FIFTH AMENDMENT TO THE QUANEX CORPORATION HOURLY BARGAINING UNIT EMPLOYEE SAVINGS PLAN
Exhibit 10.2
THIS AGREEMENT by Quanex Corporation, a Delaware corporation (the “Sponsor”),
W I T N E S S E T H:
WHEREAS, the Sponsor maintains the Quanex Corporation Hourly Bargaining Unit Employee Savings
Plan, as amended and restated effective January 1, 1998 (the “Plan”);
WHEREAS, pursuant to Section 12.01 of the Plan, the Sponsor has the right to amend the Plan;
and
WHEREAS, the Sponsor has determined to amend the Plan;
NOW, THEREFORE, the Sponsor agrees that, effective July 3, 2006, the Plan is amended as set
forth below:
1. Section 1.24 of the Plan, the definition for “Entry Date,” shall be deleted in its entirety
and the Sections in Article I shall be renumbered accordingly.
2. Section 2.01 of the Plan shall be completely amended and restated to provide as follows:
2.01 Eligibility Requirements. Each Eligible Employee shall be eligible to
participate in the Plan beginning on the first day he performs one Hour of Service.
3. Section 2.02 of the Plan shall be deleted in its entirety and the Sections in Article II
shall be renumbered accordingly.
4. Section 2.03 of the Plan, renumbered as Section 2.02 in accordance with paragraph 3 above,
shall be amended to provide as follows:
2.02 Eligibility Upon Reemployment. If an Employee incurs a Separation From
Service, he shall be eligible to recommence participation in the Plan beginning on
the first day he performs one Hour of Service following his Separation From Service.
Subject to Section 2.03, once an Employee becomes a Participant, his eligibility to
participate in the Plan shall continue until he Xxxxxx Service.
5. Section 6.02 shall be completely amended and restated to provide as follows:
6.02 In-Service Distribution of After-Tax Contributions, Matching Contributions
and Supplemental Contributions. Each Participant shall be entitled to withdraw a
portion or all of his After-Tax Contribution Account and
his Nonforfeitable Interest in his Matching Contribution Account and his
Supplemental Contribution Account. However, the minimum amount of the distribution
permitted under this Section shall be the lesser of $1,000.00 or the total amount
which could otherwise be distributed under this Section. Also, a Participant may
make a withdrawal of a portion of his Nonforfeitable Interest in his Matching
Contribution Account and his Supplemental Contribution Account only if the
Participant has been a Participant in this Plan for five or more years or the
amounts withdrawn from the Matching Contribution Account and his Supplement
Contribution Account have been credited to his Account for a minimum of two years.
A Participant may not make another distribution request under this Section for a
period of 12 months after receiving a distribution pursuant to this Section
6. Section 5.09 shall be completely amended and restated to provide as follows:
5.09 Designation of Beneficiary. Each Participant and former Participant has
the right to designate and to revoke the designation of his Beneficiary or
Beneficiaries. Each designation or revocation must be evidenced in the form
required by the Committee, signed by the Participant or former Participant and filed
with the Committee or its designee. If no designation is on file at the time of a
Participant’s or former Participant’s death or if the Committee determines that the
designation is ineffective, the designated Beneficiary shall be the Participant’s or
former Participant’s Spouse, if living, or if not, the executor, administrator or
other personal representative of the Participant’s or former Participant’s estate.
If a Participant or former Participant is considered to be married under local law,
his designation of any Beneficiary, other than his Spouse, shall not be valid unless
the Spouse acknowledges in writing or such form as required by the Committee that
the Spouse understands the effect of the Participant’s or former Participant’s
beneficiary designation and consents to it. The consent must be to a specific
Beneficiary. The acknowledgement and consent must be filed with the Committee or
its designee, signed by the Spouse and at least two witnesses, one of whom must be a
member of the Committee or a notary public. However, if the Spouse cannot be
located or there exist other circumstances as described in sections 401(a)(11) and
417(a)(2) of the Code, the requirement of the Participant’s or former Participant’s
Spouse’s acknowledgement and consent may be waived. If a Beneficiary other than the
Participant’s or former Participant’s Spouse is named, the designation shall become
invalid if the Participant or former Participant is later determined to be married
under local law, the Participant’s or former Participant’s missing Spouse is located
or the circumstances which resulted in the waiver of the requirement of obtaining
the consent of his Spouse no longer exist.
7. Sections 5.12 and 5.13 shall be completely amended and restated to provide as follows:
5.12 Claims Review Procedures; Claims Appeal Procedures.
(a) Claims Review Procedures. When a benefit is due, the Claimant should
submit a claim in accordance with procedures prescribed by the
Committee. Under normal circumstances, the Committee will make a final
decision as to a claim within 90 days after receipt of the claim. If the Claimant
is notified n writing during the initial 90-day period, the period may be extended
up to 180 days after the initial receipt of the claim. The written notice must
indicate the circumstances necessitating the extension and the anticipated date for
the final decision. If a claim is denied during the claims period, the Claimant
must be notified in writing, and the written notice must set forth in a manner
calculated to be understood by the Claimant:
i. the specific reason or reasons for denial;
ii. specific reference to the Plan provisions on which the denial is based;
iii. a description of any additional material or information necessary for the
Claimant to perfect the claim and an explanation of why such material or information
is necessary; and
iv. an explanation of the Plan claims review procedures and time limits,
including a statement of the Claimant’s right to bring a civil action under section
502(a) of ERISA.
If a decision is not given to the Claimant within the claims review period, the
claim is treated as if it were denied on the last day of the claims review period.
(b) Claims Appeals Procedures. If a Claimant’s claim made pursuant to Section
5.12(a) is denied and he wants a review, he must apply to the Committee or its
designee in writing. That application can include any arguments, written comments,
documents, records, and other information relating to the claim for benefits. In
addition, the Claimant is entitled to receive on request and free of charge
reasonable access to and copies of all information relevant to the claim. For this
purpose, “relevant” means information that was relied on in making the benefit
determination or that was submitted, considered or generated in the course of making
the determination, without regard to whether it was relied on, and information that
demonstrates compliance with the Plan’s administrative procedures and safeguards for
assuring and verifying that Plan provisions are applied consistently in making
benefit determinations. The review must take into account all comments, documents,
records, and other information submitted by the Claimant relating to the claim,
without regard to whether the information was submitted or considered in the initial
benefit determination. The Claimant may either represent himself or appoint a
representative, either of whom has the right to inspect all documents pertaining to
the claim and its denial. The Committee or its designee can schedule any meeting
with the Claimant or his representative that it finds necessary or appropriate to
complete its review.
This Section 5.12 does not apply in connection with determinations as to
whether a Participant or former Participant has incurred a Disability. Rather, such
determinations shall be subject to the procedures specified in Section 5.13.
5.13 Disability Benefit Claims Procedure.
(a) Disability Benefit Initial Determination Procedure. In the case of a claim
for Disability benefits, the Claimant should submit a claim to the office designated
by the Committee to receive claims. Under normal circumstances, the Claimant shall
be notified of any Disability claims denial (wholly or partially) within 45 days
after receipt of the claim.
The initial 45-day Disability claims determination period may be extended by a
period not to exceed an additional 30 days, if it is determined that such extension
is necessary due to matters beyond the control of the Committee or its designee. If
the initial Disability claims determination period is extended, the Claimant shall,
prior to the expiration of the initial 45 day Disability claims determination
period, be notified in writing of the extension and of the circumstances requiring
the extension of the Disability claims determination period.
If, prior to the end of the first 30-day extension, it is determined that, due
to matters beyond the control of the Plan, a decision cannot be rendered within the
extension period, the Disability claims determination period may be extended for an
additional 30 days, provided that, prior to the expiration of the first 30-day
extension period, the Claimant is notified in writing of the circumstances requiring
the extension and the date on which the Plan expects to render a decision. In the
case of any notice extending the Disability claims determination period, the notice
must be in writing and shall specifically explain the standards on which the
entitlement to a benefit is based; the unresolved issues that prevent a
determination on a claim; additional information that is needed to resolve those
issues; and, if additional information is required from the Claimant, a statement as
to the amount of time the Claimant has to supply that information.
Calculation of Time Periods. The period of time within which a Disability
benefit determination is required to be made shall begin on that date the claim is
filed in accordance with this Section, without regard to whether all the information
necessary to make the Disability benefits determination accompanies the filing. In
the event the Disability claims determination period is extended due to the
Claimant’s failure to submit information necessary to such determination, the
Disability claims determination period shall be tolled from the date on which the
notification of the extension is sent to the Claimant until the date on which the
Claimant responds to the request for additional information. The Claimant shall be
afforded at least 45 days from receipt of the notice of extension to provide the
specified information. If the Claimant fails to supply the specified information
within the 45-day period, the claim determination process shall continue and the
specified information shall be deemed not to exist.
(b) Disability Claims Appeal Procedure. If a Claimant’s claim for a Disability
benefit is denied (in whole or in part), he is entitled to a full and fair review of
that denial. A full and fair review of a Disability benefit claim denial shall
provide the Claimant with 180 days from the receipt of any adverse claim
determination to appeal the denial. If the Claimant does not file an appeal within
180 days of the adverse claim determination, such denial becomes final.
Under the full and fair review, the Claimant shall be afforded an opportunity
to submit written comments, documents, records, and other information relating to
the claim for benefits to the reviewing fiduciary. The Claimant shall be entitled
to receive upon request and free of charge reasonable access to and copies of all
information relevant to the claim. For purposes of a Disability benefit claim
denial, the term “relevant” shall mean information that was relied on in making the
benefit determination or that was submitted, considered or generated in the course
of making the determination, without regard to whether it was relied on, and
information that demonstrates compliance with the Plan’s administrative procedures
and safeguards for assuring and verifying that Plan provisions are applied
consistently in making benefit determinations. For this purpose, the term
“relevant” shall also include a statement of policy or guidance with respect to the
Plan concerning the Disability benefit for the diagnoses of the Claimant, without
regard to whether such advice or statement was relied upon in making the claims
determination. The review of a benefit claim denial shall not afford any deference
to the initial adverse claim determination.
The review of the Disability claims denial shall be conducted by the
appropriate named fiduciary who is neither the named fiduciary who made the initial
adverse claim determination nor subordinate to such individual.
In reviewing a denial of a claim for a Disability benefit, in which the denial
was based in whole or in part on medical judgment, the appropriate named fiduciary
shall consult with a health care professional who has appropriate training and
experience in the field of medicine involved in the medical judgment. The health
care professional consulted upon review of an adverse benefit claim denial shall be
neither the health care professional that was consulted in connection with the
adverse benefit determination that is the subject of the appeal nor a subordinate of
any such individual. The reviewing fiduciary shall provide the identification of
the medical or vocational experts whose advice was obtained on behalf of the Plan in
connection with Claimant’s Disability benefit claim denial, without regard as to
whether the advice was relied upon in making the benefit determination.
The appropriate reviewing fiduciary must take into account all comments,
documents, records, and other information submitted by the Claimant relating to the
claim, without regard as to whether the information was submitted or considered in
the initial benefit determination. The Claimant may either represent himself or
appoint a representative, either of whom has the right to inspect all documents
pertaining to the claim and its denial. The reviewing fiduciary can schedule any
meeting with the Claimant or his representative that it finds necessary or
appropriate to complete its review.
If a timely request is made, the reviewing fiduciary shall notify the Claimant
of the determination upon appeal within 45 days after receipt of the request for
review (without regard to whether all the information necessary to make the benefit
determination accompanies the filing). The reviewing fiduciary retains the
authority to unilaterally extend the initial 45-day review period by a
period not to exceed an additional 45 days, if the fiduciary determines that
special circumstances exist requiring additional time for reviewing the claim. If
the initial review period is extended by the unilateral action of the appropriate
reviewing fiduciary, the fiduciary shall, prior to the expiration of the initial 45
day review period, notify the Claimant in writing of the extension. The written
notice of extension shall identify the special circumstances necessitating the
extension and provide the anticipated date by which the Plan expects to render the
determination on review.
Calculation of Time Periods Upon Appeal. The period of time within which a
determination on a Disability claims appeal is required to be made shall begin on
that date the appeal is filed in accordance with this Section, without regard to
whether all the information necessary to make the Disability benefits determination
accompanies the filing. In the event the Disability claims review period is
extended due to the Claimant’s failure to submit information necessary to such
determination, the Disability claims review period shall be tolled from the date on
which the notification of the extension is sent to the Claimant until the date on
which the Claimant responds to the request for additional information. The Claimant
shall be afforded at least 45 days from receipt of the notice of extension to
provide the requested information. If the Claimant fails to supply the requested
information within the 45-day period, the claims review process shall continue and
the specified information shall be deemed not to exist.
The reviewing fiduciary shall provide the Claimant with a written notice of the
Plan’s benefit determination upon review. The notice shall set forth the specific
reasons for its action, the Plan provisions on which its decision is based, and 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 a statement of the Claimant’s
right to bring an action under section 502(a) of ERISA. The notice shall also
include the following statement,
”You and the Plan may have other voluntary alternative dispute
resolution options, such as mediation. One way to find out what may
be available is to contact your local U.S. Department of Labor
Office and your State insurance regulatory agency.
If a decision is not given to the Claimant within the review period, the claim
is treated as if it were denied on the last day of the review period.
The request for review must be filed within 90 days after the denial. If it is
not, the denial becomes final. If a timely request is made, the reviewing fiduciary
must make its decision, under normal circumstances, within 60 days of the receipt of
the request for review. However, if the reviewing fiduciary notifies the Claimant
prior to the expiration of the initial review period, it may extend the period of
review up to 120 days following the initial receipt of the request for a review.
The written notice must indicate the circumstances necessitating the extension and
the anticipated date for the final decision. All decisions of the reviewing
fiduciary must be in writing and must include the specific reasons for
its action, the Plan provisions on which its decision is based, and 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 a statement of the Claimant’s
right to bring an action under section 502(a) of ERISA. If a decision is not given
to the Claimant within the review period, the claim is treated as if it were denied
on the last day of the review period.
8. Section 6.03 and 6.04 of the Plan shall be renumbered Section 6.04 and 6.05, respectively,
and Article VI of the Plan shall be amended by adding thereto the following new Section 6.03 to
provide as follows:
6.03 In-Service Distributions for Participants Who Have Attained Age 591/2.
Prior to his Separation From Service, a Participant who is at least age 591/2 is
entitled to withdraw all or any portion of any amounts in his Salary Deferral
Contribution Account or his Catch-up Salary Deferral Contribution Account.
IN WITNESS WHEREOF, the Sponsor has caused this Agreement to be executed on the 20th day of
June, 2006.
| QUANEX CORPORATION |
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| By: | /s/ Xxxxx X. Xxxxxxx | |||
| Title: | Senior Vice President — General Counsel | |||
| and Secretary | ||||
