FIRST AMENDMENT
TO THE
CCC INFORMATION SERVICES INC.
401(K) RETIREMENT SAVINGS & INVESTMENT PLAN
The CCC Information Services Inc. 401(k) Retirement Savings & Investment Plan
(the "Plan") is hereby amended, effective as of the dates set forth herein, in
the following respects:
1. Section 2.6 of the Plan is amended, effective January 1, 2002, by
restating subsection (a) to read as follows:
"(a) all Before-Tax Contributions, Employer Matching Contributions, and
Profit Sharing Contributions allocated to the Accounts of a Participant
under this Plan;"
2. Section 2.12 of the Plan is amended, effective January 1, 2002, by adding
the following paragraph at the end thereof:
"Effective January 1, 2002, to the extent applicable and for purposes of
the definition of Considered Compensation under this Section 2.12, amounts
under Code Section 125 include any amounts not available to a Participant
in cash in lieu of group health coverage because the Participant is unable
to certify that he or she has other health coverage. An amount will be
treated as an amount under Code Section 125 only if the Employer does not
request or collect information regarding the Participant's other health
coverage as part of the enrollment process for the health plan."
3. Section 2.25 of the Plan is amended, effective January 1, 1997, by
inserting the following phrase immediately after the term "means" in the first
sentence therein:
", effective January 1, 1997,"
4. Section 2.27 of the Plan is amended, effective January 1, 1997, by
deleting subsection (c) in its entirety and replacing it with the following:
"(c) effective January 1, 1997, such services have been performed under the
primary direction or control of the Employer or an Affiliate."
5. Effective January 1, 2002, Article II of the Plan is amended by inserting
a new Section 2.36A therein to read as follows:
"2.36A. "PROFIT SHARING CONTRIBUTION" means the contribution described in
Section 4.8 of the Plan."
6. Section 2.38 of the Plan is amended, effective January 1, 2002, by adding
the following paragraph to the end thereof:
"Effective January 1, 2002, the Plan will accept a direct rollover of an
eligible rollover distribution from (i) a qualified plan described in Code
Section 401(a) or 403(a), excluding after-tax contributions; (ii) an
annuity contract described in Code Section 403(b), excluding after-tax
employee contributions; and (iii) an eligible plan under Code Section
457(b) that is maintained by a state, a political subdivision of a state or
any agency or instrumentality of a state or political subdivision of a
state. The Plan will also accept a Participant rollover contribution of the
portion of a distribution from an individual retirement account or annuity
described in Code Sections 408(a) or 408(b) that is eligible to be rolled
over and would otherwise be includible in gross income."
7. Section 3.1 of the Plan is amended in the following respects:
(a) effective January 1, 2001, by adding the following paragraph (d) at the
end thereof:
"(d) Notwithstanding any provision in this Section 3.1 to the
contrary, Eligible Employees shall be eligible to receive Employer
Matching Contributions on the Entry Date following the completion of
six consecutive months of service beginning on the date on which such
Eligible Employee commences employment with the Employer."
(b) effective January 1, 2002, by adding the following paragraph (e) at the
end thereof:
"(e) Effective January 1, 2002, all Participants in the Plan shall be
eligible to receive a Profit Sharing Contribution, if any, in
accordance with Section 4.8, provided that such Participant is
employed with the Employer on the last day of the Plan Year."
8. Section 3.2 of the Plan is amended, effective January 1, 2002, by
deleting the last sentence in its entirety and replacing it with the following:
"Subject to such rules as shall be prescribed by the Committee, an
Eligible Employee who has met the eligibility requirements of Section
3.1(b) or (c) shall become a Participant as of the first Entry Date
after his or her completion of an election to participate in the
Plan."
9. Section 4.1 of the Plan is amended, effective January 1, 2002, by
restating the first and second sentences therein to read as follows:
"Subject to the right reserved to the Employer to alter, amend or
discontinue this Plan and the Trust, the Employer shall contribute to
the Trust Fund, for each Plan Year, an amount equal to the sum of:
(a) the Before-Tax Contributions;
(b) the Employer Matching Contributions; and
(c) the Profit Sharing Contributions.
Notwithstanding the foregoing, the total Employer contributions made
under Sections 4.1(b) and (c) for any taxable year shall not exceed
the amount deductible for that year under Code Section 404(a)(3)(A)
and shall not exceed the total amount allowable as Annual Additions to
Participants' Accounts for the Plan Year in which the taxable year
ends."
10. Section 4.3 of the Plan is amended, effective January 1, 2002, by
deleting the first sentence in subsection (a) in its entirety and replacing it
with the following:
"In no event shall a Participant's Before-Tax Contributions during any
calendar year exceed the dollar limitation set forth in Code Section
402(g) in effect at the beginning of such calendar year (which, for
2002, shall be $11,000), as adjusted by the Secretary of the Treasury,
except to the extent permitted under Section 4.7 and Code Section
414(v)."
11. Article IV of the Plan is amended, effective January 1, 2002, by adding
the following new Section 4.8 at the end thereof:
"4.8. PROFIT SHARING CONTRIBUTIONS. For any Plan Year beginning on or
after January 1, 2002, the Employer may contribute, in its sole
discretion and on a non-discriminatory basis, a Profit Sharing
Contribution on behalf of each Participant who is employed with the
Employer on the last day of the Plan Year. Such Profit Sharing
Contribution, if any, shall be allocated in an equal amount to each
Participant's Profit Sharing Account in the form of a lump sum cash
payment; provided, however, that any such amount shall be immediately
invested in shares of CCC Information Services Group Inc. stock ("CCC
Stock") in accordance with Section 6.2(g)."
12. Section 6.1 of the Plan is amended, effective January 1, 2002, by
deleting the first sentence in subsection (a) in its entirety and replacing it
with the following:
"For each Participant, there shall be maintained, as appropriate, a
separate Before-Tax Account, Matching Account (which shall be divided
into a Pre-1999 Matching Subaccount and a Post-1998 Matching
Subaccount), a Profit Sharing Account, and a Rollover Account."
13. Section 6.2 of the Plan is amended, effective January 1, 2002, in the
following respects:
(a) by deleting the first sentence of subsection (b)(i) in its
entirety and replacing it with the following:
"One Fund shall be the CCC Stock Fund, through which the Participant
may invest in CCC Stock; provided, however, that any such investment
in CCC Stock shall be limited, for the applicable Plan Year, to 25% of
the sum of (A) the Before-Tax Contributions that are made on behalf of
the Participant for that Plan Year and (B) any amounts transferred to
the CCC Stock Fund from another Fund during that Plan Year."
(b) by adding the following paragraph to the end of subsection (b)(i)
therein:
"Notwithstanding the foregoing, no Participant shall hold more than
25% of his or her Account balance in CCC Stock at any time during any
Plan Year, unless the amount in excess of 25% is attributable to (A)
an allocation of Employer Matching Contributions or Profit Sharing
Contributions prior to the time at which such amount is transferred
from the initial investment in the CCC Stock Fund to another Fund, or
(B) a change in the value of the CCC Stock Fund that results from
market fluctuations."
(c) by adding the following new subsection (g) to the end thereof:
"Any Profit Sharing Contributions that are allocated to a
Participant's Profit Sharing Account shall be immediately invested in
the CCC Stock Fund on the date on which such allocations are made,
irrespective of whether the limitations set forth in Section 6.2(b)(i)
have been exceeded with respect to that Participant for the applicable
Plan Year. Notwithstanding the foregoing, the Participant may transfer
such amounts out of the CCC Stock Fund and to another Fund at any time
and without restriction by giving notice thereof to the Trustee in the
time and in the manner specified by the Trustee."
14. Section 6.3 of the Plan is amended, effective January 1, 2002, in the
following respects:
(a) by deleting paragraph (iv) of subsection (a) in its entirety and
replacing it with the following:
"(iv) fourth, allocate Profit Sharing Contributions pursuant to
Section 4.8; and
(v) fifth, allocate Rollover Contributions pursuant to Section
5.2."
(b) by adding the following parenthetical at the end of the first
sentence of subsection
(b) therein:
"(except with respect to Profit Sharing Contributions, which
shall be allocated to the Participant's Profit Sharing Account as
soon as feasible after such contributions are paid to the Trustee
in accordance with Section 4.8.)"
15. Section 7.1 of the Plan is amended, effective January 1, 2002, by
deleting paragraph (i) of subsection (a) in its entirety and replacing it with
the following:
"(i) the value of the Participant's Before-Tax Account, Pre-1999
Matching Subaccount, Profit Sharing Account, and Rollover
Account; and"
16. Section 7.5 of the Plan is amended, effective January 1, 2002, by
deleting the first sentence therein in its entirety and replacing it with the
following:
"A Participant's interest in his or her Before-Tax Account,
Pre-1999-Matching Subaccount, Profit Sharing Account, and Rollover
Account shall be nonforfeitable at all times."
17. Section 8.1 of the Plan is amended, effective January 1, 2001, in the
following respects:
(a) by deleting paragraph (i) of subsection (c) in its entirety and
replacing it with the following:
"(i) by one lump sum payment in cash; or"
(b) by deleting the second to last sentence of subsection (c) in its
entirety and replacing it with the following:
"If no election as to the form of distribution is made, such
distribution shall be made in a lump sum payment in cash."
(c) by inserting the phrase "in cash" immediately after the phrase
"lump sum payment" in the first sentence of subsection (e) therein.
18. Section 8.2 of the Plan is amended, effective January 1, 2001, in the
following respects:
(a) by inserting the phrase "in cash" immediately after the phrase
"lump sum amount" in subsections (a)(i) and (a)(ii) in each place that
such phrase appears therein.
(b) by inserting the phrase "payment in cash" immediately after the
phrase "lump sum" in subsection (c) therein.
19. Section 8.10 of the Plan is amended, effective January 1, 2002, by
restating that Section to read as follows:
"8.10. CLAIMS PROCEDURE.
A Participant or Beneficiary (a "Claimant") may present a claim for a
Plan benefit to the Committee, including one greater than that
initially determined by the Committee. The claim for benefits must be
in writing and addressed to the Committee or its designee.
The Committee shall render a decision on the claim within 90 days of
the Committee's receipt of the Claimant's written claim for benefits.
If special circumstances prevent a claim from being processed within
90 days, the Committee shall notify the Claimant, prior to the
termination of the initial 90-day period, of the special circumstances
requiring an extension of time and that the time for making the
decision will require up to an additional 90 days. If notice of the
adverse benefit determination is not furnished within the 90-day
period (or 180 days, if an extension is necessary), the claim shall be
deemed denied.
The Committee shall provide adequate notice, in writing or
electronically, to the Claimant of an adverse benefit determination.
The Committee's notice to the Claimant shall be stated in a manner
that is calculated to be understood by the Claimant and shall set
forth:
(a) The specific reason for the adverse benefit determination;
(b) Specific references to the pertinent Plan provisions on which
the Committee based its adverse benefit determination;
(c) A description of any additional material and information
needed for the Claimant to perfect the claim and an explanation
of why the material or information is needed; and
(d) An explanation that any appeal that the Claimant wishes to
make must be submitted in writing, to the Committee, within 60
days after the receipt of the Committee's notice of the adverse
benefit determination. The Committee's notice shall further
advise the Claimant that the failure to appeal the action to the
Committee in writing within the 60-day period shall render the
Committee's determination final, binding, and conclusive. The
notice shall also include a statement of the Claimant's right to
bring a civil action under Section 502(a) of ERISA following an
adverse benefit determination.
A Claimant who wishes to use the Plan's claim appeal procedure must,
within 60 days of receiving the Committee's notice of an adverse
benefit determination or within 60 days of the date on which the claim
is deemed denied, or such later time as shall be deemed reasonable in
the sole discretion of the Committee after taking into account the
nature of the benefit subject to the claim and other attendant
circumstances, notify the Committee that a full and fair review of the
adverse benefit determination is requested, including the holding of a
hearing, if deemed necessary by the Committee. Claimants shall have
the opportunity to submit written comments, documents, records, and
other information relating to the claim for benefits. In addition, the
Claimant shall be provided, upon request and free of charge,
reasonable access to, and copies of, all documents, records, and other
information relevant to the claim for benefits. In connection with the
Claimant's appeal of the adverse benefit determination, the Committee
shall review all relevant documents relating to the claim, without
regard to whether such information was submitted or considered in the
initial benefit determination, and may submit issues and comments in
writing.
The Committee shall reexamine all facts related to the appeal and make
a final determination as to whether the adverse benefit determination
is justified under the circumstances. The Committee shall advise the
Claimant of its decision within 60 days of the Claimant's written
request for review, unless special circumstances (such as a hearing)
would make the rendering of a decision within the 60-day limit
infeasible, in which case written notice of the extension shall be
furnished to the Claimant prior to the termination of the initial
60-day period. The extension notice shall indicate the special
circumstances requiring an extension of time and the date by which the
Committee expects to render the determination on review. However, in
no event shall the Committee render a decision later than 120 days
after its receipt of a request for review.
The Claimant shall be notified of the Committee's decision in writing
or electronically. In the case of an adverse benefit determination,
such notice shall be written in a manner that is calculated to be
understood by the Claimant and shall include the specific reasons for
the adverse benefit determination and specific references to any facts
or any provisions of the Plan on which the adverse benefit
determination on appeal is based. In addition, such notice shall
contain a statement that the Claimant is entitled to receive, upon
request and free of charge, reasonable access to, and copies of, all
documents, records, and other information relevant to the Claimant's
claim for benefits, and contain a statement of the Claimant's right to
bring an action under Section 502(a) of ERISA."
20. Section 8.11 of the Plan is amended in the following respects:
(a) effective January 1, 1999, by inserting the following phrase
immediately after the phrase "any 401(k) hardship withdrawal" in
subsection (b) therein:
", effective January 1, 1999"
(b) effective January 1, 2002, by inserting the following paragraph at
the end of subsection (b) therein:
"Effective January 1, 2002, any amount that is distributed on
account of hardship shall not be an eligible rollover
distribution, and the distributee may not elect to have any
portion of such a distribution paid directly to an eligible
retirement plan."
21. Section 9.1 of the Plan is amended in the following respects:
(a) effective January 1, 2002, by deleting the last sentence in the
second paragraph of subsection (a) in its entirety and replacing it
with the following:
"For purposes of this paragraph, annual compensation means
compensation within the meaning of Code Section 415(c)(3). Effective
for Plan Years beginning after December 31, 2001, the Determination
Period is the Plan Year that contains the Top-Heavy Determination
Date."
(b) effective January 1, 2002, by inserting the following
parenthetical immediately after the phrase "5-year period ending on
the Top-Heavy Determination Date(s)" and the phrase "5-year period
ending on the Top-Heavy Determination Date" in each place that either
of such phrases appear in subsections (c)(i), (c)(ii), and (c)(iii)
therein:
"(or, effective January 1, 2002, the 1-year period ending on the
Top-Heavy Determination Date(s))"
(c) effective January 1, 2001, by deleting subsection (f) in its
entirety and replacing it with the following:
"(f) "Top-Heavy Determination Date" means, for any Plan Year
subsequent to the first Plan Year, the last day of the preceding Plan
Year or, for the first Plan Year of the Plan, the last day of that
year."
22. Section 9.2 of the Plan is amended, effective January 1, 2001, in the
following respects:
(a) by deleting the phrase "Except as otherwise provided in (ii) and
(iii) below" in the first sentence of subsection (a) therein and
replacing it with the following:
"Except as otherwise provided in (i) and (ii) below"
(b) by deleting the term "(iii)" and replacing it with the term "(ii)"
in the last full paragraph of subsection (a) therein.
23. Section 12.3 of the Plan is amended, effective January 1, 2002, by
deleting that Section in its entirety and replacing it with the following:
"12.3 FORM OF AMENDMENT, DISCONTINUANCE OF EMPLOYER CONTRIBUTIONS, AND
TERMINATION. Any amendment, discontinuance of Employer contributions
or termination shall be made only by resolution of the Board of
Directors of the Company or by any person so duly authorized by the
Board of Directors; provided, however, that approval of the Board of
Directors shall not be required to incorporate any changes that, in
the opinion of the Committee or the Company, are required by
applicable law or do not materially increase the costs of
administering or funding the Plan."
24. Section 13.3 of the Plan is amended, effective January 1, 2001, by
inserting the following phrase immediately after the term "lump sum" in the
second sentence therein:
"payment (in cash)"
IN WITNESS WHEREOF, CCC Information Services Inc. has caused this
First Amendment to the Plan to be executed by its duly authorized
officer.
CCC INFORMATION SERVICES INC.