EX-10.3



 Exhibit 10.3 

Your plan is an important legal document. This sample plan has been prepared based on our understanding of the desired provisions. It may not fit your
situation. You should consult with your lawyer on the plan’s legal and tax implications. Neither Principal Life Insurance Company nor its agents can be responsible for the legal or tax aspects of the plan nor its appropriateness for your
situation. If you wish to change the provisions of this sample plan, you may ask us to prepare new sample wording for you and your lawyer to review. 







 CAPE BANK 

EMPLOYEES’ SAVINGS & PROFIT SHARING PLAN 

401(k) Plan CL2012 
 Restated January 1, 2014 







 TABLE OF CONTENTS 

 

									
	 INTRODUCTION
	  	 	1	  
				
	 ARTICLE I
	  		  	 FORMAT AND DEFINITIONS
	  	 	2	  
				
	 Section 1.01
	  	—	  	 Format
	  	 	2	  
	 Section 1.02
	  	—	  	 Definitions
	  	 	2	  
				
	 ARTICLE II
	  		  	 PARTICIPATION
	  	 	17	  
				
	 Section 2.01
	  	—	  	 Active Participant
	  	 	17	  
	 Section 2.02
	  	—	  	 Inactive Participant
	  	 	18	  
	 Section 2.03
	  	—	  	 Cessation of Participation
	  	 	18	  
				
	 ARTICLE III
	  		  	 CONTRIBUTIONS
	  	 	19	  
				
	 Section 3.01
	  	—	  	 Employer Contributions
	  	 	19	  
	 Section 3.02
	  	—	  	 Rollover Contributions
	  	 	22	  
	 Section 3.03
	  	—	  	 In-plan Roth Rollovers
	  	 	23	  
	 Section 3.04
	  	—	  	 Forfeitures
	  	 	23	  
	 Section 3.05
	  	—	  	 Allocation
	  	 	24	  
	 Section 3.06
	  	—	  	 Contribution Limitation
	  	 	25	  
	 Section 3.07
	  	—	  	 Excess Amounts
	  	 	29	  
				
	 ARTICLE IV
	  		  	 INVESTMENT OF CONTRIBUTIONS
	  	 	39	  
				
	 Section 4.01
	  	—	  	 Investment of Contributions
	  	 	39	  
	 Section 4.02
	  	—	  	 Investment in Qualifying Employer Securities
	  	 	40	  
				
	 ARTICLE V
	  		  	 BENEFITS
	  	 	44	  
				
	 Section 5.01
	  	—	  	 Retirement Benefits
	  	 	44	  
	 Section 5.02
	  	—	  	 Death Benefits
	  	 	44	  
	 Section 5.03
	  	—	  	 Vested Benefits
	  	 	44	  
	 Section 5.04
	  	—	  	 When Benefits Start
	  	 	44	  
	 Section 5.05
	  	—	  	 Withdrawal Benefits
	  	 	46	  
	 Section 5.06
	  	—	  	 Loans to Participants
	  	 	47	  
	 Section 5.07
	  	—	  	 Distributions Under Qualified Domestic Relations Orders
	  	 	50	  
				
	 ARTICLE VI
	  		  	 DISTRIBUTION OF BENEFITS
	  	 	51	  
				
	 Section 6.01
	  	—	  	 Automatic Forms of Distribution
	  	 	51	  
	 Section 6.02
	  	—	  	 Optional Forms of Distribution
	  	 	51	  
	 Section 6.03
	  	—	  	 Election Procedures
	  	 	52	  
	 Section 6.04
	  	—	  	 Notice Requirements
	  	 	53	  


  

					
		  	i	  	TABLE OF CONTENTS (    )










									
	 ARTICLE VII
	  		  	 REQUIRED MINIMUM DISTRIBUTIONS
	  	 	54	  
				
	 Section 7.01
	  	—	  	 Application
	  	 	54	  
	 Section 7.02
	  	—	  	 Definitions
	  	 	54	  
	 Section 7.03
	  	—	  	 Required Minimum Distributions
	  	 	55	  
				
	 ARTICLE VIII
	  		  	 TERMINATION OF THE PLAN
	  	 	59	  
				
	 ARTICLE IX
	  		  	 ADMINISTRATION OF THE PLAN
	  	 	60	  
				
	 Section 9.01
	  	—	  	 Administration
	  	 	60	  
	 Section 9.02
	  	—	  	 Expenses
	  	 	60	  
	 Section 9.03
	  	—	  	 Records
	  	 	60	  
	 Section 9.04
	  	—	  	 Information Available
	  	 	61	  
	 Section 9.05
	  	—	  	 Claim Procedures
	  	 	61	  
	 Section 9.06
	  	—	  	 Delegation of Authority
	  	 	62	  
	 Section 9.07
	  	—	  	 Exercise of Discretionary Authority
	  	 	62	  
	 Section 9.08
	  	—	  	 Transaction Processing
	  	 	62	  
				
	 ARTICLE X
	  		  	 GENERAL PROVISIONS
	  	 	64	  
				
	 Section 10.01
	  	—	  	 Amendments
	  	 	64	  
	 Section 10.02
	  	—	  	 Direct Rollovers
	  	 	65	  
	 Section 10.03
	  	—	  	 Mergers and Direct Transfers
	  	 	65	  
	 Section 10.04
	  	—	  	 Provisions Relating to the Insurer and Other Parties
	  	 	67	  
	 Section 10.05
	  	—	  	 Employment Status
	  	 	67	  
	 Section 10.06
	  	—	  	 Rights to Plan Assets
	  	 	67	  
	 Section 10.07
	  	—	  	 Beneficiary
	  	 	67	  
	 Section 10.08
	  	—	  	 Nonalienation of Benefits
	  	 	68	  
	 Section 10.09
	  	—	  	 Construction
	  	 	68	  
	 Section 10.10
	  	—	  	 Legal Actions
	  	 	68	  
	 Section 10.11
	  	—	  	 Small Amounts
	  	 	68	  
	 Section 10.12
	  	—	  	 Word Usage
	  	 	69	  
	 Section 10.13
	  	—	  	 Change in Service Method
	  	 	69	  
	 Section 10.14
	  	—	  	 Military Service
	  	 	71	  
				
	 ARTICLE XI
	  		  	 TOP-HEAVY PLAN REQUIREMENTS
	  	 	72	  
				
	 Section 11.01
	  	—	  	 Application
	  	 	72	  
	 Section 11.02
	  	—	  	 Definitions
	  	 	72	  
	 Section 11.03
	  	—	  	 Modification of Contributions
	  	 	74	  
		
	 PLAN EXECUTION
	  	 	76	  
		
	 PROTECTED BENEFIT ADDENDUM
	  	 	77	  


  

					
		  	ii	  	TABLE OF CONTENTS (    )









 INTRODUCTION 

The Primary Employer previously established a retirement plan on November 1, 2007. 

The Plan is being restated effective January 1, 2014, and is set forth in this document which is substituted in lieu of the prior
document with the exception of any interim amendment and any model amendment that have not been incorporated into this restatement. Such amendment(s) shall continue to apply to this restated plan until such provisions are integrated into the plan or
such amendment(s) are superseded by another amendment. 
 It is intended that the restated 401(k) plan qualify as a profit sharing plan
under the Internal Revenue Code of 1986, including any later amendments to the Code. The Employer agrees to operate the plan according to the terms, provisions, and conditions set forth in this document. 

The restated plan continues to be for the exclusive benefit of employees of the Employer. All persons covered under the plan before the
effective date of this restatement shall continue to be covered under the restated plan with no loss of benefits. 
 This Plan includes the
statutory, regulatory, and guidance changes specified in the 2012 Cumulative List of Changes in Plan Qualification Requirements (2012 Cumulative List) contained in Internal Revenue Service Notice 2012-76 and the qualification requirements and
guidance published before the issuance of such list. The provisions of this Plan apply as of the effective date of the restatement unless otherwise specified. 

  

					
		  	1	  	INTRODUCTION (    )









 ARTICLE I 

FORMAT AND DEFINITIONS 
 SECTION
1.01—FORMAT. 
 Words and phrases defined in the DEFINITIONS SECTION of Article I shall have that defined meaning when used in
this Plan, unless the context clearly indicates otherwise. These words and phrases have initial capital letters to aid in identifying them as defined terms. 

SECTION 1.02—DEFINITIONS. 

Account means the Participant’s share of the Plan Fund. Separate accounting records are kept for those parts of his Account
resulting from: 
  

	 	(a)	Pre-tax Elective Deferral Contributions 

  

	 	(b)	Roth Elective Deferral Contributions 

  

	 	(c)	Matching Contributions 

  

	 	(d)	Qualified Matching Contributions 

  

	 	(e)	Qualified Nonelective Contributions 

  

	 	(f)	Other Employer Contributions 

  

	 	(g)	Rollover Contributions 

 A Participant’s Account shall be reduced by any distribution of
his Vested Account and by any Forfeitures. A Participant’s Account shall participate in the earnings credited, expenses charged, and any appreciation or depreciation of the Investment Fund. His Account is subject to any minimum guarantees
applicable under the Annuity Contract or other investment arrangement. 
 Accrual Computation Period means a consecutive 12-month period ending on the last day of each Plan Year, including corresponding consecutive 12-month periods before the effective date of this Plan. 

ACP Test means the nondiscrimination test described in Code Section 401(m)(2) as provided for in the EXCESS AMOUNTS SECTION of
Article III. 
 Active Participant means an Eligible Employee who is actively participating in the Plan according to the
provisions in the ACTIVE PARTICIPANT SECTION of Article II. 
 ADP Test means the nondiscrimination test described in Code
Section 401(k)(3) as provided for in the EXCESS AMOUNTS SECTION of Article III. 
 Affiliated Service Group means any group of
corporations, partnerships or other organizations of which the Employer is a part and that is affiliated within the meaning of Code Section 414(m) and the regulations thereunder. The term Controlled Group, as it is used in this Plan, shall
include the term Affiliated Service Group. 

  

					
		  	2	  	ARTICLE I (    )









 Alternate Payee means any spouse, former spouse, child, or other dependent of a
Participant who is recognized by a qualified domestic relations order as having a right to receive all, or a portion of, the benefits payable under the Plan with respect to such Participant. 

Annual Compensation means, for a Plan Year, the Employee’s Compensation for the Compensation Year ending with or within the
consecutive 12-month period ending on the last day of the Plan Year. 
 Annuity Contract means the annuity contract or contracts into
which the Trustee or the Primary Employer enters with the Insurer for guaranteed benefits, for the investment of Contributions in separate accounts, and for the payment of benefits under this Plan. 

Annuity Starting Date means the first day of the first period for which an amount is payable to the Participant as an annuity or any
other form. 
 Beneficiary means the person or persons named by a Participant to receive any benefits under the Plan when the
Participant dies. See the BENEFICIARY SECTION of Article X. 
 Catch-up Contributions means Elective Deferral Contributions 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 older by the end of the taxable year. An otherwise applicable Plan limit is a limit in the Plan that applies to Elective
Deferral Contributions without regard to Catch-up Contributions, such as the limits on the Maximum Annual Additions, as defined in the CONTRIBUTION LIMITATION SECTION of Article III, the dollar limitation on Elective Deferral Contributions under
Code Section 402(g) (not counting Catch-up Contributions), and the limit imposed by the ADP Test. 
 Catch-up Contributions are not
subject to the limits on the Maximum Annual Additions, as defined in the CONTRIBUTION LIMITATION SECTION of Article III, are not counted in the ADP Test, and are not counted in determining the minimum allocation under Code Section 416 (but
Catch-up Contributions made in prior years are counted in determining whether the Plan is top-heavy). 
 Claimant means any person who
makes a claim for benefits under this Plan. See the CLAIM PROCEDURES SECTION of Article IX. 
 Code means the Internal Revenue
Code of 1986, as amended. 
 Compensation means, except for purposes of the CONTRIBUTION LIMITATION SECTION of Article III and Article
XI, the total earnings, except as modified in this definition, from the Employer during any specified period. 
 “Earnings” in this
definition means wages, within the meaning of Code Section 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 Sections 6041(d), 6051(a)(3), and 6052. Earnings shall be determined without regard to any rules under Code Section 3401(a) that limit the remuneration included in wages based on the nature or location of
the employment or the services performed (such as the exception for agricultural labor in Code Section 3401(a)(2)). The type of compensation that is reported in the “Wages, Tips and Other Compensation” box on Form W-2 satisfies this
definition. 
 For any Self-employed Individual, Compensation means Earned Income. 

  

					
		  	3	  	ARTICLE I (    )









 Except as provided herein, Compensation for a specified period is the Compensation actually paid
or made available (or if earlier, includible in gross income) during such period. 
 Compensation for a Plan Year shall also include
Compensation paid by the later of 2 1/2 months after an Employee’s Severance from Employment with the Employer maintaining the Plan or the end of the Plan Year that includes the date of the Employee’s Severance from Employment with
the Employer maintaining the Plan, if (i) the payment is regular 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, and, absent a Severance from Employment, the payments would have been paid to the Employee while the Employee continued in employment with the Employer; (ii) the payment is
for unused accrued bona fide sick, vacation or other leave that the Employee would have been able to use if employment had continued; or (iii) the payment is received by the Employee pursuant to a nonqualified unfunded deferred compensation
plan and would have been paid at the same time if employment had continued, but only to the extent includible in gross income. 
 Any
payments not described above shall not be considered Compensation if paid after Severance from Employment, even if they are paid by the later of 2 1/2 months after the date of Severance from Employment or the end of the Plan Year that includes
the date of Severance from Employment. 
 Back pay, within the meaning of section 1.415(c)-2(g)(8) of the regulations, shall be treated as
Compensation for the Plan Year to which the back pay relates to the extent the back pay represents wages and compensation that would otherwise be included in this definition. 

Compensation paid or made available during a specified period shall include amounts that would otherwise be included in Compensation, but for
an election under Code Section 125(a), 132(f)(4), 402(e)(3), 402(h)(1)(B), 402(k), or 457(b). Compensation shall also include employee contributions “picked up” by a governmental entity and, pursuant to Code Section 414(h)(2),
treated as Employer contributions. 
 Compensation shall exclude reimbursements or other expense allowances, fringe benefits (cash and
noncash), moving expenses, deferred compensation (other than elective contributions), and welfare benefits. 
 For purposes of the EXCESS
AMOUNTS SECTION of Article III, the Employer may elect to use an alternative nondiscriminatory definition of Compensation in accordance with the regulations under Code Section 414(s). 

The annual Compensation of each Participant taken into account in determining contributions and allocations for any determination period (the
period over which Compensation is determined) shall not exceed $200,000, as adjusted for cost-of-living increases in accordance with Code Section 401(a)(17)(B). The cost-of-living adjustment in effect for a calendar year applies to any
determination period beginning with or within such calendar year. 
 If a determination period consists of fewer than 12 months, the annual
compensation limit is an amount equal to the otherwise applicable annual compensation limit multiplied by a fraction. The numerator of the fraction is the number of months in the short determination period, and the denominator of the fraction is 12.


  

					
		  	4	  	ARTICLE I (    )









 If Compensation for any prior determination period is taken into account in determining a
Participant’s contributions or allocations for the current Plan Year, the Compensation for such prior determination period is subject to the applicable annual compensation limit in effect for that determination period. 

Compensation means, for a Leased Employee, Compensation for the services the Leased Employee performs for the Employer, determined in the same
manner as the Compensation of Employees who are not Leased Employees, regardless of whether such Compensation is received directly from the Employer or from the leasing organization. 

Compensation Year means the period used to determine Compensation. The Compensation Year is the consecutive 12-month period ending on the last day of each Plan Year, including corresponding periods before the effective date of the Plan. 

Contributions means Employer Contributions and Rollover Contributions as set out in Article III, unless the context clearly
indicates only specific contributions are meant. 
 Controlled Group means any group of corporations, trades, or businesses of which
the Employer is a part that is under common control. A Controlled Group includes any group of corporations, trades, or businesses, whether or not incorporated, which is either a parent-subsidiary group, a brother-sister group, or a combined group within the meaning of Code Section 414(b), Code Section 414(c) and the regulations thereunder and, for purposes of determining contribution limitations under the
CONTRIBUTION LIMITATION SECTION of Article III, as modified by Code Section 415(h). The term Controlled Group, as it is used in this Plan, shall include the term Affiliated Service Group and any other employer required to be aggregated
with the Employer under Code Section 414(o) and the regulations thereunder. 
 Designated Beneficiary means the individual who is
designated by the Participant (or the Participant’s surviving spouse) as the Beneficiary of the Participant’s interest under the Plan and who is the designated beneficiary under Code Section 401(a)(9) and section 1.401(a)(9)-4 of the
regulations. 
 Differential Wage Payments means any payments that are made by an Employer to an individual with respect to any period
during which the individual is performing Qualified Military Service while on active duty for a period of more than 30 days. Such payments shall be made in accordance with Code Section 3401(h) and represent all or a portion of the wages the
individual would have received from the Employer if the individual were performing service for the Employer. 
 Direct Rollover means
a payment by the Plan to the Eligible Retirement Plan specified by the Distributee. 
 Discretionary Contributions means discretionary
Employer Contributions. See the EMPLOYER CONTRIBUTIONS SECTION of Article III. 
 Distributee means an Employee or former
Employee. In addition, the Employee’s (or former Employee’s) surviving spouse and the Employee’s (or former Employee’s) spouse or former spouse who is the Alternate Payee under a qualified domestic relations order, as defined in
Code Section 414(p), are Distributees with regard to the interest of the spouse or former spouse. For distributions made after December 31, 2006, a Distributee includes the Employee’s (or former Employee’s) nonspouse Designated
Beneficiary, in which case, the distribution can only be transferred to a traditional IRA or Roth IRA established on behalf of the nonspouse Designated Beneficiary for the purpose of receiving the distribution. 

  

					
		  	5	  	ARTICLE I (    )









 Earned Income means, for a Self-employed Individual, net earnings from self-employment in
the trade or business for which this Plan is established if such Self-employed Individual’s personal services are a material income producing factor for that trade or business. Net earnings shall be determined without regard to items not
included in gross income and the deductions properly allocable to or chargeable against such items. Net earnings shall be reduced for the employer contributions to the employer’s qualified retirement plan(s) to the extent deductible under Code
Section 404. 
 Net earnings shall be determined with regard to the deduction allowed to the employer by Code Section 164(f) for
taxable years beginning after December 31, 1989. 
 Elective Deferral Agreement means an agreement between an Eligible Employee
and the Employer under which an Eligible Employee may make Elective Deferral Contributions. An Elective Deferral Agreement (or change thereto) must be made in such manner and in accordance with such rules as the Employer may prescribe in a
nondiscriminatory manner (including by means of voice response or other electronic system under circumstances the Employer permits). Elective Deferral Agreements cannot relate to Compensation that is payable prior to the later of the adoption or
effective date of the cash or deferred arrangement (CODA). Elective Deferral Agreements shall be made, changed, or terminated according to the provisions of the EMPLOYER CONTRIBUTIONS SECTION of Article III. An Elective Deferral Agreement may also
be terminated according to the terms of an automatic contribution arrangement. 
 Elective Deferral Contributions means Employer
Contributions made in accordance with either an Elective Deferral Agreement or the terms of an automatic contribution arrangement. 

Elective Deferral Contributions means Pre-tax Elective Deferral Contributions and Roth Elective Deferral Contributions, unless the context
clearly indicates only one is meant. 
 Elective Deferral Contributions shall be 100% vested and subject to the distribution restrictions of
Code Section 401(k) when made. See the WHEN BENEFITS START SECTION of Article V. 
 Eligibility Service means an
Employee’s Period of Service. Eligibility Service shall be measured from his Employment Commencement Date to his most recent Severance Date. This Period of Service shall be reduced by any Period of Severance that occurred prior to his most
recent Severance Date, unless such Period of Severance is included under the service spanning rule below. This period of Eligibility Service shall be expressed as months (on the basis that 30 days equal one month). 

However, Eligibility Service is modified as follows: 

Service with a Predecessor Employer that did not maintain this Plan included: 

An Employee’s service with a Predecessor Employer that did not maintain this Plan shall be included as service with the Employer. 

Period of Military Duty included: 

A Period of Military Duty shall be included as service with the Employer to the extent it has not already been credited. 

  

					
		  	6	  	ARTICLE I (    )









 Period of Severance included (service spanning rule): 

A Period of Severance shall be deemed to be a Period of Service under either of the following conditions: 

 

	 	(a)	the Period of Severance immediately follows a period during which an Employee is not absent from work and ends within 12 months; or 

  


	 	(b)	the Period of Severance immediately follows a period during which an Employee is absent from work for any reason other than quitting, being discharged, or retiring (such as a leave of absence or layoff) and ends within
12 months of the date he was first absent. 

 Controlled Group service included: 

An Employee’s service with a member firm of a Controlled Group while both that firm and the Employer were members of the Controlled Group
shall be included as service with the Employer. 
 Eligible Employee means any Employee of the Employer excluding the following: 

Bargaining class. Represented for collective bargaining purposes by any collective bargaining agreement between the Employer and employee
representatives, if retirement benefits were the subject of good faith bargaining and if two percent or less of the Employees who are covered pursuant to that agreement are professionals as defined in section 1.410(b)-9 of the regulations. For this
purpose, the term “employee representatives” does not include any organization more than half of whose members are Employees who are owners, officers, or executives of the Employer. 

Leased Employee. 
 However, to the
extent an Employee becomes an Employee as a result of a Code Section 410(b)(6)(C) transaction, that Employee shall not be an Eligible Employee during the period beginning on the date of the transaction and ending on the last day of the first
Plan Year beginning after the date of the transaction. This period is called the transition period. The transition period may end earlier if there is a significant change in the coverage under the Plan or if the Employer chooses to cover all
similarly situated Employees as of an earlier date. A Code Section 410(b)(6)(C) transaction is an asset or stock acquisition, merger, or similar transaction involving a change in the employer of the employees of a trade or business. 

Eligible Retirement Plan means an eligible plan under Code Section 457(b) which is maintained by a state, political subdivision of
a state, or any agency or instrumentality of a state or political subdivision of a state and which agrees to separately account for amounts transferred into such plan from this Plan, a traditional IRA, a Roth IRA, an annuity plan described in Code
Section 403(a), an annuity contract described in Code Section 403(b), or a qualified plan described in Code Section 401(a), that accepts the Distributee’s Eligible Rollover Distribution. The definition of Eligible Retirement Plan
shall also apply in the case of a distribution to a surviving spouse, or to a spouse or former spouse who is the Alternate Payee under a qualified domestic relations order, as defined in Code Section 414(p). 

If any portion of an Eligible Rollover Distribution is attributable to payments or distributions from a designated Roth account, an Eligible
Retirement Plan with respect to such portion shall include only (i) another designated Roth account of the individual from whose Account the payments or distributions were made or (ii) a Roth IRA of such individual. 

  

					
		  	7	  	ARTICLE I (    )









 Eligible Rollover Distribution means any distribution of all or any portion of the balance
to the credit of the Distributee, except that an Eligible Rollover Distribution does not include: (i) 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 years or more; (ii) any distribution to the extent such
distribution is required under Code Section 401(a)(9); (iii) any hardship distribution; and (iv) any other distribution(s) that is reasonably expected to total less than $200 during a year. For purposes of the $200 rule, a
distribution from a designated Roth account and a distribution from other accounts under the Plan shall be treated as made under separate plans. 

Any portion of a distribution that consists of after-tax employee contributions that are not includible in gross income may be transferred only
to (i) a traditional individual retirement account or annuity described in Code Section 408(a) or (b) (a “traditional IRA”); (ii) a Roth individual retirement account or annuity described in Code Section 408A (a
“Roth IRA”); or (iii) a qualified plan or an annuity contract described in Code Section 401(a) and 403(b), respectively, that agrees to separately account for amounts so transferred, including separately accounting for the
portion of such distribution which is includible in gross income and the portion of such distribution which is not so includible. 

Employee means an individual who is employed by the Employer or any other employer required to be aggregated with the Employer under
Code Sections 414(b), (c), (m), or (o). A Controlled Group member is required to be aggregated with the Employer. 
 The term Employee shall
include any individual receiving Differential Wage Payments. 
 The term Employee shall include any Self-employed Individual treated as an
employee of any employer described in the preceding paragraphs as provided in Code Section 401(c)(1). 
 The term Employee shall also
include any Leased Employee deemed to be an employee of any employer described in the preceding paragraphs as provided in Code Section 414(n) or (o). 

An independent contractor is not an Employee. If the Internal Revenue Service determines that an individual who the Employer considered to be
an independent contractor, or the employee of an independent contractor, is an Employee, such individual shall be an Employee as of the reclassification date. 

Employer means, except for purposes of the CONTRIBUTION LIMITATION SECTION of Article III, the Primary Employer. This will also
include any successor corporation, trade or business which will, by written agreement, assume the obligations of this Plan or any Predecessor Employer that maintained this Plan. 

Employer Contributions means 

Elective Deferral Contributions 

Matching Contributions 
 Qualified
Nonelective Contributions 
 Discretionary Contributions 

as set out in Article III and contributions made by the Employer in accordance with the provisions of the MODIFICATION OF CONTRIBUTIONS
SECTION of Article XI, unless the context clearly indicates only specific contributions are meant. 

  

					
		  	8	  	ARTICLE I (    )









 Employment Commencement Date means the date an Employee first performs an Hour of Service.

 Entry Date means the date an Employee first enters the Plan as an Active Participant for purposes of specified Contributions. See
the ACTIVE PARTICIPANT SECTION of Article II. 
 ERISA means the Employee Retirement Income Security Act of 1974, as amended.

 Forfeiture means the part, if any, of a Participant’s Account that is forfeited. See the FORFEITURES SECTION of
Article III. 
 Highly Compensated Employee means any Employee who: 

 

	 	(a)	was a 5-percent owner at any time during the year or the preceding year, or 

  

	 	(b)	for the preceding year had compensation from the Employer in excess of $80,000. The $80,000 amount is adjusted at the same time and in the same manner as under Code Section 415(d), except that the base period is
the calendar quarter ending September 30, 1996. 

 For this purpose the applicable year of the plan for which a
determination is being made is called a determination year and the preceding 12-month period is called a look-back year. 

The determination of who is a highly compensated former Employee is based on the rules applicable to determining Highly Compensated Employee
status as in effect for that determination year, in accordance with section 1.414(q)-1T, A-4 of the temporary Income Tax Regulations and Internal Revenue Service Notice 97-45. 
 The determination of who is a Highly Compensated Employee, including the compensation that is
considered and the identity of the 5-percent owners, shall be made in accordance with Code Section 414(q) and the regulations thereunder. 

For purposes of this definition, the above references to compensation shall mean Compensation as defined in the CONTRIBUTION LIMITATION SECTION
of Article III. 
 Hour of Service means, for the elapsed time method of crediting service in this Plan, each hour for which an
Employee is paid, or entitled to payment, for performing duties for the Employer. Hour of Service means, for the hours method of crediting service in this Plan, the following: 
  


	 	(a)	Each hour for which an Employee is paid, or entitled to payment, for performing duties for the Employer during the applicable computation period. 


 

	 	(b)	Each hour for which an Employee is paid, or entitled to payment, by the Employer on account of a period of time in 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. Notwithstanding the preceding provisions of this subparagraph (b), no credit will be given to the Employee: 


 

	 	(1)	for more than 501 Hours of Service under this subparagraph (b) on account of any single continuous period in which the Employee performs no duties (whether or not such period occurs in a single computation period);
or 


  

					
		  	9	  	ARTICLE I (    )










	 	(2)	for an Hour of Service for which the Employee is directly or indirectly paid, or entitled to payment, on account of a period in which no duties are performed if such payment is made or due under a plan maintained solely
for the purpose of complying with applicable worker’s or workmen’s compensation, or unemployment compensation, or disability insurance laws; or 

  

	 	(3)	for an Hour of Service for a payment which solely reimburses the Employee for medical or medically related expenses incurred by him. 


For purposes of this subparagraph (b), a payment shall be deemed to be made by, or due from the Employer, regardless of whether such payment is
made by, or due from the Employer, directly or indirectly through, among others, a trust fund or insurer, to which the Employer contributes or pays premiums and regardless of whether contributions made or due to the trust fund, insurer or other
entity are for the benefit of particular employees or are on behalf of a group of employees in the aggregate. 
  

	 	(c)	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 shall not be credited both under subparagraph (a) or subparagraph
(b) above (as the case may be) and under this subparagraph (c). Crediting of Hours of Service for back pay awarded or agreed to with respect to periods described in subparagraph (b) above will be subject to the limitations set forth in
that subparagraph. 

 The crediting of Hours of Service above shall be applied under the rules of paragraphs (b) and
(c) of the Department of Labor Regulation 2530.200b-2 (including any interpretations or opinions implementing such rules); which rules, by this reference, are specifically incorporated in full within this
Plan. The reference to paragraph (b) applies to the special rule for determining Hours of Service for reasons other than the performance of duties such as payments calculated (or not calculated) on the basis of units of time and the rule
against double credit. The reference to paragraph (c) applies to the crediting of Hours of Service to computation periods. 
 Hours of
Service shall be credited for employment with any other employer required to be aggregated with the Employer under Code Sections 414(b), (c), (m), or (o) and the regulations thereunder for purposes of eligibility and vesting. Hours of Service
shall also be credited for any individual who is considered an employee for purposes of this Plan pursuant to Code Section 414(n) or (o) and the regulations thereunder. 

Solely for purposes of determining whether a one-year break in service has occurred for eligibility or
vesting purposes, during a Parental Absence an Employee shall be credited with the Hours of Service which would otherwise have been credited to the Employee but for such absence, or in any case in which such hours cannot be determined, eight Hours
of Service per day of such absence. The Hours of Service credited under this paragraph shall be credited in the computation period in which the absence begins if the crediting is necessary to prevent a break in service in that period; or in all
other cases, in the following computation period. 
 Inactive Participant means a former Active Participant who has an Account. See
the INACTIVE PARTICIPANT SECTION of Article II. 
 Insurer means Principal Life Insurance Company or the insurance company or
companies named by (i) the Primary Employer or (ii) the Trustee in its discretion or as directed under the Trust Agreement. 

  

					
		  	10	  	ARTICLE I (    )









 Investment Fund means the total of Plan assets, excluding the guaranteed benefit policy
portion of any Annuity Contract. All or a portion of these assets may be held under, or invested pursuant to, the terms of a Trust Agreement. 

The Investment Fund shall be valued at current fair market value as of the Valuation Date. The valuation shall take into consideration
investment earnings credited, expenses charged, payments made, and changes in the values of the assets held in the Investment Fund. 
 The
Investment Fund shall be allocated at all times to Participants, except as otherwise expressly provided in the Plan. The Account of a Participant shall be credited with its share of the gains and losses of the Investment Fund. The part of a
Participant’s Account invested in a funding arrangement that establishes one or more accounts or investment vehicles for such Participant thereunder shall be credited with the gain or loss from such accounts or investment vehicles. The part of
a Participant’s Account invested in other funding arrangements shall be credited with a proportionate share of the gain or loss of such investments. The share shall be determined by multiplying the gain or loss of the investment by the ratio of
the part of the Participant’s Account invested in such funding arrangement to the total of the Investment Fund invested in such funding arrangement. 

Investment Manager means any fiduciary (other than a trustee or Named Fiduciary) 

 

	 	(a)	who has the power to manage, acquire, or dispose of any assets of the Plan; 

  

	 	(b)	who (i) is registered as an investment adviser under the Investment Advisers Act of 1940; (ii) is not registered as an investment adviser under such Act by reason of paragraph (1) of section 203A(a) of
such Act, is registered as an investment adviser under the laws of the state (referred to in such paragraph (1)) in which it maintains its principal office and place of business, and, at the time it last filed the registration form most
recently filed by it with such state in order to maintain its registration under the laws of such state, also filed a copy of such form with the Secretary of Labor; (iii) is a bank, as defined in that Act; or (iv) is an insurance company
qualified to perform services described in subparagraph (a) above under the laws of more than one state; and 

  

	 	(c)	who has acknowledged in writing being a fiduciary with respect to the Plan. 

 Late Retirement
Date means the first day of any month that is after a Participant’s Normal Retirement Date and on which retirement benefits begin. If a Participant continues to work for the Employer after his Normal Retirement Date, his Late Retirement
Date shall be the earliest first day of the month on or after the date he has a Severance from Employment. In modification of the foregoing, a Participant may elect to begin his retirement benefits before he has a Severance from Employment. A later
Retirement Date (after a Severance from Employment) may apply if the Participant so elects. See the WHEN BENEFITS START SECTION of Article V. 

Leased Employee means any person (other than an employee of the recipient) who, pursuant to an agreement between the recipient and any
other person (“leasing organization”), has performed services for the recipient (or for the recipient and related persons determined in accordance with Code Section 414(n)(6)) on a substantially full time basis for a period of at
least one year, and such services are performed under primary direction or control by the recipient. Contributions or benefits provided by the leasing organization to a Leased Employee, which are attributable to service performed for the recipient
employer, shall be treated as provided by the recipient employer. 

  

					
		  	11	  	ARTICLE I (    )









 A Leased Employee shall not be considered an employee of the recipient if: 

 

	 	(a)	such employee is covered by a money purchase pension plan providing (i) a nonintegrated employer contribution rate of at least 10 percent of compensation, as defined in Code Section 415(c)(3),
(ii) immediate participation, and (iii) full and immediate vesting, and 

  

	 	(b)	Leased Employees do not constitute more than 20 percent of the recipient’s nonhighly compensated work force. 


Loan Administrator means the person(s) or position(s) authorized to administer the Participant loan program. 

The Loan Administrators are the AVP Payroll Benefits and the SVP Human Resources. 

Mandatory Distribution means a distribution to a Participant that is made without the Participant’s consent and is made to the
Participant before he attains the older of age 62 or his Normal Retirement Age. 
 Matching Contributions means Employer Contributions
that are contingent on a Participant’s Elective Deferral Contributions. See the EMPLOYER CONTRIBUTIONS SECTION of Article III. 

Monthly Date means each Yearly Date and the same day of each following month during the Plan Year beginning on such Yearly Date. 

Named Fiduciary means the person or persons who have authority to control and manage the operation and administration of the Plan. 

The Named Fiduciary is the Employer. 

Net Profits means the Employer’s current or accumulated net earnings, determined according to generally accepted accounting
practices, before any Contributions made by the Employer under this Plan and before any deduction for Federal or state income tax, dividends on the Employer’s stock, and capital gains or losses. 

Nonhighly Compensated Employee means an Employee of the Employer who is not a Highly Compensated Employee. 

Normal Retirement Age means the age at which the Participant’s Account becomes nonforfeitable if he is an Employee. A
Participant’s Normal Retirement Age is 65. 
 Normal Retirement Date means the earliest first day of the month on or after the
date the Participant reaches his Normal Retirement Age. Unless otherwise provided in this Plan, a Participant’s retirement benefits shall begin on his Normal Retirement Date if he has had a Severance from Employment on such date. Even if the
Participant is an Employee on his Normal Retirement Date, he may choose to have his retirement benefit begin on such date. 
 Parental
Absence means an Employee’s absence from work: 
  

	 	(a)	by reason of pregnancy of the Employee, 

  

	 	(b)	by reason of birth of a child of the Employee, 


  

					
		  	12	  	ARTICLE I (    )










	 	(c)	by reason of the placement of a child with the Employee in connection with adoption of such child by such Employee, or 

  

	 	(d)	for purposes of caring for such child for a period beginning immediately following such birth or placement. 


Participant means either an Active Participant or an Inactive Participant. 

Period of Military Duty means, for an Employee 
  

	 	(a)	who served as a member of the armed forces of the United States, and 

  

	 	(b)	who was reemployed by the Employer at a time when the Employee had a right to reemployment in accordance with seniority rights as protected under Chapter 43 of Title 38 of the U.S. Code, 


the period of time from the date the Employee was first absent from active work for the Employer because of such military duty to the date the
Employee was reemployed. 
 Period of Service means a period of time beginning on an Employee’s Employment Commencement Date (or
reemployment commencement date, if applicable) and ending on his Severance Date. For purposes of this definition, reemployment commencement date means the date an Employee first performs an Hour of Service following a one-year Period of Severance.

 Period of Severance means a period of time beginning on an Employee’s Severance Date and ending on the date he again performs
an Hour of Service. 
 A one-year Period of Severance means a Period of Severance of 12 consecutive
months. 
 Solely for purposes of determining whether a one-year Period of Severance has occurred for
eligibility or vesting purposes, the consecutive 12-month period beginning on the first anniversary of the first date of a Parental Absence shall not be a one-year
Period of Severance. 
 Plan means the 401(k) plan of the Employer set forth in this document, including any later amendments to it.

 Plan Administrator means the person or persons who administer the Plan. 

The Plan Administrator is the Primary Employer. 

Plan Fund means the total of the Investment Fund and the guaranteed benefit policy portion of any Annuity Contract. The Investment Fund
shall be valued as stated in its definition. The guaranteed benefit policy portion of any Annuity Contract shall be determined in accordance with the terms of the Annuity Contract and, to the extent that such Annuity Contract allocates contract
values to Participants, allocated to Participants in accordance with its terms. The total value of all amounts held under the Plan Fund shall equal the value of the aggregate Participants’ Accounts under the Plan. 

Plan Year means a consecutive 12-month period beginning on a Yearly Date and ending on the day before the next Yearly Date. If the
Yearly Date changes, the change will result in a short Plan Year. 
 Predecessor Employer means, except for purposes of the
CONTRIBUTION LIMITATION SECTION of Article III, a firm of which the Employer was once a part (e.g., due to a spinoff or change of corporate 

  

					
		  	13	  	ARTICLE I (    )









 
status) or a firm absorbed by the Employer because of a merger or acquisition (stock or asset, including a division or an operation of such company) that maintained this Plan or that is named
below: 
 Boardwalk Bank 

Pre-tax Elective Deferral Contributions means a Participant’s Elective Deferral Contributions that are not includible in the
Participant’s gross income at the time deferred. 
 Primary Beneficiary means an individual who is named as a Beneficiary under
the Plan and has an unconditional right to all or a portion of the Participant’s Account balance under the Plan upon the death of the Participant. 

Primary Employer means Cape Bank. 

Qualified Matching Contribution means Matching Contributions that are 100% vested when made to the Plan and that are distributable only
in accordance with the distribution provisions applicable to Elective Deferral Contributions, to the extent Qualified Matching Contributions can be distributed under such distribution provision. See the EMPLOYER CONTRIBUTIONS SECTION of Article III.

 Qualified Military Service means any service in the uniformed services (as defined in Chapter 43 of Title 38 of the U.S. Code) by
any individual if such individual is entitled to reemployment rights under such chapter with respect to such service. 
 Qualified
Nonelective Contributions means Employer Contributions (other than Elective Deferral Contributions and Qualified Matching Contributions) that are 100% vested when made to the Plan and that are distributable only in accordance with the
distribution provisions applicable to Elective Deferral Contributions, to the extent Qualified Nonelective Contributions can be distributed under such distribution provision. See the EMPLOYER CONTRIBUTIONS SECTION of Article III. 

Qualified Reservist Distribution means any distribution to an individual if: (i) such distribution is from an individual retirement
plan, or from amounts attributable to employer contributions made pursuant to elective deferrals described in Code Section 402(g)(3)(A) or (C) or Code Section 501(c)(18)(D)(iii); (ii) such individual was (by reason of being a
member of a reserve component (as defined in Section 101 of Title 37 of the U.S. Code)) ordered or called to active duty after September 11, 2001 for a period in excess of 179 days or for an indefinite period; and (iii) such
distribution is made during the period beginning on the date of such order or call and ending at the close of the active duty period. 

Qualifying Employer Securities means any security which is issued by the Employer or any Controlled Group member and which meets the
requirements of Code Section 409(l) and ERISA Section 407(d)(5). This shall also include any securities that satisfied the requirements of the definition when these securities were assigned to the Plan. 

Qualifying Employer Securities Fund means that part of the assets of the Trust Fund that are designated to be held primarily or
exclusively in Qualifying Employer Securities for the purpose of providing benefits for Participants. 
 Reentry Date means the date a
former Active Participant reenters the Plan. See the ACTIVE PARTICIPANT SECTION of Article II. 
 Retirement Date means the date
a retirement benefit will begin and is a Participant’s Normal or Late Retirement Date, as the case may be. 

  

					
		  	14	  	ARTICLE I (    )









 Rollover Contributions means the Rollover Contributions that are made by an Eligible
Employee or an Inactive Participant according to the provisions of the ROLLOVER CONTRIBUTIONS SECTION of Article III. 
 Roth
Elective Deferral Contributions means a Participant’s Elective Deferral Contributions that are not excludible from the Participant’s gross income at the time deferred and have been irrevocably designated as Roth Elective Deferral
Contributions by the Participant in his Elective Deferral Agreement. Whether an Elective Deferral Contribution is not excludible from a Participant’s gross income will be determined in accordance with section 1.401(k)-1(f)(2) of the
regulations. In the case of a Self-employed Individual, an Elective Deferral Contribution is not excludible from gross income only if the individual does not claim a deduction for such amount. 

Self-employed Individual means, with respect to any taxable year, an individual who has Earned
Income for the taxable year (or who would have Earned Income but for the fact the trade or business for which this Plan is established did not have net profits for such taxable year). 

Severance Date means the earlier of: 
  

	 	(a)	the date on which an Employee quits, retires, dies, or is discharged, or 

  

	 	(b)	the first anniversary of the date an Employee begins a one-year absence from service (with or without pay). This absence may be the result of any combination of vacation, holiday,
sickness, disability, leave of absence, or layoff. 

 Solely to determine whether a
one-year Period of Severance has occurred for eligibility or vesting purposes for an Employee who is absent from service beyond the first anniversary of the first day of a Parental Absence, Severance Date is
the second anniversary of the first day of the Parental Absence. The period between the first and second anniversaries of the first day of the Parental Absence is not a Period of Service and is not a Period of Severance. 

Severance from Employment means, except for purposes of the CONTRIBUTION LIMITATION SECTION of Article III, an Employee has ceased
to be an Employee. An Employee does not have a severance from employment if, in connection with a change of employment, the Employee’s new employer maintains such Plan with respect to the Employee. The Plan Administrator shall determine if a
Severance from Employment has occurred in accordance with the regulations that are applicable to such determination. 
 Totally and
Permanently Disabled means that a Participant is disabled, as a result of sickness or injury, to the extent that he is prevented from engaging in any substantial gainful activity, and is eligible for and receives a disability benefit under Title
II of the Federal Social Security Act. 
 Trust Agreement means an agreement or agreements of trust between the Primary Employer and
Trustee established for the purpose of holding and distributing the Trust Fund under the provisions of the Plan. The Trust Agreement may provide for the investment of all or any portion of the Trust Fund in the Annuity Contract or any other
investment arrangement. 
 Trust Fund means the total funds held under an applicable Trust Agreement. The term Trust Fund when used
within a Trust Agreement shall mean only the funds held under that Trust Agreement. 
 Trustee means the party or parties named in the
applicable Trust Agreement. 

  

					
		  	15	  	ARTICLE I (    )









 Valuation Date means the date on which the value of the assets of the Investment Fund is
determined. The value of each Account that is maintained under this Plan shall be determined on the Valuation Date. In each Plan Year, the Valuation Date shall be the last day of the Plan Year. At the discretion of the Plan Administrator, Trustee,
or Insurer (whichever applies) and in a nondiscriminatory manner, assets of the Investment Fund may be valued more frequently. These dates shall also be Valuation Dates. 

Vested Account means the vested part of a Participant’s Account. All Contributions are 100% vested when made, therefore the
Participant’s Vested Account is equal to his Account. 
 Yearly Date means November 1, 2007, and each following
January 1. 
 Years of Service means an Employee’s Period of Service. Years of Service shall be measured from his Employment
Commencement Date to his most recent Severance Date. Years of Service shall be reduced by any Period of Severance that occurred prior to his most recent Severance Date, unless such Period of Severance is included under the service spanning rule
below. This period of Years of Service shall be expressed as years and fractional parts of a year (to four decimal places) on the basis that 365 days equal one year. 

However, Years of Service is modified as follows: 

Period of Military Duty included: 

A Period of Military Duty shall be included as service with the Employer to the extent it has not already been credited. 

Period of Severance included (service spanning rule): 

A Period of Severance shall be deemed to be a Period of Service under either of the following conditions: 

 

	 	(a)	the Period of Severance immediately follows a period during which an Employee is not absent from work and ends within 12 months; or 

  


	 	(b)	the Period of Severance immediately follows a period during which an Employee is absent from work for any reason other than quitting, being discharged, or retiring (such as a leave of absence or layoff) and ends within
12 months of the date he was first absent. 

 Controlled Group service included: 

An Employee’s service with a member firm of a Controlled Group while both that firm and the Employer were members of the Controlled Group
shall be included as service with the Employer. 

  

					
		  	16	  	ARTICLE I (    )









 ARTICLE II 

PARTICIPATION 
 SECTION
2.01—ACTIVE PARTICIPANT. 
  

	 	(a)	For purposes of Elective Deferral Contributions, an Employee shall first become an Active Participant (begin active participation in the Plan) on the earliest Monthly Date on which he is an Eligible Employee and has met
both of the eligibility requirements set forth below. This date is his Entry Date for purposes of such Contributions. 

  

	 	(1)	He has completed three months of Eligibility Service before his Entry Date. 

  

	 	(2)	He is age 21 or older. 

 For purposes of Contributions other than Elective Deferral
Contributions, an Employee shall first become an Active Participant (begin active participation in the Plan) on the earliest Monthly Date on which he is an Eligible Employee and has met both of the eligibility requirements set forth below. This date
is his Entry Date for purposes of such Contributions. 
  

	 	(3)	He has completed twelve months of Eligibility Service before his Entry Date. 

  

	 	(4)	He is age 21 or older. 

 A Participant’s earliest Entry Date shall be used to determine if
he is an Active Participant for purposes of any minimum contribution or allocation under the MODIFICATION OF CONTRIBUTIONS SECTION of Article XI. 

If the Plan’s eligibility requirements are changed, an Employee who was an Active Participant immediately prior to the effective date of
the change is deemed to satisfy the new requirements and his Entry Date shall not change. 
 Each Employee who was an Active Participant on
the day before the effective date of this restatement (as determined in the Introduction) shall continue to be an Active Participant if he is still an Eligible Employee on such restatement effective date and his Entry Date shall not change. 

If service with a Predecessor Employer is counted for purposes of Eligibility Service, an Employee shall be credited with such service on the
date he becomes an Employee and shall become an Active Participant for purposes of specified Contributions which have an Eligibility Service requirement on the earliest Entry Date for such Contributions on which he is an Eligible Employee and has
met all of the eligibility requirements for such Contributions above. This date is his Entry Date for purposes of such Contributions. 
 If a
person has been an Eligible Employee who has met all of the eligibility requirements for purposes of specified Contributions above, but is not an Eligible Employee on the date that would have been his Entry Date for purposes of such Contributions,
he shall become an Active Participant for purposes of such Contributions on the date he again becomes an Eligible Employee. This date is his Entry Date for such Contributions. 

  

					
		  	17	  	ARTICLE II (    )









 In the event an Employee who is not an Eligible Employee becomes an Eligible Employee, he shall
become an Active Participant for purposes of specified Contributions immediately if he has satisfied the eligibility requirements for such Contributions and would have otherwise previously become an Active Participant had he met the definition of
Eligible Employee. This date is his Entry Date for such Contributions. 
  

	 	(b)	An Inactive Participant shall again become an Active Participant (resume active participation in the Plan) for purposes of the Contributions for which he previously had an Entry Date on the date he again performs an
Hour of Service as an Eligible Employee. This date is his Reentry Date for such Contributions. 

 Upon again becoming an Active
Participant, he shall cease to be an Inactive Participant. 
  

	 	(c)	A former Participant shall again become an Active Participant (resume active participation in the Plan) for purposes of the Contributions for which he previously had an Entry Date on the date he again performs an Hour
of Service as an Eligible Employee. This date is his Reentry Date for such Contributions. 

 There shall be no duplication of
benefits for a Participant because of more than one period as an Active Participant. 
 SECTION 2.02—INACTIVE PARTICIPANT. 

An Active Participant shall become an Inactive Participant on the earlier of the following: 

 

	 	(a)	the date the Participant ceases to be an Eligible Employee, or 

  

	 	(b)	the effective date of complete termination of the Plan under Article VIII. 

 An Employee
or former Employee who was an Inactive Participant on the day before the effective date of this restatement (as determined in the Introduction) shall continue to be an Inactive Participant on such restatement effective date. Eligibility for any
benefits payable to the Participant or on his behalf and the amount of the benefits shall be determined according to the provisions of the prior document, unless otherwise stated in this document or any subsequent documents. 

SECTION 2.03—CESSATION OF PARTICIPATION. 

A Participant shall cease to be a Participant on the date he is no longer an Eligible Employee and his Account is zero. 

  

					
		  	18	  	ARTICLE II (    )









 ARTICLE III 

CONTRIBUTIONS 
 SECTION
3.01—EMPLOYER CONTRIBUTIONS. 
 Employer Contributions shall be made without regard to Net Profits. Notwithstanding the foregoing,
the Plan shall continue to be designed to qualify as a profit sharing plan for purposes of Code Sections 401(a), 402, 412, and 417. Such Contributions shall be equal to the Employer Contributions as described below: 

 

	 	(a)	The amount of each Elective Deferral Contribution for a Participant (including a Participant who has had a Severance from Employment) shall be equal to a portion of Compensation as specified in an Elective Deferral
Agreement. Such Elective Deferral Contribution shall not be made before the later of (i) the adoption or effective date of the cash or deferred arrangement (CODA) or (ii) the date the Participant signs the Elective Deferral Agreement. An
Employee who is eligible to participate in the Plan for purposes of Elective Deferral Contributions may file an Elective Deferral Agreement with the Employer. The Participant shall modify or terminate an Elective Deferral Agreement by filing a new
Elective Deferral Agreement. An Elective Deferral Agreement shall remain in effect until modified or terminated by a Participant. An Elective Deferral Agreement may also be terminated according to the terms of an automatic contribution arrangement.


 An Elective Deferral Agreement to start or modify Elective Deferral Contributions shall be effective as soon as
administratively feasible on or after the Participant’s Entry Date (Reentry Date, if applicable) or any following date. An Elective Deferral Agreement must be entered into on or before the date it is effective. 

An Elective Deferral Agreement to stop Elective Deferral Contributions may be entered into on any date. Such Elective Deferral Agreement shall
be effective as soon as administratively feasible following the date on which the Elective Deferral Agreement is entered into. 
 Elective
Deferral Contributions made pursuant to an Elective Deferral Agreement or the terms of an automatic contribution arrangement shall not be made earlier than the date (i) the Participant performs the services that relate to such Elective Deferral
Contributions or (ii) the Compensation used to calculate such Elective Deferral Contributions would be payable to the Participant if not contributed to the Plan. 

A Participant who is age 50 or older by the end of the taxable year shall be eligible to make Catch-up Contributions. 

A Participant may elect to designate all or any portion of his future Elective Deferral Contributions as Roth Elective Deferral Contributions.

 The Plan provides for an automatic election to have Elective Deferral Contributions made. The automatic Elective Deferral Contribution
shall be Pre-tax Elective Deferral Contributions and shall be 3% of Compensation. The Participant may affirmatively elect a different percentage or elect not to make Elective Deferral Contributions, and may elect to designate all or any portion of
his Elective Deferral Contributions as Roth Elective Deferral Contributions. 

  

					
		  	19	  	ARTICLE III (    )









 Such automatic election shall apply when a Participant first becomes eligible to make Elective
Deferral Contributions (or again becomes eligible after a period during which he was not an Active Participant). The Participant shall be provided a notice that explains the automatic election and his right to elect a different rate of Elective
Deferral Contributions or to elect not to make Elective Deferral Contributions, and his right to designate a portion of his Elective Deferral Contributions as Roth Elective Deferral Contributions. The notice shall include the procedure for
exercising those rights and the timing for implementing any such elections. The Participant shall be given a reasonable period thereafter to elect a different rate of Elective Deferral Contributions or to elect not to make Elective Deferral
Contributions, and to designate a portion of his Elective Deferral Contributions as Roth Elective Deferral Contributions. 
 Each Active
Participant affected by the automatic election shall be provided an annual notice that explains the automatic election and his right to elect a different rate of Elective Deferral Contributions or to elect not to make Elective Deferral
Contributions, and his right to designate all or any portion of his Elective Deferral Contributions as Roth Elective Deferral Contributions. The notice shall include the procedure for exercising those rights and the timing for implementing any such
elections. 
 No Participant shall be permitted to have Elective Deferral Contributions, as defined in the EXCESS AMOUNTS SECTION of this
article, made under this Plan, or any other plan, contract, or arrangement maintained by the Employer, during any calendar year, in excess of the dollar limitation contained in Code Section 402(g) in effect for the Participant’s taxable
year beginning in such calendar year. The dollar limitation in the preceding sentence shall be increased by the dollar limit on Catch-up Contributions under Code Section 414(v)(2)(B)(i) for the taxable year for any Participant who will be age
50 or older by the end of the taxable year. 
 The dollar limitation contained in Code Section 402(g) was $15,000 for taxable years
beginning in 2006. After 2006, the $15,000 limit is adjusted by the Secretary of the Treasury for cost-of-living increases under Code Section 402(g)(4). Any such adjustments will be in multiples of $500. 

Catch-up Contributions for a Participant for a taxable year may not exceed the dollar limit on Catch-up Contributions under Code
Section 414(v)(2)(B)(i) for the taxable year. The dollar limit on Catch-up Contributions under Code Section 414(v)(2)(B)(i) was $5,000 for taxable years beginning in 2006. After 2006, the $5,000 limit is adjusted by the Secretary of the
Treasury for cost-of-living increases under Code Section 414(v)(2)(C). Any such adjustments will be in multiples of $500. 
 Elective
Deferral Contributions are 100% vested and nonforfeitable. 
  

	 	(b)	Matching Contributions. 

  

	 	(1)	The Employer may make discretionary Matching Contributions. The percentage of Elective Deferral Contributions matched, if any, shall be a percentage as determined by the Employer. Any percentage determined by the
Employer shall apply to all eligible persons for the entire Plan Year. 

 Elective Deferral Contributions that are over a
percentage of Compensation will not be matched. The percentage shall be determined by the Employer. Any percentage determined by the Employer shall apply to all eligible persons for the entire Plan Year. 

  

					
		  	20	  	ARTICLE III (    )









 Matching Contributions are calculated based on Elective Deferral Contributions and Compensation
for the Plan Year. Matching Contributions shall be made for all persons who meet the allocation requirements of the ALLOCATION SECTION of this article. 
  

	 	(2)	Discretionary Qualified Matching Contributions may be made for each Plan Year in an amount determined by the Employer to be used to reduce Excess Aggregate Contributions and Excess Contributions, as defined in the
EXCESS AMOUNTS SECTION of this article. If the Plan is treated as separate plans because it is mandatorily disaggregated under the regulations of Code Section 401(k), a separate Qualified Matching Contribution may be determine for each
separate plan. Qualified Matching Contributions are 100% vested when made. 

 Elective Deferral Contributions that are
Catch-up Contributions shall be matched. 
 Matching Contributions are 100% vested when made. 

 

	 	(c)	Discretionary Qualified Nonelective Contributions may be made for each Plan Year in an amount determined by the Employer to be used to reduce Excess Aggregate Contributions and Excess Contributions, as defined in the
EXCESS AMOUNTS SECTION of this article. If the Plan is treated as separate plans because it is mandatorily disaggregated under the regulations of Code Section 401(k), a separate Qualified Nonelective Contribution may be determined for each
separate plan. 

 Qualified Nonelective Contributions are 100% vested when made. 

 

	 	(d)	Discretionary Contributions may be made for each Plan Year in an amount determined by the Employer. 


Discretionary Contributions are 100% vested when made. 

Employer Contributions are allocated according to the provisions of the ALLOCATION SECTION of this article. 

The Employer may make all or a part of an annual Employer Contribution before the end of the Plan Year. An annual Employer Contribution is an
Employer Contribution that is either (i) allocated as of the last day of the Plan Year or (ii) is based on Annual Compensation. Such Contributions that are made for or allocated to each person who was an Active Participant at any time
during the Plan Year shall be allocated when made in a manner that approximates the allocation that would otherwise have been made as of the last day of the Plan Year. Succeeding allocations shall take into account amounts previously allocated for
the Plan Year. The percentage of the Employer Contribution allocated to the Participant for the Plan Year shall be the same percentage that would have been allocated to him if the entire allocation had been made as of the last day of the Plan Year.
Excess allocations shall be forfeited and reallocated as necessary to provide the percentage applicable to each Participant. Any other annual Employer Contributions made before the end of the Plan Year shall be held unallocated until the last day of
the Plan Year. Then, as of the last day of the Plan Year, the advance Contributions shall be allocated according to the provisions of the ALLOCATION SECTION of this article. 

A portion of the Plan assets resulting from Employer Contributions (but not more than the original amount of those Contributions) may be
returned if the Employer Contributions are made because of a mistake of fact or are more than the amount deductible under Code Section 404 (excluding any amount which is not deductible because the Plan is disqualified). The amount involved must
be returned to the Employer within one year after the date the Employer Contributions are made by mistake of fact or the date the deduction is 

  

					
		  	21	  	ARTICLE III (    )









 
disallowed, whichever applies. Except as provided under this paragraph and in Article VIII, the assets of the Plan shall never be used for the benefit of the Employer and are held for the
exclusive purpose of providing benefits to Participants and their Beneficiaries and for defraying reasonable expenses of administering the Plan. 

SECTION 3.02—ROLLOVER CONTRIBUTIONS. 

A Rollover Contribution may be made by an Eligible Employee or an Inactive Participant if the following conditions are met: 

 

	 	(a)	The Contribution is a Participant Rollover Contribution or a direct rollover of an Eligible Rollover Distribution made from the types of plans and types of contributions specified below. 


Direct Rollovers. The Plan will accept a direct rollover of an Eligible Rollover Distribution from: 

 

	 	(i)	A qualified plan described in Code Section 401(a) or 403(a), including after-tax employee contributions and including any portion of a designated Roth account. 


 

	 	(ii)	An annuity contract described in Code Section 403(b), including after-tax employee contributions and including any portion of a designated Roth account. 


 

	 	(iii)	An eligible plan under Code Section 457(b) which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state, including any portion of
a designated Roth account. 

 Participant Rollover Contributions from Other Plans. The Plan will accept a Participant
contribution of an Eligible Rollover Distribution from: 
  

	 	(i)	A qualified plan described in Code Section 401(a) or 403(a), excluding after-tax employee contributions and including distributions of a designated Roth account only to the extent such amount would otherwise be
includible in a Participant’s gross income. 

  

	 	(ii)	An annuity contract described in Code Section 403(b), excluding after-tax employee contributions and including distributions of a designated Roth account only to the extent such amount would otherwise be includible
in a Participant’s gross income. 

  

	 	(iii)	An eligible plan under Code Section 457(b) which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state, including distributions
of a designated Roth account only to the extent such amount would otherwise be includible in a Participant’s gross income. 


Participant Rollover Contributions from IRAs. The Plan will accept a Participant Rollover Contribution of the portion of a distribution
from an individual retirement account or individual retirement annuity described in Code Section 408(a) or (b) that is eligible to be rolled over and would otherwise be includible in the Participant’s gross income. 

 

	 	(b)	The Contribution is of amounts that the Code permits to be transferred to a plan that meets the requirements of Code Section 401(a). 


  

					
		  	22	  	ARTICLE III (    )










	 	(c)	The Contribution is made in the form of a direct rollover under Code Section 401(a)(31) or is a rollover made under Code Section 402(c) or 408(d)(3)(A) within 60 days after an Eligible Employee or Inactive
Participant receives the distribution. 

  

	 	(d)	The Eligible Employee or Inactive Participant furnishes evidence satisfactory to the Plan Administrator that the proposed rollover meets conditions (a), (b), and (c) above. 


 

	 	(e)	In the case of an Inactive Participant, the Contribution must be of an amount distributed from another plan of the Employer or a plan of a Controlled Group member. 


A Rollover Contribution shall be allowed in cash only and must be made according to procedures set up by the Plan Administrator. 

If the Eligible Employee is not an Active Participant when the Rollover Contribution is made, he shall be deemed to be an Active Participant
only for the purpose of investment and distribution of the Rollover Contribution. Employer Contributions shall not be made for or allocated to the Eligible Employee until the time he meets all of the requirements to become an Active Participant.

 Rollover Contributions made by an Eligible Employee or Inactive Participant shall be credited to his Account. The part of the
Participant’s Account resulting from Rollover Contributions is 100% vested and nonforfeitable at all times. Separate accounting records shall be maintained for those parts of his Rollover Contributions consisting of (i) voluntary
contributions which were deducted from the Participant’s gross income for Federal income tax purposes; (ii) after-tax employee contributions, including the portion that would not have been includible in the Participant’s gross income
if the contributions were not rolled over into this Plan; and (iii) any portion of a designated Roth account, including the portion that would not have been includible in the Participant’s gross income if the contributions were not rolled
over into this Plan. 
 SECTION 3.03—IN-PLAN ROTH ROLLOVERS. 

All or any portion of an Eligible Rollover Distribution made after September 27, 2010, from a Participant’s Vested Account under the
Plan (other than a designated Roth account) may be rolled over to a designated Roth account under the Plan in accordance with Code Section 402A(c)(4) and any subsequent guidance. 

In-plan Roth rollovers may be made by a Participant, a Beneficiary who is a surviving spouse, or a spouse or former spouse who is the
Alternate Payee under a qualified domestic relations order, as defined in Code Section 414(p). Such person shall be provided a written explanation describing the features of the in-plan Roth rollover. An in-plan Roth rollover shall not include
any outstanding loan balance. 
 The Plan will maintain such records as are necessary for the proper reporting of in-plan Roth rollovers.
The designated Roth account resulting from an in-plan Roth rollover shall be treated as a Rollover Contribution for purposes of receiving a withdrawal of a Participant’s Account resulting from Rollover Contributions and the Contributions
available for loans. 
 SECTION 3.04—FORFEITURES. 

A Forfeiture shall occur as provided in the EXCESS AMOUNTS SECTION of this article. 

Forfeitures shall be determined at least once during each Plan Year. Forfeitures may first be used to pay administrative expenses. Forfeitures
of Matching Contributions that relate to excess amounts as provided in the EXCESS AMOUNTS SECTION of this article, that have not been used to pay administrative expenses, 

  

					
		  	23	  	ARTICLE III (    )









 
shall be applied to reduce Employer Contributions made after the Forfeitures are determined. Notwithstanding the preceding sentence, Forfeitures shall not be used to reduce Elective Deferral
Contributions, Qualified Matching Contributions, and Qualified Nonelective Contributions. Upon their application to reduce Employer Contributions, Forfeitures shall be deemed to be Employer Contributions. 

SECTION 3.05—ALLOCATION. 
 A person
meets the allocation requirements of this section if he is an Active Participant on the last day of the Plan Year and has at least 1,000 Hours of Service during the latest Accrual Computation Period ending on or before that date. 

Elective Deferral Contributions shall be allocated to the Participants for whom such Contributions are made under the EMPLOYER CONTRIBUTIONS
SECTION of this article. Such Contributions shall be allocated when made and credited to the Participant’s Account. 
 Matching
Contributions shall be allocated to the persons for whom such Contributions are made under the EMPLOYER CONTRIBUTIONS SECTION of this article. Such Contributions shall be allocated as of the last day of the Plan Year and shall be credited to the
person’s Account. 
 The discretionary Qualified Matching Contributions to be used to reduce excess amounts, as described in the
EMPLOYER CONTRIBUTIONS SECTION of this article, shall be allocated as of the last day of the Plan Year only to Nonhighly Compensated Employees who were Active Participants at any time during the Plan Year. Such Qualified Matching Contributions
shall be allocated under the following method: 
 Bottom up Method. Qualified Matching Contributions shall be allocated first to the eligible person
under the Plan (or separate plan) with the lowest Annual Compensation for the Plan Year, then to the eligible person under the Plan (or separate plan) with the next lowest Annual Compensation, and so forth. The amount of such Qualified Matching
Contributions shall be limited in each case to the lesser of 5% of the eligible person’s Compensation used for purposes of the ADP Test, or the total amount of Elective Deferral Contributions made for the Plan Year by such eligible person. 

The discretionary Qualified Nonelective Contributions to be used to reduce excess amounts, as described in the EMPLOYER CONTRIBUTIONS SECTION
of this article, shall be allocated as of the last day of the Plan Year only to Nonhighly Compensated Employees who were Active Participants at any time during the Plan Year. Such Contributions (or separate Contributions) shall be allocated under
the following method: 
 Same Percentage of Compensation. The amount of the Qualified Nonelective Contribution allocated to each such person shall be
equal to the Qualified Nonelective Contribution multiplied by the ratio of such person’s Annual Compensation to the total Annual Compensation for all such persons, subject to the applicable limits of the CONTRIBUTION LIMITATION SECTION of this
article. This amount shall be credited to the person’s Account. 
 Discretionary Contributions shall be allocated as of the last day of
the Plan Year, using Annual Compensation for the Plan Year. In years in which the Plan is a Top-heavy Plan, as defined in the DEFINITIONS SECTION of Article XI, and the minimum contribution under the MODIFICATION OF CONTRIBUTIONS SECTION of
Article XI is not being provided by other contributions to this Plan or another plan of the Employer, the allocation shall be made to each person meeting the allocation requirements of this section and each person entitled to a minimum
contribution under the MODIFICATION OF CONTRIBUTIONS SECTION of Article XI. In all other years, the allocation shall be made to each person meeting the allocation requirements of this section. The amount allocated shall be equal to the
Discretionary Contributions multiplied by the ratio of such person’s Annual Compensation to the total Annual Compensation for all such persons. The allocation for any person who does not meet the allocation requirements of this section shall be
limited to the amount necessary to fund the minimum contribution. 

  

					
		  	24	  	ARTICLE III (    )









 In years in which the Plan is a Top-heavy Plan, the minimum contribution under the MODIFICATION
OF CONTRIBUTIONS SECTION of Article XI is not being provided by other contributions to this Plan or another plan of the Employer, and the allocation described above (or any subsequent allocation described below) would provide an allocation for
any person less than the minimum contribution required for such person in the MODIFICATION OF CONTRIBUTIONS SECTION of Article XI, such minimum contribution shall first be allocated to all such persons. Then any amount remaining shall be
allocated to the remaining persons sharing in the allocation based on Annual Compensation as described above, as if they were the only persons sharing in the allocation for the Plan Year. 

This amount shall be credited to the person’s Account. 

If Leased Employees are Eligible Employees, in determining the amount of Employer Contributions allocated to a person who is a Leased
Employee, contributions provided by the leasing organization that are attributable to services such Leased Employee performs for the Employer shall be treated as provided by the Employer. Those contributions shall not be duplicated under this Plan.

 SECTION 3.06—CONTRIBUTION LIMITATION. 

Contributions to the Plan shall be limited in accordance with Code Section 415 and the regulations thereunder. The limitations of this
section shall apply to Limitation Years beginning on or after July 1, 2007, except as otherwise provided herein. 
  

	 	(a)	Definitions. For the purpose of determining the contribution limitation set forth in this section, the following terms are defined. 


Annual Additions means the sum of the following amounts credited to a Participant’s account for the Limitation Year: 

 

	 	(1)	employer contributions; 

  

	 	(2)	employee contributions; and 

  

	 	(3)	forfeitures. 

 Annual Additions to a defined contribution plan, as defined in section
1.415(c)-1(a)(2)(i) of the regulations, shall also include the following: 
  

	 	(4)	mandatory employee contributions, as defined in Code Section 411(c)(2)(C) and section 1.411(c)-1(c)(4) of the regulations, to a defined benefit plan; 


 

	 	(5)	contributions allocated to any individual medical benefit account, as defined in Code Section 415(l)(2), which is part of a pension or annuity plan maintained by the Employer; 


 

	 	(6)	amounts attributable to post-retirement medical benefits, allocated to the separate account of a key employee, as defined in Code Section 419A(d)(3), under a welfare benefit
fund, as defined in Code Section 419(e), maintained by the Employer; and 

  

	 	(7)	annual additions under an annuity contract described in Code Section 403(b). 


  

					
		  	25	  	ARTICLE III (    )









 Compensation means wages, within the meaning of Code Section 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 Sections 6041(d), 6051(a)(3), and 6052.
Compensation shall be determined without regard to any rules under Code Section 3401(a) that limit the remuneration included in wages based on the nature or location of the employment or the services performed (such as the exception for
agricultural labor in Code Section 3401(a)(2)). The type of compensation that is reported in the “Wages, Tips and Other Compensation” box on Form W-2 satisfies this definition. 

For any Self-employed Individual, Compensation shall mean Earned Income. 

Except as provided herein, Compensation for a Limitation Year is the Compensation actually paid or made available (or if earlier, includible in
gross income) during such Limitation Year. 
 Compensation for a Limitation Year shall also include Compensation paid by the later of 2 1/2
months after an employee’s Severance from Employment with the Employer maintaining the plan or the end of the Limitation Year that includes the date of the employee’s Severance from Employment with the Employer maintaining the plan, if
(i) the payment is regular 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, and, absent a Severance from Employment, the payments would have been paid to the employee while the employee continued in employment with the Employer; (ii) the payment is for unused accrued bona fide sick,
vacation or other leave that the employee would have been able to use if employment had continued; or (iii) the payment is received by the employee pursuant to a nonqualified unfunded deferred compensation plan and would have been paid at the
same time if employment had continued, but only to the extent includible in gross income. 
 Any payments not described above shall not be
considered Compensation if paid after Severance from Employment, even if they are paid by the later of 2 1/2 months after the date of Severance from Employment or the end of the Limitation Year that includes the date of Severance from
Employment. 
 Back pay, within the meaning of section 1.415(c)-2(g)(8) of the regulations, shall be treated as Compensation for the
Limitation Year to which the back pay relates to the extent the back pay represents wages and compensation that would otherwise be included in this definition. 

Compensation paid or made available during such Limitation Year shall include amounts that would otherwise be included in Compensation but for
an election under Code Section 125(a), 132(f)(4), 402(e)(3), 402(h)(1)(B), 402(k), or 457(b). 
 Compensation shall not include amounts
paid as Compensation to a nonresident alien, as defined in Code Section 7701(b)(1)(B), who is not a Participant in the Plan to the extent the Compensation is excludible from gross income and is not effectively connected with the conduct of a
trade or business within the United States. 
 Defined Contribution Dollar Limitation means $40,000, automatically adjusted under Code
Section 415(d), effective January 1 of each year, as published in the Internal Revenue Bulletin. The new limitation shall apply to Limitation Years ending with or within the calendar year of the date of the adjustment, but a
Participant’s Annual Additions for a Limitation Year cannot exceed the currently applicable dollar limitation (as in effect before the January 1 adjustment) prior to January 1. However, after a January 1 adjustment is made,
Annual Additions for the entire Limitation Year are permitted to reflect the dollar limitation as adjusted on January 1. 

  

					
		  	26	  	ARTICLE III (    )









 
Employer means the employer that adopts this Plan, and all members of a controlled group of corporations (as defined in Code Section 414(b) as modified by Code Section 415(h)),
all commonly controlled trades or businesses (as defined in Code Section 414(c), as modified, except in the case of a brother-sister group of trades or businesses under common control, by Code Section 415(h)), or affiliated service groups
(as defined in Code Section 414(m)) of which the adopting employer is a part, and any other entity required to be aggregated with the employer pursuant to Code Section 414(o). 

Limitation Year means the consecutive 12-month period ending on each December 31. All
qualified plans maintained by the Employer must use the same Limitation Year. If the Limitation Year is other than the calendar year, execution of this Plan (or any amendment to this Plan changing the Limitation Year) constitutes the Employer’s
adoption of a written resolution electing the Limitation Year. If the Limitation Year is amended to a different consecutive 12-month period, the new Limitation Year must begin on a date within the Limitation
Year in which the amendment is made. 
 Maximum Annual Addition means, except for catch-up contributions described in Code
Section 414(v), the Annual Addition that may be contributed or allocated to a Participant’s Account under the Plan for any Limitation Year. This amount shall not exceed the lesser of: 

 

	 	(1)	The Defined Contribution Dollar Limitation, or 

  

	 	(2)	100 percent of the Participant’s Compensation for the Limitation Year. 

 A
Participant’s Compensation for a Limitation Year shall not include Compensation in excess of the limitation under Code Section 401(a)(17) that is in effect for the calendar year in which the Limitation Year begins. 

The compensation limitation referred to in (2) shall not apply to an individual medical benefit account (as defined in Code
Section 415(l); or a post-retirement medical benefits account for a key employee (as defined in Code Section 419A(d)(1)). 
 If a
short Limitation Year is created because of an amendment changing the Limitation Year to a different consecutive 12-month period, the Maximum Annual Addition will not exceed the Defined Contribution Dollar
Limitation multiplied by the following fraction: 
 Number of months (including any fractional parts of a month) 

in the short Limitation Year 

12 
 If the Plan is terminated as
of a date other than the last day of the Limitation Year, the Plan is treated as if the Plan was amended to change the Limitation Year and create a short Limitation Year ending on the date the Plan is terminated. 

If a short Limitation Year is created, the limitation under Code Section 401(a)(17) shall be prorated in the same manner as the Defined
Contribution Dollar Limitation. 

  

					
		  	27	  	ARTICLE III (    )









 Predecessor Employer means, with respect to a Participant, a former employer if the
Employer maintains a plan that provides a benefit which the Participant accrued while performing services for the former employer. Predecessor Employer also means, with respect to a Participant, a former entity that antedates the Employer if, under
the facts and circumstances, the Employer constitutes a continuation of all or a portion of the trade or business of the former entity. 

Severance from Employment means an employee has ceased to be an employee of the Employer maintaining the plan. An employee does not have
a Severance from Employment if, in connection with a change of employment, the employee’s new employer maintains the plan with respect to the employee. 
  

	 	(b)	If the Participant does not participate in another defined contribution plan, as defined in section 1.415(c)-1(a)(2)(i) of the regulations (without regard to whether the plan(s) have been terminated) maintained by the
Employer, the amount of Annual Additions that may be credited to the Participant’s Account for any Limitation Year shall not exceed the lesser of the Maximum Annual Addition or any other limitation contained in this Plan. If the Employer
Contribution that would otherwise be contributed or allocated to the Participant’s Account would cause the Annual Additions for the Limitation Year to exceed the Maximum Annual Addition, the amount contributed or allocated shall be reduced so
that the Annual Additions for the Limitation Year will equal the Maximum Annual Addition. 

  

	 	(c)	If, in addition to this Plan, the Participant is covered under another defined contribution plan, as defined in section 1.415(c)-1(a)(2)(i) of the regulations, (without regard to whether the plan(s) have been
terminated) maintained by the Employer that provides an Annual Addition during any Limitation Year, the Annual Additions that may be credited to a Participant’s Account under this Plan for any such Limitation Year will not exceed the Maximum
Annual Addition, reduced by the Annual Additions credited to a Participant’s account under the other defined contribution plan(s) for the same Limitation Year. If the Annual Additions with respect to the Participant under the other defined
contribution plan(s) maintained by the Employer are less than the Maximum Annual Addition, and the Employer Contribution that would otherwise be contributed or allocated to the Participant’s Account under this Plan would cause the Annual
Additions for the Limitation Year to exceed this limitation, the amount contributed or allocated will be reduced so that the Annual Additions under all such plans and funds for the Limitation Year will equal the Maximum Annual Addition. If the
Annual Additions with respect to the Participant under the other defined contribution plan(s) in the aggregate are equal to or greater than the Maximum Annual Addition, no amount will be contributed or allocated to the Participant’s Account
under this Plan for the Limitation Year. 

  

	 	(d)	The limitation of this section shall be determined and applied taking into account the rules in subparagraph (e) below. 

  

	 	(e)	Other Rules 

  

	 	(1)	Aggregating Plans. For purposes of applying the limitations of this section for a Limitation Year, all defined contribution plans (as defined in section 1.415(c)-1(a)(2)(i) of the regulations and without regard
to whether the plan(s) have been terminated) ever maintained by the Employer and all defined contribution plans of a Predecessor Employer (in the Limitation Year in which such Predecessor Employer is created) under which a Participant receives
Annual Additions are treated as one defined contribution plan. 


  

					
		  	28	  	ARTICLE III (    )










	 	(2)	Break-up of Affiliated Employers. The Annual Additions under a formerly affiliated plan (as defined in section 1.415(f)-1(b)(2)(ii) of the regulations) of the Employer are taken into account for purposes of
applying the limitations of this section for the Limitation Year in which the cessation of affiliation took place. 

  

	 	(3)	Previously Unaggregated Plans. The limitations of this section are not exceeded for the first Limitation Year in which two or more existing plans, which previously were not required to be aggregated pursuant to
section 1.415(f) of the regulations, are aggregated, provided that no Annual Additions are credited to a Participant after the date on which the plans are required to be aggregated if the Annual Additions already credited to the Participant in the
existing plans equal or exceed the Maximum Annual Addition. 

  

	 	(4)	Aggregation with Multiemployer Plan. If the Employer maintains a multiemployer plan, as defined in Code Section 414(f), and the multiemployer plan so provides, only the Annual Additions under the
multiemployer plan that are provided by the Employer shall be treated as Annual Additions provided under a plan maintained by the Employer for purposes of this section. 


SECTION 3.07—EXCESS AMOUNTS. 
  

	 	(a)	Definitions. For purposes of this section, the following terms are defined: 

 ACP
means, for a specified group of Participants (either Highly Compensated Employees or Nonhighly Compensated Employees) for a Plan Year, the average (expressed as a percentage) of the Contribution Percentages of the Eligible Participants in the group.

 ADP means, for a specified group of Participants (either Highly Compensated Employees or Nonhighly Compensated Employees) for a
Plan Year, the average (expressed as a percentage) of the Deferral Percentages of the Eligible Participants in the group. 
 Contribution
Percentage means the ratio (expressed as a percentage) of the Eligible Participant’s Contribution Percentage Amounts to the Eligible Participant’s Compensation (excluding Differential Wage Payments) for the Plan Year (whether or not
the Eligible Participant was an Eligible Participant for the entire Plan Year). For an Eligible Participant for whom such Contribution Percentage Amounts for the Plan Year are zero, the percentage is zero. 

Contribution Percentage Amounts means the sum of the Participant Contributions and Matching Contributions (that are not Qualified
Matching Contributions taken into account for purposes of the ADP Test) made under the plan on behalf of the Eligible Participant for the plan year. Contribution Percentage Amounts shall not include Participant Contributions withheld from
Differential Wage Payments and Matching Contributions based on Elective Deferral Contributions and Participant Contributions withheld from such Differential Wage Payments. Matching Contributions cannot be taken into account for a plan year for a
Nonhighly Compensated Employee to the extent they are disproportionate matching contributions as defined in section 1.401(m)-2(a)(5)(ii) of the regulations. Such Contribution Percentage Amounts shall not include Matching Contributions that are
forfeited because the contributions to which they relate are Excess Elective Deferrals, Excess Contributions, or Excess Aggregate Contributions. Under such rules as the Secretary of the Treasury shall prescribe, in determining the Contribution
Percentage the Employer may elect to include Qualified Nonelective Contributions under this Plan that were not used in computing the Deferral Percentage. Qualified Nonelective Contributions cannot be taken into account for a plan year for a
Nonhighly Compensated 

  

					
		  	29	  	ARTICLE III (    )









 
Employee to the extent they are disproportionate contributions as defined in section 1.401(m)-2(a)(6)(v) of the regulations. The Employer may also elect to use Elective Deferral Contributions in
computing the Contribution Percentage so long as the ADP Test is met before the Elective Deferral Contributions are used in the ACP Test and continues to be met following the exclusion of those Elective Deferral Contributions that are used to meet
the ACP Test. 
 Deferral Percentage means the ratio (expressed as a percentage) of Elective Deferral Contributions (other than
Catch-up Contributions and Elective Deferral Contributions withheld from Differential Wage Payments) under this Plan on behalf of the Eligible Participant for the Plan Year to the Eligible Participant’s Compensation (excluding Differential Wage
Payments) for the Plan Year (whether or not the Eligible Participant was an Eligible Participant for the entire Plan Year). The Elective Deferral Contributions used to determine the Deferral Percentage shall include Excess Elective Deferrals (other
than Excess Elective Deferrals of Nonhighly Compensated Employees that arise solely from Elective Deferral Contributions made under this Plan or any other plans of the Employer or a Controlled Group member), but shall exclude Elective Deferral
Contributions that are used in computing the Contribution Percentage (provided the ADP Test is satisfied both with and without exclusion of these Elective Deferral Contributions). Under such rules as the Secretary of the Treasury shall prescribe,
the Employer may elect to include Qualified Nonelective Contributions and Qualified Matching Contributions under this Plan in computing the Deferral Percentage. Qualified Matching Contributions cannot be taken into account for a Plan Year for a
Nonhighly Compensated Employee to the extent they are disproportionate matching contributions as defined in section 1.401(m)-2(a)(5)(ii) of the regulations. Qualified Nonelective Contributions cannot be taken into account for a Plan Year for a
Nonhighly Compensated Employee to the extent they are disproportionate contributions as defined in section 1.401(k)-2(a)(6)(iv) of the regulations. For an Eligible Participant for whom such contributions on his behalf for the Plan Year are zero, the
percentage is zero. 
 Elective Deferral Contributions means any employer contributions made to a plan at the election of a
participant in lieu of cash compensation. With respect to any taxable year, a participant’s Elective Deferral Contributions are the sum of all employer contributions made on behalf of such participant pursuant to an election to defer under any
qualified cash or deferred arrangement (CODA) described in Code Section 401(k), any salary reduction simplified employee pension plan described in Code Section 408(k)(6), any SIMPLE IRA plan described in Code Section 408(p), any plan
described under Code Section 501(c)(18), and any employer contributions made on behalf of a participant for the purchase of an annuity contract under Code Section 403(b) pursuant to a salary reduction agreement. Elective Deferral
Contributions include Pre-tax Elective Deferral Contributions and Roth Elective Deferral Contributions. Elective Deferral Contributions shall not include any deferrals properly distributed as excess annual additions. 

Eligible Participant means, for purposes of determining the Deferral Percentage, any Employee who is otherwise entitled to make Elective
Deferral Contributions under the terms of the plan for the plan year. Eligible Participant means, for purposes of determining the Contribution Percentage, any Employee who is eligible (i) to make a Participant Contribution or an Elective
Deferral Contribution (if the Employer takes such contributions into account in the calculation of the Contribution Percentage), or (ii) to receive a Matching Contribution (including forfeitures) or a Qualified Matching Contribution. If a
Participant Contribution is required as a condition of participation in the plan, any Employee who would be a participant in the plan if such Employee made such a contribution shall be treated as an Eligible Participant on behalf of whom no
Participant Contributions are made. 

  

					
		  	30	  	ARTICLE III (    )









 Excess Aggregate Contributions means, with respect to any Plan Year, the excess of: 

 

	 	(1)	The aggregate Contribution Percentage Amounts taken into account in computing the numerator of the Contribution Percentage actually made on behalf of Highly Compensated Employees for such Plan Year, over


  

	 	(2)	The maximum Contribution Percentage Amounts permitted by the ACP Test (determined by hypothetically reducing contributions made on behalf of Highly Compensated Employees in order of their Contribution Percentages
beginning with the highest of such percentages). 

 Excess Contributions means, with respect to any Plan Year, the
excess of: 
  

	 	(1)	The aggregate amount of employer contributions actually taken into account in computing the Deferral Percentage of Highly Compensated Employees for such Plan Year, over 


 

	 	(2)	The maximum amount of such contributions permitted by the ADP Test (determined by hypothetically reducing contributions made on behalf of Highly Compensated Employees in the order of the Deferral Percentages, beginning
with the highest of such percentages). 

 Excess Elective Deferrals means those Elective Deferral Contributions of a
Participant that either (i) are made during the Participant’s taxable year and exceed the dollar limitation under Code Section 402(g) or (ii) are made during a calendar year and exceed the dollar limitation under Code
Section 402(g) for the Participant’s taxable year beginning in such calendar year, counting only Elective Deferral Contributions made under this Plan and any other plan, contract, or arrangement maintained by the Employer. The dollar
limitation shall be increased by the dollar limit on Catch-up Contributions under Code Section 414(v), if applicable. 
 Excess Elective
Deferrals shall be treated as Annual Additions, as defined in the CONTRIBUTION LIMITATION SECTION of this article, under the Plan, unless such amounts are distributed no later than the first April 15 following the close of the
Participant’s taxable year. 
 Matching Contributions means employer contributions made to this or any other defined contribution
plan, or to a contract described in Code Section 403(b), on behalf of a participant on account of a Participant Contribution made by such participant, or on account of a participant’s Elective Deferral Contributions, under a plan
maintained by the Employer or a Controlled Group member. 
 Participant Contributions means contributions (other than Roth Elective
Deferral Contributions) made to the plan by or on behalf of a participant that are included in the participant’s gross income in the year in which made and that are maintained under a separate account to which the earnings and losses are
allocated. 
 Pre-tax Elective Deferral Contributions means a participant’s Elective Deferral Contributions that are not
includible in the participant’s gross income at the time deferred. 
 Qualified Matching Contributions means Matching
Contributions that are nonforfeitable when made to the plan and that are distributable only in accordance with the distribution provisions applicable to Elective Deferral Contributions, to the extent Qualified Matching Contributions can be
distributed under such distribution provision. 

  

					
		  	31	  	ARTICLE III (    )









 Qualified Nonelective Contributions means any employer contributions (other than Matching
Contributions) that an Employee may not elect to have paid to him in cash instead of being contributed to the plan and that are nonforfeitable when made to the plan and that are distributable only in accordance with the distribution provisions
applicable to Elective Deferral Contributions, to the extent Qualified Nonelective Contributions can be distributed under such distribution provision. 

Roth Elective Deferral Contributions means a participant’s Elective Deferral Contributions that are not excludible from the
participant’s gross income at the time deferred and have been irrevocably designated as Roth Elective Deferral Contributions by the participant in his elective deferral agreement. Whether an Elective Deferral Contribution is not excludible from
a participant’s gross income will be determined in accordance with section 1.401(k)-1(f)(2) of the regulations. In the case of a self-employed individual, an Elective Deferral Contribution is not excludible from gross income only if the
individual does not claim a deduction for such amount. 
  

	 	(b)	Excess Elective Deferrals. A Participant may assign to this Plan any Excess Elective Deferrals made during a taxable year of the Participant by notifying the Plan Administrator in writing on or before the first
following March 1 of the amount of the Excess Elective Deferrals to be assigned to the Plan. A Participant is deemed to notify the Plan Administrator of any Excess Elective Deferrals that arise by taking into account only those Elective
Deferral Contributions made to this Plan and any other plan, contract, or arrangement of the Employer or a Controlled Group member. The Participant’s claim for Excess Elective Deferrals shall be accompanied by the Participant’s written
statement that if such amounts are not distributed, such Excess Elective Deferrals will exceed the limit imposed on the Participant by Code Section 402(g) (including, if applicable, the dollar limitation on Catch-up Contributions under Code
Section 414(v)) for the year in which the deferral occurred. The Excess Elective Deferrals assigned to this Plan cannot exceed the Elective Deferral Contributions allocated under this Plan for such taxable year. 


Notwithstanding any other provisions of the Plan, Elective Deferral Contributions in an amount equal to the Excess Elective Deferrals assigned
to this Plan, plus any income and minus any loss allocable thereto, shall be distributed no later than April 15 to any Participant to whose Account Excess Elective Deferrals were assigned for the preceding year and who claims Excess Elective
Deferrals for such taxable year or calendar year. 
 Distribution of Excess Elective Deferral Contributions shall be made first from the
Participant’s Account resulting from Pre-tax Elective Deferral Contributions, to the extent Pre-tax Elective Deferral Contributions were made for the year, unless the Participant elects a different order of distribution. 

The Excess Elective Deferrals shall be adjusted for any income or loss. The income or loss allocable to such Excess Elective Deferrals shall be
equal to the income or loss allocable to the Participant’s Elective Deferral Contributions for the taxable year in which the excess occurred multiplied by a fraction. The numerator of the fraction is the Excess Elective Deferrals. The
denominator of the fraction is the closing balance without regard to any income or loss occurring during such taxable year (as of the end of such taxable year) of the Participant’s Account resulting from Elective Deferral Contributions. 

For purposes of determining income or loss on Excess Elective Deferrals, no adjustment shall be made for income or loss for the gap period.


  

					
		  	32	  	ARTICLE III (    )









 Any Matching Contributions that were based on the Elective Deferral Contributions distributed as
Excess Elective Deferrals, plus any income and minus any loss allocable thereto, shall be forfeited. 
  

	 	(c)	ADP Test. As of the end of each Plan Year after Excess Elective Deferrals have been determined, the Plan must satisfy the ADP Test. The ADP Test shall be satisfied using the prior year testing method or the
current year testing method, as elected by the Employer in subparagraph (e) of this section. 

  

	 	(1)	Prior Year Testing Method. The ADP for a Plan Year for Eligible Participants who are Highly Compensated Employees for each Plan Year and the prior year’s ADP for Eligible Participants who were Nonhighly
Compensated Employees for the prior Plan Year must satisfy one of the following tests: 

  

	 	(i)	The ADP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year shall not exceed the prior year’s ADP for Eligible Participants who were Nonhighly Compensated Employees for
the prior Plan Year multiplied by 1.25; or 

  

	 	(ii)	The ADP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year: 

  

	 	A.	shall not exceed the prior year’s ADP for Eligible Participants who were Nonhighly Compensated Employees for the prior Plan Year multiplied by 2, and 


 

	 	B.	the difference between such ADPs is not more than 2. 

 If this is not a successor plan, for the
first Plan Year the Plan permits any Participant to make Elective Deferral Contributions, for purposes of the foregoing tests, the prior year’s Nonhighly Compensated Employees’ ADP shall be 3 percent or the Plan Year’s ADP for these
Eligible Participants, as elected by the Employer in subparagraph (e) of this section. 
  

	 	(2)	Current Year Testing Method. The ADP for a Plan Year for Eligible Participants who are Highly Compensated Employees for each Plan Year and the ADP for Eligible Participants who are Nonhighly Compensated Employees
for the Plan Year must satisfy one of the following tests: 

  

	 	(i)	The ADP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year shall not exceed the ADP for Eligible Participants who are Nonhighly Compensated Employees for the Plan Year
multiplied by 1.25; or 

  

	 	(ii)	The ADP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year: 

  

	 	A.	shall not exceed the ADP for Eligible Participants who are Nonhighly Compensated Employees for the Plan Year multiplied by 2, and 

  

	 	B.	the difference between such ADPs is not more than 2. 


  

					
		  	33	  	ARTICLE III (    )









 If the Employer has elected to use the current year testing method, that election cannot be
changed unless (i) the Plan has been using the current year testing method for the preceding five Plan Years, or if less, the number of Plan Years the Plan has been in existence; or (ii) if as a result of a merger or acquisition described
in Code Section 410(b)(6)(C)(i), the Employer maintains both a plan using the prior year testing method and a plan using the current year testing method and the change is made within the transition period described in Code
Section 410(b)(6)(C)(ii). 
 A Participant is a Highly Compensated Employee for a particular Plan Year if he meets the definition of a
Highly Compensated Employee in effect for that Plan Year. Similarly, a Participant is a Nonhighly Compensated Employee for a particular Plan Year if he does not meet the definition of a Highly Compensated Employee in effect for that Plan Year. 

The Deferral Percentage for any Eligible Participant who is a Highly Compensated Employee for the Plan Year and who is eligible to have
Elective Deferral Contributions (and Qualified Nonelective Contributions or Qualified Matching Contributions, or both, if treated as Elective Deferral Contributions for purposes of the ADP Test) allocated to his account under two or more
arrangements described in Code Section 401(k) that are maintained by the Employer or a Controlled Group member shall be determined as if such Elective Deferral Contributions (and, if applicable, such Qualified Nonelective Contributions or
Qualified Matching Contributions, or both) were made under a single arrangement. If a Highly Compensated Employee participates in two or more cash or deferred arrangements of the Employer or of a Controlled Group member that have different plan
years, all Elective Deferral Contributions made during the Plan Year shall be aggregated. The foregoing notwithstanding, certain plans shall be treated as separate if mandatorily disaggregated under the regulations of Code Section 401(k). 

In the event this Plan satisfies the requirements of Code Section 401(k), 401(a)(4), or 410(b) only if aggregated with one or more other
plans, or if one or more other plans satisfy the requirements of such Code sections only if aggregated with this Plan, then this section shall be applied by determining the Deferral Percentage of Employees as if all such plans were a single plan. If
more than 10 percent of the Employer’s Nonhighly Compensated Employees are involved in a plan coverage change as defined in section 1.401(k)-2(c)(4) of the regulations, then any adjustments to the Nonhighly Compensated Employee ADP for the
prior year shall be made in accordance with such regulations if the Employer has elected to use the prior year testing method. Plans may be aggregated in order to satisfy Code Section 401(k) only if they have the same plan year and use the same
testing method for the ADP Test. 
 For purposes of the ADP Test, Elective Deferral Contributions, Qualified Nonelective Contributions, and
Qualified Matching Contributions must be made before the end of the 12-month period immediately following the Plan Year to which the contributions relate. 

If the Plan Administrator should determine during the Plan Year that the ADP Test is not being met, the Plan Administrator may limit the amount
of future Elective Deferral Contributions of the Highly Compensated Employees. 
 Notwithstanding any other provisions of this Plan, Excess
Contributions, plus any income and minus any loss allocable thereto, shall be distributed no later than 12 months after the last day of a Plan Year to Participants to whose Accounts such Excess Contributions were allocated for such Plan Year, except
to the extent such Excess Contributions are classified as Catch-up Contributions. Excess Contributions are allocated to the Highly Compensated Employees with the largest amounts of employer contributions taken into account in calculating the ADP
Test for 

  

					
		  	34	  	ARTICLE III (    )









 
the year in which the excess arose, beginning with the Highly Compensated Employee with the largest amount of such employer contributions and continuing in descending order until all of the
Excess Contributions have been allocated. If a Highly Compensated Employee participates in two or more cash or deferred arrangements of the Employer or of a Controlled Group member, the amount distributed shall not exceed the amount of the employer
contributions taken into account in calculating the ADP test and made to this Plan for the year in which the excess arose. If Catch-up Contributions are allowed for the Plan Year being tested, to the extent a Highly Compensated Employee has not
reached his Catch-up Contribution limit under the Plan for such year, Excess Contributions allocated to such Highly Compensated Employee are Catch-up Contributions and will not be treated as Excess Contributions. If such excess amounts (other than
Catch-up Contributions) are distributed more than 2 1/2 months after the last day of the Plan Year in which such excess amounts arose, a 10 percent excise tax shall be imposed on the employer maintaining the plan with respect to such amounts.

 Excess Contributions shall be treated as Annual Additions, as defined in the CONTRIBUTION LIMITATION SECTION of this article, even if
distributed. 
 The Excess Contributions shall be adjusted for any income or loss. The income or loss allocable to such Excess Contributions
allocated to each Participant shall be equal to the income or loss allocable to the Participant’s Elective Deferral Contributions (and, if applicable, Qualified Nonelective Contributions or Qualified Matching Contributions, or both) for the
Plan Year in which the excess occurred multiplied by a fraction. The numerator of the fraction is the Excess Contributions. The denominator of the fraction is the closing balance without regard to any income or loss occurring during such Plan Year
(as of the end of such Plan Year) of the Participant’s Account resulting from Elective Deferral Contributions (and Qualified Nonelective Contributions or Qualified Matching Contributions, or both, if such contributions are included in the ADP
Test). 
 For purposes of determining income or loss on Excess Contributions, no adjustment shall be made for income or loss for the gap
period. 
 Excess Contributions allocated to a Participant shall be distributed from the Participant’s Account resulting from Elective
Deferral Contributions. If such Excess Contributions exceed the amount of Excess Contributions in the Participant’s Account resulting from Elective Deferral Contributions, the balance shall be distributed from the Participant’s Account
resulting from Qualified Matching Contributions (if applicable) and Qualified Nonelective Contributions, respectively. 
 Distribution of
Excess Contributions shall be made first from the Participant’s Account resulting from Pre-tax Elective Deferral Contributions, to the extent Pre-tax Elective Deferral Contributions were made for the year, unless the Participant elects a
different order of distribution. 
 Any Matching Contributions that were based on the Elective Deferral Contributions distributed as Excess
Contributions, plus any income and minus any loss allocable thereto, shall be forfeited. 
  

	 	(d)	ACP Test. As of the end of each Plan Year, the Plan must satisfy the ACP Test. The ACP Test shall be satisfied using the prior year testing method or the current year testing method, as elected by the Employer in
subparagraph (e) of this section. 

  

	 	(1)	 Prior Year Testing Method. The ACP for a Plan Year for Eligible Participants who are Highly Compensated
Employees for each Plan Year and the prior year’s ACP for Eligible 



  

					
		  	35	  	ARTICLE III (    )










	 	
Participants who were Nonhighly Compensated Employees for the prior Plan Year must satisfy one of the following tests: 


 

	 	(i)	The ACP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year shall not exceed the prior year’s ACP for Eligible Participants who were Nonhighly Compensated Employees for
the prior Plan Year multiplied by 1.25; or 

  

	 	(ii)	The ACP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year: 

  

	 	A.	shall not exceed the prior year’s ACP for Eligible Participants who were Nonhighly Compensated Employees for the prior Plan Year multiplied by 2, and 


 

	 	B.	the difference between such ACPs is not more than 2. 

 If this is not a successor plan, for the
first Plan Year the Plan permits any Participant to make Participant Contributions, provides for Matching Contributions, or both, for purposes of the foregoing tests, the prior year’s Nonhighly Compensated Employees’ ACP shall be 3 percent
or the Plan Year’s ACP for these Eligible Participants, as elected by the Employer in subparagraph (e) of this section. 
  

	 	(2)	Current Year Testing Method. The ACP for a Plan Year for Eligible Participants who are Highly Compensated Employees for each Plan Year and the ACP for Eligible Participants who are Nonhighly Compensated Employees
for the Plan Year must satisfy one of the following tests: 

  

	 	(i)	The ACP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year shall not exceed the ACP for Eligible Participants who are Nonhighly Compensated Employees for the Plan Year
multiplied by 1.25; or 

  

	 	(ii)	The ACP for a Plan Year for Eligible Participants who are Highly Compensated Employees for the Plan Year: 

  

	 	A.	shall not exceed the ACP for Eligible Participants who are Nonhighly Compensated Employees for the Plan Year multiplied by 2, and 

  

	 	B.	the difference between such ACPs is not more than 2. 

 If the Employer has elected to use the
current year testing method, that election cannot be changed unless (i) the Plan has been using the current year testing method for the preceding five Plan Years, or if less, the number of Plan Years the Plan has been in existence; or
(ii) if as a result of a merger or acquisition described in Code Section 410(b)(6)(C)(i), the Employer maintains both a plan using the prior year testing method and a plan using the current year testing method and the change is made within
the transition period described in Code Section 410(b)(6)(C)(ii). 
 A Participant is a Highly Compensated Employee for a particular
Plan Year if he meets the definition of a Highly Compensated Employee in effect for that Plan Year. Similarly, a Participant is a Nonhighly Compensated Employee for a particular Plan Year if he does not meet the definition of a Highly Compensated
Employee in effect for that Plan Year. 

  

					
		  	36	  	ARTICLE III (    )









 The Contribution Percentage for any Eligible Participant who is a Highly Compensated Employee for
the Plan Year and who is eligible to have Contribution Percentage Amounts allocated to his account under two or more plans described in Code Section 401(a) or arrangements described in Code Section 401(k) that are maintained by the
Employer or a Controlled Group member shall be determined as if the total of such Contribution Percentage Amounts was made under each plan and arrangement. If a Highly Compensated Employee participates in two or more such plans or arrangements that
have different plan years, all Contribution Percentage Amounts made during the Plan Year shall be aggregated. The foregoing notwithstanding, certain plans shall be treated as separate if mandatorily disaggregated under the regulations of Code
Section 401(m). 
 In the event this Plan satisfies the requirements of Code Section 401(m), 401(a)(4), or 410(b) only if
aggregated with one or more other plans, or if one or more other plans satisfy the requirements of such Code sections only if aggregated with this Plan, then this section shall be applied by determining the Contribution Percentage of Employees as if
all such plans were a single plan. If more than 10 percent of the Employer’s Nonhighly Compensated Employees are involved in a plan coverage change as defined in section 1.401(m)-2(c)(4) of the regulations, then any adjustments to the Nonhighly
Compensated Employee ACP for the prior year shall be made in accordance with such regulations if the Employer has elected to use the prior year testing method. Plans may be aggregated in order to satisfy Code Section 401(m) only if they have
the same plan year and use the same testing method for the ACP Test. 
 For purposes of the ACP Test, Participant Contributions are
considered to have been made in the Plan Year in which contributed to the Plan. Matching Contributions and Qualified Nonelective Contributions will be considered to have been made for a Plan Year if made no later than the end of the 12-month period beginning on the day after the close of the Plan Year. 
 Notwithstanding any other
provisions of this Plan, Excess Aggregate Contributions, plus any income and minus any loss allocable thereto, shall be forfeited, if not vested, or distributed, if vested, no later than 12 months after the last day of a Plan Year to Participants to
whose Accounts such Excess Aggregate Contributions were allocated for such Plan Year. Excess Aggregate Contributions are allocated to the Highly Compensated Employees with the largest Contribution Percentage Amounts taken into account in calculating
the ACP Test for the year in which the excess arose, beginning with the Highly Compensated Employee with the largest amount of such Contribution Percentage Amounts and continuing in descending order until all of the Excess Aggregate Contributions
have been allocated. If a Highly Compensated Employee participates in two or more plans or arrangements of the Employer or of a Controlled Group member that include Contribution Percentage Amounts, the amount distributed shall not exceed the
Contribution Percentage Amounts taken into account in calculating the ACP Test and made to this Plan for the year in which the excess arose. If such Excess Aggregate Contributions are distributed more than 2 1/2 months after the last day of the
Plan Year in which such excess amounts arose, a 10 percent excise tax shall be imposed on the employer maintaining the plan with respect to such amounts. 

Excess Aggregate Contributions shall be treated as Annual Additions, as defined in the CONTRIBUTION LIMITATION SECTION of this article, even if
distributed. 
 The Excess Aggregate Contributions shall be adjusted for any income or loss. The income or loss allocable to such Excess
Aggregate Contributions allocated to each Participant shall be 

  

					
		  	37	  	ARTICLE III (    )









 
equal to the income or loss allocable to the Participant’s Contribution Percentage Amounts for the Plan Year in which the excess occurred multiplied by a fraction. The numerator of the
fraction is the Excess Aggregate Contributions. The denominator of the fraction is the closing balance without regard to any income or loss occurring during such Plan Year (as of the end of such Plan Year) of the Participant’s Account resulting
from Contribution Percentage Amounts. 
 For purposes of determining income or loss on Excess Aggregate Contributions, no adjustment shall be
made for income or loss for the gap period. 
 Excess Aggregate Contributions allocated to a Participant shall be distributed from the
Participant’s Account resulting from Participant Contributions that are not required as a condition of employment or participation or for obtaining additional benefits from Employer Contributions. If such Excess Aggregate Contributions exceed
the balance in the Participant’s Account resulting from such Participant Contributions, the balance shall be forfeited, if not vested, or distributed, if vested, on a pro rata basis from the Participant’s Account resulting from
Contribution Percentage Amounts. 
  

	 	(e)	Employer Elections. The Employer has made an election to use the current year testing method. 


  

					
		  	38	  	ARTICLE III (    )









 ARTICLE IV 

INVESTMENT OF CONTRIBUTIONS 
 SECTION
4.01—INVESTMENT OF CONTRIBUTIONS. 
 The handling of Contributions and Plan assets is governed by the provisions of the Trust
Agreement and any other relevant document, such as an Annuity Contract (for the purposes of this paragraph alone, the Trust Agreement and such other documents will each be referred to as a “document” or collectively as the
“documents”), duly entered into by or with regard to the Plan that govern such matters. To the extent permitted by the documents, the parties named below shall direct the Contributions for investment in any of the investment options
available to the Plan under or through the documents, and may request the transfer of amounts resulting from those Contributions between such investment options. 

A Participant may not direct the investment of all or any portion of his Account in collectibles. Collectibles mean any work of art, rug or
antique, metal or gem, stamp or coin, alcoholic beverage, or other tangible personal property specified by the Secretary of the Treasury. However, for tax years beginning after December 31, 1997, certain coins and bullion as provided in Code
Section 408(m)(3) shall not be considered collectibles. 
 If a Participant has provided investment direction for all or certain
specific Contributions made to his Account, such Contributions shall be invested in accordance with such direction to the extent possible. If an investment option selected by the Participant in that investment direction is no longer available and a
new investment option is not selected by the Participant (in lieu of the one that is no longer available) by the deadline set by a fiduciary of the Plan (or by the date the investment option is no longer available), all amounts currently held in the
investment option that is no longer available and future Contributions directed to such investment option by the Participant (and made after such deadline or date) shall be invested in the appropriate default investment option, unless otherwise
directed by a fiduciary of the Plan. 
 If an investment option selected by the Participant is no longer available for future Contributions
only and a new investment option is not selected by the Participant (in lieu of the one that is no longer available) by the deadline set by a fiduciary of the Plan (or by the date the investment option is no longer available), all future
Contributions directed to such investment option that is not available for future Contributions (and made after such deadline or date) shall be invested in the appropriate default investment option, unless otherwise directed by a fiduciary of the
Plan. 
 To the extent that a Participant who has the ability to provide investment direction (either on an ongoing basis or in response to
a notice from a fiduciary of the Plan) fails to give timely investment direction, the amount in the Participant’s Account for which no investment direction is received shall be invested in the appropriate default investment option, unless
otherwise directed by a fiduciary of the Plan. 
 If the Primary Employer has investment direction, the Contributions shall be invested in
accordance with such direction. The Employer shall have investment direction for amounts that have not been allocated to Participants. To the extent an investment option is no longer available, a fiduciary of the Plan may require that amounts
currently held in such investment option be reinvested in other investment options. To the extent that the Employer has not given investment direction, and no Plan fiduciary gives direction regarding the reinvestment of such amounts, the amounts
held in an investment option that is no longer available or which had been directed to be invested in an investment option that is not available for future Contributions shall be invested in the appropriate default investment option. 

  

					
		  	39	  	ARTICLE IV (    )









 Default investment options are defined in documents duly entered into by or with regard to the
Plan that govern such matters. 
 At least annually, the Named Fiduciary shall review all pertinent Employee information and Plan data in
order to establish the funding policy of the Plan and to determine appropriate methods of carrying out the Plan’s objectives. The Named Fiduciary shall inform the Trustee and any Investment Manager of the Plan’s short-term and long-term financial needs so the investment policy can be coordinated with the Plan’s financial requirements. 

The Participant shall direct the investment of all Contributions and the transfer of amounts resulting from those Contributions. 

However, the Named Fiduciary may delegate to the Investment Manager investment direction for Contributions and amounts that are not subject to
Participant direction. 
 All Contributions are forwarded by the Employer to (i) the Trustee to be deposited in the Trust Fund or
otherwise invested by the Trustee in accordance with the relevant documents; or (ii) the Insurer to be deposited under the Annuity Contract, as applicable. 

SECTION 4.02—INVESTMENT IN QUALIFYING EMPLOYER SECURITIES. 
  

	 	(a)	Investment in Qualifying Employer Securities. All or some portion of the Participant’s Account may be invested in Qualifying Employer Securities. 


Once an investment in the Qualifying Employer Securities Fund is made available to Participants, it shall continue to be available unless the
Plan is amended to disallow such available investment. In the absence of an election to invest in Qualifying Employer Securities, Participants shall be deemed to have elected to have their Accounts invested wholly in other investment options of the
Investment Fund. Once an election is made, it shall be considered to continue until a new election is made. 
 For purposes of determining
the annual valuation of the Plan, and for reporting to Participants and regulatory authorities, the assets of the Plan shall be valued at least annually on the Valuation Date which corresponds to the last day of the Plan Year. The fair market value
of Qualifying Employer Securities shall be determined on such Valuation Date. The prices of Qualifying Employer Securities as of the date of the transaction shall apply for purposes of valuing distributions and other transactions of the Plan to the
extent such value is representative of the fair market value of such securities in the opinion of the Plan Administrator. The value of a Participant’s Account held in the Qualifying Employer Securities Fund may be expressed in units. 

If the Qualifying Employer Securities are not publicly traded, or if an extremely thin market exists for such securities so that reasonable
valuation may not be obtained from the market place, then such securities must be valued at least annually by an independent appraiser who is not associated with the Employer, the Plan Administrator, the Trustee, or any person related to any
fiduciary under the Plan. The independent appraiser may be associated with a person who is merely a contract administrator with respect to the Plan, but who exercises no discretionary authority and is not a plan fiduciary. 

If there is a public market for Qualifying Employer Securities of the type held by the Plan, then the Plan Administrator may use as the value
of the securities the price at which such securities trade in such market. If the Qualifying Employer Securities do not trade on the relevant date, or if 

  

					
		  	40	  	ARTICLE IV (    )









 
the market is very thin on such date, then the Plan Administrator may use for the valuation the next preceding trading day on which the trading prices are representative of the fair market value
of such securities in the opinion of the Plan Administrator. 
 Cash dividends payable on the Qualifying Employer Securities shall be
reinvested in additional shares of such securities. In the event of any cash or stock dividend or any stock split, such dividend or split shall be credited to the Accounts based on the number of shares of Qualifying Employer Securities credited to
each Account as of the payable date of such dividend or split. 
 All purchases of Qualifying Employer Securities shall be made at a price,
or prices, which, in the judgment of the Plan Administrator, do not exceed the fair market value of such securities. 
 In the event that the
Trustee acquires Qualifying Employer Securities by purchase from a “disqualified person” as defined in Code Section 4975(e)(2) or from a
“party-in-interest” as defined in ERISA Section 3(14), the terms of such purchase shall contain the provision that in the event there is a final
determination by the Internal Revenue Service, the Department of Labor, or court of competent jurisdiction that the fair market value of such securities as of the date of purchase was less than the purchase price paid by the Trustee, then the seller
shall pay or transfer, as the case may be, to the Trustee an amount of cash or shares of Qualifying Employer Securities equal in value to the difference between the purchase price and such fair market value for all such shares. In the event that
cash or shares of Qualifying Employer Securities are paid or transferred to the Trustee under this provision, such securities shall be valued at their fair market value as of the date of such purchase, and interest at a reasonable rate from the date
of purchase to the date of payment or transfer shall be paid by the seller on the amount of cash paid. 
 The Plan Administrator may direct
the Trustee to sell, resell, or otherwise dispose of Qualifying Employer Securities to any person, including the Employer, provided that any such sales to any disqualified person or
party-in-interest, including the Employer, will be made at not less than the fair market value and no commission will be charged. Any such sale shall be made in
conformance with ERISA Section 408(e). 
 The Employer is responsible for compliance with any applicable Federal or state securities law
with respect to all aspects of the Plan. If the Qualifying Employer Securities or interest in this Plan are required to be registered in order to permit investment in the Qualifying Employer Securities Fund as provided in this section, then such
investment will not be effective until the later of the effective date of the Plan or the date such registration or qualification is effective. The Employer, at its own expense, will take or cause to be taken any and all such actions as may be
necessary or appropriate to effect such registration or qualification. Further, if the Trustee is directed to dispose of any Qualifying Employer Securities held under the Plan under circumstances which require registration or qualification of the
securities under applicable Federal or state securities laws, then the Employer will, at its own expense, take or cause to be taken any and all such action as may be necessary or appropriate to effect such registration or qualification. The Employer
is responsible for all compliance requirements under Section 16 of the Securities Act. 
  

	 	(b)	Diversification Requirements. The diversification requirements below apply for Plan Years beginning on or after January 1, 2007. 


An applicable individual (as defined in section 1.401(a)(35)-1(b) of the regulations) is permitted to elect to direct any publicly traded
qualifying employer securities (as defined in Code Section 

  

					
		  	41	  	ARTICLE IV (    )









 
401(a)(35)(G)(v)) held in his Account under the Plan to be reinvested in other investment options offered under the Plan with respect to the portion of his Account that is subject to Code
Section 401(a)(35)(B) or (C). The Employer may permit diversification of amounts invested in qualifying employer securities earlier than required as long as the earlier time period is applied consistently to all applicable individuals. 

The Plan shall offer at least three investment options, other than Qualifying Employer Securities, to which the applicable individual may
direct all or any portion of his Account invested in Qualifying Employer Securities, and each investment option must be diversified and have materially different risk and return characteristics that satisfy the requirements of section
2550.404c-1(b)(3) of the Department of Labor regulations. The Plan may limit the time for divestment and reinvestment to periodic, reasonable opportunities occurring no less frequently than quarterly. The Plan may not impose any restrictions or
conditions with respect to the investment of Qualifying Employer Securities that are not imposed on the investment options offered under the Plan, except as provided in section 1.401(a)(35)-1(e) of the regulations. 

For Qualifying Employer Securities held under the Plan in a Plan Year beginning before January 1, 2007, the diversification rights
described above shall only apply to the applicable percentage of the number of shares of those securities as stated below: 
  

	 	(a)	The applicable percentage is 33% for the first Plan Year to which Code Section 401(a)(35) applies. 

  

	 	(b)	The applicable percentage is 66% for the second Plan Year to which Code Section 401(a)(35) applies. 

  

	 	(c)	The applicable percentage is 100% for all subsequent Plan Years. 

 If there is more than one
class of securities held under the Plan, the transition rule above shall apply separately with respect to each class. The transition rule above does not apply to Participants who are age 55 or older and have completed three years of service (as
defined in section 1.401(a)(35)-1(b) of the regulations) prior to January 1, 2007. 
 A notice must be provided to each applicable
individual that describes the divestiture rights and the importance of diversifying the investment of retirement plan assets. The Employer shall provide the notice to all applicable individuals no later than 30 days before the date on which the
applicable individuals are eligible to exercise their right to diversify. 
  

	 	(c)	Voting and Tender Rights. Voting rights with respect to Qualifying Employer Securities will be passed through to Participants. Participants will be allowed to direct the voting rights of Qualifying Employer
Securities for any matter put to the vote of shareholders. Before each meeting of shareholders, the Employer shall cause to be sent to each person with power to control such voting rights a copy of any notice and any other information provided to
shareholders and, if applicable, a form for instructing the Trustee how to vote at such meeting (or any adjournment thereof) the number of full and fractional shares subject to such person’s voting control. The Trustee may establish a deadline
in advance of the meeting by which such forms must be received in order to be effective. 

 Each Participant shall be entitled
to one vote for each share credited to his Account. 
 If some or all of the Participants have not directed or have not timely directed the
Trustee on how to vote, then the Trustee shall vote such Qualifying Employer Securities in the same proportion as those shares of Qualifying Employer Securities for which the Trustee has received proper direction for such matter. 

  

					
		  	42	  	ARTICLE IV (    )









 Tender rights or exchange offers for Qualifying Employer Securities will be passed through to
Participants. As soon as practicable after the commencement of a tender or exchange offer for Qualifying Employer Securities, the Employer shall cause each person with power to control the response to such tender or exchange offer to be advised in
writing the terms of the offer and, if applicable, to be provided with a form for instructing the Trustee, or for revoking such instruction, to tender or exchange shares of Qualifying Employer Securities, to the extent permitted under the terms of
such offer. In advising such persons of the terms of the offer, the Employer may include statements from the board of directors setting forth its position with respect to the offer. 

If some or all of the Participants have not directed or have not timely directed the Trustee on how to tender, then the Trustee shall tender
such Qualifying Employer Securities in the same proportion as those shares of Qualifying Employer Securities for which the Trustee has received proper direction for such matter. 

If the tender or exchange offer is limited so that all of the shares that the Trustee has been directed to tender or exchange cannot be sold or
exchanged, the shares that each Participant directed to be tendered or exchanged shall be deemed to have been sold or exchanged in the same ratio that the number of shares actually sold or exchanged bears to the total number of shares that the
Trustee was directed to tender or exchange. 
 The Trustee shall hold the Participant’s individual directions with respect to voting
rights or tender decisions in confidence and, except as required by law, shall not divulge or release such individual directions to anyone associated with the Employer. The Employer may require verification of the Trustee’s compliance with the
directions received from Participants by any independent auditor selected by the Employer, provided that such auditor agrees to maintain the confidentiality of such individual directions. 

The Employer may develop procedures to facilitate the exercise of votes or tender rights, such as the use of facsimile transmissions for the
Participants located in physically remote areas. 

  

					
		  	43	  	ARTICLE IV (    )









 ARTICLE V 

BENEFITS 
 SECTION 5.01—RETIREMENT
BENEFITS. 
 On a Participant’s Retirement Date, his Vested Account shall be distributed to him according to the distribution of
benefits provisions of Article VI and the provisions of the SMALL AMOUNTS SECTION of Article X. 
 SECTION 5.02—DEATH BENEFITS. 

If a Participant dies before his Annuity Starting Date, his Vested Account shall be distributed according to the distribution of benefits
provisions of Article VI and the provisions of the SMALL AMOUNTS SECTION of Article X. 
 SECTION 5.03—VESTED BENEFITS. 

If an Inactive Participant’s Vested Account is not payable under the SMALL AMOUNTS SECTION of Article X, he may elect, but is not
required, to receive a distribution of any part of his Vested Account after he has a Severance from Employment. A distribution under this paragraph shall be a retirement benefit and shall be distributed to the Participant according to the
distribution of benefits provisions of Article VI. 
 A Participant may not elect to receive a distribution under the provisions of
this section after he again becomes an Employee until he subsequently has a Severance from Employment and meets the requirements of this section. 

A Participant who has been performing Qualified Military Service for a period of more than 30 days is deemed to have had a severance from
employment (as described in Code Section 414(u)(12)(B)(i)) for purposes of requesting a distribution of his Vested Account resulting from Elective Deferral Contributions. The Plan will suspend Elective Deferral Contributions for six months
after receipt of the distribution. If the Participant is also eligible to receive a Qualified Reservist Distribution and the distribution could be either type of distribution, the distribution will be treated as a Qualified Reservist Distribution.

 If an Inactive Participant does not receive an earlier distribution, upon his Retirement Date or death, his Vested Account shall be
distributed according to the provisions of the RETIREMENT BENEFITS SECTION or the DEATH BENEFITS SECTION of this article. 
 SECTION 5.04—WHEN
BENEFITS START. 
  

	 	(a)	Unless otherwise elected, benefits shall begin no later than the 60th day following the close of the Plan Year in which the latest date below occurs: 


 

	 	(1)	The date the Participant attains age 65 (or Normal Retirement Age, if earlier). 

  

	 	(2)	The 10th anniversary of the Participant’s earliest Entry Date. 

  

	 	(3)	The date the Participant terminates service with the Employer. 


  

					
		  	44	  	ARTICLE V (    )









 Notwithstanding the foregoing, the failure of a Participant to consent to a distribution while a
benefit is immediately distributable, within the meaning of the ELECTION PROCEDURES SECTION of Article VI, shall be deemed to be an election to defer the start of benefits sufficient to satisfy this section. 

The Participant may elect to have benefits begin after the latest date for beginning benefits described above, subject to the following
provisions of this section. The Participant shall make the election in writing. Such election must be made before his Normal Retirement Date or the date he has a Severance from Employment, if later. The Participant shall not elect a date for
beginning benefits or a form of distribution that would result in a benefit payable when he dies which would be more than incidental within the meaning of governmental regulations. 

Benefits shall begin on an earlier date if otherwise provided in the Plan. For example, the Participant’s Retirement Date or Required
Beginning Date, as defined in the DEFINITIONS SECTION of Article VII. 
  

	 	(b)	The Participant’s Vested Account resulting from the following Contributions: 

 Elective
Deferral Contributions 
 Qualified Matching Contributions 

Qualified Nonelective Contributions 

may not be distributed earlier than Severance from Employment, death, or disability. However, such amount may be distributed upon: 

 

	 	(1)	Termination of the Plan, as permitted in Article VIII. 

  

	 	(2)	The attainment of age 59 1/2 as permitted in the WITHDRAWAL BENEFITS SECTION of this article. 

  

	 	(3)	The attainment of Normal Retirement Age, provided such age is at least age 59 1/2 and such distribution is permitted in the definition of Normal Retirement Date in the DEFINITIONS SECTION of Article I.


  

	 	(4)	A federally declared disaster, where resulting legislation authorizes such a distribution. 

 The
Participant’s Vested Account resulting from Elective Deferral Contributions may also be distributed: 
  

	 	(5)	As a hardship withdrawal, as permitted in the WITHDRAWAL BENEFITS SECTION of this article. 

  

	 	(6)	As a Qualified Reservist Distribution, as permitted in the WITHDRAWAL BENEFITS SECTION of this article. 

  

	 	(7)	Upon a Participant’s deemed severance from employment as described in Code Section 414(u)(12)(B)(i) and as permitted in the VESTED BENEFITS SECTION of this article. 


All distributions that may be made pursuant to one or more of the foregoing distributable events will be a retirement benefit and shall be
distributed to the Participant according to the distribution of benefits provisions of Article VI. In addition, distributions that are triggered by the termination of the Plan must be made in a lump sum. A lump sum shall include a distribution
of an annuity contract. 

  

					
		  	45	  	ARTICLE V (    )









 SECTION 5.05—WITHDRAWAL BENEFITS. 

A request for withdrawal shall be made in such manner and in accordance with such rules as the Employer shall prescribe for this purpose
(including by means of voice response or other electronic means under circumstances the Employer permits). Withdrawals shall be a retirement benefit and shall be distributed to the Participant according to the distribution of benefits provisions of
Article VI. A forfeiture shall not occur solely as a result of a withdrawal. 
 A Participant who has attained age 59 1/2 may
withdraw any part of his Vested Account resulting from the following Contributions: 
 Elective Deferral Contributions 

Matching Contributions 
 Qualified
Nonelective Contributions 
 Discretionary Contributions 

Rollover Contributions 
 A Participant may make
such a withdrawal at any time. 
 A Participant may withdraw any part of his Vested Account resulting from the following Contributions: 

Elective Deferral Contributions 

Matching Contributions (excluding Qualified Matching Contributions) 

Discretionary Contributions 

Rollover Contributions 
 in the event of hardship
due to an immediate and heavy financial need. Withdrawals from the Participant’s Account resulting from Elective Deferral Contributions shall be limited to the amount of the Participant’s Elective Deferral Contributions. 

Immediate and heavy financial need shall be limited to: (i) expenses incurred or necessary for medical care that would be deductible
under Code Section 213(a) (determined without regard to whether the expenses exceed the stated limit on adjusted gross income); (ii) the purchase (excluding mortgage payments) of a principal residence for the Participant;
(iii) payment of tuition, related educational fees, and room and board expenses, for up to the next 12 months of post-secondary education for the Participant, his spouse, children, or dependents (as defined in Code Section 152 without
regard to Code Sections 152(b)(1), (b)(2), and (d)(1)(B)); (iv) payments necessary to prevent the eviction of the Participant from, or foreclosure on the mortgage of, the Participant’s principal residence; (v) payments for funeral or
burial expenses for the Participant’s deceased parent, spouse, child, or dependent (as defined in Code Section 152 without regard to Code Section 152(d)(1)(B)); (vi) expenses to repair damage to the Participant’s principal
residence that would qualify for a casualty loss deduction under Code Section 165 (determined without regard to whether the loss exceeds 10% of adjusted gross income); or (vii) any other distribution which is deemed by the Commissioner of
Internal Revenue to be made on account of immediate and heavy financial need as provided in Treasury regulations. Immediate and heavy financial need shall also include expenses described in (i), (iii), and (v) (relating to medical, tuition, and
funeral expenses, respectively) of a Primary Beneficiary. 
 No withdrawal shall be allowed which is not necessary to satisfy such immediate
and heavy financial need. Such withdrawal shall be deemed necessary only if all of the following requirements are met: (i) the 

  

					
		  	46	  	ARTICLE V (    )









 
distribution is not in excess of the amount of the immediate and heavy financial need (including amounts necessary to pay any Federal, state, or local income taxes or penalties reasonably
anticipated to result from the distribution); (ii) the Participant has obtained all distributions, other than hardship distributions, and all nontaxable loans currently available under all plans maintained by the Employer; and (iii) the
Plan, and all other plans maintained by the Employer, provide that the Participant’s elective contributions and participant contributions will be suspended for at least six months after receipt of the hardship distribution. The Plan will
suspend elective contributions and participant contributions for six months as provided in the preceding sentence. A Participant shall not cease to be an Eligible Participant, as defined in the EXCESS AMOUNTS SECTION of Article III, merely
because his elective contributions or participant contributions are suspended. 
 A Participant may withdraw any part of his Vested Account
resulting from Elective Deferral Contributions if such distribution meets the requirements to be a Qualified Reservist Distribution. 
 SECTION
5.06—LOANS TO PARTICIPANTS. 
 Loans shall be made available to all Participants on a reasonably equivalent basis. For purposes of
this section, and unless otherwise specified, Participant means any Participant or Beneficiary who is a party-in-interest as defined in ERISA. Loans shall not be made to Highly Compensated Employees in an amount greater than the amount made
available to other Participants. 
 A loan to a Participant shall be a Participant-directed
investment of his Account. The loan is a Trust Fund investment but no Account other than the borrowing Participant’s Account shall share in the interest paid on the loan or bear any expense or loss incurred because of the loan. 

The portion of the Participant’s Account held in the Qualifying Employer Securities Fund may be redeemed for purposes of a loan only
after the amount held in other investment options has been depleted. 
 The number of outstanding loans shall be limited to two. 

No more than one loan shall be approved for any Participant in any Plan Year. 

The minimum amount of any loan shall be $1,000. 

Loans must be adequately secured and bear a reasonable rate of interest. 

The amount of the loan shall not exceed the maximum amount that may be treated as a loan under Code Section 72(p) (rather than a
distribution) to the Participant and shall be equal to the lesser of (a) or (b) below: 
  

	 	(a)	$50,000, reduced by the highest outstanding loan balance of loans during the one-year period ending on the day before the new loan is made. 


 

	 	(b)	The greater of (1) or (2), reduced by (3) below: 

  

	 	(1)	One-half of the Participant’s Vested Account (without regard to any accumulated deductible employee contributions, as defined in Code Section 72(o)(5)(B)).


  

	 	(2)	$10,000. 

  

	 	(3)	Any outstanding loan balance on the date the new loan is made. 


  

					
		  	47	  	ARTICLE V (    )









 For purposes of this maximum, all qualified employer plans, as defined in Code Section 72(p)(4), of the
Employer and any Controlled Group member shall be treated as one plan. 
 The foregoing notwithstanding, the amount of such loan shall not
exceed 50 percent of the amount of the Participant’s Vested Account, reduced by any outstanding loan balance on the date the new loan is made. For purposes of this maximum, a Participant’s Vested Account does not include any accumulated
deductible employee contributions, as defined in Code Section 72(o)(5)(B). No collateral other than a portion of the Participant’s Vested Account (as limited above) shall be accepted. 

The Participant’s outstanding loan balance shall include any deemed distribution, along with accrued interest, that has not been repaid
or offset. 
 Each loan shall bear a reasonable fixed rate of interest to be determined by the Loan Administrator. In determining the
interest rate, the Loan Administrator shall take into consideration fixed interest rates currently being charged by commercial lenders for loans of comparable risk on similar terms and for similar durations, so that the interest will provide for a
return commensurate with rates currently charged by commercial lenders for loans made under similar circumstances. The Loan Administrator shall not discriminate among Participants in the matter of interest rates; but loans granted at different times
may bear different interest rates in accordance with the current appropriate standards. 
 The loan shall by its terms require that
repayment (principal and interest) be amortized in level payments, not less frequently than quarterly, over a period not extending beyond five years from the date of the loan. If the loan is used to acquire a dwelling unit, which within a reasonable
time (determined at the time the loan is made) will be used as the principal residence of the Participant, the repayment period may extend beyond five years from the date of the loan, but the extended period shall be consistent with commercial home
loan practices. 
 The Participant shall make an application for a loan in such manner and in accordance with such rules as the Employer
shall prescribe for this purpose (including by means of voice response or other electronic means under circumstances the Employer permits). The application must specify the amount and duration requested. 

Information contained in the application for the loan concerning the income, liabilities, and assets of the Participant will be evaluated to
determine whether there is a reasonable expectation that the Participant will be able to satisfy payments on the loan as due. 
 Each loan
shall be fully documented in the form of a promissory note signed by the Participant for the face amount of the loan, together with interest determined as specified above. 

There will be an assignment of collateral to the Plan executed at the time the loan is made. 

In those cases where repayment through payroll deduction is available, installments are so payable, and a payroll deduction agreement shall be
executed by the Participant at the time the loan is made. If the Participant has previously been treated as having received a deemed distribution and the subsequent loan is being made before the deemed distribution, along with accrued interest, has
been repaid (or offset), a payroll deduction agreement shall be required. If a payroll deduction agreement is required because of a previous deemed distribution and the Participant later revokes such agreement, the outstanding loan balance at the
time of the revocation shall be treated as a deemed distribution. 
 Where payroll deduction is not available, payments in cash are to be
timely made. Any payment that is not by payroll deduction shall be made payable to the Employer or the Trustee, as specified in the promissory note, and delivered to the Loan Administrator, including prepayments, service fees and penalties, if any,
and other amounts due under the note. 

  

					
		  	48	  	ARTICLE V (    )









 The promissory note may provide for reasonable late payment penalties and service fees. Any
penalties or service fees shall be applied to all Participants in a nondiscriminatory manner. If the promissory note so provides, such amounts may be assessed and collected from the Account of the Participant as part of the loan balance. 

Each loan may be paid prior to maturity, in part or in full, without penalty or service fee, except as may be set out in the promissory note.

 The Plan may suspend loan payments for a period not exceeding one year during which an approved unpaid leave of absence occurs other than
a military leave of absence. The Loan Administrator shall provide the Participant a written explanation of the effect of the suspension of payments upon his loan. 

If a Participant separates from service (or takes a leave of absence) from the Employer because of service in the military and does not
receive a distribution of his Vested Account, the Plan may suspend loan payments until the Participant’s completion of military service or until the Participant’s fifth anniversary of commencement of military service, if earlier, as
permitted under Code Section 414(u). The Loan Administrator shall provide the Participant a written explanation of the effect of his military service upon his loan. 

If any payment of principal and interest, or any portion thereof, remains unpaid for more than 90 days after due, the loan shall be in
default. For purposes of Code Section 72(p), the Participant shall then be treated as having received a deemed distribution regardless of whether or not a distributable event has occurred. 

Upon default, the Plan has the right to pursue any remedy available by law to satisfy the amount due, along with accrued interest, including
the right to enforce its claim against the security pledged and execute upon the collateral as allowed by law. The entire principal balance whether or not otherwise then due, along with accrued interest, shall become immediately due and payable
without demand or notice, and subject to collection or satisfaction by any lawful means, including specifically, but not limited to, the right to enforce the claim against the security pledged and to execute upon the collateral as allowed by law.

 In the event of default, foreclosure on the note and attachment of security or use of amounts pledged to satisfy the amount then due
shall not occur until a distributable event occurs in accordance with the Plan, and shall not occur to an extent greater than the amount then available upon any distributable event which has occurred under the Plan. 

All reasonable costs and expenses, including but not limited to attorney’s fees, incurred by the Plan in connection with any default or
in any proceeding to enforce any provision of a promissory note or instrument by which a promissory note for a Participant loan is secured, shall be assessed and collected from the Account of the Participant as part of the loan balance. 

If payroll deduction is being utilized, in the event that a Participant’s available payroll deduction amounts in any given month are
insufficient to satisfy the total amount due, there will be an increase in the amount taken subsequently, sufficient to make up the amount that is then due. If any amount remains past due more than 90 days, the entire principal amount, whether or
not otherwise then due, along with interest then accrued, shall become due and payable, as above. 
 If no distributable event has occurred
under the Plan at the time that the Participant’s Vested Account would otherwise be used under this provision to pay any amount due under the outstanding loan, this will not 

  

					
		  	49	  	ARTICLE V (    )









 
occur until the time, or in excess of the extent to which, a distributable event occurs under the Plan. An outstanding loan will become due and payable in full 60 days after a Participant has a
Severance from Employment and ceases to be a party-in-interest as defined in ERISA or after complete termination of the Plan. 

SECTION 5.07—DISTRIBUTIONS UNDER QUALIFIED DOMESTIC RELATIONS ORDERS. 

The Plan specifically permits distributions to an Alternate Payee under a qualified domestic relations order as defined in Code
Section 414(p), at any time, irrespective of whether the Participant has attained his earliest retirement age, as defined in Code Section 414(p), under the Plan. A distribution to an Alternate Payee before the Participant has attained his
earliest retirement age is available only if the order specifies that distribution shall be made prior to the earliest retirement age or allows the Alternate Payee to elect a distribution prior to the earliest retirement age. 

Nothing in this section shall permit a Participant to receive a distribution at a time otherwise not permitted under the Plan nor shall it
permit the Alternate Payee to receive a form of payment not permitted under the Plan. 
 The benefit payable to an Alternate Payee shall be
subject to the provisions of the SMALL AMOUNTS SECTION of Article X, as they apply to the Participant. 
 The Plan Administrator shall
establish reasonable procedures to determine the qualified status of a domestic relations order. Upon receiving a domestic relations order, the Plan Administrator shall promptly notify the Participant and each Alternate Payee named in the order, in
writing, of the receipt of the order and the Plan’s procedures for determining the qualified status of the order. Within a reasonable period of time after receiving the domestic relations order, the Plan Administrator shall determine the
qualified status of the order and shall notify the Participant and each Alternate Payee, in writing, of its determination. The Plan Administrator shall provide notice under this paragraph by mailing to the individual’s address specified in the
domestic relations order, or in a manner consistent with Department of Labor regulations. The Plan Administrator may treat as qualified any domestic relations order entered before January 1, 1985, irrespective of whether it satisfies all the
requirements described in Code Section 414(p). 
 If any portion of the Participant’s Vested Account is payable during the period
the Plan Administrator is making its determination of the qualified status of the domestic relations order, a separate accounting shall be made of the amount payable. If the Plan Administrator determines the order is a qualified domestic relations
order within 18 months of the date amounts are first payable following receipt of the order, the payable amounts shall be distributed in accordance with the order. If the Plan Administrator does not make its determination of the qualified status of
the order within the 18-month determination period, the payable amounts shall be distributed in the manner the Plan would distribute if the order did not exist and the order shall apply prospectively if the
Plan Administrator later determines the order is a qualified domestic relations order. 
 The Plan shall make payments or distributions
required under this section by separate benefit checks or other separate distribution to the Alternate Payee(s). 

  

					
		  	50	  	ARTICLE V (    )









 ARTICLE VI 

DISTRIBUTION OF BENEFITS 
 SECTION
6.01—AUTOMATIC FORMS OF DISTRIBUTION. 
 Unless an optional form of benefit is selected pursuant to a qualified election within the
election period (see the ELECTION PROCEDURES SECTION of this article), the automatic form of benefit payable to or on behalf of a Participant is determined as follows: 
  

	 	(a)	Retirement Benefits. The automatic form of retirement benefit for a Participant who does not die before his Annuity Starting Date shall be a single sum payment. 


 

	 	(b)	Death Benefits. The automatic form of death benefit for a Participant who dies before his Annuity Starting Date shall be a single sum payment to the Participant’s Beneficiary. 


SECTION 6.02—OPTIONAL FORMS OF DISTRIBUTION. 
  

	 	(a)	Retirement Benefits. The optional forms of retirement benefit shall be the following: a fixed period installment option, a fixed payment installment option, and a single sum payment. The portion of a
Participant’s Account held in the Qualifying Employer Securities Fund may be distributed in kind. 

 The fixed period
installment option is an optional form of benefit under which the Participant elects to receive substantially equal annual payments over a fixed period of whole years. The annual payment may be paid in annual, semi-annual, quarterly, or monthly
installments as elected by the Participant. The Participant may elect to receive additional payments. 
 The fixed payment installment option
is an optional form of benefit under which the Participant elects to receive a specified dollar amount each year. The annual payment may be paid in annual, semi-annual, quarterly, or monthly installments as elected by the Participant. The
Participant may elect to receive additional payments. 
 Under the installment options the amount payable in the Participant’s first
Distribution Calendar Year, as defined in the DEFINITIONS SECTION of Article VII, must satisfy the minimum distribution requirements of Article VII for such year. Distributions for later Distribution Calendar Years must satisfy the minimum
distribution requirements of Article VII for such years. If the Participant’s Annuity Starting Date does not occur until his second Distribution Calendar Year, the amount payable for such year must satisfy the minimum distribution requirements
of Article VII for both the first and second Distribution Calendar Years. 
 Election of an optional form is subject to the qualified
election provisions of the ELECTION PROCEDURES SECTION of this article and the distribution requirements of Article VII. 
  

	 	(b)	Death Benefits. The optional form of death benefit is a single sum payment. 

 Election of
an optional form is subject to the qualified election provisions of the ELECTION PROCEDURES SECTION of this article and the distribution requirements of Article VII. 

  

					
		  	51	  	ARTICLE VI (    )









 SECTION 6.03—ELECTION PROCEDURES. 

The Participant or Beneficiary shall make any election under this section in writing. The Plan Administrator may require such individual to
complete and sign any necessary documents as to the provisions to be made. Any election permitted under (a) and (b) below shall be subject to the qualified election provisions of (c) below. 

 

	 	(a)	Retirement Benefits. A Participant may elect his Beneficiary and may elect to have retirement benefits distributed under any of the optional forms of retirement benefit available in the OPTIONAL FORMS OF
DISTRIBUTION SECTION of this article. 

  

	 	(b)	Death Benefits. A Participant may elect his Beneficiary and may elect to have death benefits distributed under any of the optional forms of death benefit available in the OPTIONAL FORMS OF DISTRIBUTION SECTION of
this article. 

 If the Participant has not elected an optional form of distribution for the death benefit payable to his
Beneficiary, the Beneficiary may, for his own benefit, elect the form of distribution, in like manner as a Participant. 
  

	 	(c)	Qualified Election. The Participant or Beneficiary may make an election at any time during the election period. The Participant or Beneficiary may revoke the election made (or make a new election) at any time and
any number of times during the election period. An election is effective only if it meets the consent requirements below. 

  

	 	(1)	Election Period for Retirement Benefits. The Participant may make an election as to retirement benefits at any time before the Annuity Starting Date. 


 

	 	(2)	Election Period for Death Benefits. A Participant may make an election as to death benefits at any time before he dies. The Beneficiary’s election period begins on the date the Participant dies and ends on
the date benefits begin. 

  

	 	(3)	Consent to Election. If the Participant’s Vested Account exceeds $5,000, any benefit that is immediately distributable requires the consent of the Participant. 


The consent of the Participant to a benefit that is immediately distributable must not be made before the date the Participant is provided
with the notice of the ability to defer the distribution. Such consent shall be in writing. 
 The consent shall not be made more than 180
days before the Annuity Starting Date. The consent of the Participant shall not be required to the extent that a distribution is required to satisfy Code Section 401(a)(9) or 415. 

In addition, upon termination of this Plan, if the Plan does not offer an annuity option (purchased from a commercial provider), and if the
Employer (or any entity within the same Controlled Group) does not maintain another defined contribution plan (other than an employee stock ownership plan as defined in Code Section 4975(e)(7)), the Participant’s Account balance will,
without the Participant’s consent, be distributed to the Participant. However, if any entity within the same Controlled Group maintains another defined contribution plan (other than an employee stock ownership plan as defined in Code
Section 4975(e)(7)) the Participant’s Account will be transferred, without the Participant’s consent, to the other plan if the Participant does not consent to an immediate distribution. 

  

					
		  	52	  	ARTICLE VI (    )









 A benefit is immediately distributable if any part of the benefit could be distributed to the
Participant before the Participant attains the older of Normal Retirement Age or age 62. 
 Spousal consent is needed to name a Beneficiary
other than the Participant’s spouse. If the Participant names a Beneficiary other than his spouse, the spouse has the right to limit consent only to a specific Beneficiary. The spouse can relinquish such right. Such consent shall be in writing.
The spouse’s consent shall be witnessed by a plan representative or notary public. The spouse’s consent must acknowledge the effect of the election, including that the spouse had the right to limit consent only to a specific Beneficiary
and that the relinquishment of such right was voluntary. Unless the consent of the spouse expressly permits designations by the Participant without a requirement of further consent by the spouse, the spouse’s consent must be limited to the
Beneficiary, class of Beneficiaries, or contingent Beneficiary named in the election. 
 Spousal consent is not required, however, if the
Participant establishes to the satisfaction of the plan representative that the consent of the spouse cannot be obtained because there is no spouse or the spouse cannot be located. A spouse’s consent under this paragraph shall not be valid with
respect to any other spouse. A Participant may revoke a prior election without the consent of the spouse. Any new election will require a new spousal consent, unless the consent of the spouse expressly permits such election by the Participant
without further consent by the spouse. A spouse’s consent may be revoked at any time within the Participant’s election period. 
 SECTION
6.04—NOTICE REQUIREMENTS. 
 Optional Forms of Retirement Benefit and Right to Defer. The Plan Administrator shall furnish to
the Participant a written explanation of the right of the Participant to defer distribution until such time it is no longer immediately distributable. Such notice shall include a written explanation of the optional forms of retirement benefit in the
OPTIONAL FORMS OF DISTRIBUTION SECTION of this article, including a general description of the material features of these options. 
 The
Plan Administrator shall furnish the written explanation by a method reasonably calculated to reach the attention of the Participant no less than 30 days, and no more than 180 days, before the Annuity Starting Date. 

However, distribution may begin less than 30 days after the notice described in this subparagraph is given, provided the Plan Administrator
clearly informs the Participant that he has a right to a period of at least 30 days after receiving the notice to consider the decision of whether or not to elect a distribution (and if applicable, a particular distribution option), and the
Participant, after receiving the notice, affirmatively elects a distribution. 

  

					
		  	53	  	ARTICLE VI (    )









 ARTICLE VII 

REQUIRED MINIMUM DISTRIBUTIONS 

SECTION 7.01—APPLICATION. 
 The
optional forms of distribution are only those provided in Article VI. An optional form of distribution shall not be permitted unless it meets the requirements of this article. The timing of any distribution must meet the requirements of this
article. 
 SECTION 7.02—DEFINITIONS. 

For purposes of this article, the following terms are defined: 

Distribution Calendar Year means a calendar year for which a minimum distribution is required. For distributions beginning before the
Participant’s death, the first Distribution Calendar Year is the calendar year immediately preceding the calendar year that contains the Participant’s Required Beginning Date. For distributions beginning after the Participant’s death,
the first Distribution Calendar Year is the calendar year in which distributions are required to begin under (b)(2) of the REQUIRED MINIMUM DISTRIBUTIONS SECTION of this article. The required minimum distribution for the Participant’s first
Distribution Calendar Year will be made on or before the Participant’s Required Beginning Date. The required minimum distribution for other Distribution Calendar Years, including the required minimum distribution for the Distribution Calendar
Year in which the Participant’s Required Beginning Date occurs, will be made on or before December 31 of that Distribution Calendar Year. 

5-percent Owner means a Participant who is treated as a 5-percent Owner for purposes of this article. A Participant is treated as a
5-percent Owner for purposes of this article if such Participant is a 5-percent owner as defined in Code Section 416 at any time during the Plan Year ending with or within the calendar year in which such owner attains age 70 1/2. 

Once distributions have begun to a 5-percent Owner under this article, they must continue to be distributed, even if the Participant ceases to
be a 5-percent Owner in a subsequent year. 
 Life Expectancy means life expectancy as computed by use of the Single Life Table in
Q&A-1 in section 1.401(a)(9)-9 of the regulations. 
 Participant’s Account Balance means the Account balance as of the last
Valuation Date in the calendar year immediately preceding the Distribution Calendar Year (valuation calendar year) increased by the amount of any contributions made and allocated or forfeitures allocated to the Account as of dates in the valuation
calendar year after the Valuation Date and decreased by distributions made in the valuation calendar year after the Valuation Date. The Account balance for the valuation calendar year includes any amounts rolled over or transferred to the Plan
either in the valuation calendar year or in the Distribution Calendar Year if distributed or transferred in the valuation calendar year. 

Required Beginning Date means, for a Participant who is a 5-percent Owner, April 1 of the
calendar year following the calendar year in which he attains age 70 1/2. 
 Required Beginning Date means, for any Participant who is
not a 5-percent Owner, April 1 of the calendar year following the later of the calendar year in which he attains age 70 1/2 or the calendar year in which he retires. 

  

					
		  	54	  	ARTICLE VII (    )









 The preretirement age 70 1/2 distribution option is only eliminated with respect to
Participants who reach age 70 1/2 in or after a calendar year that begins after the later of December 31, 1998, or the adoption date of the amendment which eliminated such option. The preretirement age 70 1/2 distribution option is an
optional form of benefit under which benefits payable in a particular distribution form (including any modifications that may be elected after benefits begin) begin at a time during the period that begins on or after January 1 of the calendar
year in which the Participant attains age 70 1/2 and ends April 1 of the immediately following calendar year. 
 The options
available for Participants who are not 5-percent Owners and attained age 70 1/2 in calendar years before the calendar year that begins after the later of December 31, 1998, or the adoption date of
the amendment which eliminated the preretirement age 70 1/2 distribution option shall be the following. Any such Participant attaining age 70 1/2 in years after 1995 may elect by April 1 of the calendar year following the calendar
year in which he attained age 70 1/2 (or by December 31, 1997 in the case of a Participant attaining age 70 1/2 in 1996) to defer distributions until April 1 of the calendar year following the calendar year in which he retires.
If no such election is made, the Participant shall begin receiving distributions by April 1 of the calendar year following the year in which he attained age 70 1/2 (or by December 31, 1997 in the case of a Participant attaining age
70 1/2 in 1996). Any such Participant attaining age 70 1/2 in years prior to 1997 may elect to stop distributions that are not purchased annuities and recommence by April 1 of the calendar year following the calendar year in which he
retires. There shall be a new Annuity Starting Date upon recommencement. 
 SECTION 7.03—REQUIRED MINIMUM DISTRIBUTIONS. 

 

	 	(a)	General Rules. 

  

	 	(1)	The requirements of this article shall apply to any distribution of a Participant’s interest and will take precedence over any inconsistent provisions of this Plan. Unless otherwise specified, the provisions of
this article apply to calendar years beginning after December 31, 2002. 

  

	 	(2)	All distributions required under this article shall be determined and made in accordance with the regulations under Code Section 401(a)(9), including the incidental death benefit requirement in Code
Section 401(a)(9)(G), and the regulations thereunder. 

  

	 	(b)	Time and Manner of Distribution. 

  

	 	(1)	Required Beginning Date. The Participant’s entire interest will be distributed, or begin to be distributed, to the Participant no later than the Participant’s Required Beginning Date. 


 

	 	(2)	Death of Participant Before Distributions Begin. If the Participant dies before distributions begin, the Participant’s entire interest will be distributed, or begin to be distributed, no later than as
follows: 

  

	 	(i)	If the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary, distributions to the surviving spouse will begin by December 31 of the calendar year immediately following the
calendar year in which the Participant died, or by December 31 of the calendar year in which the Participant would have attained age 70 1/2, if later, except to the extent that an election is made to receive distributions in accordance
with the 5-year rule under (e) below. Under the 5-year rule, the Participant’s entire interest will be distributed to the Designated Beneficiary by December 31 of the calendar year containing the fifth anniversary of the
Participant’s death. 


  

					
		  	55	  	ARTICLE VII (    )










	 	(ii)	If the Participant’s surviving spouse is not the Participant’s sole Designated Beneficiary, distributions to the Designated Beneficiary will begin by December 31 of the calendar year immediately following
the calendar year in which the Participant died, except to the extent that an election is made to receive distributions in accordance with the 5-year rule under (e) below. Under the 5-year rule, the Participant’s entire interest will be
distributed to the Designated Beneficiary by December 31 of the calendar year containing the fifth anniversary of the Participant’s death. 

  

	 	(iii)	If there is no Designated Beneficiary as of September 30 of the year following the year of the Participant’s death, the Participant’s entire interest will be distributed by December 31 of the
calendar year containing the fifth anniversary of the Participant’s death. 

  

	 	(iv)	If the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary and the surviving spouse dies after the Participant but before distributions to the surviving spouse are required to
begin, this (b)(2), other than (b)(2)(i), will apply as if the surviving spouse were the Participant. 

 For purposes of this
(b)(2) and (d) below, unless (b)(2)(iv) above applies, distributions are considered to begin on the Participant’s Required Beginning Date. If (b)(2)(iv) above applies, distributions are considered to begin on the date distributions are
required to begin to the surviving spouse under (b)(2)(i) above. If distributions under an annuity purchased from an insurance company irrevocably commence to the Participant before the Participant’s Required Beginning Date (or to the
Participant’s surviving spouse before the date distributions are required to begin to the surviving spouse under (b)(2)(i) above), the date distributions are considered to begin is the date distributions actually commence. 

 

	 	(3)	Forms of Distribution. Unless the Participant’s interest is distributed in the form of an annuity purchased from an insurance company or in a single sum on or before the Required Beginning Date, as of the
first Distribution Calendar Year distributions will be made in accordance with (c) and (d) below. If the Participant’s interest is distributed in the form of an annuity purchased from an insurance company, distributions thereunder
will be made in accordance with the requirements of Code Section 401(a)(9) and the regulations thereunder. 

  

	 	(c)	Required Minimum Distributions During Participant’s Lifetime. 

  

	 	(1)	Amount of Required Minimum Distribution For Each Distribution Calendar Year. During the Participant’s lifetime, the minimum amount that will be distributed for each Distribution Calendar Year is the lesser
of: 

  

	 	(i)	the quotient obtained by dividing the Participant’s Account Balance by the distribution period in the Uniform Lifetime Table set forth in Q&A-2 in section 1.401(a)(9)-9 of the regulations, using the
Participant’s age as of the Participant’s birthday in the Distribution Calendar Year; or 


  

					
		  	56	  	ARTICLE VII (    )










	 	(ii)	if the Participant’s sole Designated Beneficiary for the Distribution Calendar Year is the Participant’s spouse, the quotient obtained by dividing the Participant’s Account Balance by the number in the
Joint and Last Survivor Table set forth in Q&A-3 in section 1.401(a)(9)-9 of the regulations, using the Participant’s and spouse’s attained ages as of the Participant’s and spouse’s birthdays in the Distribution Calendar
Year. 

  

	 	(2)	Lifetime Required Minimum Distributions Continue Through Year of Participant’s Death. Required minimum distributions will be determined under this (c) beginning with the first Distribution Calendar Year
and continuing up to, and including, the Distribution Calendar Year that includes the Participant’s date of death. 

  

	 	(d)	Required Minimum Distributions After Participant’s Death. 

  

	 	(1)	Death On or After Date Distributions Begin. 

  

	 	(i)	Participant Survived by Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is a Designated Beneficiary, the minimum amount that will be distributed for each
Distribution Calendar Year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s Account Balance by the longer of the remaining Life Expectancy of the Participant or the remaining Life Expectancy
of the Participant’s Designated Beneficiary, determined as follows: 

  

	 	A.	The Participant’s remaining Life Expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. 


 

	 	B.	If the Participant’s surviving spouse is the Participant’s sole Designated Beneficiary, the remaining Life Expectancy of the surviving spouse is calculated for each Distribution Calendar Year after the year of
the Participant’s death using the surviving spouse’s age as of the spouse’s birthday in that year. For Distribution Calendar Years after the year of the surviving spouse’s death, the remaining Life Expectancy of the surviving
spouse is calculated using the age of the surviving spouse as of the spouse’s birthday in the calendar year of the spouse’s death, reduced by one for each subsequent calendar year. 


 

	 	C.	If the Participant’s surviving spouse is not the Participant’s sole Designated Beneficiary, the Designated Beneficiary’s remaining Life Expectancy is calculated using the age of the Beneficiary in the
year following the year of the Participant’s death, reduced by one for each subsequent year. 

  

	 	(ii)	No Designated Beneficiary. If the Participant dies on or after the date distributions begin and there is no Designated Beneficiary as of September 30 of the year after the year of the Participant’s
death, the minimum amount that will be distributed for each Distribution Calendar Year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s Account Balance by the Participant’s remaining
Life Expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. 


  

					
		  	57	  	ARTICLE VII (    )










	 	(2)	Death Before Date Distributions Begin. 

  

	 	(i)	Participant Survived by Designated Beneficiary. If the Participant dies before the date distributions begin and there is a Designated Beneficiary, the minimum amount that will be distributed for each Distribution
Calendar Year after the year of the Participant’s death is the quotient obtained by dividing the Participant’s Account Balance by the remaining Life Expectancy of the Participant’s Designated Beneficiary, determined as provided in
(d)(1) above, except to the extent that an election is made to receive distributions in accordance with the 5-year rule under (e) below. Under the 5-year rule, the Participant’s entire interest will be distributed to the Designated
Beneficiary by December 31 of the calendar year containing the fifth anniversary of the Participant’s death. 

  

	 	(ii)	No Designated Beneficiary. If the Participant dies before the date distributions begin and there is no Designated Beneficiary as of September 30 of the year following the year of the Participant’s
death, distribution of the Participant’s entire interest will be completed by December 31 of the calendar year containing the fifth anniversary of the Participant’s death. 


 

	 	(iii)	Death of Surviving Spouse Before Distributions to Surviving Spouse Are Required to Begin. If the Participant dies before the date distributions begin, the Participant’s surviving spouse is the
Participant’s sole Designated Beneficiary, and the surviving spouse dies before distributions are required to begin to the surviving spouse under (b)(2)(i) above, this (d)(2) will apply as if the surviving spouse were the Participant.


  

	 	(e)	Election of 5-year Rule. Participants or Beneficiaries may elect on an individual basis whether the 5-year rule in (b)(2) and (d)(2) above applies to distributions after the death of a Participant who has a
Designated Beneficiary. The election must be made no later than the earlier of September 30 of the calendar year in which the distribution would be required to begin under (b)(2) above if no such election is made, or by September 30 of the
calendar year which contains the fifth anniversary of the Participant’s (or, if applicable, surviving spouse’s) death. 


  

					
		  	58	  	ARTICLE VII (    )









 ARTICLE VIII 

TERMINATION OF THE PLAN 

The Employer expects to continue the Plan indefinitely but reserves the right to terminate the Plan in whole or in part at any time upon
giving written notice to all parties concerned. 
 The Account of each Participant shall be 100% vested and nonforfeitable as of the
effective date of the complete termination of the Plan. The Account of each Participant shall also be 100% vested and nonforfeitable upon complete discontinuance of Contributions as of the effective date of the amendment to cease Contributions or
the date determined by the Internal Revenue Service. Further, the Account of each Participant who is included in the group of Participants deemed to be affected by a partial termination of the Plan (as determined by the Plan Administrator or a
governmental entity authorized to make such determination) shall be 100% vested and nonforfeitable as of the effective date of such event. The Participant’s Vested Account shall continue to participate in the earnings credited, expenses
charged, and any appreciation or depreciation of the Investment Fund until his Vested Account is distributed. 
 A Participant’s Vested
Account that does not result from the Contributions listed below may be distributed to the Participant after the effective date of the complete termination of the Plan: 

Elective Deferral Contributions 

Qualified Matching Contributions 

Qualified Nonelective Contributions 
 A
Participant’s Vested Account resulting from such Contributions may be distributed upon complete termination of the Plan, but only if neither the Employer nor any Controlled Group member maintain another defined contribution plan (other than an
employee stock ownership plan as defined in Code Section 4975(e)(7) or 409(a), a simplified employee pension plan as defined in Code Section 408(k), a SIMPLE IRA plan as defined in Code Section 408(p), a plan or contract that
satisfies the requirements of Code Section 403(b), or a plan described in Code Section 457(b) or (f)) at any time during the period beginning on the date of complete termination of the Plan and ending 12 months after all assets have been
distributed from the Plan. Such distribution is made in a lump sum. A distribution under this article shall be a retirement benefit and shall be distributed to the Participant according to the provisions of Article VI. 

However, the fixed period and fixed payment installment options shall not be available. If a Participant or Beneficiary is receiving payments
under the fixed period or fixed payment installment option, the Vested Account shall be paid to such person in a single sum. 
 The
Participant’s entire Vested Account shall be paid in a single sum to the Participant as of the effective date of complete termination of the Plan if (i) the requirements for distribution of Elective Deferral Contributions in the above
paragraph are met and (ii) consent of the Participant is not required in the ELECTION PROCEDURES SECTION of Article VI to distribute a benefit that is immediately distributable. This is a small amounts payment. The small amounts payment is in
full settlement of all benefits otherwise payable. 
 Upon complete termination of the Plan, no more Employees shall become Participants and
no more Contributions shall be made. 
 The assets of this Plan shall not be paid to the Employer at any time, except that, after the
satisfaction of all liabilities under the Plan, any assets remaining may be paid to the Employer. The payment may not be made if it would contravene any provision of law. 

  

					
		  	59	  	ARTICLE VIII (    )









 ARTICLE IX 

ADMINISTRATION OF THE PLAN 
 SECTION
9.01—ADMINISTRATION. 
 Subject to the provisions of this article, the Plan Administrator has complete control of the administration
of the Plan. The Plan Administrator has all the powers necessary for it to properly carry out its administrative duties. Not in limitation, but in amplification of the foregoing, the Plan Administrator has complete discretion to construe or
interpret the provisions of the Plan, including ambiguous provisions, if any, and to determine all questions that may arise under the Plan, including all questions relating to the eligibility of Employees to participate in the Plan and the amount of
benefit to which any Participant or Beneficiary may become entitled. The Plan Administrator’s decisions upon all matters within the scope of its authority shall be final. 

Unless otherwise set out in the Plan or Annuity Contract, the Plan Administrator may delegate recordkeeping and other duties which are
necessary to assist it with the administration of the Plan to any person or firm which agrees to accept such duties. The Plan Administrator shall be entitled to rely upon all tables, valuations, certificates and reports furnished by the consultant
or actuary appointed by the Plan Administrator and upon all opinions given by any counsel selected or approved by the Plan Administrator. 

The Plan Administrator shall receive all claims for benefits by Participants, former Participants and Beneficiaries. The Plan Administrator
shall determine all facts necessary to establish the right of any Claimant to benefits and the amount of those benefits under the provisions of the Plan. The Plan Administrator may establish rules and procedures to be followed by Claimants in filing
claims for benefits, in furnishing and verifying proofs necessary to determine age, and in any other matters required to administer the Plan. 
 SECTION
9.02—EXPENSES. 
 Expenses of the Plan, to the extent that the Employer does not pay such expenses, may be paid out of the assets of
the Plan provided that such payment is consistent with ERISA. Expenses of the Plan will be paid in accordance with the most recent service and expense agreement or such other documents duly entered into by or with regard to the Plan that govern such
matters. Such expenses include, but are not limited to, expenses for bonding required by ERISA; expenses for recordkeeping and other administrative services; fees and expenses of the Trustee or Annuity Contract; expenses for investment education
service; and direct costs that the Employer incurs with respect to the Plan. Expenses that relate solely to a specific Participant or Alternate Payee may be assessed against such Participant or Alternate Payee as provided in the service and expense
agreement or such other documents duly entered into by or with regard to the Plan that govern such matters. 
 SECTION 9.03—RECORDS. 

All acts and determinations of the Plan Administrator shall be duly recorded. All these records, together with other documents necessary for
the administration of the Plan, shall be preserved in the Plan Administrator’s custody. 
 Writing (handwriting, typing, printing),
photostating, photographing, microfilming, magnetic impulse, mechanical or electrical recording, or other forms of data compilation shall be acceptable means of keeping records. 

  

					
		  	60	  	ARTICLE IX (    )









 SECTION 9.04—INFORMATION AVAILABLE. 

Any Participant in the Plan or any Beneficiary may examine copies of the Plan description, latest annual report, any bargaining agreement, this
Plan, the Annuity Contract, or any other instrument under which the Plan was established or is operated. The Plan Administrator shall maintain all of the items listed in this section in its office, or in such other place or places as it may
designate in order to comply with governmental regulations. These items may be examined during reasonable business hours. Upon the written request of a Participant or Beneficiary receiving benefits under the Plan, the Plan Administrator shall
furnish him with a copy of any of these items. The Plan Administrator may make a reasonable charge to the requesting person for the copy. 
 SECTION
9.05—CLAIM PROCEDURES. 
 A Claimant must submit any necessary forms and needed information when making a claim for benefits under
the Plan. 
 If a claim for benefits under the Plan is wholly or partially denied, the Plan Administrator shall provide adequate written
notice to the Claimant whose claim for benefits under the Plan has been denied. The notice must be furnished within 90 days of the date that the claim is received by the Plan without regard to whether all of the information necessary to make a
benefit determination is received. The Claimant shall be notified in writing within this initial 90-day period if special circumstances require an extension of the time needed to process the claim. The notice
shall indicate the special circumstances requiring an extension of time and the date by which the Plan Administrator’s decision is expected to be rendered. In no event shall such extension exceed a period of 90 days from the end of the initial
90-day period. 
 The Plan Administrator’s notice to the Claimant shall: (i) specify the reason or reasons for the denial;
(ii) reference the specific Plan provisions on which the denial is based; (iii) describe any additional material and information needed for the Claimant to perfect his claim for benefits; (iv) explain why the material and information
is needed; and (v) inform the Claimant of the Plan’s appeal procedures and the time limits applicable to such procedures, including a statement of the Claimant’s right to bring a civil action under ERISA section 502(a) following an
adverse benefit determination on appeal. 
 Any appeal made by a Claimant must be made in writing to the Plan Administrator within 60 days
after receipt of the Plan Administrator’s notice of denial of benefits. If the Claimant appeals to the Plan Administrator, the Claimant may submit written comments, documents, records, and other information relating to the claim for benefits.
The Claimant shall be provided, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other information relevant to the Claimant’s claim for benefits. The Plan Administrator shall review the claim
taking into account all comments, documents, records, and other information submitted by the Claimant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination. 

The Plan Administrator shall provide adequate written notice to the Claimant of the Plan’s benefit determination on review. The notice
must be furnished within 60 days of the date that the request for review is received by the Plan without regard to whether all of the information necessary to make a benefit determination on review is received. The Claimant shall be notified in
writing within this initial 60-day period if special circumstances require an extension of the time needed to process the claim. The notice shall indicate the special circumstances requiring an extension of time and the date by which the Plan
Administrator expects to render the determination on review. In no event shall such extension exceed a period of 60 days from the end of the initial 60-day period. 

  

					
		  	61	  	ARTICLE IX (    )









 In the event the benefit determination is being made by a committee or board of trustees that
hold regularly scheduled meetings at least quarterly, the above paragraph shall not apply. The benefit determination must be made by the date of the meeting of the committee or board that immediately follows the Plan’s receipt of a request for
review, unless the request for review is filed within 30 days preceding the date of such meeting. In such case, the benefit determination must be made by the date of the second meeting following the Plan’s receipt of the request for review. The
date of the receipt of the request for review shall be determined without regard to whether all of the information necessary to make a benefit determination on review is received. The Claimant shall be notified in writing within this initial period
if special circumstances require an extension of the time needed to process the claim. The notice shall indicate the special circumstances requiring an extension of time and the date by which the committee or board expects to render the
determination on review. In no event shall such benefit determination be made later than the third meeting of the committee or board following the Plan’s receipt of the request for review. The Plan Administrator shall provide adequate written
notice to the Claimant of the Plan’s benefit determination on review as soon as possible, but not later than five days after the benefit determination is made. 

If the claim for benefits is wholly or partially denied on review, the Plan Administrator’s notice to the Claimant shall:
(i) specify the reason or reasons for the denial; (ii) reference the specific Plan provisions on which the denial is based; (iii) include a statement that the Claimant is entitled to receive, upon request and free of charge,
reasonable access to, and copies of, all documents, records, and other information relevant to the Claimant’s claim for benefits; and (iv) include a statement of the Claimant’s right to bring a civil action under ERISA section 502(a).

 A Claimant may authorize a representative to act on the Claimant’s behalf with respect to a benefit claim or appeal of an adverse
benefit determination. Such authorization shall be made by completion of a form furnished for that purpose. In the absence of any contrary direction from the Claimant, all information and notifications to which the Claimant is entitled shall be
directed to the authorized representative. 
 The Plan Administrator shall perform periodic examinations, reviews, or audits of benefit
claims to determine whether claims determinations are made in accordance with the governing Plan documents and, where appropriate, Plan provisions have been consistently applied with respect to similarly situated Claimants. 

SECTION 9.06—DELEGATION OF AUTHORITY. 

All or any part of the administrative duties and responsibilities under this article may be delegated by the Plan Administrator to a retirement
committee. The duties and responsibilities of the retirement committee shall be set out in a separate written agreement. 
 SECTION 9.07—EXERCISE OF
DISCRETIONARY AUTHORITY. 
 The Employer, Plan Administrator, and any other person or entity who has authority with respect to the
management, administration, or investment of the Plan may exercise that authority in its/his full discretion, subject only to the duties imposed under ERISA. This discretionary authority includes, but is not limited to, the authority to make any and
all factual determinations and interpret all terms and provisions of the Plan documents relevant to the issue under consideration. The exercise of authority will be binding upon all persons. 

SECTION 9.08—TRANSACTION PROCESSING. 

Transactions (including, but not limited to, investment directions, trades, loans, and distributions) shall be processed as soon as
administratively practicable after proper directions are received from the Participant or other parties. No guarantee is made by the Plan, Plan Administrator, Trustee, Insurer, or Employer that such transactions will be processed on a daily or other
basis, and no guarantee is made in any respect regarding the processing time of such transactions. 

  

					
		  	62	  	ARTICLE IX (    )









 Notwithstanding any other provision of the Plan, the Employer, the Plan Administrator, or the
Trustee reserves the right to not value an investment option on any given Valuation Date for any reason deemed appropriate by the Employer, the Plan Administrator, or the Trustee. 

Administrative practicality will be determined by legitimate business factors (including, but not limited to, failure of systems or computer
programs, failure of the means of the transmission of data, force majeure, the failure of a service provider to timely receive values or prices, and correction for errors or omissions or the errors or omissions of any service provider) and in no
event will be deemed to be less than 14 days. The processing date of a transaction shall be binding for all purposes of the Plan and considered the applicable Valuation Date for any transaction. 

  

					
		  	63	  	ARTICLE IX (    )









 ARTICLE X 

GENERAL PROVISIONS 
 SECTION
10.01—AMENDMENTS. 
 The Employer may amend this Plan at any time, including any remedial retroactive changes (within the time
specified by Internal Revenue Service regulations), to comply with any law or regulation issued by any governmental agency to which the Plan is subject. 

An amendment may not allow reversion or diversion of Plan assets to the Employer at any time, except as may be required to comply with any law
or regulation issued by any governmental agency to which the Plan is subject. 
 An amendment may not eliminate or reduce a section
411(d)(6) protected benefit, as defined in Q&A-1 in section 1.411(d)-4 of the regulations, that has already accrued, except as provided in section 1.411(d)-3 or 1.411(d)-4 of the regulations. This is generally the case even if such elimination
or reduction is contingent upon the Employee’s consent. However, the Plan may be amended to eliminate or reduce section 411(d)(6) protected benefits with respect to benefits not yet accrued as of the later of the amendment’s adoption date
or effective date without violating Code Section 411(d)(6). 
 No amendment to the Plan shall be effective to eliminate or restrict an
optional form of benefit. The preceding sentence shall not apply to a Plan amendment that eliminates or restricts the ability of a Participant to receive payment of his Account balance under a particular optional form of benefit if the amendment
provides a single sum distribution form that is otherwise identical to the optional form of benefit being eliminated or restricted. For this purpose, a single sum distribution form is otherwise identical only if the single sum distribution form is
identical in all respects to the eliminated or restricted optional form of benefit (or would be identical except that it provides greater rights to the Participant) except with respect to the timing of payments after commencement. 

If, as a result of an amendment, an Employer Contribution is removed that is not 100% immediately vested when made, the applicable vesting
schedule in effect as of the last day such Contributions were permitted shall remain in effect with respect to that part of the Participant’s Account resulting from such Contributions. The Participant shall not become immediately 100% vested in
such Contributions as a result of the elimination of such Contribution except as otherwise specifically provided in the Plan. 
 An
amendment shall not decrease a Participant’s vested interest in the Plan. If an amendment to the Plan changes the computation of the percentage used to determine that portion of a Participant’s Account attributable to Employer
Contributions which is nonforfeitable (whether directly or indirectly), in the case of an Employee who is a Participant as of the later of the date such amendment or change is adopted or the date it becomes effective, the nonforfeitable percentage
(determined as of such date) of such Employee’s right to his Account attributable to Employer Contributions shall not be less than the percentage computed under the Plan without regard to such amendment or change. Furthermore, each Participant
or former Participant 
  

	 	(a)	who has completed at least three Years of Service on the date the election period described below ends (five Years of Service if the Participant does not have at least one Hour of Service in a Plan Year beginning after
December 31, 1988) and 


  

					
		  	64	  	ARTICLE X (    )










	 	(b)	whose nonforfeitable percentage will be determined on any date after the date of the change may elect, during the election period, to have the nonforfeitable percentage of his Account resulting from Employer
Contributions determined without regard to the amendment. This election may not be revoked. If after the Plan is changed, the Participant’s nonforfeitable percentage will at all times be as great as it would have been if the change had not been
made, no election needs to be provided. The election period shall begin no later than the date the Plan amendment is adopted and end no earlier than the 60th day after the latest of the date the amendment is adopted or becomes effective, or the date
the Participant is issued written notice of the amendment by the Employer or the Plan Administrator. 

 With respect to a
Participant’s Account attributable to Employer Contributions accrued as of the later of the adoption or effective date of the amendment and earnings, the vested percentage of each Participant will be the greater of the vested percentage under
the old vesting schedule or the vested percentage under the new vesting schedule. 
 SECTION 10.02—DIRECT ROLLOVERS. 

Notwithstanding any provision of the Plan to 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 the 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. 

In the event of a Mandatory Distribution of an Eligible Rollover Distribution greater than $1,000 in accordance with the SMALL AMOUNTS SECTION
of this article (or which is a small amounts payment under Article VIII at complete termination of the Plan), if the Participant does not elect to have such distribution paid directly to an Eligible Retirement Plan specified by the Participant in a
Direct Rollover or to receive the distribution directly, the Plan Administrator will pay the distribution in a Direct Rollover to an individual retirement plan designated by the Plan Administrator. 

For purposes of determining whether a Mandatory Distribution is greater than $1,000, a designated Roth account and all other accounts under
the Plan shall be treated as accounts held under two separate plans and shall not be combined. 
 In the event of any other Eligible
Rollover Distribution to a Distributee in accordance with the SMALL AMOUNTS SECTION of this article (or which is a small amounts payment under Article VIII at complete termination of the Plan), if the Distributee does not elect to have such
distribution paid directly to an Eligible Retirement Plan specified by the Distributee in a Direct Rollover or to receive the distribution directly, the Plan Administrator will pay the distribution to the Distributee. 

SECTION 10.03—MERGERS AND DIRECT TRANSFERS. 

The Plan may not be merged or consolidated with, nor have its assets or liabilities transferred to, any other retirement plan, unless each
Participant in this Plan would (if that plan then terminated) receive a benefit immediately after the merger, consolidation, or transfer that is equal to or greater than the benefit the Participant would have been entitled to receive immediately
before the merger, consolidation, or transfer (if this Plan had then terminated). The Employer may enter into merger agreements or direct transfer of assets agreements with the employers under other retirement plans which are qualifiable under Code
Section 401(a), including an elective transfer, and may accept the direct transfer of plan assets, or may transfer plan assets, as a party to any such agreement. The Employer shall not consent to, or be a party to a merger, consolidation, or
transfer of assets with a defined benefit plan if such action would result in a defined benefit feature being maintained under this Plan. The Employer will not transfer any amounts attributable to elective deferral contributions, qualified matching
contributions, qualified nonelective contributions, and contributions used to satisfy Code Section 401(k)(13) safe harbors unless the transferee plan provides that the limitations of 

  

					
		  	65	  	ARTICLE X (    )









 
section 1.401(k)-1(d) of the regulations shall apply to such amounts (including post-transfer earnings thereon), unless the amounts could have been distributed at the time of the transfer (other
than for hardships as described in the WITHDRAWAL BENEFITS SECTION of Article V or deemed severance from employment, as described in the VESTED BENEFITS SECTION of Article V), and the transfer is an elective transfer described in Q&A-3(b)(1) in
section 1.411(d)-4 of the regulations. 
 Notwithstanding any provision of the Plan to the contrary, to the extent any optional form of
benefit under the Plan permits a distribution prior to the Employee’s retirement, death, disability, or Severance from Employment, and prior to plan termination, the optional form of benefit is not available with respect to benefits
attributable to assets (including the post-transfer earnings thereon) and liabilities that are transferred, within the meaning of Code Section 414(l), to this Plan from a money purchase pension plan
qualified under Code Section 401(a) (other than any portion of those assets and liabilities attributable to voluntary employee contributions). In addition, benefits attributable to such assets (and post-transfer earnings) from a money purchase
plan must be distributed in accordance with the qualified preretirement survivor annuity and qualified joint and survivor annuity requirements (including the spousal consent requirement) of Code Section 401(a)(11) and the regulations thereunder
as stated in the money purchase plan from which the assets were transferred. 
 The limitations of section 1.401(k)-1(d) of the regulations
applicable to elective deferral contributions, qualified matching contributions, qualified nonelective contributions, and contributions used to satisfy Code Section 401(k)(13) safe harbors shall continue to apply to any amounts attributable to
such contributions (including post-transfer earnings thereon) transferred to this Plan, unless the amounts could have been distributed at the time of the transfer (other than for hardships as described in the WITHDRAWAL BENEFITS SECTION of Article V
or deemed severance from employment, as described in the VESTED BENEFITS SECTION of Article V), and the transfer is an elective transfer described in Q&A-3(b)(1) in section 1.411(d)-4 of the regulations. 

The Plan may accept a direct transfer of plan assets on behalf of an Eligible Employee. If the Eligible Employee is not an Active Participant
when the transfer is made, the Eligible Employee shall be deemed to be an Active Participant only for the purpose of investment and distribution of the transferred assets. Employer Contributions shall not be made for or allocated to the Eligible
Employee, until the time he meets all of the requirements to become an Active Participant. 
 The Plan shall hold, administer, and
distribute the transferred assets as a part of the Plan. The Plan shall maintain a separate account for the benefit of the Employee on whose behalf the Plan accepted the transfer in order to reflect the value of the transferred assets. 

A Participant’s section 411(d)(6) protected benefits, as defined in Q&A-1 in section 1.411(d)-4 of the regulations, may not be
eliminated by reason of transfer or any transaction amending or having the effect of amending a plan or plans to transfer benefits except as provided below. 

A Participant’s section 411(d)(6) protected benefits may be eliminated or reduced upon transfer between qualified defined contribution
plans if the conditions in Q&A-3(b)(1) in section 1.411(d)-4 of the regulations are met. The transfer must meet all of the other applicable qualification requirements. 

A Participant’s section 411(d)(6) protected benefits may be eliminated or reduced if a transfer is an elective transfer of certain
distributable benefits between qualified plans (both defined benefit and defined contribution) and the conditions in Q&A-3(c)(1) in section 1.411(d)-4 of the regulations are met. The rules applicable to distributions under the plan would apply
to the transfer, but the transfer would not be treated as a distribution for purposes of the minimum distribution requirements of Code Section 401(a)(9). If the Participant is eligible to receive an immediate distribution of his entire Vested
Account in a single sum distribution that would consist entirely of an eligible rollover distribution under Code Section 401(a)(31), such transfer will be accomplished as a direct rollover under Code Section 401(a)(31). 

  

					
		  	66	  	ARTICLE X (    )









 SECTION 10.04—PROVISIONS RELATING TO THE INSURER AND OTHER PARTIES. 

The obligations of an Insurer shall be governed solely by the provisions of the Annuity Contract. The Insurer shall not be required to perform
any act not provided in or contrary to the provisions of the Annuity Contract. Each Annuity Contract when purchased shall comply with the Plan. See the CONSTRUCTION SECTION of this article. 

Any issuer or distributor of investment contracts or securities is governed solely by the terms of its policies, written investment contract,
prospectuses, security instruments, and any other written agreements entered into with the Trustee with regard to such investment contracts or securities. 

Such Insurer, issuer or distributor is not a party to the Plan, nor bound in any way by the Plan provisions. Such parties shall not be
required to look to the terms of this Plan, nor to determine whether the Employer, the Plan Administrator, the Trustee, or the Named Fiduciary have the authority to act in any particular manner or to make any contract or agreement. 

Until notice of any amendment or termination of this Plan or a change in Trustee has been received by the Insurer at its home office or an
issuer or distributor at their principal address, they are and shall be fully protected in assuming that the Plan has not been amended or terminated and in dealing with any party acting as Trustee according to the latest information which they have
received at their home office or principal address. 
 SECTION 10.05—EMPLOYMENT STATUS. 

Nothing contained in this Plan gives an Employee the right to be retained in the Employer’s employ or to interfere with the
Employer’s right to discharge any Employee. 
 SECTION 10.06—RIGHTS TO PLAN ASSETS. 

An Employee shall not have any right to or interest in any assets of the Plan upon termination of employment or otherwise except as
specifically provided under this Plan, and then only to the extent of the benefits payable to such Employee according to the Plan provisions. 

Any final payment or distribution to a Participant or his legal representative or to any Beneficiaries of such Participant under the Plan
provisions shall be in full satisfaction of all claims against the Plan, the Named Fiduciary, the Plan Administrator, the Insurer, the Trustee, and the Employer arising under or by virtue of the Plan. 

SECTION 10.07—BENEFICIARY. 
 Each
Participant may name a Beneficiary to receive any death benefit that may arise out of his participation in the Plan. The Participant may change his Beneficiary from time to time. Unless a qualified election has been made, for purposes of
distributing any death benefits before the Participant’s Retirement Date, the Beneficiary of a Participant who has a spouse shall be the Participant’s spouse. The Participant’s Beneficiary designation and any change of Beneficiary
shall be subject to the provisions of the ELECTION PROCEDURES SECTION of Article VI. 

  

					
		  	67	  	ARTICLE X (    )









 It is the responsibility of the Participant to give written notice to the Plan Administrator of
the name of the Beneficiary on a form furnished for that purpose. The Plan Administrator shall maintain records of Beneficiary designations for Participants before their Retirement Dates. However, the Plan Administrator may delegate to another party
the responsibility of maintaining records of Beneficiary designations. In that event, the written designations made by Participants shall be filed with such other party. If a party other than the Insurer maintains the records of Beneficiary
designations and a Participant dies before his Retirement Date, such other party shall certify to the Insurer the Beneficiary designation on its records for the Participant. 

If there is no Beneficiary named or surviving when a Participant dies, the Participant’s Beneficiary shall be the Participant’s
surviving spouse, or where there is no surviving spouse, the executor or administrator of the Participant’s estate. 
 SECTION
10.08—NONALIENATION OF BENEFITS. 
 Benefits payable under the Plan are not subject to the claims of any creditor of any Participant
or Beneficiary. A Participant or Beneficiary does not have any rights to alienate, anticipate, commute, pledge, encumber, or assign such benefits. Such restrictions do not apply in the case of a loan as provided in the LOANS TO PARTICIPANTS SECTION
of Article V. The preceding sentences shall also apply to the creation, assignment, or recognition of a right to any benefit payable with respect to a Participant according to a domestic relations order, unless such order is determined by the
Plan Administrator to be a qualified domestic relations order, as defined in Code Section 414(p), or any domestic relations order entered before January 1, 1985. The preceding sentences shall not apply to any offset of a Participant’s
benefits provided under the Plan against an amount the Participant is required to pay the Plan with respect to a judgment, order, or decree issued, or a settlement entered into, on or after August 5, 1997, which meets the requirements of Code
Sections 401(a)(13)(C) or (D). 
 SECTION 10.09—CONSTRUCTION. 

The validity of the Plan or any of its provisions is determined under and construed according to Federal law and, to the extent permissible,
according to the laws of the state in which the Employer has its principal office. In case any provision of this Plan is held illegal or invalid for any reason, such determination shall not affect the remaining provisions of this Plan, and the Plan
shall be construed and enforced as if the illegal or invalid provision had never been included. 
 In the event of any conflict between the
provisions of the Plan and the terms of any Annuity Contract issued hereunder, the provisions of the Plan control. 
 SECTION 10.10—LEGAL ACTIONS.

 No person employed by the Employer; no Participant, former Participant, or their Beneficiaries; nor any other person having or
claiming to have an interest in the Plan is entitled to any notice of process. A final judgment entered in any such action or proceeding shall be binding and conclusive on all persons having or claiming to have an interest in the Plan. 

SECTION 10.11—SMALL AMOUNTS. 
 If the
value of the Participant’s Vested Account does not exceed $5,000, the Participant’s entire Vested Account shall be distributed as of the earliest of his Retirement Date, the date he dies, or the date he has a Severance from Employment for
any other reason (the date the Employer provides notice to the record keeper of the Plan of such event, if later). For purposes of this section, if the Participant’s Vested Account is zero, the Participant shall be deemed to have received a
distribution of such Vested Account. This is a small amounts payment. 

  

					
		  	68	  	ARTICLE X (    )









 In the event a Participant does not elect to have a small amounts payment paid directly to an
Eligible Retirement Plan specified by the Participant in a Direct Rollover or to receive the distribution directly and his Vested Account is greater than $1,000, a Mandatory Distribution will be made in accordance with the DIRECT ROLLOVERS SECTION
of this article. If his Vested Account is $1,000 or less, the Participant’s entire Vested Account shall be paid directly to him. 
 If
a small amounts payment is made on or after the date the Participant dies, the small amounts payment shall be made to the Participant’s Beneficiary. If a small amounts payment is made while the Participant is living, the small amounts payment
shall be made to the Participant. 
 A small amounts payment is in full settlement of all benefits otherwise payable. No other small amounts
payment shall be made. 
 SECTION 10.12—WORD USAGE. 

The masculine gender, where used in this Plan, shall include the feminine gender and the singular words, where used in this Plan, shall include
the plural, unless the context indicates otherwise. 
 The words “in writing” and “written,” where used in this Plan,
shall include any other forms, such as voice response or other electronic system, as permitted by any governmental agency to which the Plan is subject. 

SECTION 10.13—CHANGE IN SERVICE METHOD. 
  

	 	(a)	Change of Service Method Under This Plan. If this Plan is amended to change the method of crediting service from the elapsed time method to the hours method for any purpose under this Plan, the Employee’s
service shall be equal to the sum of (1), (2), and (3) below: 

  

	 	(1)	The number of whole years of service credited to the Employee under the Plan as of the date the change is effective. 

  

	 	(2)	One year of service for the computation period in which the change is effective if he is credited with the required number of Hours of Service. For that portion of the computation period ending on the date of the change
(for the first day of the computation period if the change is made on the first day of the computation period), the Employee will be credited with the greater of (i) his actual Hours of Service or (ii) the number of Hours of Service that
is equivalent to the fractional part of a year of elapsed time service credited as of the date of the change, if any. In determining the equivalent Hours of Service, the Employee shall be credited with 190 Hours of Service for each month and any
fractional part of a month in such fractional part of a year. The number of months and any fractional part of a month shall be determined by multiplying the fractional part of a year, expressed as a decimal, by 12. For the remaining portion of the
computation period (the period beginning on the second day of the computation period and ending on the last day of the computation period if the change is made on the first day of the computation period), the Employee will be credited with his
actual Hours of Service. 

  

	 	(3)	The Employee’s service determined under this Plan using the hours method after the end of the computation period in which the change in service method was effective. 


  

					
		  	69	  	ARTICLE X (    )









 If this Plan is amended to change the method of crediting service from the hours method to the
elapsed time method for any purpose under this Plan, the Employee’s service shall be equal to the sum of (4), (5), and (6) below: 
  

	 	(4)	The number of whole years of service credited to the Employee under the Plan as of the beginning of the computation period in which the change in service method is effective. 


 

	 	(5)	The greater of (i) the service that would be credited to the Employee for that entire computation period using the elapsed time method or (ii) the service credited to him under the Plan as of the date the
change is effective. 

  

	 	(6)	The Employee’s service determined under this Plan using the elapsed time method after the end of the applicable computation period in which the change in service method was effective. 


 

	 	(b)	Transfers Between Plans with Different Service Methods. If an Employee has been a participant in another plan of the Employer that credited service under the elapsed time method for any purpose that under this
Plan is determined using the hours method, then the Employee’s service shall be equal to the sum of (1), (2), and (3) below: 

  

	 	(1)	The number of whole years of service credited to the Employee under the other plan as of the date he became an Eligible Employee under this Plan. 


 

	 	(2)	One year of service for the applicable computation period in which he became an Eligible Employee if he is credited with the required number of Hours of Service. For that portion of such computation period ending on the
date he became an Eligible Employee (for the first day of such computation period if he became an Eligible Employee on the first day of such computation period), the Employee will be credited with the greater of (i) his actual Hours of Service
or (ii) the number of Hours of Service that is equivalent to the fractional part of a year of elapsed time service credited as of the date he became an Eligible Employee, if any. In determining the equivalent Hours of Service, the Employee
shall be credited with 190 Hours of Service for each month and any fractional part of a month in such fractional part of a year. The number of months and any fractional part of a month shall be determined by multiplying the fractional part of a
year, expressed as a decimal, by 12. For the remaining portion of such computation period (the period beginning on the second day of such computation period and ending on the last day of such computation period if he became an Eligible Employee on
the first day of such computation period), the Employee will be credited with his actual Hours of Service. 

  

	 	(3)	The Employee’s service determined under this Plan using the hours method after the end of the computation period in which he became an Eligible Employee. 


If an Employee has been a participant in another plan of the Employer that credited service under the hours method for any purpose that under
this Plan is determined using the elapsed time method, then the Employee’s service shall be equal to the sum of (4), (5), and (6) below: 
  

	 	(4)	The number of whole years of service credited to the Employee under the other plan as of the beginning of the computation period under that plan in which he became an Eligible Employee under this Plan.



  

					
		  	70	  	ARTICLE X (    )










	 	(5)	The greater of (i) the service that would be credited to the Employee for that entire computation period using the elapsed time method or (ii) the service credited to him under the other plan as of the date he
became an Eligible Employee under this Plan. 

  

	 	(6)	The Employee’s service determined under this Plan using the elapsed time method after the end of the applicable computation period under the other plan in which he became an Eligible Employee. 


If an Employee has been a participant in a Controlled Group member’s plan that credited service under a different method than is used in
this Plan, in order to determine entry and vesting, the provisions in (b) above shall apply as though the Controlled Group member’s plan was a plan of the Employer. 

Any modification of service contained in this Plan shall be applicable to the service determined pursuant to this section. 

SECTION 10.14—MILITARY SERVICE. 

Notwithstanding any provision of this Plan to the contrary, the Plan shall provide contributions, benefits, and service credit with respect to
Qualified Military Service in accordance with Code Section 414(u). Loan repayments may be suspended under this Plan as permitted under Code Section 414(u). 

A Participant who dies on or after January 1, 2007 while performing Qualified Military Service is treated as having resumed and then
terminated employment on account of death, in accordance with Code Section 401(a)(37) and any subsequent guidance. The survivors of such Participant are entitled to any additional benefits provided under the Plan on account of death of the
Participant. 

  

					
		  	71	  	ARTICLE X (    )









 ARTICLE XI 

TOP-HEAVY PLAN REQUIREMENTS 

SECTION 11.01—APPLICATION. 
 The
provisions of this article shall supersede all other provisions in the Plan to the contrary. 
 For the purpose of applying the Top-heavy Plan requirements of this article, all members of the Controlled Group shall be treated as one Employer. The term Employer, as used in this article, shall be deemed to include all members of the Controlled
Group, unless the term as used clearly indicates only the Employer is meant. 
 The accrued benefit or account of a participant resulting
from deductible employee contributions shall not be included for any purpose under this article. 
 The minimum contribution provisions of
the MODIFICATION OF CONTRIBUTIONS SECTION of this article shall not apply to any Employee who is included in a group of Employees covered by a collective bargaining agreement that the Secretary of Labor finds to be a collective bargaining agreement
between employee representatives and one or more employers, including the Employer, if there is evidence that retirement benefits were the subject of good faith bargaining between such representatives. For this purpose, the term “employee
representatives” does not include any organization more than half of whose members are employees who are owners, officers, or executives. 
 SECTION
11.02—DEFINITIONS. 
 For purposes of this article the following terms are defined: 

Aggregation Group means: 
  

	 	(a)	each of the Employer’s qualified plans in which a Key Employee is a participant during the Plan Year containing the Determination Date or any of the four preceding Plan Years (regardless of whether the plans have
terminated), 

  

	 	(b)	each of the Employer’s other qualified plans which allows the plan(s) described in (a) above to meet the nondiscrimination requirement of Code Section 401(a)(4) or the minimum coverage requirement of Code
Section 410, and 

  

	 	(c)	any of the Employer’s other qualified plans not included in (a) or (b) above which the Employer desires to include as part of the Aggregation Group. Such a qualified plan shall be included only if the
Aggregation Group would continue to satisfy the requirements of Code Sections 401(a)(4) and 410. 

 The plans in (a) and
(b) above constitute the “required” Aggregation Group. The plans in (a), (b), and (c) above constitute the “permissive” Aggregation Group. 

Compensation means compensation as defined in the CONTRIBUTION LIMITATION SECTION of Article III. 

  

					
		  	72	  	ARTICLE XI (    )









 Determination Date means as to any plan, for any plan year subsequent to the first plan
year, the last day of the preceding plan year. For the first plan year of the plan, the Determination Date is the last day of that year. 

Key Employee means any Employee or former Employee (including any deceased Employee) who at any time during the Plan Year that includes
the Determination Date is: 
  

	 	(a)	an officer of the Employer having Compensation for the Plan Year greater than $130,000 (as adjusted under Code Section 416(i)(1) for Plan Years beginning after December 31, 2002), 


 

	 	(b)	a 5-percent owner of the Employer, or 

  

	 	(c)	a 1-percent owner of the Employer having Compensation for the Plan Year of more than $150,000. 


The determination of who is a Key Employee shall be made according to Code Section 416(i)(1) and the applicable regulations and other
guidance of general applicability issued thereunder. 
 Nonkey Employee means any Employee who is not a Key Employee. 

Top-heavy Plan means a plan that is top-heavy for any
plan year. This Plan shall be top-heavy if any of the following conditions exist: 
  

	 	(a)	The Top-heavy Ratio for this Plan exceeds 60 percent and this Plan is not part of any required Aggregation Group or permissive Aggregation Group. 


 

	 	(b)	This Plan is a part of a required Aggregation Group, but not part of a permissive Aggregation Group, and the Top-heavy Ratio for the required Aggregation Group exceeds 60 percent.


  

	 	(c)	This Plan is a part of a required Aggregation Group and part of a permissive Aggregation Group and the Top-heavy Ratio for the permissive Aggregation Group exceeds 60 percent.


 Top-heavy Ratio means: 

 

	 	(a)	If the Employer maintains one or more defined contribution plans (including any simplified employee pension plan) and the Employer has not maintained any defined benefit plan which during the five-year period ending on the Determination Date(s) has or has had accrued benefits, the Top-heavy Ratio for this Plan alone or for the required or permissive Aggregation
Group, as appropriate, is a fraction, the numerator of which is the sum of the account balances of all Key Employees as of the Determination Date(s) (including any part of any account balance distributed in the
one-year period ending on the Determination Date(s) and distributions under a terminated plan which if it had not been terminated would have been required to be included in the Aggregation Group), and the
denominator of which is the sum of all account balances (including any part of any account balance distributed in the one-year period ending on the Determination Date(s) and distributions under a terminated
plan which if it had not been terminated would have been required to be included in the Aggregation Group), both computed in accordance with Code Section 416 and the regulations thereunder. In the case of a distribution made for a reason other
than Severance from Employment, death, or disability, this provision shall be applied by substituting “five-year period” for “one-year period.” Both the numerator and denominator of the
Top-heavy Ratio are increased to reflect any contribution not actually made as of the Determination Date, but which is required to be taken into account on that date under Code Section 416 and the
regulations thereunder. 


  

					
		  	73	  	ARTICLE XI (    )










	 	(b)	If the Employer maintains one or more defined contribution plans (including any simplified employee pension plan) and the Employer maintains or has maintained one or more defined benefit plans which during the five-year period ending on the Determination Date(s) has or has had accrued benefits, the Top-heavy Ratio for any required or permissive Aggregation Group, as appropriate, is
a fraction, the numerator of which is the sum of the account balances under the aggregated defined contribution plan or plans of all Key Employees, determined in accordance with (a) above, and the present value of accrued benefits under the
aggregated defined benefit plan or plans for all Key Employees as of the Determination Date(s), and the denominator of which is the sum of the account balances under the aggregated defined contribution plan or plans for all participants, determined
in accordance with (a) above, and the present value of accrued benefits under the defined benefit plan or plans for all participants as of the Determination Date(s), all determined in accordance with Code Section 416 and the regulations
thereunder. The accrued benefits under a defined benefit plan in both the numerator and denominator of the Top-heavy Ratio are increased for any distribution of an accrued benefit made in the one-year period ending on the Determination Date (and distributions under a terminated plan which if it had not been terminated would have been required to be included in the Aggregation Group). In the case of a
distribution made for a reason other than Severance from Employment, death, or disability, this provision shall be applied by substituting “five-year period” for “one-year period.” 


 

	 	(c)	For purposes of (a) and (b) above, the value of account balances and the present value of accrued benefits will be determined as of the most recent Valuation Date that falls within or ends with the 12-month period ending on the Determination Date, except as provided in Code Section 416 and the regulations thereunder for the first and second plan years of a defined benefit plan. The account balances and
accrued benefits of a participant (i) who is not a Key Employee but who was a Key Employee in a prior year or (ii) who has not been credited with at least one hour of service with any employer maintaining the plan at any time during the one-year period ending on the Determination Date will be disregarded. The calculation of the Top-heavy Ratio and the extent to which distributions, rollovers, and transfers
are taken into account will be made in accordance with Code Section 416 and the regulations thereunder. Deductible employee contributions will not be taken into account for purposes of computing the
Top-heavy Ratio. When aggregating plans, the value of account balances and accrued benefits will be calculated with reference to the Determination Dates that fall within the same calendar year.


 The accrued benefit of a participant other than a Key Employee shall be determined under (i) the method, if any, that
uniformly applies for accrual purposes under all defined benefit plans maintained by the Employer, or (ii) if there is no such method, as if such benefit accrued not more rapidly than the slowest accrual rate permitted under the fractional rule
of Code Section 411(b)(1)(C). 
 SECTION 11.03—MODIFICATION OF CONTRIBUTIONS. 

During any Plan Year in which this Plan is a Top-heavy Plan, the Employer shall make a minimum
contribution as of the last day of the Plan Year for each Nonkey Employee who is an Employee on the last day of the Plan Year and who was an Active Participant at any time during the Plan Year. A Nonkey Employee is not required to have a minimum
number of Hours of Service or minimum amount of Compensation in order to be entitled to this minimum. A Nonkey Employee who fails to be an Active Participant merely because his Compensation is less than a stated amount or merely because of a failure
to make mandatory participant contributions or, in the case of a cash or deferred arrangement, elective contributions shall be treated as if he were an Active Participant. The minimum is the lesser of (a) or (b) below: 

 

	 	(a)	3 percent of such person’s Compensation for such Plan Year. 


  

					
		  	74	  	ARTICLE XI (    )










	 	(b)	The “highest percentage” of Compensation for such Plan Year at which the Employer’s Contributions are made for or allocated to any Key Employee. The highest percentage shall be determined by dividing the
Employer Contributions made for or allocated to each Key Employee during the Plan Year by the amount of his Compensation for such Plan Year, and selecting the greatest quotient (expressed as a percentage). To determine the highest percentage, all of
the Employer’s defined contribution plans within the Aggregation Group shall be treated as one plan. The minimum shall be the amount in (a) above if this Plan and a defined benefit plan of the Employer are required to be included in the
Aggregation Group and this Plan enables the defined benefit plan to meet the requirements of Code Section 401(a)(4) or 410. 


For purposes of (a) and (b) above, Compensation shall be limited by Code Section 401(a)(17). 

If the Employer’s contributions and allocations otherwise required under the defined contribution plan(s) are at least equal to the
minimum above, no additional contribution shall be required. If the Employer’s total contributions and allocations are less than the minimum above, the Employer shall contribute the difference for the Plan Year. 

The minimum contribution applies to all of the Employer’s defined contribution plans in the aggregate which are Top-heavy Plans. A minimum contribution under a profit sharing plan shall be made without regard to whether or not the Employer has profits. 

If a person who is otherwise entitled to a minimum contribution above is also covered under another defined contribution plan of the
Employer’s which is a Top-heavy Plan during that same Plan Year, any additional contribution required to meet the minimum above shall be provided in this Plan. 

If a person who is otherwise entitled to a minimum contribution above is also covered under a defined benefit plan of the Employer’s that
is within the Aggregation Group and this Plan is a Top-heavy Plan during that same Plan Year, the minimum benefits for him shall not be duplicated. The defined benefit plan shall provide an annual benefit for
him on, or adjusted to, a straight life basis equal to the lesser of: 
  

	 	(c)	2 percent of his average compensation multiplied by his years of service, or 

  

	 	(d)	20 percent of his average compensation. 

 Average compensation and years of service shall have the meaning set
forth in such defined benefit plan for this purpose. 
 For purposes of this section, any employer contribution made according to a salary
reduction or similar arrangement shall not apply in determining if the minimum contribution requirement has been met, but shall apply in determining the minimum contribution required. Matching contributions, as defined in Code Section 401(m),
shall be taken into account for purposes of satisfying the minimum contribution requirements of Code Section 416(c)(2) and the Plan. Matching contributions that are used to satisfy the minimum contribution requirements shall be treated as
matching contributions for purposes of the actual contribution percentage test and other requirements of Code Section 401(m). 
 The
requirements of this section shall be met without regard to any Social Security contribution. 

  

					
		  	75	  	ARTICLE XI (    )









 By executing this Plan, the Primary Employer acknowledges having counseled to the extent
necessary with selected legal and tax advisors regarding the Plan’s legal and tax implications. 
 Executed this 20 day of December,
2013. 
  

			
	CAPE BANK
		
	By:	 	 /s/ Guy Hackney

		
		 	 EVP & CFO

		 	Title



  

					
		 	76	  	PLAN EXECUTION (    )
		 		  	Subtype 110217









 PROTECTED BENEFIT ADDENDUM 

The following benefit(s) were included in this Plan and are being amended as of January 1, 2014. According to Section 411(d)(6) of the Internal
Revenue Code, the benefit(s) described below shall be available to Plan Participants who had an account balance on that date (or the date of adoption, if later). The protected benefit(s) only apply to Participants or to the value of their accounts
as of that date (adjusted for earnings or losses since that date) as described below. 
  

					
	 Protected Benefit
	  	 Description
	  	 Operation

	Definition of Totally and Permanently Disabled	  	Illness or injury of a potentially permanent nature expected to last for a continuous period of not less than 12 months or can be expected to result in death, as certified by a physician satisfactory to the Employer, which
prevents the Participant from engaging in any occupation for wage or profit from which the Employee is reasonably fitted by training, education or experience.	  	Participants who are disabled according to the plan’s definition prior to the amendment effective date will continue to be considered disabled under the amended definition. Participants who are not disabled as of the effective
date of the amendment must meet the definition in the plan as of the date of their disability.


  

					
		  	77	  	ADDENDUM (    )