2-Basic Plan Document 0046648001.pdf

GOVERNMENTAL 457(b) PLAN

BASIC PLAN DOCUMENT

© Copyright 2023 Governmental 457(b) Basic Plan Document i

TABLE OF CONTENTS

SECTION 1

PLAN DEFINITIONS

1.01 Account

1.02 Account Balance

1.03 Adoption Agreement (“Agreement” or “AA”)

1.04 Age 50 Catch-Up Contributions

1.05 Age 50 Catch-Up Contribution Limit

1.06 Alternate Payee

1.07 Anniversary Years

1.08 Annuity Starting Date

1.09 Beneficiary

1.10 Code

1.11 Collectively Bargained Employee

1.12 Computation Period

(a) Eligibility Computation Period

(b) Vesting Computation Period

1.13 Custodian

1.14 Designated Beneficiary

1.15 Differential Pay

1.16 Direct Rollover

1.17 Disabled

1.18 Distribution Calendar Year

1.19 Effective Date

1.20 Elapsed Time

1.21 Eligible Employee

1.22 Eligible Rollover Distribution

1.23 Eligible Retirement Plan

1.24 Employee

1.25 Employer

1.26 Employer Contributions

1.27 Employment Commencement Date

1.28 Entry Date

1.29 Equivalency Method

1.30 Excess Amount

1.31 FICA Replacement Plan

1.32 Governmental Plan

1.33 Hour of Service

(a) Performance of duties

(b) Nonperformance of duties

(c) Back pay award

(d) Related Employers

1.34 Includible Compensation

1.35 Independent Contractor

1.36 Matching Contributions

1.37 Maximum Contribution Limit

1.38 Normal Retirement Age

1.39 Part-Time Employee

1.40 Participant

1.41 Participating Employer

1.42 Period of Severance

1.43 Plan

1.44 Plan Administrator

1.45 Plan Compensation

(a) Determination period

(b) Partial period of participation

1.46 Plan Year

1.47 Pre-Tax Deferrals

1.48 Predecessor Employer

1.49 Qualified Domestic Relations Order (QDRO)

1.50 Reemployment Commencement Date

1.51 Related Employer

Governmental 457(b) Plan Table of Contents ii

1.52 Required Beginning Date

1.53 Rollover Contribution

1.54 Roth Deferrals

1.55 Salary Deferrals

1.56 Salary Reduction Agreement

1.57 Seasonal Employee

1.58 Severance from Employment

1.59 Special 457 Catch-Up Contributions

1.60 Temporary Employee

1.61 Total Compensation

(a) Definition of Total Compensation

(b) Post-Severance Compensation

(c) Continuation payments for disabled Participants

(d) Deemed §125 compensation

(e) Differential Pay

1.62 Valuation Date

1.63 Year of Service

SECTION 2

ELIGIBILITY AND PARTICIPATION

2.01 Eligibility

(a) Salary Deferrals

(b) Employer Contributions and Matching Contributions

2.02 Eligible Employees

(a) Only Employees or Independent Contractors may participate in the Plan

(b) Excluded Employees

(c) Employees of Related Employers

(d) Ineligible Employee becomes Eligible Employee

(e) Eligible Employee becomes ineligible Employee

2.03 Minimum Age and Service Conditions

(a) Application of age and service conditions

(b) Entry Dates for Salary Deferrals, Employer Contributions and Matching Contributions

2.04 Participation on Effective Date of Plan

2.05 Service with Predecessor Employers

2.06 Rehired Employees

SECTION 3

PLAN CONTRIBUTIONS

3.01 Types and Timing of Contributions

(a) Types of Contributions

(b) Timing of Contributions

(c) Frozen Plan

3.02 Employer Contribution Formulas

(a) Discretionary Employer Contribution

(b) Fixed Employer Contribution

(c) Service-based Employer Contribution

(d) Other Employer Contributions

(e) Optional treatment of Employer Contributions as Roth Deferrals

3.03 Salary Deferrals

(a) Salary Reduction Agreement

(b) Change in Salary Reduction Agreement election

(c) Automatic deferral election

(d) Age 50 Catch-Up Contributions

(e) Special 457 Catch-Up Contributions

(f) Deferral of sick, vacation, PTO and back pay

(g) Roth Deferrals

(h) In-Plan Roth Conversions

3.04 Matching Contributions

(a) Contributions eligible for Matching Contributions

(b) Period for determining Matching Contributions

(c) True-up contributions

(d) Optional treatment of Matching Contributions as Roth contributions

(e) Treatment of Qualified Student Loan Payments as Salary Deferrals for Matching Contributions iii

3.05 Rollover Contributions

3.06 Allocation Conditions

(a) Application to designated period

(b) Special rule for year of Plan termination

3.07 Service with Predecessor Employers

3.08 FICA Replacement Plan

(a) Minimum retirement benefit requirement

(b) Qualified Participant

(c) Special rule for short period

SECTION 4

ROLLOVER CONTRIBUTIONS, TRANSFERS AND AUTOMATIC PORTABILITY TRANSACTIONS

4.01 Rollover Contributions

(a) Special Accounting Rule for Rollovers

(b) Refusal of Rollover Contributions

4.02 Transfers to the Plan

4.03 Automatic Portability Transactions

SECTION 5

LIMITS ON CONTRIBUTIONS

5.01 Maximum Contribution Limit

(a) Components of the Maximum Contribution Limit

(b) Limitation Period

(c) Contributions Subject to the Maximum Contribution Limitation

5.02 Basic Annual Limit

5.03 Age 50 Catch-Up Limit

5.04 Special 457 Catch-Up Limit

(a) Underutilization Limitation

(b) Normal Retirement Age

(c) Special Rule for Qualified Police and Firefighters

5.05 Excess Deferrals under the Plan

5.06 Excess Deferrals Arising from Application of the Individual Limitation

(a) Individual Limitation

(b) Special Rules for Catch-Up Amounts under Multiple 457(b) Plans

SECTION 6

SPECIAL RULES AFFECTING THIS GOVERNMENTAL 457(B) PLAN

6.01 Plan Adoption as Governmental Plan

6.02 Failure to Satisfy Requirements of Code §457(b) Applicable to Governmental Code §457(b) Plans

6.03 Reporting to Internal Revenue Service and Participants

6.04 Taxation of Distributions

SECTION 7

PARTICIPANT VESTING AND FORFEITURES

7.01 Vesting of Contributions

7.02 Vesting Schedules

(a) Vesting schedule

(b) Special vesting rules

7.03 Year of Service

(a) Hours of Service

(b) Elapsed Time method

7.04 Vesting Computation Period

7.05 Excluded service

7.06 Service with Predecessor Employers

7.07 Forfeiture of Benefits

7.08 Allocation of Forfeitures

(a) Reallocation as additional contributions

(b) Reduction of contributions

(c) Payment of Plan expenses

(d) Frozen Plans

SECTION 8

PLAN DISTRIBUTIONS

8.01 Distribution Options

iv

8.02 Amount Eligible for Distribution

8.03 Permissible Distribution Events

8.04 Severance from Employment

8.05 Distribution Upon Death

(a) Death after commencement of benefits

(b) Death before commencement of benefits

(c) Determining a Participant’s Beneficiary

(d) Slayer Rule

8.06 Distributions of Smaller Amounts

(a) Conditions for Distribution

(b) Participant Election

8.07 Distributions under a Qualified Domestic Relations Order

8.08 Unforeseeable Emergency Distribution

(a) Amount available for distribution

(b) Definition of Unforeseeable Emergency

(c) Availability of Other Resources

(d) Employee certification

8.09 Direct Rollovers

(a) Eligible Rollover Distribution

(b) Eligible Retirement Plan

(c) Direct Rollover

(d) Direct Rollover notice

(e) Direct Rollover by Non-Spouse Beneficiary

(f) Automatic Rollovers

8.10 Sources of Distribution

8.11 Transfers from the Plan to another Code §457(b) Plan

8.12 Permissive Service Credit Transfers

8.13 Qualified Distributions for Retirement Public Safety Officers

(a) Qualified health insurance premiums

(b) Eligible retired public safety officer

8.14 Qualified Birth and Adoption Distributions

(a) Definitions

(b) $5,000 limitation

(c) Recontributions to applicable Eligible Retirement Plans

(d) Other applicable rules

8.15 Portability of lifetime income options

(a) Qualified Distribution

(b) Lifetime Income Investment

(c) Lifetime Income Feature

(d) Qualified Plan Distribution Annuity Contract

8.16 Special Disaster-Related Rules under the Taxpayer Certainty and Disaster Tax Relief Act of 2020

(a) Eligibility for Qualified Disaster Distribution

(b) Repayment of Qualified Disaster Distribution

(c) Special Loan Rules

8.17 Qualified Disaster Recovery Distributions and loans from the Plan

(a) Eligibility for Qualified Disaster Recovery Distribution

(b) Repayment of Qualified Disaster Recovery Distribution

(c) Special Loan Rules

8.18 Emergency Personal Expense Distributions

(a) Definition of Emergency Person Expense Distribution

(b) Limits and other rules applicable to Emergency Personal Expense Distributions

8.19 Domestic Abuse Distributions

(a) Definition of Domestic Abuse Distribution

(b) Definition of Domestic Abuse

(c) Limits and other rules applicable to Domestic Abuse Distributions

8.20 Qualified Long-Term Care Distributions

(a) Definition of Qualified Long-Term Care Distribution

(b) Definiton of Certified Long-Term Care Insurance

(c) Long-Term Care Premium Statement v

SECTION 9

REQUIRED MINIMUM DISTRIBUTIONS

9.01 Required Minimum Distributions during Participant’s lifetime

(a) Amount of Required Minimum Distribution for each Distribution Calendar Year

(b) Lifetime Required Minimum Distributions continue through year of Participant’s death

9.02 Required Minimum Distribution Rules After Participant’s Death

(a) 10-year rule

(b) Special rule in case of certain trusts for disabled or chronically ill Eligible Desigated Beneficiary

9.03 Definitions

(a) Designated Beneficiary

(b) Eligible Designated Beneficiary

(c) Distribution Calendar Year

(d) Life expectancy

(e) Account Balance

(f) Required Beginning Date

9.04 Special Rules

(a) Forms of Distribution

(b) Treatment of trust beneficiaries as Designated Beneficiaries

(c) Modification of Minimum Distribution Rules Relating to Qualified Longevity Annuity Contracts

(d) Other SECURE 2.0 modifications to required minimum distribution rules

9.05 Required Minimum Distributions for 2020

(a) Temporary waiver of required minimum distribution rules for 2020

(b) Treatment of trust beneficiaries as Designated Beneficiaries

SECTION 10

INVESTMENT VEHICLES AND PARTICIPANT ACCOUNTS

10.01 Participant Accounts

10.02 Value of Participant Accounts

(a) Periodic valuation

(b) Daily valuation

(c) Interim valuations

10.03 Adjustments to Participant Accounts

(a) Distributions and forfeitures from a Participant’s Account

(b) Contributions and forfeitures allocated to a Participant’s Account

(c) Net income or loss

10.04 Procedures for Determining Net Income or Loss

10.05 Investments under the Plan

(a) Individual/Pooled Accounts

(b) Participant direction of investments

SECTION 11

PLAN ADMINISTRATION AND OPERATION

11.01 Plan Administrator

11.02 Designation of Alternative Plan Administrator

(a) Acceptance of responsibility by designated Plan Administrator

(b) Multiple alternative Plan Administrators

(c) Resignation or removal of designated Plan Administrator

(d) Employer responsibilities

11.03 Duties, Powers, and Responsibilities of the Plan Administrator

(a) Delegation of duties, powers and responsibilities

(b) Specific Plan Administrator responsibilities

11.04 Plan Administration Expenses

(a) Reasonable Plan administration expenses

(b) Plan expense allocation

11.05 Delegation of Administrative Responsibilities

11.06 Qualified Domestic Relations Orders (QDROs)

(a) In general

(b) Definitions related to Qualified Domestic Relations Orders (QDROs)

(c) Recognition as a QDRO

(d) Contents of QDRO

(e) Impermissible QDRO provisions

(f) Immediate distribution to Alternate Payee

(g) Fee for QDRO determination vi

(h) Default QDRO procedure

11.07 Missing Participant or Beneficiary and Uncashed Checks

SECTION 12

TRUST AGREEMENT

12.01 Creation of Trust

12.02 Trustee

(a) Discretionary Trustee

(b) Directed Trustee

12.03 Trustee’s Responsibilities Regarding Administration of Trust

12.04 Trustee’s Responsibility Regarding Investment of Plan Assets

12.05 More than One Person as Trustee

12.06 Annual Valuation

12.07 Reporting to Plan Administrator and Employer

12.08 Reasonable Compensation

12.09 Resignation and Removal of Trustee

12.10 Indemnification of Trustee

12.11 Appointment of Custodian

12.12 Satisfaction of Trust Requirement Using Custodial Accounts or Annuity Contracts

SECTION 13

PARTICIPANT LOANS

13.01 Availability of Participant Loans

13.02 Must be Available in Reasonably Equivalent Manner

13.03 Loan Limitations

13.04 Limit on Amount and Number of Loans

(a) Loan renegotiation

(b) Participant must be creditworthy

13.05 Reasonable Rate of Interest

13.06 Adequate Security

13.07 Periodic Repayment

(a) Unpaid leave of absence

(b) Military leave

13.08 Designation of Accounts

13.09 Procedures for Loan Default

13.10 Termination of Employment

(a) Offset of outstanding loan

(b) Direct Rollover

(c) Modified loan policy

13.11 Amendment of Plan to Eliminate Participant Loans

13.12 Mergers, Transfers or Direct Rollovers from another Plan/Change in Loan Record Keeper

SECTION 14

PLAN AMENDMENTS, TERMINATION, MERGERS, EXCHANGES AND TRANSFERS

14.01 Plan Amendments

(a) Amendment by the Employer

(b) Reduction of Account Balance

14.02 Plan Termination

(a) Distribution upon Plan termination

(b) Termination upon merger, liquidation or dissolution of the Employer

(c) Missing Participants

14.03 Merger or Consolidation

SECTION 15

MISCELLANEOUS

15.01 Exclusive Benefit

15.02 Return of Employer Contributions

15.03 Alienation or Assignment

15.04 Participants’ Rights

15.05 Military Service

(a) Death benefits under qualified military service

(b) Benefit accruals

(c) Plan distributions

(d) Make-Up Contributions vii

15.06 Annuity Contracts

15.07 Use of IRS compliance programs

15.08 Governing Law

15.09 Waiver of Notice

15.10 Use of Electronic Media

15.11 Severability of Provisions

15.12 Binding Effect

15.13 Same-Sex Spouses

SECTION 16

PARTICIPATING EMPLOYERS

16.01 Participation by Participating Employers

16.02 Participating Employer Adoption Page

(a) Application of Plan provisions

(b) Plan amendments

(c) Trust Declaration

16.03 Compensation of Related Employers

16.04 Discontinuance of Participation by a Participating Employer

16.05 Operational Rules for Related Employer Groups

Section 1 – Plan Definitions

SECTION 1

PLAN DEFINITIONS

This Section contains definitions for common terms that are used throughout the Plan. All capitalized terms under the Plan are defined in this Section or in the relevant section of the Plan document where such term is used.

1.01 Account. The separate Account that the Plan Administrator maintains for each Participant under the Plan. A Participant may have any (or all) of the following separate Accounts under the Plan:

• Pre-tax Deferral Account

• Roth Deferral Account

• Employer Contribution Account

• Matching Contribution Account

• Rollover Contribution Account

• Roth Rollover Contribution Account

• In-plan Roth Conversion Account

• Transfer Account

The Plan Administrator will maintain separate Accounts for the vested and non-vested portions of any Account.

The Plan Administrator may establish other Accounts, as it deems necessary, for the proper administration of the Plan.

1.02 Account Balance. Account Balance shall mean a Participant's (or Beneficiary’s) balances in all of the Accounts that the Plan

Administrator maintains for the Participant (or Beneficiary) under the Plan.

1.03 Adoption Agreement (“Agreement” or “AA”). The Adoption Agreement contains the elective provisions that an Employer may complete to supplement or modify the provisions under the Plan. Each adopting Employer must complete and execute the Adoption Agreement. Employers adopting the Plan (other than the Employer that executes the Signature Page of the Adoption Agreement) must execute a Participating Employer Adoption Page under the Adoption Agreement (“Participating Employer Adoption Page”). An Employer may adopt more than one Adoption Agreement associated with this Plan document. Each executed Agreement is treated as a separate Plan.

1.04 Age 50 Catch-Up Contributions. Salary Deferrals made to the Plan that are in excess of an otherwise applicable Plan limit and that are made by Participants who are age 50 or over by the end of their taxable years. See Section 3.03(d).

1.05 Age 50 Catch-Up Contribution Limit. The annual limit applicable to Age 50 Catch-Up Contributions as set forth in Section

3.03(d)(1).

1.06 Alternate Payee. A person designated to receive all or a portion of the Participant’s benefit pursuant to a QDRO. See Section

11.06.

1.07 Anniversary Years. An alternative period for measuring Eligibility Computation Periods (under Section 2.03(a)(2)) and

Vesting Computation Periods (under Section 7.04). An Anniversary Year is any 12-month period which commences with the Employee’s Employment Commencement Date or which commences with the anniversary of the Employee’s Employment Commencement Date.

1.08 Annuity Starting Date. The date a Participant commences distribution from the Plan. If a Participant commences distribution with respect to a portion of such Participant’s Account Balance, a separate Annuity Starting Date applies to any subsequent distribution. If distribution is made in the form of an annuity, the Annuity Starting Date may be treated as the first day of the first period for which annuity payments are made.

1.09 Beneficiary. A person designated by the Participant (or by the terms of the Plan) to receive a benefit under the Plan upon the death of the Participant.

1.10 Code. The Internal Revenue Code of 1986, as amended.

1.11 Collectively Bargained Employee. An Employee who is included in a unit of Employees covered by a collective bargaining agreement between the Employer and Employee representatives and whose retirement benefits are subject to good faith bargaining. Such Employees may be excluded from the Plan if designated under AA §3-1(b). See Section 2.02(b)(1) for additional requirements related to the exclusion of Collectively Bargained Employees.

1.12 Computation Period. The 12-consecutive month period used for measuring whether an Employee completes a Year of Service for eligibility or vesting purposes.

(a) Eligibility Computation Period. The 12-consecutive month period used for measuring Years of Service for eligibility purposes. See Section 2.03(a)(2).

(b) Vesting Computation Period. The 12-consecutive month period used for measuring Years of Service for vesting purposes. See Section 7.04.

1.13 Custodian. The company(ies) that hold custodial accounts held under the Plan.

1.14 Designated Beneficiary. A Beneficiary who is designated by the Participant (or by the terms of the Plan) for purposes of the required minimum distribution rules under Code §401(a)(9).

1.15 Differential Pay. Certain payments made by the Employer to an individual while the individual is performing service in the Uniformed Services.

1.16 Direct Rollover. A rollover, at the Participant’s direction, of all or a portion of the Participant’s vested Account Balance directly to an Eligible Retirement Plan.

1.17 Disabled. An individual is considered Disabled for purposes of applying the provisions of this Plan if the individual meets the definition of Disabled elected by the Employer under AA §2-7 or as defined in separate administrative procedures. If the Plan references a third-party determination of a Participant being Disabled, the Plan Administrator may rely on such determination.

A Disabled Participant may make Salary Deferrals to the extent such Participant has eligible Plan Compensation to defer and has not had a Severance from Employment.

1.18 Distribution Calendar Year. A calendar year for which a minimum distribution is required. See Section 9.

1.19 Effective Date. The date this Plan, including any restatement or amendment of this Plan, is effective. (See the Employer

Signature Page of the Adoption Agreement (“Employer Signature Page”).

1.20 Elapsed Time. A special method for crediting service for eligibility or vesting. See Section 2.03(a)(5) for more information on the Elapsed Time method of crediting service for eligibility purposes and Section 7.03(b) for more information on the Elapsed Time method of crediting service for vesting purposes. Also see Section 3.06 for information on the Elapsed Time method for allocation conditions.

1.21 Eligible Employee. An Employee who is not excluded from participation under Section 2.02 of the Plan or AA §3-1.

1.22 Eligible Rollover Distribution. An amount distributed from the Plan that is eligible for rollover to an Eligible Retirement

Plan, as defined under Section 8.09(a) of the Plan.

1.23 Eligible Retirement Plan. A plan described under Section 8.09(b) of the Plan.

1.24 Employee. An Employee is any individual employed by the Employer (including any Related Employer). An Independent

Contractor is not an Employee. An Employee is not eligible to participate under the Plan if the individual is not an Eligible Employee under Section 2.02. The term Employee does not include a leased employee.

1.25 Employer. Except as otherwise provided, Employer means the Employer that adopts this Plan and any Related Employer. (See

Section 16 of the Plan for rules that apply to Employers that execute a Participating Employer Adoption Page.) The Employer must be a State, political subdivision of a State, or any agency or instrumentality of a State or political subdivision of a State, as provided under Code §457(e)(1)(A).

1.26 Employer Contributions. Contributions the Employer makes pursuant to AA §6. See Section 3.02.

1.27 Employment Commencement Date. The date the Employee first performs an Hour of Service for the Employer.

1.28 Entry Date. The date on which an Employee becomes a Participant upon satisfying the Plan’s minimum age and service conditions. See Section 2.03(b).

1.29 Equivalency Method. An alternative method for crediting Hours of Service for purposes of eligibility and vesting. See Section

2.03(a)(4) for eligibility provisions and Section 7.03(a)(2) for vesting provisions.

1.30 Excess Amount. Amounts which exceed the Code §457(b) Maximum Contribution Limit.

1.31 FICA Replacement Plan. This Plan may qualify as a FICA Replacement Plan under Code §3121(b)(7)(F) if the requirements under Section 3.08 are satisfied.

1.32 Governmental Plan. A Governmental Plan is a Plan established and maintained for its Employees by a State, and any agency or instrumentality of a State or political subdivision of a State as described in Code §457(e)(1)(A).

1.33 Hour of Service. Each Employee of the Employer will receive credit for each Hour of Service such Employee works for purposes of applying the eligibility, vesting and allocation rules under the Plan. An Employee will not receive credit for the same Hour of Service under more than one category listed below.

(a) Performance of duties. Hours of Service include each hour for which an Employee is paid, or entitled to payment, for the performance of duties for the Employer. These hours will be credited to the Employee for the computation period in which the duties are performed.

(b) Nonperformance of duties. Hours of Service include each hour for which an Employee is paid, or entitled to payment, by the Employer on account of a period of time during which no duties are performed (irrespective of whether the employment relationship has terminated) due to vacation, holiday, illness, incapacity (including disability), layoff, jury duty, military duty or leave of absence. No more than 501 hours of service will be credited under this paragraph for any single continuous period (whether or not such period occurs in a single Computation Period). Hours under this paragraph will be calculated and credited pursuant to §2530.200b-2 of the Department of Labor Regulations which is incorporated herein by this reference.

(c) Back pay award. Hours of Service include each hour for which back pay, irrespective of mitigation of damages, is either awarded or agreed to by the Employer. The same Hours of Service will not be credited both under subsection (a) or subsection (b), as the case may be, and under this subsection (c). These hours will be credited to the Employee for the Computation Period(s) to which the award or agreement pertains rather than the Computation Period in which the award, agreement or payment is made.

(d) Related Employers. Hours of Service will be credited for employment with any Related Employer.

1.34 Includible Compensation. As used under this Plan, the term Includible Compensation has the same meaning as Total Compensation, as defined in Section 1.61 of the Plan.

1.35 Independent Contractor. An individual that provides goods or services to the Employer under terms specified in a contract or within some other type of agreement. Generally, an individual is an Independent Contractor if the Employer has the right to control or direct only the result of the individual’s work and not what will be done and how it will be done. An Independent Contractor is not an Employee unless designated otherwise under AA §3-2.

1.36 Matching Contributions. Matching Contributions are contributions made by the Employer on behalf of a Participant on account of Salary Deferrals made by such Participant, as designated under AA §6B.

1.37 Maximum Contribution Limit. The limit on contributions made to the Plan as described under Section 5 of the Plan.

1.38 Normal Retirement Age. The age selected under AA §7-1.

1.39 Part-Time Employee. Unless defined otherwise under AA §3-1(l), a Part-Time Employee is an Employee who is normally scheduled to work 20 or fewer hours per week. Notwithstanding the foregoing, if the Employer is a post-secondary educational institution, an Employee who is a teacher shall not be considered a Part-Time Employee if such Employee normally has classroom hours of one-half or more of the number of classroom hours designated by the Employer as constituting full-time employment, provided that such designation is reasonable under all of the facts and circumstances.

1.40 Participant. Except as provided under AA §3-1, a Participant is an Employee (or former Employee) who has satisfied the conditions for participating under the Plan, as described in Section 2.03 and AA §4-1. A Participant also includes any Employee (or former Employee) who has an Account Balance under the Plan, including an Account Balance derived from a rollover or transfer from another plan or IRA. A Participant is entitled to share in an allocation of contributions or forfeitures under the Plan for a given year only if the Participant is an Eligible Employee as defined in Section 2.02, and satisfies the allocation conditions set forth in Section 3.06.

An Employee is treated as a Participant with respect to Salary Deferrals once the Employee has satisfied the eligibility conditions under AA §4-1 for making such contributions, even if the Employee chooses not to actually make such contributions to the Plan. An Employee is treated as a Participant with respect to Matching Contributions once the Employee has satisfied the eligibility conditions under AA §4-1 for receiving such contributions, even if the Employee does not receive a Matching Contribution because of the Employee’s failure to make contributions eligible for the Matching Contribution.

1.41 Participating Employer. An Employer that adopts this Plan by executing the Participating Employer Adoption Page. See

Section 16 for the rules applicable to Participating Employers.

1.42 Period of Severance. A continuous period of time during which the Employee is not employed by the Employer, and which is used to determine an Employee’s Participation under the Elapsed Time method. See Section 2.03(a)(5) for rules regarding eligibility and Section 7.03(b) for rules regarding vesting.

1.43 Plan. The Plan is the deferred compensation plan, established or continued by the Employer for the benefit of its Employees under this Plan document, which is to be interpreted and operated in compliance with the requirements of Code §457(b) and applicable regulations. The Employer must be an eligible employer under Code §457(e)(1)(A) to establish the Plan and the Plan must satisfy the requirements of Treas. Reg. 1.457(b). The Plan consists of the Basic Plan Document (BPD) and the elections made under the Adoption Agreement. The Basic Plan Document is the portion of the Plan that contains the non-elective provisions. The Employer may supplement or modify the Basic Plan Document through its elections in the Adoption Agreement or by separate governing documents. If the Employer adopts more than one Adoption Agreement under this Plan, then each executed Adoption Agreement represents a separate Plan.

1.44 Plan Administrator. The Plan Administrator is the person designated to be responsible for the administration and operation of the Plan. Unless otherwise designated by the Employer, the Plan Administrator is the Employer. If another Employer has executed a Participating Employer Adoption Page, the Employer referred to in this Section is the Employer that executes the Employer Signature Page.

1.45 Plan Compensation. Plan Compensation is Total Compensation, as modified under AA §5-3, which is actually paid to an Employee during the determination period (as defined in subsection (a) below). In determining Plan Compensation, the Employer may elect under AA §5-3 to exclude all Salary Deferrals, pre-tax contributions to a cafeteria plan or a Code §457 plan, and qualified transportation fringes under Code§132(f)(4). In addition, the Employer may elect under AA §5-3 to exclude other designated elements of compensation.

Plan Compensation generally includes amounts an Employee earns with a Participating Employer and amounts earned with a Related Employer (even if the Related Employer has not executed a Participating Employer Adoption Page). However, the Employer may elect under AA §5-3(j) to exclude all amounts earned with a Related Employer that has not executed a Participating Employer Adoption Page.

(a) Determination period. Unless designated otherwise under AA §5-4(a), Plan Compensation is determined based on the

Plan Year. Alternatively, the Employer may elect under AA §5-4 to determine Plan Compensation on the basis of the calendar year ending in the Plan Year or any other 12-month period ending in the Plan Year. If the determination period is the calendar year or other 12-month period ending in the Plan Year, for any Employee whose date of hire is less than 12 months before the end of the designated 12-month period, Plan Compensation will be determined over the Plan Year.

(b) Partial period of participation. If an Employee is a Participant for only part of a Plan Year, Plan Compensation may be determined over the entire Plan Year or over the period during which such Employee is a Participant. In determining whether an Employee is a Participant for purposes of applying this subsection (b), the Employee’s status will be determined solely with respect to the contribution type for which the definition of Plan Compensation is being determined. Plan Compensation does not include any amounts paid for any period while an individual is not an Eligible Employee (as defined in Section 2.02).

1.46 Plan Year. The 12-consecutive month period designated under AA §2-4 on which the records of the Plan are maintained.

1.47 Pre-Tax Deferrals. Pre-Tax Deferrals are a Participant's Salary Deferrals that are not includible in the Participant's gross income at the time deferred.

1.48 Predecessor Employer. An employer that previously employed the Employees of the Employer.

1.49 Qualified Domestic Relations Order (QDRO). A domestic relations order that provides for the payment of all or a portion of the Participant’s benefits to an Alternate Payee and satisfies the requirements under Code §414(p). See Section 11.06.

1.50 Reemployment Commencement Date. The first date upon which an Employee is credited with an Hour of Service following a break in employment service (or Period of Severance, if the Plan is using the Elapsed Time method of crediting service).

1.51 Related Employer. A Related Employer means a controlled group of employers under common control. This determination is made consistent with the principles set forth under Treas. Reg.§1.414(c)-5 and any other guidance issued by the IRS relating to control groups of tax-exempt or governmental employers. For purposes of applying the provisions under this Plan, the Employer and any Related Employers are treated as a single Employer, unless specifically stated otherwise. See Section 16.05 for operational rules that apply when the Employer is a member of a Related Employer group. Also see Section 2.02(c) or Section 16 for rules regarding participation of Employees of Related Employers.

1.52 Required Beginning Date. The date by which minimum distributions must commence under the Plan. See Section 9.03(f).

1.53 Rollover Contribution. A contribution made by an Employee to the Plan attributable to an Eligible Rollover Distribution, as defined under Section 8.09(a) of the Plan. See Section 3.05 for rules regarding the acceptance of Rollover Contributions under this Plan.

1.54 Roth Deferrals. Roth Deferrals are Salary Deferrals that are includible in the Participant's gross income at the time deferred and have been irrevocably designated as Roth Deferrals in the Participant’s Salary Reduction Agreement. A Participant's Roth Deferrals will be maintained in a separate Account containing only the Participant's Roth Deferrals and gains and losses attributable to those Roth Deferrals.

1.55 Salary Deferrals. Amounts contributed to the Plan at the election of the Participant, in lieu of cash compensation, which are made pursuant to a Salary Reduction Agreement or other deferral mechanism, and which are not includible in the gross income of the Employee pursuant to Code §457. Salary Deferrals may include Roth Deferrals and Pre-Tax Deferrals.

1.56 Salary Reduction Agreement. A written agreement between a Participant and the Employer, whereby the Participant elects to have a specific percentage or dollar amount withheld from such Participant’s Plan Compensation and the Employer agrees to contribute such amount into the 457(b) Plan. See Section 3.03(a).

1.57 Seasonal Employee. An Employee who normally works on a full-time basis less than five months during any year.

1.58 Severance from Employment. The Employee ceases to be employed by the Employer maintaining the Plan due to death, retirement or other severance from employment as provided under Treas. Reg. §1.457-6(b)(1). An Independent Contractor is considered to have a Severance from Employment upon the expiration of the contract under which the services are performed as provided under Treas. Reg. §1.457-6(b)(2). An Independent Contractor will be deemed to have a Severance from Employment if: (1) no amount will be paid from the Plan before a date that is at least 12 months after the contract expires, and (2) no amount payable to the Participant on the date described in (1) is paid if, before such date, the Participant performs services for the employer as an Independent Contractor or as an Employee.

1.59 Special 457 Catch-Up Contributions. A special catch-up contribution allowed for certain Employees as permitted under Code

§457(b)(3) and described under Section 5.04.

1.60 Temporary Employee. Any Employee performing services under a contractual arrangement with the Employer of two years or less duration. Possible contract extensions may be considered in determining the duration of a contractual arrangement, but only if, under the facts and circumstances, there is a significant likelihood that the Employee’s contract will be extended.

Future contract extensions are considered significantly likely to occur for purposes of this rule if:

(a) on average 80 percent of similarly situated Employees have had bona fide offers to renew their contracts in the immediately preceding two academic or calendar years; or

(b) the Employee with respect to whom the determination is being made has a history of contract extensions with respect to such Employee’s current position.

An Employee is not considered a Temporary Employee solely because such Employee is included in a unit of Employees covered by a collective bargaining agreement of two years or less duration.

1.61 Total Compensation. A Participant’s compensation for services with the Employer. The term Total Compensation as used in this Plan has the same meaning as “includible compensation” as defined under Treas. Reg. §1.457-2(g). As used under this Plan, the terms Total Compensation and Includible Compensation have the same meaning. Total Compensation may be defined in AA §5-1 to be either W-2 Wages, Wages under Code §3401(a), or Code §415 Compensation. Each definition of Total Compensation includes Salary Deferrals, elective contributions to a cafeteria plan under Code §125 or to an eligible deferred compensation plan under Code §401(k) or Code §403(b), and elective contributions that are not includible in the Employee’s gross income as a qualified transportation fringe under Code §132(f)(4). In the case of a Participant who for a taxable year excludes from gross income under Code §131 a qualified foster care payment which is a difficulty of care payment, the

Participant’s Total Compensation shall be increased by the amount of the excludable difficulty of care payments made by the Employer.

For an Independent Contractor, Total Compensation means the income reportable by the Employer for services performed for the Employer by the Independent Contractor.

Unless described otherwise under AA §5-3(k), a reference to elective contributions under a Code §125 cafeteria plan includes any amounts that are not available to a Participant in cash in lieu of group health coverage because the Participant is unable to certify that such Participant has other health coverage. Such “deemed §125 compensation” will be treated as an amount under Code §125 only if the Employer does not request or collect information regarding the Participant’s other health coverage as part of the enrollment process for the health plan.

(a) Definition of Total Compensation. The Employer may elect under AA §5-1 to define Total Compensation as any of the following definitions:

(1) W-2 Wages. Wages within the meaning of Code §3401(a) and all other payments of compensation to an Employee by the Employer (in the course of the Employer’s trade or business) for which the Employer is required to furnish the Employee a written statement under Code §6041(d), 6051(a)(3), and 6052, determined without regard to any rules under Code §3401(a) that limit the remuneration included in wages based on the nature or location of the employment or the services performed.

(2) Wages under Code §3401(a). Wages within the meaning of Code §3401(a) for the purposes of income tax withholding at the source but determined without regard to any rules that limit the remuneration included in wages based on the nature or location of the employment or the services performed.

(3) Code §415 Compensation. Wages, salaries, fees for professional services and other amounts received for personal services actually rendered in the course of employment with the Employer (without regard to whether or not such amounts are paid in cash) to the extent that the amounts are includible in gross income. Such amounts include, but are not limited to, commissions, compensation for services on the basis of a percentage of profits, tips, bonuses, fringe benefits, and reimbursements or other expense allowances under a nonaccountable plan (as described in Treas. Reg. §1.62-2(c)), and excluding the following:

(i) Employer contributions to a plan of deferred compensation which are not includible in the Employee’s gross income for the taxable year in which contributed, or Employer contributions (other than Salary Deferrals) under a Simplified Employee Pension Plan (as described in Code §408(k)), or any distributions from a plan of deferred compensation.

(ii) Amounts realized from the exercise of a non-qualified stock option, or when restricted stock (or property) held by the Employee either becomes freely transferable or is no longer subject to a substantial risk of forfeiture.

(iii) Amounts realized from the sale, exchange or other disposition of stock acquired under a qualified stock option.

(iv) Other amounts which received special tax benefits, or contributions made by the Employer (other than elective deferrals) towards the purchase of an annuity contract described in Code §403(b) (whether or not the contributions are actually excludable from the gross income of the Employee).

(b) Post-Severance Compensation. Total Compensation includes compensation that is paid after an Employee severs employment with the Employer, provided the compensation is paid by the later of 2½ months after severance from employment with the Employer maintaining the Plan or the end of the calendar year that includes such date of severance from employment. For this purpose, compensation paid after severance of employment may only be included in Total Compensation to the extent such amounts would have been included as compensation if they were paid prior to the Employee’s severance from employment.

For purposes of applying this subsection (b), unless designated otherwise under AA §5-2(a), the following amounts that are paid after a Participant’s Severance from Employment are included in Total Compensation:

(1) Regular pay. Compensation for services during the Employee’s regular working hours, or compensation for services outside the Employee’s regular working hours (such as overtime or shift differential), commissions, bonuses, or other similar payments;

(2) Unused leave payments. Payment for unused accrued bona fide sick, vacation, or other leave, but only if the Employee would have been able to use the leave if employment had continued; and

(3) Deferred compensation. Payments received by an Employee pursuant to a nonqualified unfunded deferred compensation plan, but only if the payment would have been paid to the Employee at the same time if the Employee had continued in employment and only to the extent that the payment is includible in the Employee’s gross income.

Other post-severance payments (such as severance pay, parachute payments within the meaning of Code §280G(b)(2), or post-severance payments under a nonqualified unfunded deferred compensation plan that would not had been paid if the Employee had continued in employment) are not included as Total Compensation, even if such amounts are paid within the time period described in this subsection (b).

In determining the amount of a Participant’s Employer Contributions, Matching Contributions or Salary Deferrals, Plan Compensation may not include any amounts that do not satisfy the requirements of this subsection (b) or subsection (c).

If Total Compensation is defined to include post-severance compensation, the Employer may elect to exclude all such compensation paid after severance from employment from the definition of Plan Compensation under AA §5-3(l) or may elect to exclude any of the specific types of post-severance compensation defined in subsections (1), (2) and/or (3) above, by designating such compensation types under AA §5-3(n).

(c) Continuation payments for disabled Participants. Unless designated otherwise under AA §5-2(b), Total

Compensation does not include compensation paid to a Participant who is permanently and totally disabled (as defined in Code §22(e)(3)). For this purpose, compensation is the compensation the Participant would have received for the year if the Participant was paid at the rate of compensation paid immediately before becoming permanently and totally disabled (if such compensation is greater than the Participant’s compensation determined without regard to this subsection (c)), provided contributions made with respect to amounts treated as compensation under this subsection (c) are nonforfeitable when made.

If elected under AA §5-2(b), such amounts will be included as Total Compensation, notwithstanding the rules under subsection (b).

(d) Deemed §125 compensation. A reference to elective contributions under a Code §125 cafeteria plan includes any amounts that are not available to a participant in cash in lieu of group health coverage because the Participant is unable to certify that such Participant has other health coverage. Such deemed §125 compensation will be treated as an amount under Code §125 only if the Employer does not request or collect information regarding the Participant’s other health coverage as part of the enrollment process for the health plan. If the Employer elects under AA §5-3(k) to exclude deemed §125 compensation from the definition of Plan Compensation, such exclusion also will apply for purposes of determining Total Compensation under this Section 1.61.

(e) Differential Pay. In the case of an individual who receives Differential Pay from the Employer:

(1) such individual will be treated as an Employee of the Employer making the payment, and

(2) the Differential Pay shall be treated as wages and will be included in calculating an Employee’s Total

Compensation under the Plan.

If all Employees performing service in the Uniformed Services are entitled to receive Differential Pay on reasonably equivalent terms and are eligible to make contributions based on the payments on reasonably equivalent terms, the Plan shall not be treated as failing to meet the requirements of any provision described in Code §414(u)(1)(C) by reason of any contribution or benefit based on Differential Pay. The Employer may elect to exclude Differential Pay from the definition of Plan Compensation under AA §5-3(m).

For purposes of this subsection (d), Differential Pay means any payment which is made by an Employer to an individual while the individual is performing service in the Uniformed Services while on active duty for a period of more than 30 days and represents all or a portion of the wages the individual would have received from the Employer if the individual were performing services for the Employer. In applying the provisions of this subsection (d), Uniformed Services are services as described in Code §3401(h)(2)(A).

1.62 Valuation Date. The date or dates upon which Plan assets are valued. Plan assets will be valued as of the last day of each Plan

Year. In addition, the Employer may elect under AA §10-1 to establish additional Valuation Dates. Notwithstanding any election under AA §10-1, the Trustee and the Employer and/or the Plan Administrator may agree to more frequent valuation dates.

1.63 Year of Service. A Year of Service is a 12-consecutive month period (“Computation Period”) during which an Employee completes 1,000 Hours of Service. For purposes of applying the eligibility rules under Section 2.03 of the Plan, an Employee will earn a Year of Service if such Employee completes 1,000 Hours of Service with the Employer during an Eligibility Computation Period (as defined in Section 2.03(a)(2)). For purposes of applying the vesting rules under Section 7.03, an Employee will earn a Year of Service if such Employee completes 1,000 Hours of Service with the Employer during a Vesting Computation Period (as defined in Section 7.04). The Employer may elect under AA §4-3(a) (for eligibility purposes) and AA §8-5(a) (for vesting purposes) to require the completion of any other number of Hours of Service to earn a Year of Service.

Alternatively, the Employer may elect to apply the Elapsed Time method (for eligibility and/or vesting purposes) in