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Exh 6A Part 3AGENDA ITEM 6A FEBRUARY 11, 2002 Article, all Accounc balances include the Accounc balances of all Participants and Beneficiazies. 6.07 Participant Loan Accounts. Pazticipant Loan Accounts shall be invested in accordance. with Section 13.03 of the Plan. Such Accounts shall not share in any investment income and gains or losses of the investment funds described in Section 6.05. VII. VESTING 7.01 Vesting Schedule. The poaion of a Pazticipants Account attributable to Mandatory Pazticipant Contribu- tions, Matched Paricipant Contributions, or Voluntary Pazticipant Contributions, and the earnings thereon, shall be at all times nonforfeitable by the Pazticipant. A Participant shall have a Nonforfeitable Interest in the percentage of his/her Employer Contribution Account established under Section 4.01 determined pursuant to the schedule elected by the Employer in the Adoption Agreement. 7.02 Crediting Periods of Service. Except as provided in Section 7.03, all of an Employee's Periods of Service with the Employer aze counted to determine the nonforfeitable percentage in the Employee's Account balance derived from Employer Contributions. If the Employer maintains the plan of apredecessor-employer, service with such employer will be aeaced as service for the Employer. For purposes of determining years of service and Breaks in Service for purposes of computing a Pazticipant's nonforfeitable right to the Account balance derived from Employer Contributions, the twelve (12) consecutive montla' period will commence on the date the Employee first performs an hour of service and each subsequent twelve (12) consecutive month period will commence on the anniversary of such date. !: "! 7.03 Service After Break in Service. In the case of a Participant who has a Break in Service of atleast five. (5) years, all Periods oFService after such Breaks in Service will be disregarded for the purpose of determining the nonforfeitable percentage of the Employer-derived Account balance that accrued before such Break, but both pre-Break and post- Breakservice will count for the purposes of vesting the Employer-derived Account balance that accrues after such. Break. Both Accounts will shaze in the eaznings and losses of the fund. In the case of a Participant who does not have a Break in Service of ac least five (5) years, both the pre-Break and post- Break service will count in vesting both the pre-Break and post-Break Employer-derived Account balance: In the case of a Pazticipant who does not have any nonforfeitable right to the Account balance derived from Employer Contributions, yeazs of service before a period of consecutive one (1) yeaz Breaks in Service will not be taken into account in computing eligibility service if the number of consecutive one (1) year Breaks in Service in such period equals or exceeds the greater of five (5) or the aggregate number of yeazs of service. Such aggregate number of yeazs of service will not include any yeazs of service disregarded under the preceding sentence by reason of prior Breaks in Service. If a Panicipants years of service aze disregazded pursuant to the preceding pazagraph, such Pazticipant will. be treated as a new Employee for eligibility purposes. If a Pazticipant s yeazs ofservice may not be disregazded pursuant co the preceding paragraph, such Pazticipant shall continue to participate in the Plan, or, if terminated; shall participate immediately upon reemployment. 7.04 Vesting Upon Normal Retirement Age. Notwithstanding Section 7.01 of the Plan, a Parcicipantshall have a Nonforfeitable Interest in his/her entire Employer Contribution Account, to the extent that the balance of such Accounc has nat previously been forfeited pursuant to Section 7.06 of the Plan, if he/she is employed on or after his/ her Normal Retirement Age. AGENDA ITEM 6A FEBRUARY 11, 2002 7.05 Vesting Upon Death or Disability. Notwithstanding Section 7.01 of the Plan, in the event of Disability or death, a Pazticipant or his/her Beneficiary shall have a Nonforfeitable Interest in his/her entire Employer Contribution Account, to the extent that the balance of suchAccount has not previously been forfeited pursuant to Section 7.06 of the Plan. 7.06 Forfeitures. Except as provided in Sections 7.04 and 7.05 of the Plan or as otherwise provided in this Section 7.06, a Pazticipant who separates from service prior to obtaining full vesting shall forfeit that percentage of his/her Employer Contribution Account balance which has not vested as of the date such Pazticipant incurs a Break in Service of Five (5) consecutive years or, if earlier, the date such Participant receives, or is deemed under the provisions of Section 9.04 ro have received, distribution of the entire Nonforfeitable Interest in his/her Employer Contribution Account. If a Participant receives a voluntary distribution of less than the entire vested portion of his/her Employer Contribution Account, the pazt of the nonvested portion that will be created as a forfeiture is the total nonvested portion multiplied by a Fraction, the numerator of which is the amount of the distribution attributable to Employer Contributions and the denominator of which is the total value of the vested Employer Contribution Account. No forfeiture will occur solely as a resulrof a Pazticipant's withdrawal of Employee Contributions. Forfeitures shall be allocated in the manner described in Section 4.02. 7.07 Reinstatement of Forfeitures. If the Participant returns to the employment of the Employer before incurring. a Break in Service of five (5) consecutive years, any amounts forfeited pursuant to Section 7.06 shall be reinstated to the Participant's Employer Contribution Account on the date of repayment by the Pazticipant of the amount distributed to such Participant from his/her Employer Contribution Accoune, provided, however, that if such Pazticipant forfeited his/her Account balance by reason of a deemed distribution, pursuant to Section 9.04, such amounts shalLbe auto- matically restored upon the reemployment of such Participant. Such repayment must be made before the eazlier of five (5) yeazs after the first dace on which the Pazticipant is subsequently reemployed by the Employer, or the date the Participant incurs a Break in Service of five (5) consecutive years. VIII. BENEFITS CLAIM 8.01 Claim of Benefits. A Pazticipant, Employee or Beneficiary shall notify the Plan Administrator in writing of a .claim of benefits under the Plan: The Plan Administrator shall take such steps as may be necessary to facilitate the payment of such benefits co the Pazticipant, Employee or Beneficiary. 8.02 Appeal Procedure. I£ any claim £or benefits is denied by the Plan Administrator, the Plan Administrator shall. notify the claimant in writing of such denial, setting forth the specific reasons and citing. reference co specific provi- sions of the Plan upon which the denial is based. An appeal period. of sixty (60) days afrer receipt of the notification of denial shall be granted, and said notification shall advise the claimant of the appeal. procedure. The claimant shall file the appeal with the Plan Administrator, whose decision shall be final, to the extent provided by Section 15.07. IX.. COMMENCEMENT OF BENEFITS 9.01 Normal and Elective Commencement of Benefits. A Participant who retires, becomes Disabled or sepazates from service for any other reason may elect by written notice to the Plan Administrator to have the distribution of benefiu commence on any date, provided that such distribution complies with Sections 9.02 and 9.07.. Such election. must be made in writing during the ninety (90) day period ending on the date as of which benefit payments are to commence. A Parucipanc's election shall be revocable and may be amended by the Participant. MPP 10/25!00 AGENDA ITEM 6A FEBRUARY 11, 2002 The failure of a Panicipant and the Participant's Spouse co consent to a distribution while a benefit is immediately distributable, within the meaning bf section 9:02 of the Plan, shall be deemed to be an election to defer commence- ment ofpayment of any benefit. 9.02. Restrictions on Lnmediate Distributions. Notwithstanding anything co the contrary in Section 9.01 of the Plan, if the value of a Participant s vested Account balance exceeds the dollaz limit under section 411(a)(11)(A) of the Code, and the Account balance is immediately distributable, the Participant and the Panicipants Spouse (or where either has died; the survivor) must consent co any distribution of such Account balance. The consent of the Partici- pane and the Participant's Spouse shall be obtained in writing during the ninety (90) day period ending on the date as of which benefit payments aze co commence. The Plan Administrator shall notify the Participant and the Panicipahc's Spouse of the right to defer any distribution until the Panicipant's Account balance is no longer immediately distributable. Such notification shall include a general description of the material features, and an explanation of the relative values of, the optional forms of benefit available under tae Plan in a manner that would satisfy section 417(a)(3) of the Code, and shall be provided no less than thirty (30) and no more than ninety (90) days. before the date as of which benefit payments are to commence. However, distribution may commence less than thirty. (30) days after the notice described in the preceding sentence is given, provided (i) the distribution is one to which sections 401(a)(11) and 417 of the Code do not apply or, if sec- tions 401(a) (11) and 417 of the Code do apply, the waiver requirements of Section 12.04(a) are met; (ii) the Plan Administrator clearly informs the Pazticipant that the Panicipant has a right co a period of at least thirty (30) days after receiving the notice to consider the decision of whether or not co elect a distribution (and, if applicable, a panicu- lar distribution option); and (iii) the Panicipant, after receiving the notice, affirmatively elects a distribution. Notwithstanding the foregoing, only the Participant need consent to the commencement of a distribution in the form of the Qualified Joint and Survivor Annuity while the Account balance is immediately distributable. (Furthermore, if ' j `r payment in the form of a Qualified Joint and Survivor Annuity is not required with respect to the Pazticipant pursuant L~ to section 12.02 of the Plan, only the Participant need consent to the disuibution of an Account balance that is immediately distributable) Neither the consent of the Participant nor the Pazticipant s Spouse shall be required for " any form of distribution co the extent that a distribution is required co satisfy section 401(a) (9) or 415 of the Code. In addition; upon termination of this Plan if the Plan does mot offer an annuity option (purchased from a commercial ''! provider) and if the Employer does not maintain another defined contribution plan, the Pazticipants Account balance !:j ' will, without the Participant s consent, be distributed to the Pazticipant. ;, An Account balance is immediately distributable if any part of the Account balance could be distributed co the Paztici- pant (or Surviving Spouse) before the Pazticipant attains or would have attained (if not deceased) the later of Normal Retirement Age or age sixty-two (62): For purposes of determining the applicability of the foregoing consent requirements to distributions made before the first day of the first plan yeaz beginning after December 31, 1988, the Pazticipant s vested. Account balance shall not include amounts atuibutable to accumulated deductible employee contributions within the meaning of section 72(0)(5)(B) of the Code. 9.03 Transfer to Another Plan. (a) If a Pazticipant becomes eligible to pazticipace in another plan maintained by the Employer that is quali- fied under section 401(a) of the Code, the Plan Administrator shall, arthe written election of such Participant, transfer all br pan of such Participant s Account to such plan, provided the plan administra- tor For such plan cenifies to the Plan Administrator that its plan provides for the acceptance of such a transfer. For purposes of this Plan, any such transfer shall not be considered a distribution w the Partici- panesubject to spousal consent as described in Section 9.02 and Article XiI. MPP 10/25/00 18 AGENDA ITEM 6A FEBRUARY 11, 2002 (b) Notwithstanding any provision of the Plan co the contrary that would otherwise limit a Distributee's election under this Section, a Distributee may elect, at the time and in the manner prescribed by he Plan Administrator, to have any portion of an Eligible Rollover Distribution paid directly to an Eligible Retirement Plan specified by the Distributee in a Direct Rollover. For purposes of this Plan, any such Eligible Rollover Distribution shall be considered a distribution to the Participant subject to spousal consent as described in Section 9.02 and Article XII. (c) Definitions. For the purposes of Subsection (b), the following definitions shall apply: (1) Eligible Rollover Distribution. Any distribution of all or any pottion of the balance to the credit of the Distributee, except that an Eligible Rollover Distribution does not include: any distribution that is one of a series of substantially equal periodic payments (not less frequently than annually) made for the life or life expectancy of the Distributee or the joint lives or joint life expectancies of the Distributee and the Distributee's designated beneficiary, or for a specified period of ten yeazs or more; any distribution to the extent such distribution is required under section 401(a)(9) of the Code; the portion of any distribution that is not includible in gross income; and any other distribution(s) that is reasonably expected to total less than$200 during a yeaz. (2) Eligible Retirement Plan. An individual retirement account described in section 408(a) of the Code, an individual retirement annuity described in section 408(b) of the Code (collectively, an "IRA"), an annuity plan described in section 403(a) of the Code, or a qualified trust described in section 401(a) of the Code, that accepts the Discributee's Eligible Rollover Distribution. How- ever, in the case of an Eligible Rollover Distribution to the Surviving Spouse, an Eligible Retire- ment Plan is an IRA. (3) .Distributee. Participant; in addition, the. Participant s surviving spouse and the Participant's spouse who is the alternate payee under a qualified domestic relations order, as defined in section 414(p) of the Code, aze Distributees with regazd to the interest of the spouse or former spouse. (4) Direct Rollover. A payment by the Plan to the Eligible Retirement Plan specified by the Distributee. 9.04 De Minimis Accounts. Notwithstanding the foregoing provisions of this Article, if a Participant terminates service, and the value of his/her Nonforfeitable Interest in his/her Account is not greater than the dollaz limit under section 411(a)(11)(A) of the Code, the Participant s benefit shall be paid (to the extent it constitutes an Eligible Rollover Distribution) in the form of a direct rollover to the Plan Administrator's designated IRA, unless he/she affirmatively elects to receive a cash payment or a Direct Rollover in accordance with procedures established by the Plan Administrator. For purposes of this Section, if a Pazticipants Nonforfeitable Interest in his/her Account is zero, the Pazticipant shall be deemed co have received a distribution of such Nonforfeitable Interest in his/her Account. A Pazticipant s Nonforfeitable Interest in his/her Accounrshall not include. accumulated Deductible Employee Contri- butions within the meaning of Section 72(0)(5)(B) of the Code for Plan Years beginning prior to January 1, 1989. 9.05 Withdrawal of Voluntary Contributions. A Participant may make a written election, or if married, a Quali- fied Election, to withdraw a part ofor the full amount of his/her Voluntary Contribution Account. Such withdrawals may be made at any time, provided that no more than two (2) such withdrawals may be made during any calendaz yeaz. No forfeiture will occur solely as the result of any such withdrawal. 9.06 Withdrawal of Deductible Employee Contributions. A Patiicipant may make a written election, or if mazried, a Qualified Election, to withdraw a pan ofor the full amount of his/her Deductible Employee Contribution .Account. Such withdrawals may be made at any time, provided that no more than two (2) such withdrawals may be made during, any calendar year. No forfeiture will occur solely as the result of any such withdrawal. Li MPP 10/25/00 ~ ~ , AGENDA ITEM 6A FEBRUARY 11, 2002 9.07 ,Latest Commencement of Benefits. Notwithstanding anything to the contrary in this Article, benefits shall begin no later than the Pazticipants Required Beginning Date, as defined under Section 10.06, or as otherwise pro- vided in Section 10.05. X. DISTRIBUTION REQUIREMENTS 10.01 General Rules (a) Subject to the provisions of Article XII, the requirements of this Article shall apply to any distribution of a Pazticipants interest and will take precedence over any inconsistent provisions of this Plan. (b) All distributions required under this Article shall be determined and made iri accordance with the pro- posed regulations under section 401(a)(9) of the Code, including the minimum distribution incidental benefit requirement of section 1.401(a)(9)-2 ofthe proposed regulations. .10.02 Required Beginning Date. The entire Nonforfeitable Interest of a Participant must be distributed or begin to be distributed no lazer than the Participants Required Beginning Date. 10.03 Limits on Distribution Periods. As of the first Distribution Calendaz Yeaz; distributions, if not made in a single-sum, may only be made over one of the following periods (or a combination thereof): (a) The life of the Participant, (b) The life of the Pazticipant and a Designated Beneficiary, (c) A period certain not extending beyond the Life Expectanry of the Pazricipant, or (d) A period certain not extending beyond the Joint and Last, Survivor Expectanry of thePazticipant and a ,Designated Beneficiary. 10.04 Determination of Amount to Be Distributed Each Yeaz. If the Participant s Nonforfeitable Interest is to be distributed in other than a single sum, the following minimum distribution rules shall apply on or after the Required ' Beginning Date: {a) Individual.Accounc. (1) If a Pazticipants Benefif is to be distributed over (i) a period not extending beyond the Life Expectancy of the Participant or the Joint Life and Last Survivor Expectancy of the Participant and the Participant s Designated Beneficiary, or (ii) a period not extending beyond the Life Expectatiry of the Designated Beneficiary, the amount required co be distributed for each calen- daz year, beginning with distribudons For the first Distribution Calendaz Yeaz, must at least equal: the quotient obtained by dividing the Participant s. Benefit by the Applicable Life Expectanry. k 't (2) For calendaz yeazs beginning before January 1, 1989, if the Participant s spouse is not the Destg;: nated Beneficiary, the method of distribution selected must assure that at least Fifty percent F (50%) of the present value of the amount available For distribution is paid within the Life Ex- °` pectancy of the. Participant. (3) Por calendaz yeazs beginning after December 31, 1988, the amount to be distributed each year ~? beginning with distributions for the first Distribution Calendaz Yeaz shall not be less than the :' quotient obtained by dividing the Participant s Benefit by the lesser of (i) the Applicable Life AGENDA ITEM 6A FEBRUARY 11, 2002 Expectancy, or (ii) if the Pazticipant's spouse is not the Designated Beneficiary, the applicable divisor determined from the table set forth in Q&A-4 of section 1.401(a){9)-2 of the proposed regulations. Distributions after the death of the Pazticipant shall be disuibuted using the Appli- cable Life Expectancy in Subsection (1) as the relevant divisor without regazd to Proposed Regu- lacions section 1.401(a) (9)-2. (4) The minimum distribution required for the Participant's first Distribution Calendaz Yeaz must be made on or before the Participants Required Beginning Date. The minimum distribution for ocher calendaz years, including the minimum distribution for the Distribution Calendar Year in which the Employee's required beginning date occurs, must be made on or before December 3I of that Distribution Calendar Yeaz. (b) Other forms. If the Participant s Benefit is distributed in the form of an annuity purchased from an insurance company, distributions thereunder shall be made in accordance with the requirements of section 401(a) (9) of the Code and the proposed regulations thereunder. 10.05 Death Distribution Provisions. Upon the death of the Participant, the following disuibution provisions shall cake effect. (a) If the Pazticipant dies after distribution of his/her interest has commenced, the remaining portion of such interest will continue to be distributed ac least as rapidly as under the method of distribution being used prior to the Participant's death. (b) If the Participant dies before distribution of his/her interest commences, the Pazticipants entire interest will be distribured no later, than December 31 of the calendar yeaz containing the fifth (5th) anniversary of the Participant's death except to the extent that an election,is made to receive distributions in accord- ance with (1) or (2) below: (1) If any portion of the Participant s interest is payable to a Designated Beneficiary, disuibutions may be made over the life or over a period cer[ain not greater than the Life Expectanry of the Designated Beneficiary commencing on or before December 31 of the calendaz year immediately following the calendar yeaz in which the Participant died; (2) If the Designated Beneficiary is the Participant s surviving spouse, the date distributions aze required to begin in accordance with Subsection (1) shall not be eazlier than the later of (i) December 31 of the calendaz yeaz immediately following the calendaz yeaz in which the Partici- pant died, and (u) December 31 of the calendaz yeaz in which the Participant would have at- rained age seventy and one-half (70-1/2). If the Participant has not made an election pursuant to this Subsection by the time of his/her death, the Participant s Designated Beneficiary must elect the method of disuibution no later than the earlier of (i) December 31 of the calendar yeaz in which distributions would be required to begin under this Section, or (ii) December 31 of the calendaz year which contains the fifth (5th) anniversary of the date. of death of the Pazticipant If the Pazticipant has no Designated Beneficiary, or if the Designated Beneficiary does - not elect a method of distribution, distribution of the Pazticipant s entire interest must be completed by December 31 of the calendaz yeaz containing the fifth (5th) anniversary of the Participant s death. (c) Fot purposes of Subsection (b), if the surviving spouse dies after the Rarticipant, but before paymenzs to such spouse. begin, the provisions of Subsection (b), with the exception of pazagraph (2) therein, shall be applied as if the surviving spouse were the Participant. AGENDA ITEM 6A FEBRUARY 11, 2002 (d) For purposes of this Section, any amount paid to a child of the Pazticipant will be treated as if it had been paid to the surviving spouse if the amount becomes payable ro the surviving spouse when the child reaches the age of majority (e) For the purposes of this Section, distribution of a Pazticipant s interest is considered to begin on the Pazticipant s Required Beginning Date (or, if Subsection {c) is applicable, the dace distribution is required to begin to the surviving spouse pursuant to Subsection (b)): If distribution in the Form of an annuity ir- revocably commences to the pazticipant before the Required Beginning Dace, the dace distribution is considered co begin is the dare distribution actually commences. 10.06 Definitions. For the purposes of this Section, the following definitions shall apply: (a) Applicable Life Etpectaruy. The Life Expectancy (or Join[ and Last Survivor Expectanry) cakulaced using the attained age of the Participant (or Designated Beneficiary) as of the Participant s (or Designated Beneficiary's) birthday in the applicable calendaz year reduced by one (1) for each calendar year which has elapsed since the dace Life Expectancy was first calculated. If Life Expectancy is being recalculated, the Applicable Life Expectancy shall be the Life Expectancy as so recalculated. The applicable calendaz yeaz shall be ehe first Distribution Calendar Year, and if Life Expectancy is being recalculated such succeeding calendaz yeaz. (b) Deszgnated Beneficiary. The individual who is designated as the Beneficiary under the Plan in accordance with section 401(a) (9) of the Code and the proposed regulations thereunder (c) Distributiorz Calendar Year. A calendar yeaz for which a minimum distribution is required. For distribu- [ions beginning before the Paricipants death, the first Distribution Calendaz Yeaz is the calendaz yeaz Immediately preceding the calendaz year which contains the Pazticipant s Required Beginning Dare. For distributions beginning aker the Pazticipant s death, the first Distribution Calendaz Year is the calendar yeaz in which distributions are required ro begin pursuant to Section 10.05 above. (d) Life Expectancy. The Life Expectancy and joint and last survivor expectancy, respectively, as computed by use of the expected return multiples in Tables V and VI of section 1.72-9 of the income tax regulations. Unless otherwise elected by the Participant (or spouse, in the case of distributions described in Section 10.05(6)(2) above) by die time distributions aze required to begin, Life Expectancies shall be recalculated annually. Such election shall be irrevocable as to the Pazticipant (or spouse) and shall apply to all subsequent yeazs. The Life Expectancy of a nonspouse Beneficiary may not be recalculated. (e) Participants Benefsz. (1) The Account balance as of the last Accounting Date in the calendar yeaz immediately preceding the Distribution Calendar Yeaz (valuation calendaz yeaz) increased by the amount of any contri- butions or forfeitures allocated to the Account balance as of dates in the valuation calendaz year .aker such Accounting Dace and decreased by distributions made in the valuation calendaz yeaz aker such Accounting Date. (2) For purposes of pazagraph (1) above, if any portion of the minimum distribution for the first Distribution Calendar Yeaz is made in the second Distribution Calendaz Yeaz on or before the Required Beginning Date, the amount of the minimum distribution made in the second Distri- bution Calendar Yeaz shall be treated as if it had been made in the immediately preceding Distribution Calendaz Yeaz. a AGENDA ITEM 6A FEBRUARY 11, 2002 I (f) Required Beginning Date. The Required Beginning Dace of a Pazticipant is the first day of April of the calendaz yeaz following the calendaz yeaz in which the Participant attains age seventy and one-half (70-1/ 2), or such later date as permitted under this Section or section 401(a)(9) of the Code. XI. MODES OF DISTRIBUTION OF BENEFITS 11.01 Normal Mode of Distribution. Unless an elective mode of distribution is elected in accordance with Article XII, benefits shall be paid to the Pazticipant in the form provided for in P,rtide XIL 11.02 Elective Mode of Distribution. Subject co the requirements of Articles X and XII, a Participant may revocably elect to have his/her Account distributed in any one (1) of the following modes in lieu of the mode described in Section 11.01: (a) Equal Payments. Equal monthly, quazterly, semi-annual, or annual payments in an amount chosen by the Participant continuing until the Account is exhausted. (b Lump Sum. A1ump sum payment. (c) Period Certain. Approximately equal monthly, quarterly, semi-annual, or annual payments, calculated to. continue for a period cenain chosen by the Pazticipant (d) Other. Any other sequence of payments requested by the Pazticipant. 11.03 Election of Mode.. Except as otherwise provided in Section 12.04(a), a Pazticipant s election of a payment option must be made in writing between thirty (30) and ninety (90) days before the payment of benefits is to com- mence. 11.04 Death Benefiu. Subject to Articles X and XII, (a) In the case of a Participant who dies before he/she has begun receiving. benefit payments, the Pazticipant S entire Nonforfeitable Interest shall then be payable co hislher Beneficiary within ninety (90) days of the Participant s death. A Benefiuary who is entitled to receive benefits under this Section may elect to have benefits commence at a later date, subject to the provisions of Section 10.05. The Beneficiary may elect to receive the death benefit in any of the. forms available. to the Participant under Section 11.02. If the Beneficiary is the Participants Surviving Spouse, and such Surviving Spouse dies before payment tom- . mences, then this Section shall apply to the beneficiary of the Surviving Spouse as though such Surviving Spouse were the Participant (b) Should the Participant die after he/she has begun receiving benefit payments, the Beneficiary shall receive the remaining benefits, if any, that aze payable, under the payment schedule elected by the Participant. Notwithstanding the foregoing, the Beneficiary may elect to accelerate payments of the remaining bat- antes, including but not limited to, a lump sum distribution. XIL SPOUSAL BENEFIT REQUIREMENTS 12.01 Application. The provisions of this Artide shall cake precedence over any conflicting provision in this Plan. The provisions of this Article shall apply to any Participant who is credited with any Period of Service with the Em- ployer on or after August 23, 1984, and such other Pazticipants as provided in Section 12.05. AGENDA ITEM 6A FEBRUARY 11, 2002 12.02 Qualified Joint and Survivor Annuity. Unless an optional Form of benefit is selected pursuant to a Qualified Election within the ninety (90) day period ending on the Annuity Starting Dace, a married Participan~ s Vested Account Balance will be paid in the form of a Qualified Joint and Survivor Annuity and an unmarried Pazticipanc's Vested Account Balance will be paid in the form of a Straight Life Annuity. The Pazticipant may elect to have such annuity distributed upon the attainment of the Eazliest Retirement Age under the Plan. 12.03 Qualified Preretirement Survivor Annuity. If a Participant dies before the Annuity Stazting Date, then fifty percent (50%) of the Participant s Vested Account Balance shall be applied coward ehe purchase of an annuity for the life of the Surviving Spouse; the remaining. portion shall be paid to such Beneficiaries (which may include such Spouse) designated by the Participant. Notwithstanding the foregoing, the Participant may waive the spousal annuity by designating a different Beneficiary within the Election Period pursuant to a Qualified Election. To the extent that less than one hundred percent (100%) of the vested Account balance is paid to the Surviving Spouse, the amount of the Pazticipanc's Account derived from Employee contributions will be allocated to the Surviving Spouse in the same proportion as the amount of the Participan~ s Account derived from Employee contributions is to ehc Participan~ s total Vested Account Balance. The Surviving Spouse may elect to have such annuity distributed within a reasonable period after the Pazticipanc's death. Further, such Spouse may elect to receive any death benefit payable whim/her hereunder in any of the forms available to the Participant under Section 11.02. 12.04 Notice Requirements. (a) In the case of a Qualified Joint and Survivor Annuity as described in Section 12.02, the Plan Admin- istratorshall,, no less than thirty (30) days and no mote than ninety (90) days prior to the Annuity Starting Dace, provide each Participant a written explanation of: (i) the terms and conditions of a Qualified Joint and Survivor Annuity; (ii) the Pazticipant s right to make and the effect of an election to - waive the Qualified Joint and Survivor Annuity form of benefit; (iii) the rights'of a Pazticipant's Spouse; and (iv) the right to make, and the effect of, a revocation of a previous election to waive the Qualified Joint and Survivor Annuity. However, if the Participant, after having received the written explanation; affirmatively elects a form of distribution and the Spouse consents co that form of distribution (if neces- sary), benefit payments may commence less than 30 days after the written explanation was provided to the Participant, provided that the fallowing requirements are met: (1) The Pian Administrator provides information co the Pazticipant cleazly indicating chat she Pazticipant has a right. co ac least 30 days to consider whether to waive the Qualified Joint an~ Survivor Annuity and consent to a form of distribution other than a Qualified Joint and Survivor Annuity; (2) The Participant is permitted to revoke an affirmative distribution election at leasf until the Annuity Seazting Date, or if later, at anytime prior to the expiration of the 7-day period that begins the day after the explanation of the Qualified Joint and Survivor Annuity is provided to the Participant; (3) The Annuity Stazting Date is after the dace that the explanation of the Qualified Joint and 3 Survivor Annuity is provided to the Partiupant; and j (4) Distribution in accordance with the affirmative election does not commence before the expira- ~ cion of the 7-day period that begins after the day afer the explanation of the Qualified Joint and Survivor Annuity is provided to the Pazticipant. (b) In the case of a qualified pretetirement survivor annuity as described in Section 12.03, the Plan Adminis- tratorshall provide each Participant within the applicable period for such Pazticipant a written explana- rion of the qualified pre-retirement survivor annuity ih such terms and in such manner as would be MPP 10(25100 ~4 AGENDA ITEM 6A FEBRUARY 11, 2002 compazable co the explanation provided for meeting the requirements of Subsection (a) applicable to a Qualified Joint and Survivor Annuity. The applicable period For a Pazticipant is whichever of the following periods ends last:. (i) the period beginning with the first day of the Plan Year in which the Participant attains age thirty-two (32) and ending with the close of the Plan Yeaz preceding the Plan Year in which the Participant attains age ehirry- five (35); (ii) a reasonable period ending afret the individual becomes a Participant; (iii) a reasonable period ending after Subsection (c) ceases to apply to the Parrcipant; (iv) a reasonable period ending after this Article first applies to the Participant. Notwithstanding the foregoing, notice must be provided within a reasonable period ending after sepazation from service in the case of a Participant who sepazates from service before attaining age thirty-five (35). For purposes of applying the preceding paragraph, a reasonable period ending afrer dae enumerated events described in (ii), (iii) and (iv) is the end of the two (2) year period beginning one (1) year prior to the dace the applicable event occurs, and ending one (1) yeaz after chat date. In the case of a Participant who separates from service before the Plan Year in which age thirty-five (35) is attained, notice shall be provided within the two (2) year period beginning one (1) yeaz prior to sepazacion and ending one (1) year after sepazacion. If such a Participant thereafrer returns co employment with the Employer, the ap- plicable period for such Participant shall be rederermined. (c} Notwirhstanding the ocher requirements of this Section, the respective notices prescribed by this Section need not be given to a Pazticipant if (1) the Plan "fully subsidizes" the costs of a Qualified Joint and .Survivor Annuity or qualified preretirement survivor annuity, and (2) the Plan does not allow the Paztici- pant to waive the Qualified Joint and Survivor Annuity or qualified preretirement survivor annuity and does not allow a mazried Pazticipant co designate anon-Spouse Beneficiary. For purposes of this Subse~- tion (c), a plan fully subsidizes the costs of a benefit if no increase in cost or decrease inbenefits co the Participant mayresuh from the Pazticipant s failure co elect another benefit. 12..05 Definitions. For the purposes of this Section, the following defmitions shall apply: (a) Annuity Starting Dare. The first day of the first period for which an amount, is paid as an annuity or any other form. (b) Election Period: The period which begins on the first day of the Plan Year in which the Participant attains age thirty-five (35) and ends on the dace of the Participant s death. If a Participant separates from service prior co the first day of.the Plan Year in which age thirty-five (35) is attained, with respect to the Account balance as of the date of separation, the Election Period shall begin on the date of sepazation. Pre-age thirty-five (35) waiver. A Panicipant who wilt not yet attain age thury-five (35) as of the end of any current Plan Year may make a special Qualified Election to waive the qualified. preretirement survivor annuity for the period beginning on the dace of such election and ending on the Fust dayof the Plan Yeaz in which the Participant will attain age thirty-five (35). Such election shaIl not be valid unless the Paztici- pane receives a written explanaxion of the qualified preretirement survivor annuity in such terms as aze comparable to the explanarion required under Section 13.04(a). Qualified preretirement. survivor an- miry coverage will be automatically reinstated as of the first day of the Plan Yeaz in which the-Participant attains age thirty-five (35). Any new waiver on or after such dare shall be subject ro the full. requirements of this Article. (c) Earliest Retirement Age: The eazliest date on which, under the Plan, the Pazticipant could elect to receive retirement benefits.