notwithstanding the foregoing, if the Plan is
maintained pursuant to one or more collective bargaining agreements ratified
before August 10, 1993, the above provision limiting Compensation to $150,000
shall not apply to contributions made or benefits accrued pursuant to such
collective bargaining agreements for Plan Years beginning before the earlier of:
(1) January 1, 1997, or
(2) the latest of
(a) January 1, 1994, or
(b) the date on which the last of such collective
bargaining agreements terminates, without regard to any
extension, amendment, or modification made on or after August 10, 1993.
If the period for determining compensation used in calculating an
Employee's allocation for a determination period is a short plan year (i.e.
shorter than 12 months), the annual compensation limit is an amount equal to the
otherwise applicable annual compensation limit multiplied by the fraction, the
numerator of which is the number of months in the short plan year, and the
denominator of which is 12. In determining the compensation of a Participant for
purposes of this limitation, the rules of section 414(q)(6) of the Code shall
apply except in applying such rules, the term Family Member shall include only
the Spouse of the Participant and any lineal descendants of the Participant who
have not attained age 19 before the close of the Plan Year. If, as a result of
the application of such rules the adjusted, applicable annual compensation limit
is exceeded,
67.
then (except for purposes of determining the portion of compensation up to the
integration level if this plan provides for permitted disparity), the limitation
shall be prorated among the affected individuals in proportion to each such
individual's compensation as determined under this Section prior to the
application of this limitation or, the limitation shall be adjusted in
accordance with any other method permitted by Regulation.
If compensation for any prior determination period is taken into account
in determining an Employee's benefit for the current determination period, the
compensation for such prior year is subject to the applicable annual
compensation limit in effect for that prior year. For this purpose, for years
beginning before January 1, 1990, the applicable annual compensation limit is
$200,000.
For purposes of applying the limitations of Code Section 415, "Code
Section 415 Compensation" will include the Participant's wages, salaries, fees
for professional service and other amounts for personal services actually
rendered in the course of employment with an Employer maintaining the Plan
(including, but not limited to, commissions paid to salesmen, compensation for
services on the basis of a percentage of profits, commissions on insurance
premiums, tips and bonuses and, in the case of a Participant who is an Employee
within the meaning of Code Section 401(c)(1) and the Regulations thereunder, the
Participants Earned income (as described in Code Section 401(c)(2) and the
Regulations thereunder)) paid during the Limitation Year. "415 Compensation"
will exclude:
(a) Employer contributions to a plan of deterred compensation which
are not includible in the Employee's gross income for the taxable year in which
contributed, or Employer contributions under a simplified employee pension plan
to the extent such contributions are deductible by the Employee, or any
distributions from a plan of deferred compensation;
(b) Amounts realized from the exercise of a non-qualified stock
option, or when restricted stock (or property) held by the Employee either
becomes freely transferable or is no longer subject to a substantial risk of
forfeiture;
68.
(c) Amounts realized from the sale, exchange or other disposition of
stock acquired under a qualified stock option; and
(d) Other amounts which received special tax benefits, or
contributions made by the Employer (whether or not under a salary reduction
agreement) towards the purchase of an annuity described in Section 403(b) of the
Internal Revenue Code (whether or not the amounts are actually excludable from
the gross income of the Employee).
For purposes of applying the limitations of Code Section 415, "415
Compensation" for a Limitation Year is the compensation actually paid or
includible in gross income during such Limitation Year.
16.15. Controlled Group: Any group of business entities under common
control, including but not limited to proprietorships and partnerships, or a
controlled group of corporations within the meaning of Code Sections 414(b), (c)
and (d).
16.16. Determination Date: For any Plan Year subsequent to the first Plan
Year, the last day of the preceding Plan Year. For the first Plan Year, the last
day of that Plan Year.
16.17. Direct Rollover: A direct rollover is a payment by the Plan to an
Eligible Retirement Plan specified by the Distributee.
16.18. Disability: A bodily injury, disease or mental condition which
prevents the individual from engaging in any employment or occupation for wage
or profit on a continued and permanent basis for the remainder of the
individual's life, for which such individual is eligible for and receiving a
disability benefit under Title II of the Federal Social Security Act. The
permanence and degree of such incapacity will be supported by medical evidence.
No Participant shall be deemed to have incurred a Disability, if disability
results from engaging in a criminal act, a self-inflicted injury, service in the
armed forces of any county, or war, insurrection or rebellion.
69.
16.19. 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 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.
16.20. Earliest Retirement Date: The earliest date on which the
Participant could elect to receive retirement benefits under the Plan.
16.21. Early Retirement Age: The age on which a Participant shall have
attired the age and completed the requisite Years of Service as set forth in the
Exhibit corresponding to the Participant's classification and status.
16.22. Early Retirement Date: The first day of the month next following a
Participant's attainment of Early Retirement Age on which the Participant elects
to begin receiving his retirement benefits hereunder.
16.23. Eligible Class:
(a) With respect to benefits described in Exhibit A: Employment as a
salaried Employee at Amphenol Corporation who receives a regular stated
compensation other than a retirement payment retainer or fee, excluding
however:
(i) Any person in any other Eligible Class currently accruing
credits under the Plan or any other defined benefit pension plan to which the
Employer or any Affiliated Employer is contributing;
(ii) Any employee whose conditions of employment are
determined by collective bargaining, unless such employment shall be included in
the Plan by the express terms of a collective bargaining agreement;
(iii) Any person whose employment is not for at least 1,000
Hours of Service during any Plan Year;
70.
(iv) Any Employee of a Foreign Subsidiary if such Employee is
not a citizen of the United States;
(v) Any Employee of a Foreign Subsidiary if contributions
under a funded plan of deferred compensation are provided by an person or
corporation, other than the Employer, with respect to the remuneration paid to
such Employee by such Foreign Subsidiary;
(vi) Any Employee of a Foreign Subsidiary if such Employee was
not transferred by the Employer to employment with the Foreign Subsidiary
directly from employment with the Employer; and
(vii) Any Employee of Sine Systems*Pyle Connections
Corporation.
(b) With respect to benefits described in Exhibit B: Employees in a
Participating Group at Amphenol Corporation employed on an hourly basis;
excluding, however,
(i) Any Employee in any other Eligible Class who is an active
participant of the Plan or any maintained by a Participating Employer;
(ii) Any Employee whose conditions of employment are
determined by collective bargaining, unless such Employee shall be included in
the Plan by the express terms of a collective bargaining agreement;
(iii) Any Employee who is not a Spectra Strip Employee whose
regularly scheduled employment is for less than 1,000 Hours of Service during a
Plan Year;
(iv) Any Employee of a Foreign Subsidiary if such Employee is
not a citizen of the United States; and
(v) Any Employee of a Foreign Subsidiary if contributions
under a funded plan of deferred compensation are provided by any person or
corporation,
71.
other than the Employer, with respect to the remuneration paid to such Employee
by such Foreign Subsidiary; and
(vi) Any Employee of a Foreign Subsidiary if such Employee was
not transferred by the Employer to employment with the Foreign Subsidiary
directly from employment with the Employer.
(c) With respect to benefits described in Exhibit C: Employment as a
full or part-time employee regularly working at least 1,000 hours per year on
the salaried payroll of LPL Technologies Inc., Times Fiber Communications, Inc.
or Amphenol Corporation Headquarters; excluding, however any Amphenol operations
employee hired prior to June 1, 1987.
(d) With respect to any benefits described in Exhibit D: Employment
at the Chatham Cable Company division of times Fiber Communications, Inc.
(principally at Chatham, Virginia or Phoenix, Arizona) on an hourly basis.
(e) With respect to any benefits described in Exhibit E: Salaried
Employees of Sine Systems*Pyle Connectors Corporation who shall have been
employed at Pyle-National, Inc. on the date before the date of the merger with
The Sine Companies, Inc.
(f) With respect to benefits described in Exhibit F: Employment at
the Pyle-National Division, represented by the General Service Employees' Union,
Local No. 73 of the Service Employees' International Union, AFL-CIO.
(g) With respect to benefits described in Exhibit G: Employment as a
salaried Employee at Sidney, New York.
(h) With respect to benefits described in Exhibit H: Employment at
the Sidney Division of Amphenol Corporation (Sidney Division, Sidney, New York)
on an hourly basis, including employment as an hourly rated person on incentive
pay plan, within the scope of the collective bargaining agreement between the
Employer and the Participating Unit.
72.
16.24. Eligible Retirement Plan: 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, or a qualified trust described in Section 401(a) of the
Code, that accepts the Distributee's Eligible Rollover Distribution. However, in
the case of an Eligible Rollover Distribution to the surviving Spouse, an
Eligible Retirement Plan is only an individual retirement account or individual
retirement annuity.
16.25. Eligible Rollover Distribution: 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 (10) years or more; any
distribution to the extent such distribution is required under Section 401(a)(9)
of the Internal Revenue Code; and the portion of any distribution that is not
includible in gross income (determined without regard to the exclusion for net
unrealized appreciation with respect to employer securities).
16.26. Employee: Any person in the employ of the Employer or of any other
employer required to be aggregated with the Employer under Sections 414(b), (c),
(m) or (o) of the Code, excluding any person who is an independent contractor.
The term Employee will also include any Leased Employee deemed to be an
Employee of any employer described in the previous paragraph as provided in
Sections 414(n) or (o) of the Code.
16.27. Employer: Amphenol Corporation, any successor which will maintain
this Plan and any predecessor which has maintained this Plan. The Employer is a
corporation, with principal offices in the State of Connecticut.
16.28. Employment Commencement Date: The date the Employee first performs
an Hour of Service for the Employer.
73.
16.29 Exhibit: The attachment to this Plan which forms a part of this Plan
which describes the benefits, right and features applicable to Employees within
a certain Eligible Class. The terms of any Exhibit shall modify and supersede
the provision of this document (without regard to the Exhibit) in the event of
any inconsistency. However, notwithstanding the distinct benefit structures,
rights and features described in any Exhibit, the Plan is to be treated as a
single plan as described in Regulation Section 1.414(1)-1(b)(1) and all
provisions shall be construed in a manner consistent with such treatment.
16.30. ERISA: The Employee Retirement Income Act of 1974, as it may from
time to time be amended or supplemented.
16.31. Family Member: The Employee's spouse, any of the Employee's lineal
descendants and ascendants and the spouses of the Employee's lineal descendants
and ascendants, all as described in Code Section 414(q)(6)(B).
16.32. Fiscal Year: The Employer's accounting year of 12 months commencing
on January 1 of each year and ending the following December 31.
16.33. Foreign Subsidiary: Any corporation organized or created otherwise
than in or under the laws of the United States or any State therein or territory
thereof if:
(a) twenty percent (20%) or more of such foreign corporation's
voting stock is owned by the Employer; or
(b) fifty percent (50%) or more of such foreign corporation's voting
stock is owned by a foreign corporation described in subparagraph (a)
immediately above;
provided, in either case, that an agreement which remains in effect has been
entered into by the Employer to have the insurance system established under
Title II of the Social Security Act, as amended, extended to cover all United
States citizens who are employed by such foreign corporation; and it is not an
Affiliated Employer.
16.34. Forfeiture: That portion of a Participant's Accrued Benefit that is
not vested, and occurs on the earlier of:
74.
(a) the distribution of the entire vested portion of a Participant's
Accrued Benefit; or
(b) the last day of the Plan Year in which the Participant incurs
five (5) consecutive 1-Year Breaks in Service.
Furthermore, for purposes of paragraph (a) above, in the case of a
Participant who has terminated employment with the Employer, and whose vested
Accrued Benefit is zero, such Participant shall be deemed to have received a
distribution of his vested Accrued Benefit upon his termination of employment.
In addition, the term Forfeiture shall also include amounts deemed to be
Forfeitures pursuant to any other provision of this Plan.
16.35. Highly Compensated Employee: An Employee who, on the snapshot day:
(a) is a five percent (5%) owner (as defined in the definition of
"Key Employee");
(b) received Compensation from the Employer in excess of the amount
set forth in Code Section 414(q)(1)(B) (as adjusted pursuant to Section 415(d)
of the Code);
(c) received Compensation from the Employer in excess of the amount
set forth in Code Section 414(q)(1)(C) and was a member of the Top-Paid Group;
or
(d) was an officer of the Employer described in Code Section
414(q)(1)(D).
If the determination on Employee's status as a Highly Compensated Employee
is made earlier than the last day of the Plan Year, Compensation shall be
projected for the Plan Year under a reasonable method established by the
Employer.
In the event there are Employees not employed on the snapshot day that are
taken into account for purposes of the "nondiscrimination requirements"
identified in Rev.
75.
Proc. 93-42, the term Highly Compensated Employee shall include any eligible
Employee for the Plan Year who:
(a) terminated employment prior to the snapshot day and was a Highly
Compensated Employee in the prior year;
(b) terminated prior to the snapshot day and
(i) was a five percent (5%) owner;
(ii) has Compensation for the Plan Year greater than or equal
to the projected Compensation of any Employee who is treated as a Highly
Compensated Employee on the snapshot day (except for Employees who are Highly
Compensated Employees solely because they are five percent (5%) owners or
officers); or
(iii) is an officer and has Compensation greater than or equal
to the projected Compensation of any other officer who is a Highly Compensated
Employee on the snapshot day solely because that person is an officer.
In applying the above method in determining Highly Compensated
Employees, the terms and provisions of Regulation Section 1.414(q)-IT shall
apply to the extent that they are not inconsistent with the methods specifically
provided above and in Rev. Proc. 93-42.
16.36. Highly Compensated Participant: A Highly Compensated Employee who
has satisfied the eligibility requirements and is participating in the Plan.
16.37. Hour of Service:
(1) Each hour for which an Employee is paid, or entitled to payment,
for the performance of duties for the Employer. These hours will be credited to
the Employee for the computation period in which the duties are performed.
(2) Each hour for which an Employee is paid, or entitled to payment,
by the Employer on account of a period of time during which no duties are
performed (irrespective of whether the employment relationship has terminated)
due to vacation,
76.
holiday, illness, incapacity (including Disability), layoff, jury duty, military
duty or leave of absence, during the applicable computation period. These hours
include the normally scheduled work hours for the Employee during the first six
(6) months of disability or while the Employee is receiving any short-term or
long-term disability benefits under any insured or non-insured disability plan
to which the Employer contributes. Notwithstanding the above,
(a) no more than 501 Hours of Service shall be credited to an
Employee an account of any single continuous period during which the Employee
performs no duties (whether or not such period occurs in a single computation
period);
(b) an hour for which an Employee is directly or indirectly paid, or
entitled to payment, on account of a period during which no duties are performed
shall not be credited to the Employee if such payment is made or due under a
plan maintained solely for the purpose of complying with applicable worker's
compensation, or unemployment compensation or disability insurance laws; and
(c) Hours of Service shall not be credited for a payment which
solely reimburses an Employee for medical or medically related expenses incurred
by the Employee.
For purposes of this Section, a payment shall be deemed to be made by or
due from the Employer regardless of whether such payment is made by or due from
the Employer directly, or indirectly through, among others, a trust fund, or
insurer, to which the Employer contributes or pays premiums and regardless of
whether contributions made or due to the trust fund, insurer, or other entity
are for the benefit of particular Employees or are on behalf of a group of
Employees in the aggregate.
(3) Each hour for which back pay, irrespective of mitigation of
damages, is either awarded or agreed to by the Employer. The same Hours of
Service will not be credited both under paragraph (1) or paragraph (2), as the
case may be, and under this paragraph (3). These hours will be credited to the
Employee for the computation
77.
period or periods to which the award or agreement pertains rather than the
computation period in which the award, agreement or payment is made.
(4) Each hour of the normally scheduled work hours for each week
during any period the Employee is on any leave of absence from work with the
Employer for military service with the armed forces of the United States, but
nor to exceed the period required under the law pertaining to veteran's
reemployment rights; provided, however, if the Employee fails to report to work
at the end of such leave during which the Employee has reemployment rights, the
Employee shall not receive credit for hours on such leave.
(5) The number of normally scheduled work hours for each day of
authorized leave of absence, granted by the Employer for which the Employee is
not compensated.
Hours of Service will be credited for employment with other members
of an affiliated service group (under Code Section 414(m)), a controlled group
of corporations (under Code Section 414(b)), or a group of trades or businesses
under common control (under Code Section 414(c)) of which the adopting Employer
is a member, and any other entity required to be aggregated with the Employer
pursuant to Code Section 414(o) and the Regulations thereunder.
Hours of Service will also be credited for any individual considered
an Employee for purposes of this Plan under Code Section 414(n) or Code Section
414(o) and the Regulations thereunder.
The provisions of Department of Labor Regulations 2530.200b-2(b) and
(c) are incorporated herein by reference.
Solely to determine whether a one Year Break in Service has occurred
for eligibility or vesting purposes for an Employee who is absent on maternity
or paternity leave, a Break in Service will not be deemed to occur until the
second anniversary of the first day of the maternity or paternity leave. The
period between the first and second
78.
anniversaries of the maternity or paternity leave neither counts as a Break in
Service nor as a Year of Service.
Service will be determined on the basis of actual hours for which an
Employee is paid or entitled to payment. When no time records are available, the
Employee shall be given credit for Hours of Service based on the number of
normally scheduled work hours for each week the Employee is on the Employer's
payroll (which shall not be less than 40 hours per week for exempt salaried
Employees), as determined in accordance with reasonable standards and policies
from time to time adopted by the Plan Administrator pursuant to Department of
Labor Regulations Section 2530.200b-2b(b) and (c).
16.38. Inactive Participant: A former active Participant who has an
Accrued Benefit.
16.39. Key Employee: An Employee who, at any time during the Plan Year or
any of the four preceding Plan Years, is
(a) an officer of the Employer having Compensation greater than
fifty percent (50)% of the amount in effect under Section 415(b)(1)(A) of the
Code for any Plan Year;
(b) one of the ten (10) Employees having Compensation from the
Employer of more than the limitation in effect under Section 415(c)(1)(A) of the
Code and owning (or considered as owning within the meaning of Code Section 318)
the largest interests in the Employer;
(c) a five percent (5%) owner of the Employer. "Five percent (5%)
any person who owns (or is considered as owning within the meaning of Code
Section 318) more than five percent (5%) of the outstanding stock of the
Employer or stock possessing more than five percent (5%) of the total combined
voting power of all stock of the Employer, or in the case of an unincorporated
business, any person who owns more than five percent (5%) of the capital or
profits interest in the Employer; or
79.
(d) a one percent (1%) owner of the Employer having
Compensation from the Employer of more than $150,000. "One percent (1%) owner"
means any person who owns (or is considered as owning within the meaning of Code
Section 318) more than one percent (1%) of the outstanding stock of the Employer
or stock possessing more than one percent (1%) of the total combined voting
power of all Stock of the Employer, or in the case of an unincorporated
business, any person who owns more than one percent (1%) of the capital or
profits interest in the Employer.
For purposes of paragraph (a), no more than the lesser of (i) fifty
Employees, or (ii) the greater of ten percent (10%) of the Employees or three
Employees will be treated as officers. For purposes of paragraph (b), if two
Employees have the same interest in the Employer, the Employee having greater
Compensation from the Employer will be treated as having a larger interest. Such
term will not include any officer or Employee of an entity referred to in
Section 414(d) of the Code (relating to governmental plans). For purposes of
determining the number of officers taken into account under paragraph (a),
Employees described in Section 414(q)(8) of the Code will be excluded.
16.40. Late Retirement Date: The first day of the month coinciding with or
next following the date the Participant retires after attaining his or her
Normal Retirement Age.
16.41. Leased Employee: Any person (other than an Employee of the
Employer) who pursuant to an agreement between the Employer and any other person
("leasing organization") has performed for the Employer (or for the Employer and
related persons determined in accordance with Section 414(n)(6) of the Code)
services of a type historically performed by employees in the business field of
the Employer on a substantially full-time basis for a period of at least one
year. Contributions or benefits provided a Leased Employee by the leasing
organization which are attributable to services performed for the Employer will
be treated as provided by the Employer.
A Leased Employee will not be considered an Employee of the Employer if:
80.
(a) such Leased Employee is covered by a money purchase pension plan
providing:
(1) a nonintegrated employer contribution rate of at least ten
percent (10%) of compensation, as defined in Section 415(c)(3) of the Code, but
including amounts contributed pursuant to a salary reduction agreement which are
excludable from the employee's gross income under Section 125, Section
402(e)(3), Section 402(h) or Section 403(b) of the Code,
(2) immediate participation, and
(3) full and immediate vesting; and
(b) Leased Employees do not constitute more than twenty percent
(20%) of the Employer's Non-Highly Compensated Employees.
16.42. Limitation Year: The Plan Year.
16.43. Non-Highly Compensated Employee: Any Employee who is not a Highly
Compensated Employee.
16.44. Non-Key Employee: Any Employee who is not a Key Employee.
16.45. Normal Form of Benefit: The form of benefit set forth in the
Exhibit corresponding to the Participant's classification and status.
16.46. Normal Retirement Age: Age Sixty-five (65), or such other age set
forth in the Exhibit corresponding to the Participant's classification and
status.
16.47. Normal Retirement Date: The first day of the month coinciding with
or next following the date a Participant attains Normal Retirement Age.
16.48. Participant: Any Employee who has satisfied the eligibility
requirements and is participating in the Plan.
16.49. Participating Employer: Any corporation or entity, other than the
Employer, whether an affiliate or subsidiary of the Employer or not, who, with
the consent
81.
of the Employer and the Trustee, adopts the Plan and all of the provisions
hereof by a properly executed document evidencing said intent of such
Participating Employer.
16.50. Period of Military Duty: The period of time from the date the
Employee was first absent from active work for the Employer because of duty in
the armed forces of the United States to the date the Employee was re-employed
by the Employer at a tine when the Employee had a right to re-employment in
accordance with seniority rights as protected under Section 2021 through 2026 of
Title 38 of the U.S. Code.
16.51. Period of Service: The aggregate of all time period(s) commencing
with the Employee's Employment Commencement Date and ending on the date a Break
in Service begins.
16.52. Period of Severance: A continuous period of time of at least twelve
(12) months during which the Employee is not employed by the Employer. Such
period begins on the date the Employee retires, quits or is discharged, or if
earlier, the twelve (12) month anniversary of the date on which the Employee was
otherwise first absent from service.
16.53. Plan: The Employer's qualified retirement plan as set forth in this
document, including the Exhibits attached hereto and made a part hereof and as
hereafter amended, known as the Pension Plan for Employees of Amphenol
Corporation.
Effective February 12, 1975, the Eltra Corporation Pension Plan for
Salaried Employees was formed by the merger of the seven pension plans then
sponsored by the Eltra Corporation. Effective December 31, 1979, this plan was
amended to provide benefits to Spectra Strip employees. Effective January 1,
1982, this plan was renamed the Bunker Ramo/Eltra Corporation Pension Plan for
Salaried Employees - former Eltra Salaried Plan (the "Eltra Plan").
Effective January 1, 1976, the Bunker Ramo Profit Sharing Retirement Plan
(the "Profit Sharing Plan") was integrated and merged with the Bunker Ramo
Corporation Pension Plan, which was subsequently renamed the Bunker Ramo/Eltra
Corporation Pension Plan for Salaried Employees (the "Bunker Plan").
82.
Effective December 9, 1985, all assets and liabilities of the Bunker Plan,
except for those related to active employees, were spunoff into the Bunker
Ramo/Eltra Corporation Retirement Plan ("B/E Retirement Plan").
Effective December 30, 1985, all assets and liabilities of the Eltra Plan,
except for those related to active and former employees of the Mergenthaler and
Spectra Strip divisions, were spunoff into five additional plans, one of which
was the NARCO Retirement Plan ("NARCO Plan").
Effective June 17, 1986, the Eltra Plan was merged with the Bunker Plan,
with each plan's benefit structure preserved. Effective August 1, 1986, the
merged plan was renamed the Allied Corporation Pension Plan for Salaried
Employees (the "Allied Plan").
Prior to December 10, 1986, all liabilities and assets of the Bunker
Ramo/Eltra Corporation Pension Plan for Hourly Rated Mergenthaler Employees
Represented by Local 365 UAW (the "Mergenthaler Plan") were merged into the
Allied Plan, with benefits for active participants equal to those under the
Eltra Plan.
Prior to December 31, 1986, all liabilities and certain assets of the
NARCO Plan and the B/E Retirement Plan were merged into the Allied Plan.
Effective January 1, 1987, assets and liabilities related to active,
terminated and retired employees of the Amphenol Corporation were spun off to
the Salaried Employees' Pension Plan of the Amphenol Corporation.
Effective January 1, 1987, assets and liabilities related to active,
terminated and retired employees of the Linotype Company were spun off to the
Linotype Company Pension Plan.
Effective December 31, 1997, all liabilities and assets of the defined
benefit pension plans then sponsored by the Employer and its affiliates were
merged with the Plan (formerly known as the Salaried Employees Pension Plan of
Amphenol Corporation) which was subsequently renamed Pension Plan for Employees
of Amphenol Corporation.
83.
16.54. Plan Administrator: The Employer or such persons or entities
designated by the Employer to administer the Plan on behalf of the Employer. The
Plan Administrator shall be a named "fiduciary", as referred to in Section
402(a) of ERISA, with respect to the management, operation and administration of
the Plan.
16.55. Plan Year: The 12-consecutive month period designated by the
Employer beginning January 1 of each year and ending the following December 31.
16.56. Predecessor Employer: A firm absorbed by the Employer by change of
name, merger, acquisition or a change of corporate status, or a firm of which
the Employer was once a part.
16.57. Present Value of Accrued Benefit: The lump sum value of a
Participant's Accrued Benefit at a valuation date, calculated by reference to
the actuarial assumptions set forth in Schedule A attended to the corresponding
Exhibit hereto.
16.58. Primary Social Security Retirement Benefit: A Participant's Primary
Social Security Retirement Benefit is the estimated Primary Insurance Amount to
which the Participant is entitled at his Normal Retirement Date or Late
Retirement Date, if later. If a Participant's Normal Retirement Date or Late
Retirement Date precedes his Social Security Retirement Age, his Primary
Insurance Amount will be decreased by the applicable reduction factor provided
under Title II of the federal Social Security Act for the period between Normal
Retirement Date or Late Retirement Date and his Social Security Retirement Age.
If a Participant retires after his Social Security Retirement Age, his Primary
Insurance Amount will be increased by the applicable delayed retirement credit
provided under Title II of the federal Social Security Act for the period
between his Social Security Retirement Age and his actual retirement date or age
seventy (70), whichever is earlier. The failure of the Participant to receive
such amount or any portion thereof for whatever reason shall be disregarded.
When determining the Participant's Primary Insurance Amount, it will be assumed
that the Participant received Compensation for all prior years by applying a
retrospective salary scale to the Participant's Compensation which he received
during the plan year preceding his last day of employment. This
84.
retrospective salary scale will be based on the actual past changes in the
national average wages from year to year as determined by the Social Security
Administration. The application of this retrospective salary scale to the
Participant's Compensation which he received during the plan year preceding his
last day of employment will produce an estimate of Compensation from the
Participant's last day of employment backwards to the calendar year of the
Participant's eighteen birthday. If a Participant's last day of employment
occurs before his 65th birthday, his Compensation which he received during the
plan year preceding his last day of employment will be assumed to continue from
his last day of employment to his 65th birthday for purposes of determining his
Primary Insurance Amount. However, if the Participant provides the Employer with
satisfactory evidence of the Participant's actual past compensation for such
prior years and if such past compensation is treated as wages under the Social
Security Act, the Plan must use such actual past compensation. The Plan must
provide written notice to each Participant of the Participant's right to supply
actual compensation history and of the financial consequences of failing to
supply such history. The notice must be given each time the summary plan
description is provided to the Participant and must also be given upon the
Participant's separation from service. The notice must also state that the
Participant can obtain the actual compensation history from the Social Security
Administration.
16.59. Qualified Domestic Relations Order: A signed domestic relations
order issued by a state court which creates, recognizes or assigns to an
alternate payee(s) the fight to receive all or part of a Participant's Accrued
Benefit and which meets the requirements of Code Section 414(p).
16.60. Qualified Joint and Survivor Annuity: An annuity for the life of
the Participant with a survivor annuity for the life of the Participant's Spouse
equal to fifty percent (50%) of the amount of the annuity payable during the
joint lives of the Participant and the Participant's Spouse, and which is the
Actuarial Equivalent of the Normal Form of Benefit.
85.
16.61. Qualified Pre-Retirement Survivor Annuity: An annuity form of
payment for the life of the surviving Spouse of the Participant who dies prior
to his Annuity Starting Date in an amount equal to the benefit that would have
been payable if the Participant had:
(a) separated from service on the date of death (or date of
separation from service, if earlier),
(b) survived to the Earliest Retirement Age,
(c) retired as of the Earliest Retirement Age with an immediate
Qualified Joint and Survivor Annuity, and
(d) died on the day after the Earliest Retirement Age.
16.62. Re-employment Commencement Date: The date the Employee is first
credited with an Hour of Service for performing duties following a Break in
Service or Period of Severance.
16.63. Re-entry Date: The date an Inactive Participant re-enters the
Plan.
16.64. Regulation. Income Tax Regulations as promulgated by the Secretary
of the Treasury or his delegate, and as amended from time to time.
16.65. Retirement Termination of employment while in the Eligible Class:
(a) after the Participant attains Normal Retirement Age,
(b) after the Participant attains Early Retirement Age, or
(c) due to Disability.
16.66. Social Security Retirement Age: The age used as the retirement age
under Section 216(1) of the Social Security Act, except that such Section shall
be applied without regard to the age increase factor and as if the early
retirement age under Section 216(l)(2) of such Act were sixty-two (62).
16.67. Spouse: The legal husband or wife or surviving husband or wife of
the Participant who is married to, and not legally separated or divorced from
the Participant,
86.
and who has been so married for a period of not less than twelve (12) months as
of the annuity commencement date or date of death of the Participant, provided
that a person who was formerly legally married to a Participant will be treated
as the Spouse or surviving Spouse and a person who is currently legally married
to a Participant will not be treated as the Spouse or surviving Spouse to the
extent provided under a Qualified Domestic Relations Order.
16.68. Straight Life Annuity: An annuity payable in equal installments for
the life of the Participant that terminates upon the Participant's death.
16.69. Super Top-Heavy Plan: This Plan for any Plan Year in which, as of
the Determination Date, "90%" were substituted for "60%" where it appears in the
definition of "Top-Heavy Plan".
16.70. Top-Heavy Group: Any Aggregation Group for which the sum as of the
Determination Date of
(a) the present value of the cumulative accrued benefits for Key
Employees under all defined benefit plans included in the Aggregation Group, and
(b) the aggregate of the accrued benefit of Key Employees under all
defined contribution plans in the Aggregation Group, exceeds sixty percent (60%)
of the similar sum determined for all Employees.
16.71. Top-Heavy Plan: This Plan for any Plan Year in which, as of the
Determination Date, the sum of:
(a) the Accrued Benefits of Key Employees under this Plan and any
other defined benefit plan of the Employer which is included with this Plan in
an Aggregation Group, plus
(b) the present value of the cumulative accrued benefits for Key
Employees under any defined contribution pension plan of Employer which is
included with this Plan in an Aggregation Group, exceeds sixty percent (60%) of
a similar sum determined for all Key Employees and Non-Key Employees.
87.
To the extent required by Code Section 416(g)(3), distributions from
such plans during the five-year period ending on the Determination Date will be
added to said Accrued Benefits and said aggregate of present values of the
cumulative accrued benefits (both for Key Employees and all Key Employees and
Non-Key Employees).
For purposes of this Section and to the extent required by Code
Section 416(g)(4)(A) and (B), rollover contributions or similar transfers
initiated by an Employee and made after December 31, 1983, and benefits and
accounts of an Employee who was a Key Employee but who will have ceased to be a
Key Employee will not be taken into account for purposes of determining whether
the Plan is a Top-Heavy Plan.
To the extent required by Code Section 416(g)(4)(E), if an Employee
has not performed services for the Employer at any time during the five (5) year
period ending on the Determination Date, any Accrued Benefits and present value
of cumulative accrued benefits for such Employee will not be taken into account
in determining whether the Plan is a Top-Heavy Plan.
16.72. Top-Heavy Ratio:
(a) If the Employer maintains one or more defined contribution plans
(including any simplified employee pension plan) and the Employer maintains or
has maintained one or more defined benefit plans which during the 5-year period
ending on the Determination Date(s) has or has had any accrued benefits, the
Top-Heavy Ratio for any Required or Permissive Aggregation Group as appropriate
is a fraction, the numerator of which is the sum of account balances under the
aggregated defined contribution plan or plans for all Key Employees, and the
present value of accrued benefits under the aggregated defined benefit plan or
plans for all Key Employees as of the Determination Date(s), and the denominator
of which is the sum of the account balances under the aggregated defined
contribution plan or plans for all participants, and the present value of
accrued benefits under the defined benefit plan or plans for all participants as
of the Determination Date(s), all determined in accordance with Section 416 of
the Code and the Regulations thereunder. The accrued benefits under a defined
benefit plan in both the
88.
numerator and denominator of the Top-Heavy Ratio are increased for any
distribution of an accrued benefit made in the 5-year period ending on the
Determination Date.
(b) For purposes of paragraph (a) above the value of account
balances and the Present Value of Accrued Benefits will be determined as of the
most recent Valuation Date that falls within or ends with the 12-month period
ending on the Determination Date, except as provided in Section 416 of the Code
and the Regulations thereunder for the first and second plan years of a defined
benefit plan. The account balances and accrued benefits of a Participant (1) who
is not a Key Employee but who was a Key Employee in a prior year, or (2) who has
not been credited with at least one Hour of Service with any Employer
maintaining the Plan at any time during the 5-year period ending on the
Determination Date will be disregarded. The calculation of the Top-Heavy Ratio,
and the extent to which distributions, rollovers, and transfers are taken into
account will be made in accordance with Section 416 of the Code and the
Regulations thereunder. Deductible Employee contributions will not be taken into
account for purposes of computing the Top-Heavy Ratio. When aggregating plans
the value of account balances and accrued benefits will be calculated with
reference to the Determination Dates that fall within the same calendar year.
The accrued benefit of a Participant other than a Key Employee shall be
determined under (a) the method, if any, that uniformly applied for accrual
purposes under all defined benefit plans maintained by the Employer, or (b) if
there is no such method, as if such benefit accrued not more rapidly than the
slowest accrual rate permitted under the fractional rule of Section 411(b)(1)(C)
of the Code.
16.73. Top-Paid Group: The group consisting of the top twenty percent
(20%) of Employees when ranked on the basis of Compensation paid during such
year. For purposes of determining the number of Employees in the group (but not
for purposes of determining who is in it), the following Employees will be
excluded:
(a) Employees who have not completed six (6) months of service with
the Employer.
89.
(b) Employees who normally work for the Employer less than seventeen
and one-half (17-1/2) hours per week.
(c) Employees who normally do not work for the Employer more than
six (6) months during any Plan Year.
(d) Employees who have not attained age twenty-one (21).
(e) Employees included in a collective bargaining unit who are
covered by an agreement between Employee representatives and the Employer, where
retirement benefits were the subject of good faith bargaining, provided that
ninety percent (90%) or more of the Employer's Employees are covered by the
agreement.
(f) Employees who are nonresident aliens and who receive no earned
income which constitutes income from sources within the United States.
16.74. Trust Agreement: The instrument executed by the Employer and the
Trustee fixing the rights and liabilities of each with respect to holding and
administering Plan assets for the purposes of the Plan.
16.75. Trust Fund: The assets of the Plan as held and administered by the
Trustee.
16.76. Trustee: The trustees named in the Trust Agreement and their
successors.
16.77. Valuation Date: The Anniversary Date of the Plan or such other date
as agreed to by the Employer and the Trustee on which Participant Accrued
Benefits are revalued.
16.78. Year of Accrual Service: As defined in the Exhibit corresponding to
the Participant's classification and status.
16.79. Year of Eligibility Service: A twelve (12) consecutive month period
(computation period) described in the Exhibit corresponding to the Employee's
classification and status.
90.
16.80. Year of Service: The total years of employment of an Employee with
the Employer commencing with the Employee's Employment Commencement Date, and
ending with the date such Employee quits, retires, or is discharged or released,
or the date of expiration of an Employee's authorized leave of absence.
The computation period shall be the twelve (12) month period commencing of
the Employee's Employment Commencement Date or Re-Employment Commencement Date,
and anniversaries thereof unless a different computation period is expressly
stated.
16.81. Year of Vesting Service: As defined in the Exhibit corresponding to
the Employee's classification and status.
The computation period shall be the twelve (12) month period commencing on
the Employee's Employment Commencement Date or Re-Employment Commencement Date,
and anniversaries thereof unless a different computation period is expressly
stated.
IN WITNESS WHEREOF, the amended and restated PENSION PLAN FOR EMPLOYEES OF
AMPHENOL CORPORATION is, by authority of its Board of Directors, adopted on the
day and year first above written.
AMPHENOL CORPORATION
By /s/ Edward G. Jepsen
----------------------------------
EDWARD G. JEPSEN
EXECUTIVE VICE PRESIDENT
& CHIEF FINANCIAL OFFICER
ATTEST:
/s/ Edward C. Wetmore
- ---------------------
EDWARD G. WETMORE
SECRETARY
91.
EXHIBIT: A
ELIGIBLE CLASS:
(a) Employment as a salaried Employee at Amphenol Corporation who receives
a regular stated compensation other than a retirement payment, retainer or fee,
excluding however:
(i) Any person in any other Eligible Class currently accruing
credits under the Plan or any other defined benefit pension plan to which the
Employer or any Affiliated Employer is contributing;
(ii) Any employee whose conditions of employment are determined by
collective bargaining, unless such employment shall be included in the Plan by
the express terms of the collective bargaining agreement;
(iii) Any person whose employment is not for at least 1,000 Hours of
Service during any Plan Year;
(iv) Any Employee of a Foreign Subsidiary if such Employee is not a
citizen of the United States;
(v) Any Employee of a Foreign Subsidiary if contributions under a
funded plan of deferred compensation are provided by a person or corporation,
other than the Employer, with respect to the remuneration paid to such Employee
by such Foreign Subsidiary; and
(vi) Any employee of a Foreign Subsidiary if such Employee was not
transferred by the Employer to employment with the Foreign Subsidiary directly
from employment with the Employer.
(viii) Any employee of Sine Systems*Pyle Connectors Corporation.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: B
ELIGIBLE CLASS:
(a) Employees in a Participating Group at Amphenol Corporation employed on
an hourly basis; excluding, however,
(i) Any Employee in any other Eligible Class who is an active
participant of the Plan or any Plan maintained by a Participating Employer;
(ii) Any Employee whose conditions of employment are determined by
collective bargaining, unless such Employee shall be included in the Plan by the
express terms of a collective bargaining agreement;
(iii) Any Employee who is not a Spectra Strip Employee whose
regularly scheduled employment is for less than 1,000 Hours of Service during a
Plan Year;
(iv) Any Employee of a Foreign Subsidiary if such Employee is not a
citizen of the United States;
(v) Any Employee of a Foreign Subsidiary if contributions under a
funded plan of deferred compensation are provided by any person or corporation,
other than the Employer, with respect to the remuneration paid to such Employee
by such Foreign Subsidiary; and
(vi) Any Employee of a Foreign Subsidiary if such Employee was not
transferred by the Employer to employment with the Foreign Subsidiary directly
from employment with the Employer.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: C
ELIGIBLE CLASS:
(a) Employment as a full or part-time Employee regularly working at least
1,000 hours per year on the salaried payroll of LPL Technologies Inc., Times
Fiber Communications, Inc. or Amphenol Corporation Headquarters; excluding,
however any Amphenol operations employees hired prior to June 1, 1987.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: D
ELIGIBLE CLASS:
(a) Employment at the Chatham Cable Company division of Times Fiber
Communications, Inc. (principally at Chatham, Virginia or Phoenix, Arizona) on
an hourly basis.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: E
ELIGIBLE CLASS:
(a) Salaried Employees of Sine Systems*Pyle Connectors Corporation who
shall have been employed at Pyle-National, Inc. on the date of the merger with
The Sine Companies, Inc.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: F
ELIGIBLE CLASS:
(a) Employment at the Pyle-National Division, represented by the General
Service Employees' Union, Local No. 73 of the Service Employees' International
Union, AFL-CIO.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: G
ELIGIBLE CLASS:
(a) Employment as a salaried Employee at Sidney, New York
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.
EXHIBIT: H
ELIGIBLE CLASS:
(a) Employment at the Sidney Division of Amphenol Corporation (Sidney
Division, Sidney, New York) on an hourly basis, including employment as an
hourly rated person on an incentive pay plan, within the scope of the collective
bargaining agreement between the Employer and the Participating Unit.
The provisions of this Exhibit shall apply to those Employees identified as the
Eligible Class. This document shall be incorporated into and made a part of the
Pension Plan for Employees of Amphenol Corporation (the "Plan"). Notwithstanding
the distinct benefit structures, rights and features described in this Exhibit
or any other Exhibit, the Plan is to be treated as a single plan as described in
Regulation Section 1.414(1)-1(b)(1) and all provisions shall be construed in a
manner consistent with such treatment.