XXXXXXX XXXXX
SPECIAL
PROTOTYPE DEFINED
CONTRIBUTION PLAN
ADOPTION AGREEMENT
4O1(k) PLAN
EMPLOYEE THRIFT PLAN
PROFIT-SHARING PLAN
Letter Serial Number: D359287b
National Office Letter Date: 6/29/93
This Prototype Plan and Adoption Agreement are important legal instruments with
legal and tax implications for Which the Sponsor, Xxxxxxx Lynch, Xxxxxx, Xxxxxx
& Xxxxx, Incorporated, does not assume responsibility. The Employer is urged to
consult with its own attorney with, regard to the adoption of this Plan and its
suitability to its circumstances.
EMPLOYER'S RESOLUTION OF PLAN AMENDMENT
The undersigned hereby certifies that the following resolutions have not been
modified or rescinded as of the date hereof
WHEREAS, the Employer did establish a defined contribution plan for its
employees known as the. Riviera Hotel & Casino Employee 401(k) Savings Plan (the
"Plan") effective April 1, 1992 and,
WHEREAS, after appropriate discussion and due consideration, the Employer has
decided to amend the Plan effective October 1,1996 as follows'
ARTICLE III. 401(k) Contributions and Account Allocation
A. Elective Deferrals
If selected below, a Participant's Elective Deferrals will be (select all
applicable):
X (1) a dollar amount or a percentage of Compensation, as specified by the
Participant on his or her 401(k) Election form, which may not exceed 15% of his
or her Compensation.
X (2) with respect to bonuses, such dollar amount or percentage as specified by
the Participant on his or her 401(k) Election form with respect to such bonus.
FURTHER RESOLVED, that the proper officers of the Employer are hereby authorized
and directed in the name of and on behalf of the Corporation, to execute and
deliver such amendment, and to execute any documents which may be otherwise
deemed necessary and proper in order to implement the foregoing resolutions.
Date 11-15-96
Xxxxxx X Xxxxxx
------------------------
VP Operations
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Title
TO BE COMPLETED BY XXXXXXX XXXXX:
Sponsor Acceptance:
Subject to the terms and conditions of the Prototype Plan and this Adoption
Agreement, this amendment is accepted by Xxxxxxx Xxxxx, Xxxxxx, Xxxxxx & Xxxxx
Incorporated as the Prototype Sponsor.
Authorized
Signature Xxxxxx Xxxxx
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EMPLOYER'S RESOLUTION OF PLAN AMENDMENT
The undersigned hereby certifies that the following resolutions have not been
modified or rescinded as of the date hereof:
WHEREAS, the Employer did establish a defined contribution plan for its
employees known as the Riviera Hotel & Casino (the "Plan") effective September
1, 1995 and,
WHEREAS, after appropriate discussion and due consideration, the Employer has
decided to amend the Plan effective January 1,1996 as follows:
C. loans are:
401(k) and/ Profit
or Thrift Sharing
X X (1) permitted.
_ _ (2) not permitted.
FURTHER RESOLVED, that the proper officers of the Employer, are hereby
authorized and directed in the name of and 01'\ behalf of the Corporation, to
execute and deliver such amendment, and to execute any documents which may be
otherwise declined necessary and proper in order to implement the foregoing
resolutions.
Date: - 8/14/96
---------------
Xxxxxx X. Xxxxxx
------------------
Signature
VP Operations
------------------
Title
EMPLOYER'S RESOLUTION OF PLAN AMENDMENT
The undersigned hereby certifies that the following resolutions have not been
modified or rescinded as of the date hereof:
WHEREAS, the Employer did establish a defined contribution plan for its
employees known as the Riviera Hotel & Casino Employee 401(k) Savings Plan (the
"Plan") effective September 1, 1995 and,
WHEREAS, after appropriate discussion and due consideration, the Employer has
decided to amend the Plan effective January 1,1996 as follows:
(2)Vesting Service: A Participant IS nonforfeitable interest shall be determined
----------------
on the basis of the method specified below (select one):
X (a) elapsed time method
_ (b) hourly records method
_ (c) If this item (c)is checked, the Plan only provides for
contributions that are always 100% vested and this item (2) will
not apply.
FURTHER RESOLVED, that the proper officers of the Employer are hereby authorized
and directed in the name of and on behalf of the Corporation, to execute and
deliver such amendment, and to execute any documents which may be otherwise
deemed necessary and proper in order to implement the foregoing resolutions.
Date: 8/14/96
-----------
Xxxxxx X. Xxxxxx
----------------------
Signature
VP Operations
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Title
Adoption of Plan
The Employer named below hereby establishes or restates a profit-sharing plan
that includes a X 401(k), X profit-sharing and/ or _ thrift plan feature (the
"Plan") by adopting the Xxxxxxx Xxxxx Special Prototype Defined Contribution
Plan and Trust as modified by the terms and provisions of this Adoption
Agreement.
Employer and Plan Information
Employer Name:* Riviera Hotel & Casino
Business Address: 0000 Xxx Xxxxx Xxxx. South
Las Vegas, NV 89109
Telephone Number: (000) 000-0000
Employer Taxpayer ID Number: 00-0000000
Employer Taxable Year ends on: December 31st
Plan Name: Riviera Hotel & Casino Employee 401(k) Savings Plan
Plan Number: 001
401(k) Profit Thrift
Sharing
Effective Date of Adoption
or Restatement: 9/01/95 9/01/95 ------
Tax Reform Act of 1986
Restatement Date:
Original Effective Date: 4/01/92 4/01/92 ------
If this Plan is a continuation or an amendment of a prior plan, all optional
forms of benefits provided in the prior plan must be provided under this Plan to
any Participant who had an account balance, whether or not vested, in the prior
plan.
* If there are any Participating Affiliates in this Plan, list below the proper
name of each Participating Affiliate.
2
ARTICLE I. Definition
A. Compensation
(1) With respect to each Participant, except as provided below, Compensation
shall mean the (select all those applicable for each column):
401(k) and/ Profit
or Thrift Sharing
X X (a) amount reported in the "Wages Tips and Other
Compensation" Box on Form W-2 for the
applicable period selected in Item 5 below.
_ _ (b) compensation for Code Section 415
safe-harbor purposes (as defined in Section
3.9.1 (H)(i) of basic plan document #03)
for the applicable period selected in Item
5 below.
_ _ (c) amount reported pursuant to Code Section
3401(a) for the applicable period selected
in Item 5 below.
_ _ (d) all amounts received (under either option
(a) or (b) above) for personal services
rendered to the Employer but excluding
(select all those applicable):
_ overtime
_ bonuses
_ commissions
_ amounts in excess of $_.
_ other (specify): ___.
(2) Treatment of Elective Contributions (select one):
X (a)For purposes of contributions, Compensation shall include Elective
Deferrals and amounts excludable from the gross income of the Employee
under Code Section 125, Code Section 402(e)(3), Code Section 402(h)
or Code Section 403(b) ("elective contributions").
_ (b)For purposes of contributions, Compensation shall not include "elective
contributions."
(3) CODA Compensation (select one):
_ (a) For purposes of the ADP and ACP Tests, Compensation shall include
"elective contributions."
X (b) for purposes of the ADP and ACP Tests, Compensation shall not include
"elective contributions."
3
(4) With respect to Contributions to an Employer Contributions Account,
Compensation shall include all Compensation (select one):
X (a) during the Plan Year in which the Participant enters the Plan.
_ (b) after the Participant's Entry Date.
(5) The applicable period for determining Compensation shall be (select one):
X (a) the Plan Year.
_ (b) the Limitation Year.
_ (c) the consecutive 12-month period ending on _____.
B. Disability:
-----------
(1) Definition
Disability shall mean a condition which results in the Participant's (select
one):
_ (a) inability to engage in any substantial gainful activity by reason of
any medically determinable physical or mental impairment that can be
expected to result in death or which has lasted or can be expected to last
for a continuous period of not less than 12 months.
X (b) total and permanent inability to meet the requirements of the
Participant's customary employment which can be expected to last for a
continuous period of not less than 12 months.
_ (c) qualification for Social Security disability benefits.
_ (d) qualification for benefits under the Employer's long-term disability
plan.
(2) Contributions Due to Disability (select one):
-------------------------------
X (a) No contributions to an Employer Contributions Account will be made
on behalf of a Participant due to his or her Disability.
_ (b)Contributions to an Employer Contributions Account will be made on
behalf of a Participant due to his or her Disability Provided ~ the
Employer elected option (a) or (c) above as the definition of Disability -
contributions are not made on behalf of a Highly Compensated Employee, the
contribution is based on the Compensation each such Participant would have
received for the Limitation Year if the Participant had been paid at the
rate of Compensation paid immediately before his or her Disability, and
contributions made on behalf of such Participant will be nonforfeitable
when made.
4
C "Early Retirement"~ (select one):
------------------
_ (1) not permitted.
X (2) permitted if a Participant terminates Employment before Normal
Retirement Age and has (select one):
_ (a) attained age ____.
_ (b) attained age - and completed Years of Service.
X (c) attained age 55 and completed 5 Years of Service as a
Participant.
D. Eligible Employee (select one):
--------------------
_ (1) All Employees are eligible to participate in the Plan.
X (2) The following Employees are not eligible to participate in the Plan
(select all those applicable):
X (a) Employees included in a unit of Employees covered by a
collective bargaining agreement between the Employer or a
Participating Affiliate and the Employee representatives (not
including any organization more than half of whose members are
Employees who are owners, officers, or executives of the
Employer or Participating Affiliate) in the negotiation
of which retirement benefits were the subject of good faith
bargaining, unless the bargaining agreement provides for
participation in the Plan.
X (b) non-resident aliens who received no earned income from the
Employer or a Participating Affiliate which constitutes income
from sources within the United States.
_ (c) Employees of an Affiliate.
_ (d) Employees employed in or by the following specified division,
plant, location, job category or other identifiable
individual or group of Employees:_______.
If item (c) or (d) above is checked, certain employees who are not
Eligible Employees shall become Participants under the following
circumstances: If, in any calendar quarter, there is no day on
which the percentage test described in Internal Revenue Code
section 410(b) is met, additional Employees shall become Participants
(or, if an Employee previously became a Participant, shall resume
participation) as of the beginning of the Plan Year, or if later,
the date such Employee would have become a Participant under Article
l, Section E, below. Said Employees shall become Participants in order
of decreasing length of service beginning with such Employees
having the longest service as of the end of such calendar quarter,
until the percentage test is met.
5
E. "Entry Date"
Entry Date shall mean (select as applicable):
401(k)
and/or Profit
Thrift Sharing
_ _ (1) If the initial Plan Year is less than twelve months,
the day of and thereafter:
_ _ (2) the first day of the Plan Year following the date
the Employee meets the eligibility requirements.
If the Employer elects this option (2) establishing
only one Entry Date, the eligibility "age and service
requirements elected in Article II must be no more
than age 20-1/2 and 6 months of service.
_ _ (3) the first day of the month following the date the
Employee meets the eligibility requirements.
_ _ (4) the first day of the Plan Year and the first day of
the seventh month of the Plan Year following the date
the Employee meets the eligibility requirements.
X X (5) the first day of the Plan Year, the first day of the
fourth month of the Plan Year, the first day of the
seventh month of the Plan Year, and the first day
of the tenth month of the Plan Year following the
date the Employee meets the eligibility requirements.
_ _ (6) other:
provided that the Entry Date or Dates selected are no
later than any of the options above.
F. "Hours of Service"
Hours of Service for the purpose of determining a Participant's Period of
Severance and Year of Service shall be determined on the basis of the method
specified below:
(1) Eligibility Service: For purposes of determining whether a Participant has
--------------------
satisfied the eligibility requirements, the following method shall be used
(select one):
4O1(k)
and/or Profit-
Thrift Sharing
_ _ (a) elapsed time method
X X (b) hourly records method
6
(2) Vesting Service: A Participant's nonforfeitable interest shall be determined
on the basis of the method specified below (select one):
X (a) elapsed time method
_ (b) hourly records method (see amendment signed 8/14/96)
_ (c) If this item (c) IS checked, the Plan only provides for
contributions that are always 100% vested and this item (2)
will not apply.
(3) Hourly Record: For the purpose of determining Hours of Service under the
--------------
hourly record method (select one):
X (a) only actual hours for which an Employee is paid or entitled
to payment shall be counted.
_ (b) an Employee shall be credited with 45 Hours of Service if such
Employee would be credited with at least 1 Hour of Service
during the week.
G. Integration Level
X (1) This Plan is not integrated with Social Security.
_ (2) This Plan is integrated with Social Security. The Integration Level
shall be (select one):
_ (a) the Taxable Wage Base.
_ (b) $___ (a dollar amount less than the Taxable Wage Base).
_ (c) ___% of the Taxable Wage Base (not to exceed 100%).
_ (d) the greater of $10,000 or 20% of the Taxable Wage Base.
H. Limitation Compensation
For purposes of Code Section 415, Limitation Compensation shall be compensation
as determined for purposes of (select one):
_ (1) Code Section 415 Safe-Harbor as defined in Section 3.9.1(H)(i) of
basic plan document #03.
X (2) the "Wages, Tips and Other Compensation" Box on Form W-2.
_ (3) Code Section 3401(a) Federal Income Tax Withholding.
I. "Limitation Year"
For purposes of Code Section 415, the Limitation Year shall be (select one):
X (1) the Plan Year.
_ (2) the twelve consecutive month period ending on the____ day of the month
of_____.
7
I. Net Profits are (select one):
-----------------
X (1) not necessary for any contribution.
_ (2) necessary for (select all those applicable):
_ (a) Profit-Sharing Contributions.
_ (b) Matching 401(k) Contributions.
_ (c) Matching Thrift Contributions.
K. Normal Retirement Age
----------------------
Normal Retirement Age shall be (select one):
X (1) attainment of age 65 (not more than 65) by the Participant.
_ (2) attainment of age (not more than 65) by the Participant or the anniversary
(not more than the 5th) of the first day of the Plan Year in which the
Eligible Employee became a Participant, whichever is later.
_ (3) attainment of age (not more than 65) by the Participant or the anniversary
(not more than the 5th) of the first day on which the Eligible Employee
performed an Hour of Service, whichever is later.
L. Participant Directed Assets" are:
---------------------------------
4O1(k) and/ Profit
or Thrift Sharing
X X (1) permitted.
_ _ (2) not permitted.
M. "Plan Year"
The Plan Year shall end on the 31st day of December.
---------
N. "Predecessor Service"
Predecessor service will be credited (select one):
X (1) only as required by the Plan.
_ (2) to include, in addition to the Plan requirements and subject to the
limitations set forth below, service with the following predecessor
employer(s) determined as if such predecessors were the Employer:____
8
Service with such predecessor employer applies [select either or both (a) and/
or (b); (c) is only available in addition to (a) and/or (b)]:
_ (a) for purposes of eligibility to participate;
_ (b) for purposes of vesting;
_ (c) except for the following service: _____.
O. "Valuation Date"
Valuation Date shall mean (select one for each column, as applicable):
4O1(k)
and/or Profit
thrift Sharing
_ _ (1) the last business day of each month.
_ _ (2) the last business day of each quarter within the
Plan Year.
_ _ (3) the last business day of each semi-annual period
within the Plan Year.
_ _ (4) the last business day of the Plan Year.
X X (5) other: daily.
ARTICLE II. Participation
Participation Requirement
An Eligible Employee must meet the following requirements to become a
Participant (select one or more for each column, as applicable):
4O1(k)
and/ or Profit
Thrift Sharing
_ _ (1) Performance of one Hour of Service.
_ _ (2) Attainment of age (maximum 201/2) and completion
of (not more than 1/2) Years of Service. If this
item is selected, no Hours of Service shall be
counted.
X X (3) Attainment of age ~ (maximum 21) and completion of
1 Year(s) of Service. If more than one Year of
Service is selected, the immediate 100% vesting
schedule must be selected in Article VII of this
Adoption Agreement.
9
401(k)and/ Profit
or Thrift Sharing
_ _ (4) Attainment of age (maximum 21) and completion of
Years of Service. If more than one Year of Service
is selected, the immediate 100% vesting schedule
must be selected in Article VII of this Adoption
Agreement.
X X (5) Each Employee who is an Eligible Employee on
04/01/92 will be deemed to have satisfied the
participation requirements on the effective date
without regard to such Eligible Employee's actual
age and/ or service.
ARTICLE III. 401k Contributions and Account Allocation
A. Elective Deferrals
If selected below, a Participant's Elective Deferrals will be (select all
applicable):
X (1) a dollar amount or a percentage of Compensation, as specified by the
Participant on his or her 401(k) Election form, which may not exceed 15% of his
or her Compensation.
X (2) with respect to bonuses, such dollar amount or percentage as specified by
the Participant on his or her 401(k) Election form with respect to such bonus.
B. Matching 401(k) Contribution~
-----------------------------
If selected below, the Employer may make Matching 401(k) Contributions for each
Plan Year (select one):
X (1) Discretionary Formula:
Discretionary Matching 401(k) Contribution equal to such a dollar amount or
percentage of Elective Deferrals, as determined by the Employer, which shall be
allocated (select one):
_ (a) based on the ratio of each Participant's Elective Deferral for the Plan
Year to the total Elective Deferrals of all Participants for the Plan Year. If
inserted, Matching 401(k) Contributions shall be subject to a maximum amount of
$ ___ for each Participant or ___% of each Participant's Compensation.
10
X (b) in an amount not to exceed 25 % of each Participant's first 8% of
Compensation contributed as Elective Deferrals for the Plan Year. If any
Matching 401(k) Contribution remains, it is allocated to each such Participant
in an amount not to exceed __ % of the next ___% of each Participant's
Compensation contributed as Elective Deferrals for the Plan Year.
Any remaining Matching 401(k) Contribution shall be allocated to each such
Participant in the ratio that such Participant's Elective Deferral for the
Plan Year bears to the total Elective Deferrals of all such Participants
for the Plan Year. If inserted, Matching 40l(k) Contributions shall be subject
to a maximum amount of $___ for each Participant or ___% of each Participant's
Compensation.
_ (2) Nondiscretionary Formula:
A nondiscretionary Matching 401(k) Contribution for each Plan Year equal to
(select one):
_ (a) __% of each Participant's Compensation contributed as Elective Deferrals.
If inserted, Matching 401(k) Contributions shall be subject to a maximum
amount of $__ for each Participant or __ % of each Participant's Compensation.
_ (b) __% of the first __% of the Participant's Compensation contributed as
Elective Deferrals and __ % of the next __% of the Participant's Compensation
contributed as Elective Deferrals. If inserted, Matching 40l(k) Contributions
shall be subject to a maximum amount of $__ for each Participant or __% of each
Participant's Compensation.
C. Participants Eligible for Matching 401k Contribution Allocation
The following Participants shall be eligible for an allocation to their
Matching 401(k) Contributions Account (select all those applicable):
X (1) Any Participant who makes Elective Deferrals.
_ (2) Any Participant who satisfies those requirements elected by the Employer
for an allocation to his or her Employer Contributions Account as provided in
Article IV Section C.
_ (3) Solely with respect to a Plan in which Matching 401(k) Contributions are
made quarterly (or on any other regular interval that is more frequent than
annually) any Participant whose 401(k) Election is in effect throughout such
entire quarter ( or other interval).
11
D. Qualified Matching Contributions
If selected below, the Employer may make Qualified Matching Contributions for
each Plan Year (select all those applicable):
(1) In its discretion, the Employer may make Qualified Matching Contributions
on behalf of (select one):
_ (a) all Participants who make Elective Deferrals in that Plan Year.
X (b) only those Participants who are Nonhighly Compensated Employees and who
make Elective Deferrals for that Plan Year.
(2) Qualified Matching Contributions will be contributed and allocated to each
Participant in an amount equal to (select one):
_ (a) -% of the Participant's Compensation contributed as Elective Deferrals. If
inserted, Qualified Matching Contributions shall not exceed -% of
the Participant's Compensation.
X (b) Such an amount, determined by the Employer, which is needed to meet the
ACP Test.
(3) In its discretion, the Employer may elect to designate all or any
part of Matching 401(k) Contributions as Qualified Matching Contributions that
are taken into account as Elective Deferrals -- included in the ADP Test and
excluded from the ACP Test -- on behalf of (select one):
_ (a) all Participants who make Elective Deferrals for that Plan Year.
X (b) Only Participants who are Nonhighly Compensated Employees who make
Elective Deferrals for that Plan Year.
E. Qualified Nonelective Contributions
If selected below, the Employer may make Qualified N on elective Contributions
for each Plan Year (select all those applicable):
(1) In its discretion, the Employer may make Qualified Nonelective Contributions
on behalf of (select one):
_ (a) all Eligible Participants.
X (b) only Eligible Participants who are Nonhighly Compensated Employees.
12
(2) Qualified Nonelective Contributions will be contributed and allocated to
each Eligible Participant in an amount equal to (select one):
_ (a) -% (no more than 15%) of the Compensation of each Eligible Participant
eligible to share in the allocation.
X (b) Such an amount determined by the Employer, which is needed to meet either
the ADP Test or ACP Test.
(3) At the discretion of the Employer, as needed and taken into account as
Elective Deferrals included in the ADP Test on behalf of (select one):
_ (a) all Eligible Participants.
X (b) only those Eligible Participants who are Nonhighly Compensated Employees.
F. Elective Deferrals used in ACP Test (select one):
----------------------------------
X (1) At the discretion of the Employer, Elective Deferrals may be used to
satisfy the ACP Test.
_ (2) Elective Deferrals may not be used to satisfy the ACP Test.
G. Making and Modifying a 401lk) Election
--------------------------------------
An Eligible Employee shall be entitled to increase, decrease or resume his or
her Elective Deferral percentage with the following frequency during the Plan
Year (select one):
_ (1) annually.
_ (2) semi-annually.
X (3) quarterly.
_ (4) monthly
_ (5) other (specify): ______.
Any such increase, decrease or resumption shall be effective as of the first
payroll period coincident with or next following the first day of each period
set forth above. A Participant may completely discontinue making Elective
Deferrals at any time effective for the payroll period after written notice is
provided to the Administrator.
13
ARTICLE IV. Profit-Sharing Contributions and Account Allocation
---------------------------------------------------
A. Profit-Sharing Contribution
---------------------------
If selected below, the following contributions for each Plan Year will be made:
Contributions to Employer Contributions Accounts (select one):
X (a) Such an amount, if any, as determined by the Employer.
_ (b) -% of each Participant's Compensation.
B. Allocation of Contributions to Employer Contribution (select one):
X (1) Non-Integrated Allocation
The Employer Contributions Account of each Participant eligible to share in
the allocation for a Plan Year shall be credited with a portion of the
contribution, plus any forfeitures if forfeitures are reallocated to
Participants, equal to the ratio that the Participant's Compensation for
the Plan Year bears to the Compensation for that Plan Year of all
Participants entitled to share in the contribution.
_ (2) Integrated Allocation
Contributions to Employer Contributions Accounts with respect to a Plan
Year, plus any forfeitures if forfeitures are reallocated to Participants,
shall be allocated to the Employer Contributions Account of each
eligible Participant as follows:
(a) First, in the ratio that each such eligible Participant's
Compensation for the Plan Year bears to the Compensation
for that Plan Year of all eligible Participants but not
in excess of 3% of each Participant's Compensation.
(b) Second, any remaining contributions and forfeitures will be
allocated in the ratio that each eligible Participant's
Compensation for the Plan Year in excess of the Integration
Level bears to all such Participants' excess Compensation
for the Plan Year but not in excess of 3%.
14
(c) Third, any remaining contributions and forfeitures will be
allocated in the ratio that the sum of each Participant's
Compensation and Compensation in excess of the Integration
Level bears to the sum of all Participants' Compensation and
Compensation in excess of the Integration Level, but
not in excess of the Maximum Profit-Sharing Disparity Rate
(defined below).
(d) Fourth, any remaining contributions or forfeitures will be
allocated in the ratio that each Participant's Compensation
for that year bears to all Participants' Compensation
for that year.
The Maximum Profit-Sharing Disparity Rate is equal to the lesser of:
(a) 2.7% or
(b) The applicable percentage determined in accordance with the
following table:
If the Integration Level is
(as a % of the Taxable Wage
Base ("TWB")).
The applicable percentage is:
20% (or $10,000 if greater)
or less of the TWB 2.7%
More than 20% (but not less
than $10,001 but not more
than 80% of the TWB 1.3%
More than 80% but not less
than 100% of the TWB 2.4%
100% of the TWB 2.7%
15
C. Participants Eligible for Employer Contribution Allocation
The following Participants shall be eligible for an allocation to their Employer
Contributions Account (select all those applicable):
_ (1) Any Participant who was employed during the Plan Year.
_ (2) In the case of a Plan using the hourly record method for
determining Vesting Service, any Participant who was credited
with a Year of Service during the Plan Year.
- (3) Any Participant who was employed on the last day of the Plan
Year.
_ (4) Any Participant who was on a leave of absence on the last day of
the Plan Year.
_ (5) Any Participant who during the Plan Year died or became Disabled
while an Employee or terminated employment after attaining Normal
Retirement Age.
_ (6) Any Participant who was credited with at least 501 Hours of
Service whether or not employed on the last day of the Plan Year.
X (7) Any Participant who was credited with at least 1,000 Hours of
Service and was employed on the last day of the Plan Year.
ARTICLE X. Xxxxxx Contributions
A. Employee Thrift Contributions
If selected below, Employee Thrift Contributions, which are required for
Matching Thrift Contributions, may be made by a Participant in an amount equal
to (select one):
_ (1) A dollar amount or a percentage of the Participant's Compensation which
may not be less than - % nor may not exceed % of his or her Compensation.
_ (2) An amount not less than -% of and not more than -% of each Participant's
Compensation.
16
B. Making and Modifying an Employee Thrift Contribution Election
A Participant shall be entitled to increase, decrease or resume his or her
Employee Thrift Contribution percentage with the following frequency during the
Plan Year (select one):
_ (1) annually
_ (2) semi-annually
_ (3) quarterly.
_ (4) monthly
_ (5) other (specify): _____.
Any such increase, decrease or resumption shall be effective as of the first
payroll period coincident with or next following the first day of each period
set forth above. A Participant may completely discontinue making Employee Thrift
Contributions at any time effective for the payroll period after written notice
is provided to the Administrator.
X. Xxxxxx Matching Contributions
---------------------------
If selected below, the Employer will make Matching Thrift Contributions for each
Plan Year (select one):
_ (1) Discretionary Formula:
A discretionary Matching Thrift Contribution equal to such a dollar
amount or percentage as determined by the Employer, which shall be
allocated (select one):
_ (a) based on the ratio of each Participant's Employee Thrift
Contribution for the Plan Year to the total Employee Thrift
Contributions of all Participants for the Plan Year. If
inserted, Matching Thrift Contributions shall be subject to
a maximum amount of $___ for each Participant or __% of
each Participant's Compensation.
_ (b) in an amount not to exceed __% of each Participant's first _%
of Compensation contributed as Employee Thrift Contributions
for the Plan Year. If any Matching Thrift Contribution
remains, it is allocated to each such Participant in an
amount not to exceed % of the next -% of each Participant's
Compensation contributed as Employee Thrift Contributions for
the Plan Year.
Any remaining Matching Thrift Contribution shall be allocated to
each such Participant in the ratio that such Participant's Employee
Thrift Contributions for the Plan Year bears to the total Employee
Thrift Contributions of all such Participants for the Plan Year. If
inserted, Matching Thrift Contributions shall be subject to a
maximum amount of $__ for each Participant or __% of each Participant's
Compensation.
17
_ (2) Nondiscretionary Formula:
A nondiscretionary Matching Thrift Contribution for each Plan Year equal to
(select one):
_ (a) __% of each Participant's Compensation contributed as Employee
Thrift Contributions. If inserted, Matching Thrift Contributions shall
be subject to a maximum amount of $__ for each Participant or __%
of each Participant's Compensation.
_ (b) __% of the first __% of the Participant's Compensation contributed as
Employee Thrift Contributions and __% of the next __% of the
Participant's Compensation contributed as Employee Thrift Contributions.
If inserted, Matching Thrift Contributions shall be subject to a
maximum amount of $__ for each Participant or __% of each Participant's
Compensation.
D. Qualified Matching Contributions
--------------------------------
If selected below, the Employer may make Qualified Matching Contributions for
each Plan Year (select all those applicable):
(1) In its discretion, the Employer may make Qualified Matching Contributions
on behalf of (select one):
_ (a) all Participants who make Employee Thrift Contributions.
_ (b) only those Participants who are Nonhighly Compensated Employees
and who make Employee Thrift Contributions.
(2) Qualified Matching Contributions will be contributed and :Allocated to
each Participant in an amount equal to:
_ (a) __% of the Participant's Employee Thrift Contributions. If
inserted, Qualified Matching Contributions shall not exceed __%
of the Participant's Compensation.
_ (b) such an amount, determined by the Employer, which is needed to
meet the ACP Test.
ARTICLE VI. Participant Conbibutions
------------------------
Participant Voluntary Nondeductible Contributions
-------------------------------------------------
Participant Voluntary Nondeductible Contributions are (select one):
_ (a) permitted.
X (b) not permitted.
18
ARTICLE VII. Vesting
-------
A. Employer Contribution Account
-----------------------------
(1) A Participant shall have a vested percentage in his or her Profit-Sharing
Contributions, Matching 401(k) Contributions and/or Matching Thrift
Contributions, if applicable, in accordance with the following schedule (Select
one):
Matching
401(k)
and/or
Matching
Thrift Profit-Sharing
Contributions Contributions
_ _ (a) 100% vesting immediately upon participation.
_ _ (b) 100% after___ (not more than 5) years of
Vesting Service.
X X (c) Graded vesting schedule:
0% 0% after 1 year of Vesting Service;
20% 20% after 2 years of Vesting Service;
40% 40% (not less than 20%) after 3 years of Vesting
Service;
60% 60% (not less than 40%) after 4 years of Vesting
Service;
80% 80% (not less than 60%) after 5 years of Vesting
Service;
100% 100% (not less than 80%) after 6 years of Vesting
Service;
100% after 7 years of Vesting Service.
19
(2) Top Heavy Plan
Matching 401(k)
and/or Matching
Thrift Profit-Sharing
Contributions Contributions
------------- -------------
Vesting Schedule (Select one):
_ _ (a) 100% vesting immediately upon participation.
_ _ (b) 100% after (not more than 3) years of Vesting
Service
X X (c) Graded vesting schedule:
0% 0% After 1 year of Vesting Service;
20% 20% (not less than 20%) after 2 years of Vesting Service;
40% 40% (not less than 40%) after 3 years of Vesting Service;
60% 60% (not less than 60%) after 4 years of Vesting Service;
80% 80% (not less than 80%) after 5 years of Vesting Service;
100% after 6 years of Vesting Service.
Top Heavy Ratio:
(a) If the adopting Employer maintains or has ever maintained a qualified
defined benefit plan, for purposes of establishing present value to compute the
top-heavy ratio, any benefit shall be discounted only for mortality and interest
based on the following:
Interest Rate: 8%
Mortality Table: UP'84
(b) For purposes of computing the top-heavy ratio, the valuation date shall be
the last business day of each Plan Year.
20
B. Allocation of Forfeitures
Forfeitures shall be (select one from each applicable column):
Matching 401(k)
and/or Matching Profit-Sharing
Thrift Contributions Contributions
_ _ (1) used to reduce Employer contributions for
succeeding Plan Year.
X X (2) allocated in the succeeding Plan Year in
the ratio which the Compensation of each
Participant for the Plan Year bears to
the total Compensation of all Participants
entitled to share in the Contributions. If
the Plan is integrated with Social Security
forfeitures shall be allocated in accordance
with the formula elected by the Employer.
C. Vesting Service
---------------
For purposes of determining Years of Service for Vesting Service [select (1) or
(2) and/ or (3)]:
X (1) All Years of Service shall be included.
_ (2) Years of Service before the Participant attained age 18 shall be
excluded.
_ (3) Service with the Employer prior to the effective date of the
Plan shall be excluded.
ARTICLE VIII. Deferral of Benefit Distributions,
In-Service Withdrawals and Loans
A. Deferral of Benefit Distributions
401(k) and/ Profit-
or Thrift Sharing
_ _ If this item is checked, a Participant's vested
benefit in his or her Employer Accounts shall be
payable as soon as practicable after the earlier
of: (1) the date the Participant terminates
Employment due to Disability or (2)the end of the
Plan Year in which a terminated Participant
attains Early Retirement Age, if applicable, or
Normal Retirement Age.
21
B. In-Service Distributions
X (1) In-service distributions may be made from any of the Participant's
vested Accounts, at any time upon or after the occurrence of the
following events (select all applicable):
X (a) a Participant's attainment of age 59-1/2.
X (b) due to hardships as defined in Section 5.9 of the Plan.
_ (2) In-service distributions are not permitted.
C. Loans are:
401(k) and/ Profit
or Thrift Sharing
X X permitted.
_ _ not permitted.
ARTICLE IX. Group Trust
_ If this item is checked, the Employer elects to establish a Group Trust
consisting of such Plan assets as shall from time to time be transferred to the
Trustee pursuant to Article X of the Plan. The Trust Fund shall be a Group Trust
consisting of assets of this Plan plus assets of the following plans of the
Employer or of an Affiliate:_________.
ARTICLE X. MISCELLANEOUS
-------------
A. Identification of Sponsor
The address and telephone number of the Sponsor's authorized representative is
000 Xxxxxxxx Xxxx Xxxx, Xxxxxxxxxx, Xxx Xxxxxx 00000; (000) 000-0000. This
authorized representative can answer inquiries regarding the adoption of the
Plan, the intended meaning of any Plan provisions, and the effect of the opinion
letter.
The Sponsor will inform the adopting Employer of any amendments made to the Plan
or the discontinuance or abandonment of the Plan.
22
B. Plan Registration
1. Initial Registration
This Plan must be registered with the Sponsor, Xxxxxxx Lynch, Xxxxxx,
Xxxxxx & Xxxxx Incorporated, in order to be considered a Prototype
Plan by the Sponsor. Registration is required so that the Sponsor is
able to provide the Administrator with documents, forms and announcements
relating to the administration of the Plan and with Plan amendments and
other documents, all of which relate to administering the Plan in
accordance with applicable law and maintaining compliance of the Plan
with the law.
The Employer must complete and sign the Adoption Agreement. Upon receipt
of the Adoption Agreement, the Plan will be registered as a Prototype
Plan of Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated. The Adoption
Agreement will be countersigned by an authorized representative and a
copy of the countersigned Adoption Agreement will be returned to the
Employer.
2. Registration Renewal
Annual registration renewal is required in order for the Employer to
continue to receive any and all necessary updating documents. There
is an annual registration renewal fee in the amount set forth with
the initial registration material. The adopting Employer authorizes
Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, to debit the account
established for the Plan for payment of agreed upon annual fee; provided,
however, if the assets of an account are invested solely in Participant-
Directed Assets, a notice for this annual fee will be sent to the
Employer annually. The Sponsor reserves the right to change this fee
from time to time and will provide written notice in advance of any
change.
C. Prototype Replacement Plan
This Adoption Agreement is a replacement prototype plan for the (1) Xxxxxxx
Xxxxx Special Prototype Defined Contribution Plan and Trust - 401(k) Plan
#03-004 and (2) Xxxxxxx Xxxxx Asset Management, Inc., Special Prototype
Defined Contribution Plan and Trust-401(k) Plan Adoption Agreement #03-004.
D. Reliance
The adopting 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 Code Section 401. In order to obtain reliance, the Employer must apply to
the appropriate Key District Director of the Internal Revenue Service for a
determination letter with respect to the Plan.
23
EMPLOYER'S SIGNATURE
Name of Employer: Riviera Operating Corporation
----------------------------
By: Xxxxxx X. Xxxxxx
------------------
Authorized Signature
Xxxxxx X. Xxxxxx
--------------------
Print Name
VP Operations
---------------
Title
Dated: July 21, 1995
TO BE COMPLETED BY XXXXXXX XXXXX:
Sponsor Acceptance:
Subject to the terms and conditions of the Prototype Plan and this Adoption
Agreement, this Adoption Agreement is accepted by Xxxxxxx Lynch, Xxxxxx, Xxxxxx
& Xxxxx Incorporated as the Prototype Sponsor.
Authorized Signature:____________________________
24
TRUSTEE(S) SIGNATURE
This Trustee Acceptance is to be completed only if the Employer appoints one or
more Trustees and does not appoint a Xxxxxxx Xxxxx Trust Company as Trustee.
The undersigned hereby accept all of the terms, conditions, and obligations of
appointment as Trustee under the Plan. If the Employer has elected a Group Trust
in this Adoption Agreement, the undersigned Trustee(s) shall be the Trustee(s)
of the Group Trust
AS TRUSTEE:
___________________ ___________________
(Signature) (print or type name )
___________________ ___________________
(Signature) (print or type name)
___________________ ___________________
(Signature) (print or type name)
___________________ ___________________
(Signature) (print or type name)
Dated:_____________, 19___
25
The Xxxxxxx Xxxxx Trust Companies as Trustee
---------------------------------------------
This Trustee Acceptance and designation of Investment Committee are to be
completed only when a Xxxxxxx Xxxxx Trust Company is appointed as Trustee.
To be completed by the Employer:
Designation Of Investment Committee
The Investment Committee for the Plan is (print or type names):
Name: Xxxxxxx X. Xxxxxxxxx
Name: Xxxxxx X. Xxxxxx
Name: Xxxxx Xxxxx
Name: ---------
To be completed by Xxxxxxx Xxxxx Trust Company:
Acceptance By Trustee:
The undersigned hereby accept all of the terms, conditions, and obligations of
appointment as Trustee under the Plan. If the Employer has elected a Group Trust
in this Adoption Agreement, the undersigned Trustee(s) shall be the Trustee(s)
of the Group Trust
SEAL MERRILL XXXXX TRUST COMPANY [_____________)
By: ________________________
Dated: _______, 19__
26
The Xxxxxxx Xxxxx Trust Companies as One of the Trustees
--------------------------------------------------------
This Trustee Acceptance is to be completed only if, in addition to a Xxxxxxx
Xxxxx Trust Companies as Trustee, the Employer appoints an additional Trustee of
a second trust fund.
The undersigned hereby accept all of the terms, conditions, and obligations of
appointment as Trustee under the Plan. If the Employer has elected a Group Trust
in this Adoption Agreement, the undersigned Trustee(s) shall be the Trustee(s)
of the Group Trust
as TRUSTEE
__________________ __________________
(Signature) (print or type name)
Dated: ____, 19__
SEAL MERRILL XXXXX TRUST COMPANY [________ ]
By:__________________________
Dated: _____, 19__
DESIGNATION OF INVESTMENT COMMITTEE
The Investment Committee for the Plan is (print or type names):
Name:____________________________
Name:____________________________
Name:____________________________
Name:____________________________
27
