EXHIBIT 10.25
STANDARDIZED
ADOPTION AGREEMENT
PROTOTYPE CASH OR DEFERRED PROFIT-SHARING
PLAN AND TRUST ACCOUNT
Sponsored By
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
The Employer named below hereby establishes a Cash or Deferred Profit-Sharing
Plan for eligible Employees as provided in this Adoption Agreement and the
accompanying Basic Prototype Plan and Trust Account Basic Plan Document #01.
1. EMPLOYER INFORMATION
Employer's Name: RealSelect, Inc.
Address: 0000 Xxxxxxx Xxxxxx Xxxx, Xxxxx 000
Xxxxxxxx Xxxxxxx, XX 00000
Telephone Number: (000) 000-0000
Tax I.D. Number: 00-0000000
Form of Business:
[_] Sole Proprietor [_] Partnership [_] S Corporation
[X] Corporation [_] Other
Name of Individual Authorized to Issue Instructions to the Trustee:
N/A
Name of Plan: RealSelect, Inc.
401(K) RETIREMENT PLAN
Three Digit Plan Number for Annual Return/Report: 001
2. EFFECTIVE DATE
(a) This is a new Plan having an effective date of JANUARY 1, 1998.
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(b) This is an amended Plan.
The effective date of the original Plan was _______________.
The effective date of the amended Plan is _________________.
(c) If different from above, the Effective Date for the Plan's Elective
Deferral provisions shall be SEPTEMBER 1, 1998.
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3. DEFINITIONS
(a) "Compensation" The computation period shall be the:
[X] (i) Plan Year.
[_] (ii) Employer's Taxable Year.
[_] (iii) Calendar Year.
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Compensation shall be determined on the basis of the following definition:
[_] (iv) Code Section 6041 and 6051 Compensation,
[X] (v) Code Section 3401(a) Compensation, or
[_] (vi) Code Section 415 Compensation.
Compensation [X] shall [ ] shall not include Employer contributions made
pursuant to a Salary Savings Agreement which are not includable in the
gross income of the Employee for the reasons indicated in the definition of
Compensation at 1.12 of the Basic Plan Document #01.
For purposes of the Plan, Compensation shall be limited to $__________, the
maximum amount which will be considered for Plan purposes. [If an amount is
specified, it will limit the amount of contributions allowed on behalf of
higher compensated Employees. Completion of this section is not intended to
coordinate with the Code Section 401(a)(17) definition of Compensation.]
(b) "Entry Date"
[_] (i) The first day of the Plan Year during which an Employee meets
the eligibility requirements.
[_] (ii) The earlier of the first day of the Plan Year or the first day
of the seventh month of the Plan Year coinciding with or
following the date on which an Employee meets the eligibility
requirements.
[_] (iii) The first day of the month coinciding with or following the
date on which an Employee meets the eligibility requirements.
[X] (iv) The first day of the Plan Year, or the first day of the fourth
month, or the first day of the seventh month or the first day
of the tenth month, of the Plan Year coinciding with or
following the date on which an Employee meets the eligibility
requirements.
[_] (v) Immediately after an Employee meets the eligibility
requirements.
(c) "Hours of Service" Shall be determined on the basis of the method selected
below. Only one method may be selected. The method selected shall be
applied to all Employees covered under the Plan as follows:
[X] (i) On the basis of actual hours for which an Employee is paid or
entitled to payment.
[_] (ii) On the basis of days worked.
An Employee shall be credited with ten (10) Hours of Service if
under paragraph 1.42 of the Basic Plan Document #01 such
Employee would be credited with at least one (1) Hour of
Service during the day.
[_] (iii) On the basis of weeks worked.
An Employee shall be credited with forty-five (45) Hours of
Service if under paragraph 1.42 of the Basic Plan Document #01
such Employee would be credited with at least one (1) Hour of
Service during the week.
[_] (iv) On the basis of semi-monthly payroll periods.
An Employee shall be credited with ninety-five (95) Hours of
Service if under paragraph 1.42 of the Basic Plan Document #01
such Employee would be credited with at least one (1) Hour of
Service during the semi-monthly payroll period.
[_] (v) On the basis of months worked.
An Employee shall be credited with one-hundred-ninety (190)
Hours of Service if under paragraph 1.42 of the Basic Plan
Document #01 such Employee would
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be credited with at least one (1) Hour of Service during the
month.
(d) "Limitation Year" The same 12-consecutive month period as the Plan Year.
(e) "Net Profit"
[X] (i) Not applicable, profits will not be required for any
contributions.
[_] (ii) As defined in paragraph 1.49 of the Basic Plan Document #01.
[_] (iii) Shall be defined as:
___________________________
(f) "Plan Year" The 12-consecutive month period commencing on January 1 and
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ending on December 31.
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If applicable, the Plan Year will be a short Plan Year commencing on
_______ and ending on _______. Thereafter, the Plan Year shall end on the
date last specified above.
(g) "Qualified Early Retirement Age" For purposes of making distributions under
the provisions of a Qualified Domestic Relations Order, the Plan's
Qualified Early Retirement Age with regard to the Participant against whom
the order is entered [X] shall [_] shall not be the date the order is
determined to be qualified. If "shall" is elected, this will only allow
payout to the alternate payee(s).
(h) "Qualified Joint and Survivor Annuity" The safe-harbor provisions of
paragraph 8.7 of the Basic Plan Document #01 [X] are [_] are not
applicable. If not applicable, the survivor annuity shall be ______% (50%,
66-2/3%, 75% or 100%) of the annuity payable during the lives of the
Participant and Spouse. If no answer is specified, 50% will be used.
(i) "Taxable Wage Base"
[X] (i) Not Applicable - Plan is not integrated with Social Security.
[_] (ii) The maximum earnings considered wages for such Plan Year under
Code Section 3121(a).
(j) "Valuation Date(s)" Participant Accounts will be adjusted daily to reflect
all allocations at Article V of the Basic Plan Document.
(k) "Year of Service"
(i) For Eligibility Purposes: The 12-consecutive month period during
which an Employee is credited with 1 (not more than 1,000) Hour of
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Service.
(ii) For Allocation Accrual Purposes: For Participants employed on the
last day of the Plan Year a Year of Service is not required to
receive an allocation. For Participants who terminate employment
prior to the last day of the Plan Year refer to Section 8 ALLOCATIONS
TO TERMINATED EMPLOYEES.
(iv) For Vesting Purposes: The 12-consecutive month period during which an
Employee is credited with 1000 (not more than 1,000) Hours of
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Service.
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4. ELIGIBILITY REQUIREMENTS
(a) Service and Age:
[X] (i) For Elective Deferrals, or Employer Contributions [unless
specified otherwise at (ii) below]:
[X] (1) The Plan shall have no service requirement.
[X] (2) The Plan shall have no age requirement.
[_] (3) The Plan shall cover only Employees having
completed at least _ [not more than one (1)]
Years of service.
[_] (4) The Plan shall cover only Employees having
attained age _ (not more than 21).
[_] (ii) For contributions [not covered at (i) above] specify the
Service and/or Age requirements below:
Type of Service Age
Contribution Requirement Requirement
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(1) Employer Matching _________ __
(2) Qualified Non-Elective _________ __
(3) Discretionary Profit-Sharing _________ __
Not more than two (2) years and not more than age 21 may be
specified.
NOTE: If the eligibility period selected is or includes a fractional year,
an Employee will not be required to complete any specified number of
Hours of Service to receive credit for such period. If the
eligibility period exceeds one (1) Year of Service, the vesting
provisions at Section 12 herein must be completed to provide a 100%
vested and nonforfeitable benefit upon participation.
(b) Classification:
The Plan shall cover all Employees who have met the age and Service
requirements with the following exceptions:
[X] (i) No exceptions.
[_] (ii) The Plan shall exclude Employees included in a unit of
Employees covered by a collective bargaining agreement
between the Employer and Employee Representatives, if
retirement benefits were the subject of good faith
bargaining. For this purpose, the term "Employee
Representative" does not include any organization more
than half of whose members are Employees who are owners,
officers, or executives of the Employer.
[_] (iii) The Plan shall exclude Employees who are nonresident
aliens and who receive no earned income from the Employer
which constitutes income from sources within the United
States.
(c) Employees on Effective Date:
[X] (i) Not Applicable. All Employees will be required to satisfy
both the age and Service requirements specified above.
[_] (ii) Employees employed on the Plan's original Effective Date
do not have to satisfy the Service requirements specified
above.
[_] (iii) Employees employed on the Plan's original Effective Date
do not have to satisfy the age requirements specified
above.
[_] (iv) Employees do not have to meet the age and Service
requirements specified above on an Effective Date chosen
at the discretion of the Employer.
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5. RETIREMENT AGES
(a) Normal Retirement Age:
If the Employer imposes a requirement that Employees retire upon
reaching a specified age, the Normal Retirement Age selected below
may not exceed the Employer imposed mandatory retirement age.
[X] (i) Normal Retirement Age shall be 65 (not to exceed age
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65).
[_] (ii) Normal Retirement Age shall be (not to exceed age 65) or
the (not to exceed the 5th) the later of attaining age
anniversary of the first day of the first Plan Year in
which the Participant commenced participation in the
Plan.
(b) Early Retirement Age:
[_] (i) Not Applicable.
[X] (ii) The Plan shall have an Early Retirement Age of 55
(not less than 55) and completion of 5 Years of
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Service.
6. EMPLOYEE CONTRIBUTIONS
[X] (a) Participants shall be permitted to make Elective Deferrals in
any amount from 1 % up to 15 % of their Compensation.
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[_] (b) Participants shall be permitted to make after tax Voluntary
Contributions in any amount from ___% up to ___ % of their
Compensation.
(c) Participants shall be permitted to amend their deferral
agreements to change the contribution percentage:
[X] (i) On the first day of the next quarter.
[_] (ii) Upon 30 days notice to the Employer.
[_] (iii) On the first day of the Plan Year and the
first day of the seventh month of the Plan
Year.
[_] (iv) On the Plan Entry Date.
(d) Participants [ ] may [X] may not have Elective Deferrals
recharacterized as Voluntary Contributions to satisfy the
Average Deferral Percentage Test.
7. EMPLOYER CONTRIBUTIONS AND ALLOCATION THEREOF
NOTE: The Employer shall make contributions to the Plan in accordance with
the formula or formulas selected below. The Employer's contribution
shall be subject to the limitations contained in Articles III and X.
For this purpose, a contribution for a Plan Year shall be limited for
the Limitation Year which ends with or within such Plan Year. Also,
the integrated allocation formulas below are for Plan Years beginning
in 1989 and later. The Employer's allocation for earlier years shall
be as specified in its Plan prior to amendment for the Tax Reform Act
of 1986.
(a) Profits Requirement:
(i) Current or Accumulated Net Profits are required for:
Yes No
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[_] [X] (A) Matching Contributions.
[_] [X] (B) Qualified Non-Elective Contributions.
[_] [X] (C) Discretionary contributions.
NOTE: Elective Deferrals can always be contributed regardless of
profits.
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[X] (b) Salary Savings Agreement:
The Employer shall contribute and allocate to each Participant's
account an amount equal to the amount withheld from the Compensation
of such Participant pursuant to his or her Salary Savings Agreement.
If applicable, the maximum percentage is specified in Section 6 above.
An Employee who has terminated his or her election under the Salary
Savings Agreement other than for hardship reasons may not make another
Elective Deferral:
[_] (i) until the first day of the next Plan Year.
[X] (ii) for a period of 3 month(s) (not to exceed 12 months).
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[_] (iii) until the next Plan Entry Date.
[_] (iv) until the of the next Plan Entry Date after __ days or
__ months.
[X] (c) Matching Employer Contribution [See Paragraphs (g) and (h)]:
[_] (i) Percentage Match: The Employer shall continue and
allocate to each eligible Participant's account an
amount equal to ___% of the amount contributed and
allocated in accordance with paragraph 7(b) above and
(if checked) ___% of [_] the amount of Voluntary
Contributions made in accordance with paragraph 4.1 of
the Basic Plan Document #01. The Employer shall not
match Participant Elective Deferrals as provided above
in excess of $ ___ or in excess of ___% of the
Participant's Compensation or if applicable, Voluntary
Contributions in excess of $ ___ or in excess of ___%
of the Participant's Compensation. In no event will the
match on both Elective Deferrals and Voluntary
Contributions exceed a combined amount of $ ___ or ___%
[X] (ii) Discretionary Match: The Employer shall contribute and
allocate to each eligible Participant's account a
percentage of the Participant's Elective Deferral
contributed and allocated in accordance with paragraph
7(b) above. The Employer shall set such percentage
prior to the end of the Plan Year. The Employer shall
not match Participant Elective Deferrals in excess of
an amount specified by the Employer each year.
[X] (iii) Qualified Match: Employer Matching Contributions will
be treated as Qualified Matching Contributions to the
extent specified below:
[_] (A) All Matching Contributions.
[X] (B) None.
[_] (C) % of the Employer's Matching Contribution.
[_] (D) up to % of each Participant's Compensation.
[_] (E) The amount necessary to meet the [ ] Average
Deferral Percentage (ADP) test, [ ] Average
Contribution Percentage (ACP) test, [ ] Both
the ADP and ACP tests.
Qualified Matching Contributions are fully vested and
are subject to withdrawal restrictions prior to the
earlier of age 59 1/2 or separation from employment.
(iv) Matching Contribution Computation Period: The time
period upon which matching contributions will be based
shall be
[_] (A) weekly
[_] (B) bi-weekly
[_] (C) semi-monthly
[_] (D) monthly
[_] (E) quarterly
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[_] (F) semi-annually
[X] (G) annually
(v) Eligibility for Match: Employer Matching Contributions,
whether or not Qualified, will only be made on Employee
Contributions not withdrawn prior to the end of the [ ]
Matching Contribution Computation Period [X]Plan Year.
[X] (d) Qualified Non-Elective Employer Contribution - [See Paragraphs (g) and
(h)]
The Employer shall have the right to make an additional fully vested
discretionary contribution subject to withdrawal restrictions prior to
the earlier of age 59 1/2 or separation from employment. Such
contributions shall be allocated to each eligible Employee in
proportion to his or her Compensation as a percentage of the
Compensation of all eligible Employees. This part of the Employer's
contribution and the allocation thereof shall be unrelated to any
Employee contributions made hereunder. Qualified non-Elective
Contributions shall be taken into account to the extent necessary to
satisfy the ADP or ACP test requirements. Qualified non-Elective
Contributions will be allocated to:
[X] (i) All Employees eligible to participate.
[_] (ii) Only non-Highly Compensated Employees eligible to
participate.
[X] (e) Additional Employer Contribution Other Than Qualified Non-Elective
Contributions- Non-Integrated [See Paragraphs (g) and (h)]
The Employer shall have the right to make an additional discretionary
contribution which shall be allocated to each eligible Employee in
proportion to his or her Compensation as a percentage of the
Compensation of all eligible Employees. This part of the Employer's
contribution and the allocation thereof shall be unrelated to any
Employee contributions made hereunder.
[_] (f) Additional Employer Contribution - Integrated Allocation Formula [See
Paragraphs (g) and (h)]
The Employer shall have the right to make an additional discretionary
contribution. The Employer's contribution for the Plan Year plus any
forfeitures shall be allocated to the accounts of eligible
Participants as follows:
(i) First, to the extent contributions and forfeitures are
sufficient, all Participants will receive an allocation equal
to 3% of their Compensation.
(ii) Next, any remaining Employer Contributions and forfeitures will
be allocated to Participants who have Compensation in excess of
the Taxable Wage Base (excess Compensation). Each such
Participant will receive an allocation in the ratio that his or
her excess compensation bears to the excess Compensation of all
Participants. Participants may only receive an allocation of 3%
of excess Compensation.
(iii) Next, any remaining Employer contributions and forfeitures will
be allocated to all Participants in the ratio that their
Compensation plus excess Compensation bears to the total
Compensation plus excess Compensation of all Participants.
Participants may only receive an allocation of up to 2.7% of
their Compensation plus excess Compensation, under this
allocation method.
(iv) Next, any remaining Employer contributions and forfeitures will
be allocated to all Participants (whether or not they received
an allocation under the preceding paragraphs) in the ratio that
each Participant's Compensation bears to all Participants'
Compensation.
NOTE: Only one plan maintained by the Employer may be integrated with
Social Security.
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(g) Allocation of Excess Amounts (Annual Additions)
Excess Amounts shall be eliminated by first returning Employee after
tax contributions, then returning Employee required after tax
contributions, and then returning Employee Elective Deferrals. In the
case of a Highly Compensated Employee only unmatched Elective
Deferrals may be returned. If any excess remains after completing the
above refunds the excess will be:
[X] (i) unallocated until the next Limitation Year at which time
it will be allocated to the affected Participant.
[_] (ii) allocated to other eligible Participants in proportion to
Compensation.
(h) Minimum Employer Contribution Under Top-Heavy Plans:
For any Plan Year during which the Plan is Top-Heavy, the sum of the
contributions and forfeitures as allocated to eligible Employees
under paragraphs 7(d), 7(e), 7(f), 7(g) and 9 of this Adoption
Agreement shall not be less than the amount required under paragraph
14.2 of the Basic Plan Document #01. Top-Heavy minimums will be
allocated to:
[_] (i) all eligible Participants.
[X] (ii) only eligible non-Key Employees who are Participants.
(i) Return of Excess Contributions and/or Excess Aggregate Contributions:
In the event that one or more Highly Compensated Employees is subject
to both the ADP and ACP tests and the sum of such tests exceeds the
Aggregate Limit, the limit will be satisfied by reducing the:
[_] (i) the ACP of the affected Highly Compensated Employees.
[X] (ii) a combination of the ADP and ACP of the affected Highly
Compensated Employees.
[_] (iii) The ADP of the affected Highly Compensated Employees.
8. ALLOCATIONS TO TERMINATED EMPLOYEES
The Employer will allocate Employer related contributions to any
Participant who terminates employment during the Plan Year and is credited
with more than 500 Hours of Service. The Employer will also allocate
Employer Matching Contributions to any Participant who terminates
employment during the Plan Year and is credited with 1 (not more than 500)
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Hour of Service. The Employer will allocate all Employer related
contributions to any Participant who terminates during the Plan Year
without accruing the necessary Hours of Service if they terminate as a
result of:
[X] (i) Retirement.
[X] (ii) Disability.
[X] (iii) Death.
[_] (iv) Other termination.
9. ALLOCATION OF FORFEITURES
NOTE: Subsections (a), (b) and (c) below apply to forfeitures of amounts
other than Excess Aggregate Contributions.
(a) Allocation Alternatives:
[_] (i) Not Applicable. All contributions are always fully vested.
[_] (ii) Forfeitures shall be allocated to Participants in the same
manner as the
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Employer's contribution.
[1] Forfeitures attributable to Employer discretionary
contributions and Top-Heavy minimums will be
allocated to:
[_] all eligible Participants under the Plan.
[_] only those Participants eligible for an
allocation of matching contributions in the
current year.
[2] Forfeitures attributable to Employer Matching
contributions will be allocated to:
[_] all eligible Participants.
[_] only those Participants eligible for allocations
of matching contributions in the current year.
[X] (iii) Forfeitures shall be applied to reduce the Employer's
contribution for such Plan Year.
[_] (iv) Forfeitures shall be applied to offset administrative
expenses of the Plan. If forfeitures exceed these
expenses, (iii) above shall apply.
(b) Date for Reallocation:
Forfeitures shall be reallocated to eligible Employees on the earlier
of: (i) the end of the Plan Year during which the Participant
receives distribution of his or her benefit, or (ii) the end of the
Plan Year during which the Participant incurs five consecutive one
year Breaks in Service.
(c) Restoration of Forfeitures:
If amounts are forfeited prior to five consecutive 1-year Breaks in
Service, the Funds for restoration of account balances will be
obtained by means of an additional Employer contribution.
(d) Forfeitures of Excess Aggregate Contributions shall be
[X] (i) Applied to reduce Employer contributions.
[_] (ii) Allocated, after all other forfeitures under the Plan, to
the Matching Contribution account of each non-Highly
Compensated Participant who made Elective Deferrals or
Voluntary Contributions in the ratio which each such
Participant's Compensation for the Plan Year bears to the
total Compensation of all Participants for such Plan Year.
Such forfeitures cannot be allocated to the account of any
Highly Compensated Employee.
Forfeitures of Excess Aggregate Contributions will be so applied at
the end of the Plan Year in which they occur.
10. CASH OPTION
[X] (a) The Employer may permit a Participant to elect to defer to the Plan,
an amount not to exceed 100 % of any Employer paid cash bonus made
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for such Participant for any year. A Participant must file an
election to defer such contribution at least fifteen (15) days prior
to the end of the Plan Year. If the Employee fails to make such an
election, the entire Employer paid cash bonus to which the
Participant would be entitled shall be paid as cash and not to the
Plan. Amounts deferred under this section shall be treated for all
purposes as Elective Deferrals. Notwithstanding the above, the
election to defer must be made before the bonus is made available to
the Participants.
[_] (b) Not Applicable.
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11. LIMITATIONS ON ALLOCATIONS AND TOP HEAVY PROVISIONS
[X] This section is not applicable since this is the only Plan the
Employer maintains or ever maintained.
[_] Annual Additions - The Employer does maintain or has maintained
another Plan (including a Welfare Benefit Fund or an individual
medical account [as defined in Code Section 415(l)(2)], under which
amounts are treated as Annual Additions) and has completed the proper
sections below.
Complete (a), (b) and (c) only if the Employer maintains or ever
maintained another qualified plan, including a Welfare Benefit Fund
or an individual medical account [as defined in Code Section
415(l)(2)], in which any Participant in this Plan is (or was) a
participant or could possibly become a participant.
(a) If the Participant is covered under another qualified Defined
Contribution Plan maintained by the Employer, other than a Master or
Prototype Plan:
[_] (i) the provisions of Article X of the Basic Plan Document #01
will apply, as if the other plan were a Master or
Prototype Plan.
[_] (ii) Attach provisions stating the method under which the plans
will limit total Annual Additions to the Maximum
Permissible Amount, and will properly reduce any Excess
Amounts, in a manner that precludes Employer discretion.
(b) If a Participant is or ever has been a participant in a Defined
Benefit Plan maintained by the Employer:
Attach provisions which will satisfy the 1.0 limitation of Code
Section 415(e). Such language must preclude Employer discretion. The
Employer must also specify the interest and mortality assumptions
used in determining Present Value in the Defined Benefit Plan.
(c) Top Heavy Contribution - The minimum contribution or benefit required
under Code Section 416 relating to Top-Heavy Plans shall be satisfied
by:
[_] (i) this Plan.
[_] (ii) ________________________________________
(Name of other qualified plan of the Employer).
[_] (iii) Attach provisions stating the method under which the
minimum contribution and benefit provisions of Code
Section 416 will be satisfied. If a Defined Benefit Plan
is or was maintained, an attachment must be provided
showing interest and mortality assumptions used in the
Top-Heavy Ratio.
12. VESTING
Employees shall have a fully vested and nonforfeitable interest in any
Employer contribution and the investment earnings thereon made in
accordance with paragraph 6 hereof. Employer contributions and the
investment earnings thereon made in accordance with paragraph 7(b),
7(c)(iii), 7(d) and, if elected, paragraphs [ ] 7(c)(i), [ ] 7(c)(ii), [ ]
7(e) and [ ] 7(f) are also fully vested. Other Employer contributions shall
be subject to the vesting table selected by the Employer except with
respect to any Plan Year during which the Plan is Top-Heavy, in which case
the Two-twenty vesting schedule [Option (b)(iii)] shall automatically apply
unless the Employer has already elected a faster vesting schedule. If the
Plan is switched to option (b)(iii), because of its Top-Heavy status, that
vesting schedule will remain in effect even if the Plan later becomes non-
Top-Heavy until the Employer executes an amendment of this Adoption
Agreement indicating otherwise.
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(a) Computation Period:
The computation period for purposes of determining Years of Service
and Breaks in Service for purposes of computing a Participant's
nonforfeitable right to his or her account balance derived from
Employer contributions:
[_] (i) shall not be applicable since Participants are always
fully vested,
[_] (ii) shall commence on the date on which an Employee first
performs an Hour of Service for the Employer and each
subsequent 12-consecutive month period shall commence
on the anniversary thereof, or
[X] (iii) shall commence on the first day of the Plan Year during
which an Employee first performs an Hour of Service for
the Employer and each subsequent 12-consecutive month
period shall commence on the anniversary thereof.
A Participant shall receive credit for a Year of Service if he or
she completes at least 1,000 Hours of Service [or if lesser, the
number of hours specified at 3(k)(iv) of this Adoption Agreement] at
any time during the 12-consecutive month computation period.
Consequently, a Year of Service may be earned prior to the end of
the 12-consecutive month computation period and the Participant need
not be employed at the end of the 12-consecutive month computation
period to receive credit for a Year of Service.
(b) Vesting Schedules:
NOTE: The vesting schedules below only apply to a Participant who has at
least one Hour of Service during or after the 1989 Plan Year. If
applicable, Participants who separated from Service prior to the
1989 Plan Year will remain under the vesting schedule as in effect
in the Plan prior to amendment for the Tax Reform Act of 1986.
[_] (i) Full and immediate vesting.
Years of Service
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1 2 3 4 5 6 7
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[_] (ii) 0% 0% 0% 0% 100% 100% 100%
[_] (iii) __% 20% 40% 60% 80% 100% 100%
[_] (iv) __% __% 20% 40% 60% 80% 100%
[X] (v) 25% 50% 75% 100% 100% 100% 100%
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[_] An Employee shall be _____% vested upon being hired. (This option can
only be used in conjunction with vesting schedule (v).
NOTE: The percentages selected for schedule (v) may not be less for any
year than the percentages shown at schedule (iv).
(c) Service Disregarded For Vesting:
[X] (i) Not Applicable. All Service shall be considered.
[_] (ii) Service prior to the Effective Date of this Plan or a
predecessor plan shall be disregarded when
computing a Participant's vested and nonforfeitable
interest.
[_] (iii) Service prior to a Participant having attained age 18
shall be disregarded when computing a Participant's
vested and nonforfeitable interest.
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13. SERVICE WITH PREDECESSOR ORGANIZATION
For purposes of satisfying the Service requirements for eligibility, Hours
of Service shall include Service with the following predecessor
organization(s):
(These hours will also be used for vesting purposes.)
14. ROLLOVER/TRANSFER CONTRIBUTIONS
(a) Rollover Contributions, as described at paragraph 4.3 of the Basic
Plan Document #01, [X] shall [_] shall not be permitted. If permitted,
Employees [X] may [_] may not make Rollover Contributions prior to
meeting the eligibility requirements for participation in the Plan.
(b) Transfer Contributions, as described at paragraph 4.4 of the Basic
Plan Document #01 [X] shall [_] shall not be permitted. If permitted,
Employees [X] may [_] may not Transfer Contributions prior to meeting
the eligibility requirements for participation in the Plan.
NOTE: The Employer may not accept such contributions if they are subject to
the Joint and Survivor Annuity Rules.
15. HARDSHIP WITHDRAWALS
Hardship withdrawals, as provided for in paragraph 6.9 of the Basic Plan
Document #01, [X] are [ ] are not permitted.
16. PARTICIPANT LOANS
Participant loans, as provided for in paragraph 13.5 of the Basic Plan
Document #01, [X] are [ ] are not permitted. If permitted, repayments of
principal and interest shall be repaid to [X] the Participant's segregated
account or [ ] the general Fund.
17. EMPLOYEE INVESTMENT DIRECTION
Participants may direct all Contributions among funds offered by the
Sponsor in accordance with paragraph 13.8 of the Basic Plan Document #01.
18. EARLY PAYMENT OPTION
(a) A Participant who separates from Service prior to retirement, death or
Disability [X] may [ ] may not make application to the Employer
requesting an early payment of his or her vested account balance.
(b) A Participant who has attained age 59-1/2 and who has not separated
from Service [ ] may [X] may not obtain a distribution of his or her
vested Employer contributions. Distribution can only be made if the
Participant is 100% vested.
(c) A Participant who has attained the Plan's Normal Retirement Age and
who has not separated from
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Service [X] may [ ] may not receive a distribution of his or her
vested account balance.
NOTE: If the Participant has had the right to withdraw his or her account
balance in the past, this right may not be taken away.
Notwithstanding the above, to the contrary, required minimum
distributions will be paid.
19. DISTRIBUTION OPTIONS
(a) Timing of Distributions:
[_] (i) As soon as administratively feasible following the
close of the Plan Year during which a distribution is
requested or is otherwise payable.
[X] (ii) As soon as administratively feasible, following the
date on which a distribution is requested or is
otherwise payable.
[_] (iii) As soon as administratively feasible, after the
consecutive one-year Breaks in Service. close of the
Plan Year during which the Participant incurs
[_] (iv) Only after the Participant has achieved the Plan's
Normal Retirement Age, or Early Retirement Age, if
applicable.
(b) Optional Forms of Payment:
[X] (i) Lump Sum.
[_] (ii) Installment Payments.
[_] (iii) Life Annuity*.
[_] (iv) Life Annuity Term Certain*.
Life Annuity with payments guaranteed for period (not
to exceed 20 years, specify all applicable).
[_] (v) Joint and [_] 50%, [_] 66-2/3%, [_] 75% or [_] 100%
survivor annuity* (specify all applicable).
[_] (vi) If applicable, other form(s) as previously offered
*Not available in Plan meeting provisions of paragraph 8.7 of Basic
Plan Document #01.
(c) Recalculation of Life Expectancy:
In determining required distributions under the Plan, Participants
and/or their Spouse (Surviving Spouse) [X] shall [ ] shall not have
the right to have their life expectancy recalculated annually. If
life expectancy is recalculated, it will follow the Employer's
administrative policy.
20. SPONSOR CONTACT
Employers should direct questions concerning the language contained in and
qualification of the Prototype to:
The Case Manager Assigned to Your Plan
0-000-000-0000
In the event that the Sponsor amends, discontinues or abandons this
Prototype Plan, notification will be provided to the Employer's address
provided on the first page of this Agreement.
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21. SIGNATURES
The Sponsor recommends that you contact your attorney or tax advisor prior
to executing this Adoption Agreement.
(a) EMPLOYER:
Name and address of Employer if different than specified in Section 1
above.
This agreement and the corresponding provisions of the Plan and Trust
Account Basic Plan Document #01 were adopted by the Employer the _____
day of _________________, 19 .
---
Signed for the Employer by: Xxxxxxxxx Xxxxx Xxxxxx
Title: VP of Human Resources and Administration
Signature: ________________________________________
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its Plan.
Employer's Reliance: An Employer who maintains or has ever maintained
or who later adopts any Plan [including, after December 31, 1985, a
Welfare Benefit Fund, as defined in Section 419(e) of the Code, which
provides post-retirement medical benefits allocated to separate
accounts for Key Employees, as defined in Section 419A(d)(3)] or an
individual medical account, as defined in Code Section 415(l)(2) in
addition to this Plan may not rely on the opinion letter issued by the
National Office of the Internal Revenue Service as evidence that this
Plan is qualified under Section 401 of the Code. If the Employer who
adopts or maintains multiple Plans wishes to obtain reliance that such
Plan(s) are qualified, application for a determination letter should
be made to the appropriate Key District Director of Internal Revenue.
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its plan. This
Adoption Agreement may only be used in conjunction with Basic Plan
Document #01.
The Employer may not rely on the opinion letter issued by the National
Office of the Internal Revenue Service as evidence that this Plan is
qualified under Section 401 of the Code unless the terms of the Plan,
as herein adopted or amended, that pertain to the requirements of
Sections 401(a)(4), 401(a)(17), 401(l), 401(a)(5), 410(b) and 414(s)
of the Code, as amended by the Tax Reform Act of 1986 or later laws,
(a) are made effective retroactively to the first day of the first
Plan Year beginning after December 31, 1988 (or such other date on
which these requirements first become effective with respect to this
Plan); or (b) are made effective no later than the first day on which
the Employer is no longer entitled, under regulations, to rely on a
reasonable, good faith interpretation of these requirements, and the
prior provisions of the Plan constitute an interpretation.
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21. SIGNATURES
The Sponsor recommends that you contact your attorney or tax advisor prior
to executing this Adoption Agreement.
(a) EMPLOYER:
Name and address of Employer if different than specified in Section 1
above.
New Homes Search
This agreement and the corresponding provisions of the Plan and Trust
Account Basic Plan Document #01 were adopted by the Employer the _____
day of _________________, 19 .
---
Signed for the Employer by:
Title:
Signature: ____________________________________
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its Plan.
Employer's Reliance: An Employer who maintains or has ever maintained
or who later adopts any Plan [including, after December 31, 1985, a
Welfare Benefit Fund, as defined in Section 419(e) of the Code, which
provides post-retirement medical benefits allocated to separate
accounts for Key Employees, as defined in Section 419A(d)(3)] or an
individual medical account, as defined in Code Section 415(l)(2) in
addition to this Plan may not rely on the opinion letter issued by the
National Office of the Internal Revenue Service as evidence that this
Plan is qualified under Section 401 of the Code. If the Employer who
adopts or maintains multiple Plans wishes to obtain reliance that such
Plan(s) are qualified, application for a determination letter should
be made to the appropriate Key District Director of Internal Revenue.
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its plan. This
Adoption Agreement may only be used in conjunction with Basic Plan
Document #01.
The Employer may not rely on the opinion letter issued by the National
Office of the Internal Revenue Service as evidence that this Plan is
qualified under Section 401 of the Code unless the terms of the Plan,
as herein adopted or amended, that pertain to the requirements of
Sections 401(a)(4), 401(a)(17), 401(l), 401(a)(5), 410(b) and 414(s)
of the Code, as amended by the Tax Reform Act of 1986 or later laws,
(a) are made effective retroactively to the first day of the first
Plan Year beginning after December 31, 1988 (or such other date on
which these requirements first become effective with respect to this
Plan); or (b) are made effective no later than the first day on which
the Employer is no longer entitled, under regulations, to rely on a
reasonable, good faith interpretation of these requirements, and the
prior provisions of the Plan constitute an interpretation.
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21. SIGNATURES
The Sponsor recommends that you contact your attorney or tax advisor prior
to executing this Adoption Agreement.
(a) EMPLOYER:
Name and address of Employer if different than specified in Section 1
above.
The Enterprise
This agreement and the corresponding provisions of the Plan and Trust
Account Basic Plan Document #01 were adopted by the Employer the _____
day of _________________, 19 .
-----
Signed for the Employer by:
Title:
Signature: ______________________________________
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its Plan.
Employer's Reliance: An Employer who maintains or has ever maintained
or who later adopts any Plan [including, after December 31, 1985, a
Welfare Benefit Fund, as defined in Section 419(e) of the Code, which
provides post-retirement medical benefits allocated to separate
accounts for Key Employees, as defined in Section 419A(d)(3)] or an
individual medical account, as defined in Code Section 415(l)(2) in
addition to this Plan may not rely on the opinion letter issued by the
National Office of the Internal Revenue Service as evidence that this
Plan is qualified under Section 401 of the Code. If the Employer who
adopts or maintains multiple Plans wishes to obtain reliance that such
Plan(s) are qualified, application for a determination letter should
be made to the appropriate Key District Director of Internal Revenue.
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its plan. This
Adoption Agreement may only be used in conjunction with Basic Plan
Document #01.
The Employer may not rely on the opinion letter issued by the National
Office of the Internal Revenue Service as evidence that this Plan is
qualified under Section 401 of the Code unless the terms of the Plan,
as herein adopted or amended, that pertain to the requirements of
Sections 401(a)(4), 401(a)(17), 401(l), 401(a)(5), 410(b) and 414(s)
of the Code, as amended by the Tax Reform Act of 1986 or later laws,
(a) are made effective retroactively to the first day of the first
Plan Year beginning after December 31, 1988 (or such other date on
which these requirements first become effective with respect to this
Plan); or (b) are made effective no later than the first day on which
the Employer is no longer entitled, under regulations, to rely on a
reasonable, good faith interpretation of these requirements, and the
prior provisions of the Plan constitute an interpretation.
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[X] (b) TRUSTEE:
Name of Trustee:
Xxxxxxxxx Xxxxx Xxxxxx & Xxxx X. Xxxxxxxx
The assets of the Fund shall be invested in accordance with paragraph 13.3
of the Basic Plan Document #01 as a Trust. As such, the Employer's Plan as
contained herein was accepted by the Trustee the ______ day of_______,
19____.
Signed for the Trustee by: Xxxxxxxxx Xxxxx Xxxxxx Xxxx X. Xxxxxxxx
Title: Trustee Trustee
Signature: _______________________ _________________
(c) SPONSOR:
The Employer's Agreement and the corresponding provisions of the Plan and
Trust Account Basic Plan Document #01 were accepted by the Sponsor the
18th day of August, 1998.
Signed for the Sponsor by: Xxxx X. Xxxxx
Title: Vice President
Signature: ___________________________________
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