DB1/ 88552986.1

The New York State Teamsters Conference Pension and Retirement Fund

Application for Suspension of Benefits under MPRA

EXHIBIT 14
The New York State 

Teamsters Conference 

Pension and Retirement 

Fund

Information Required by Section 6.05 of 

Revenue Procedure 2016-27 for Benefit 

Suspensions Effective July 1, 2017

August 31, 2016 

Atlanta  Cleveland  Los Angeles  Miami  Washington, D.C.
Actuarial Statement

New York State Teamsters Conference Pension and Retirement Fund

Information Required by Section 6.05 of Revenue Procedure 2016-27

This report provides the information required by Section 6.05 of Revenue Procedure 2016-27: Application 

Procedures for Approval of Benefit Suspensions for Certain Multiemployer Defined Benefit Pension Plans 

under § 432(e)(9). This information is applicable to the New York State Teamsters Conference Pension and 

Retirement Fund (the “Plan”) assuming an effective date for benefit suspensions as of July 1, 2017. 

Under Section 432(e)(9) of the Internal Revenue Code (“Code”), the plan sponsor of a multiemployer 

defined benefit pension plan in critical and declining status may submit to the Secretary of the Treasury a 

proposal to suspend benefits in certain situations. The Plan was certified as being in critical and declining 

status for the 2016 Plan Year. The results of this certification are detailed in a separate report sent to the 

Board of Trustees on January 7, 2016. 

In preparing this report including information required by Section 6.05 of Revenue Procedure 2016-27, we 

have relied upon information and data provided to us by the Board of Trustees of the Plan, the Plan 

administrator, and other persons or organizations designated by the Board of Trustees. We did not 

perform an audit of the financial and participant census data provided to us, but we have reviewed the data 

for reasonableness for the purpose of the measurement. We have relied on all of the information, 

including plan provisions and asset information, as complete and accurate. 

In our opinion, all methods, assumptions and calculations used in this report are in accordance with 

requirements of the Code and the Employee Retirement Income Security Act of 1974 (“ERISA”), as 

amended by the Pension Protection Act of 2006 (“PPA”), the Pension Relief Act of 2010 (“PRA 2010”), and 

the Multiemployer Pension Reform Act of 2014 (“MPRA”). Further, in our opinion, the procedures followed 

and presentation of results are in conformity with generally accepted actuarial principles and practices. 

This report is based on actuarial calculations that require assumptions about future events. We believe 

that the assumptions and methods used in this report are reasonable and appropriate for the purposes for 

which they have been used. However, other assumptions and methods could also be reasonable and could 

result in materially different results. The Board of Trustees also provided information regarding the levels 

of projected industry activity and future contribution levels, which was used in performing the actuarial 

projections required for this report. 

The undersigned consultants of Horizon Actuarial Services, LLC with actuarial credentials meet the 

Qualification Standards of the American Academy of Actuaries to render the actuarial opinions contained 

herein. There is no relationship between the Board of Trustees of the Plan and Horizon Actuarial Services, 

LLC that affects our objectivity. 

Stanley I. Goldfarb, FSA, EA, MAAA

Actuary and Managing Consultant

James M. Locey, EA, MAAA

Consulting Actuary

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of 

the Treasury
Table of Contents

New York State Teamsters Conference Pension and Retirement Fund

Information Required by Section 6.05 of Revenue Procedure 2016-27

Page

Revenue Procedure 2016-27 Section 6.05: 

Other Required Information

Summary 1

Projection of Funded Percentage 2
Revenue Procedure 2016-27 Section 6.05: 

Other Required Information

New York State Teamsters Conference Pension and Retirement Fund

Information Required by Section 6.05 of Revenue Procedure 2016-27

1

Projection of Funded Percentage

Under Section 6.05 of Revenue Procedure 2016-27, the application must include an illustration, 

prepared on a deterministic basis, of the projected value of plan assets, the accrued liability of the plan 

(calculated using the unit credit funding method), and the funded percentage for each year in the 

extended period.

Below, we have included a plan-year-by-plan-year deterministic projection of the items required under 

Section 6.05 of Revenue Procedure 2016-27.
Revenue Procedure 2016-27 Section 6.05: 

Other Required Information

New York State Teamsters Conference Pension and Retirement Fund

Information Required by Section 6.05 of Revenue Procedure 2016-27

2

Revenue Procedure 2016-27, Section 6.05: Projection of Funded Percentage

Assumed Investment Return 6.75% for 10 years, 7.50% thereafter Proposed Benefit Suspensions:

Effective Date of Proposed Benefit Suspension 7/1/2017 Active Participants 20.0%

Expiration of Proposed Benefit Suspension N/A Non-active Participants 31.0%

Beginning Withdrawal Net Ending Actuarial

Plan Year Market Value Employer Liability Benefit Administrative Investment Market Value Accrued Funded Available Solvency

Ending of Assets Contributions Payments Payments Expenses Return of Assets Liability Percentage Resources Ratio

CY 12/31/2016 1,246,018,691 113,400,703 9,633,260 (288,250,217) (10,279,050) 86,524,274 1,157,047,661 3,311,681,836 37.62% 1,445,297,878 5.014

1 12/31/2017 1,157,047,661 121,451,426 9,586,913 (260,756,505) (9,853,710) 73,390,166 1,090,865,951 3,306,369,346 34.99% 1,351,622,456 5.183

2 12/31/2018 1,090,865,951 125,299,440 9,570,693 (232,949,423) (7,136,955) 70,082,403 1,055,732,109 2,583,054,571 42.23% 1,288,681,532 5.532

3 12/31/2019 1,055,732,109 129,104,157 9,497,851 (235,102,412) (7,235,993) 67,760,814 1,019,756,527 2,573,839,082 41.02% 1,254,858,939 5.337

4 12/31/2020 1,019,756,527 132,915,501 9,497,851 (237,371,551) (6,815,865) 65,398,691 983,381,154 2,561,580,101 39.81% 1,220,752,704 5.143

5 12/31/2021 983,381,154 136,794,009 9,497,851 (240,022,859) (6,918,030) 62,981,323 945,713,447 2,545,898,575 38.63% 1,185,736,306 4.940

6 12/31/2022 945,713,447 140,066,105 9,497,851 (242,321,394) (7,022,280) 60,468,092 906,401,821 2,526,107,290 37.44% 1,148,723,215 4.740

7 12/31/2023 906,401,821 143,397,886 9,497,851 (244,243,691) (7,127,573) 57,858,574 865,784,868 2,502,230,140 36.22% 1,110,028,559 4.545

8 12/31/2024 865,784,868 146,856,501 9,497,851 (245,606,973) (7,234,950) 55,184,023 824,481,320 2,474,320,283 34.99% 1,070,088,293 4.357

9 12/31/2025 824,481,320 150,470,329 9,497,851 (246,453,271) (7,343,370) 52,485,778 783,138,636 2,442,627,517 33.75% 1,029,591,907 4.178

1 0 12/31/2026 783,138,636 154,187,423 9,497,851 (246,404,078) (7,453,875) 55,353,922 748,319,879 2,407,380,128 32.53% 994,723,957 4.037

1 1 12/31/2027 748,319,879 157,989,023 9,497,851 (245,911,190) (7,565,423) 52,899,376 715,229,516 2,369,225,471 31.59% 961,140,706 3.908

1 2 12/31/2028 715,229,516 161,966,559 9,497,851 (244,705,543) (7,679,055) 50,607,707 684,917,035 2,328,392,317 30.72% 929,622,578 3.799

1 3 12/31/2029 684,917,035 166,030,497 9,475,797 (243,043,092) (7,793,730) 48,543,883 658,130,389 2,285,412,352 29.97% 901,173,481 3.708

1 4 12/31/2030 658,130,389 170,270,698 9,425,111 (241,470,233) (7,910,490) 46,746,595 635,192,069 2,240,594,177 29.37% 876,662,303 3.631

1 5 12/31/2031 635,192,069 169,563,680 9,251,903 (239,420,826) (8,029,335) 45,065,609 611,623,102 2,193,702,148 28.96% 851,043,927 3.555

1 6 12/31/2032 611,623,102 168,862,638 8,949,319 (237,240,370) (8,150,265) 43,337,532 587,381,956 2,145,072,932 28.51% 824,622,326 3.476

1 7 12/31/2033 587,381,956 168,190,146 8,949,319 (233,684,250) (8,272,238) 41,623,008 564,187,942 2,094,710,727 28.04% 797,872,192 3.414

1 8 12/31/2034 564,187,942 167,514,392 4,474,660 (229,803,938) (8,396,295) 39,831,176 537,807,937 2,043,922,818 27.60% 767,611,875 3.340

1 9 12/31/2035 537,807,937 166,887,631 - (225,711,150) (8,522,438) 37,810,122 508,272,103 1,993,027,459 26.98% 733,983,253 3.252

2 0 12/31/2036 508,272,103 166,266,861 - (220,932,891) (8,650,665) 35,746,032 480,701,440 1,942,254,068 26.17% 701,634,331 3.176

2 1 12/31/2037 480,701,440 165,712,716 - (215,299,990) (8,779,935) 33,863,838 456,198,069 1,892,344,518 25.40% 671,498,059 3.119

2 2 12/31/2038 456,198,069 165,172,640 - (209,388,299) (8,911,290) 32,222,595 435,293,714 1,844,281,344 24.74% 644,682,014 3.079

2 3 12/31/2039 435,293,714 164,651,382 - (203,122,786) (9,044,730) 30,865,174 418,642,754 1,798,527,785 24.20% 621,765,540 3.061

2 4 12/31/2040 418,642,754 164,117,484 - (197,058,621) (9,180,255) 29,818,654 406,340,016 1,755,665,519 23.85% 603,398,637 3.062

2 5 12/31/2041 406,340,016 163,535,462 - (190,435,568) (9,317,865) 29,117,327 399,239,373 1,715,743,348 23.68% 589,674,941 3.096

2 6 12/31/2042 399,239,373 163,004,478 - (183,914,711) (9,457,560) 28,804,161 397,675,741 1,679,608,776 23.77% 581,590,452 3.162

2 7 12/31/2043 397,675,741 162,491,114 - (177,237,175) (9,599,340) 28,912,728 402,243,068 1,647,490,586 24.14% 579,480,243 3.270

2 8 12/31/2044 402,243,068 161,975,665 - (170,161,875) (9,743,205) 29,495,877 413,809,529 1,619,906,781 24.83% 583,971,405 3.432

2 9 12/31/2045 413,809,529 161,490,611 - (163,898,114) (9,889,155) 30,574,590 432,087,462 1,597,670,274 25.90% 595,985,576 3.636

3 0 12/31/2046 432,087,462 161,014,586 - (157,586,141) (10,037,190) 32,158,732 457,637,450 1,580,398,195 27.34% 615,223,590 3.904

3 1 12/31/2047 457,637,450 160,566,917 - (151,683,176) (10,187,310) 34,273,925 490,607,806 1,568,572,887 29.18% 642,290,981 4.234

3 2 12/31/2048 490,607,806 160,096,890 - (145,931,901) (10,340,558) 36,939,002 531,371,239 1,562,239,305 31.40% 677,303,140 4.641

"CY" = current plan year
DB1/ 88552986.1

The New York State Teamsters Conference Pension and Retirement Fund

Application for Suspension of Benefits under MPRA

EXHIBIT 15
Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the Treasury
DB1/ 88552986.1

The New York State Teamsters Conference Pension and Retirement Fund

Application for Suspension of Benefits under MPRA

EXHIBIT 16
INTERNAL REVENUE SERVICE 

P. 0. BOX 2508 

CINCINNATI, OH 45201 

Date: Dcr Lv 

BD OF TRUSTEES OF NY STATE 

TEAMSTERS CONF PENSION AND RET FUN 

PO BOX 4928 

SYRACUSE, NY 13221-4928 

Dear Applicant: 

DEPARTMENT OF THE TREASURY 

Employer Identification Number: 

16-6063585 

D~: 

17007041096025 

Person to Contact: 

JON H STAGGS 

Contact Telephone Number: 

(513) 263-3620 

Plan Name: 

ID# 31208 

NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

Plan Number: 074 

Based on the information you provided, we are issuing this favorable 

determination letter for your plan listed above. However, our favorable 

determination only applies to the status of your plan under the Internal 

Revenue Code and is not a determination on the effect of other federal or local 

statutes. To use this letter as proof of the plan's status, you must keep this 

letter, the application forms, and all correspondence with us about your 

application. 

Your determination letter does not apply to any qualification changes that 

become effective, any guidance issued, or any statutes enacted after the dates 

specified in the Cumulative List of Changes in Plan Requirements (the 

Cumulative List) for the cycle you submitted your application under, unless the 

new item was identified in the Cumulative List. 

Your plan's continued qualification in its present form will depend on its 

effect in operation (Section 1.401-1(b) (3) of the Income Tax Regulations). We 

may review the status of the plan in operation periodically. 

You can find more information on favorable determination letters in Publication 

794, Favorable Determination Letter, including: 

The significance and scope of reliance on this letter, 

The effect of any elective determination request in your application 

materials, 

The reporting requirements for qualified plans, and 

Examples of the effect of a plan's operation on its qualified status. 

You can get a copy of Publication 794 by visiting our website at 

www.irs.gov/formspubs or by calling 1-800-TAX-FORM (1-800-829-3676) to request 

a copy. 

This determination letter applies to the amendments dated on 

1-13-15 & 5-23-14. 

This determination letter also applies to the amendments dated on 

Letter 5274 
Redacted by the U.S. Department of the Treasury
-3-

BD OF TRUSTEES OF NY STATE 

This determination letter is also applicable for the amendments adopted on 

12-24-09 and 1-15-2014. 

This determination letter does not apply to any portions of the document that 

incorporate the terms of an auxiliary agreement (collective bargaining, 

reciprocity, or participation agreement}, unless you append to the plan 

document the exact language of the sections that you incorporated by reference. 

Letter 5274 
DB1/ 88848832.1

APPENDIX D

FUNDING IMPROVEMENT PLAN

I. INTRODUCTION

The actuary for the New York State Teamsters Conference Pension and Retirement Fund (the

“Fund” or “Plan”) certified the Plan as being in “Endangered Status” for the Plan Year beginning

January 1, 2008. The schedules that have been adopted by the Trustees are set forth below.

Unless otherwise indicated, all capitalized terms used in these schedules shall have the

definitions and meanings assigned to them in the Plan Document.

II. SCHEDULES OF CONTRIBUTION AND BENEFIT LEVELS

The Funding Improvement Plan includes three schedules for the 2009 Plan Year. One Schedule,

the “Preferred Schedule,” will require annual contribution rate increases, but it will maintain the

current level of benefits. A second schedule, the “Alternative Schedule,” will require lesser

annual contribution rate increases, but a reduction in the rate of future benefit accruals. The third

schedule, the Default Schedule, will require no contribution rate increases but will reduce the

rate of future benefit accruals more than the Alternative Schedule.

The Board of Trustees has the sole and absolute authority and discretion to amend, construe and

apply the provisions of this Funding Improvement Plan including the Schedules. Subject to the

sole discretion of the Trustees, a Schedule is adopted when the Trustees receive substantiation

that a collective bargaining agreement or other agreement requiring contributions to the Fund

(“CBA”) includes terms consistent with the requirements of a Schedule. In general, the Trustees

will consider the Bargaining Parties to have adopted a particular Schedule, and will consider the

terms of a CBA to be consistent with the Funding Improvement Plan, when a Schedule is

adopted in accordance with the Schedule’s requirements. With these requirements in mind, the

Trustees hereby provide the following Schedules to the Bargaining Parties.

A. Preferred Schedule

The Preferred Schedule will require a Contributing Employer to make certain annual

contribution rate increases. However, if Bargaining Parties agree to the Preferred Schedule, the

current level of benefits will be maintained.

1. Contributions

For CBAs that expire in 2009 or later, the Funding Improvement Plan calls for five percent (5%)

contribution increases annually to comply with the Preferred Schedule. The five percent (5%)

increase must be negotiated in all future renewal agreements as well as all prior renewal

agreements that had not been executed as of January 1, 2009.

Compliance with the Preferred Schedule requires annually compounded contribution rate

increases effective immediately after the expiration of the CBA and each agreement anniversary

date during the term of the new CBA. The failure of a Contributing Employer to contribute at

the increased contribution rate will constitute a delinquency. Contribution rates should be
DB1/ 88848832.1 2

increased for a plan year no later than the allocation, anniversary or re-opener date specified in

the Bargaining Parties’ CBA.

2. Benefits

For Participants whose Contributing Employers are in compliance with the Preferred Schedule,

there will be no change in benefit formulas. In other words, under the Preferred Schedule,

Participants continue to accrue benefits at their current levels.

B. Alternative Schedule

The Alternative Schedule will require a Contributing Employer to make certain annual

contribution rate increases, although less than those required under the Preferred Schedule. In

addition, the rate of future benefit accruals will be reduced under the Alternative Schedule,

although these reductions are less than those under the Default Schedule.

1. Contributions

For CBAs that expire in 2009 or later, the Funding Improvement Plan requires two percent (2%)

contribution increases annually to comply with the Alternative Schedule. The two percent (2%)

increase must be negotiated in all future renewal agreements as well as all prior renewal

agreements that had not been executed as of January 1, 2009.

Compliance with the Alternative Schedule requires annually compounded contribution rate

increases effective immediately after the expiration of the CBA and each agreement anniversary

date during the term of the new CBA. The failure of a Contributing Employer to contribute at

the increased contribution rate will constitute a delinquency. Contribution rates should be

increased for a plan year no later than the allocation, anniversary or re-opener date specified in

the Bargaining Parties’ CBA.

2. Benefits

For Participants whose Contributing Employers agree to comply with the Alternative Schedule,

future benefits will accrue at a rate of nine-tenths of one percent (0.9%) of the Employer

Contributions required to be made on the Participant’s behalf for the year.

C. Default Schedule

If Bargaining Parties agree to the Default Schedule, or if Bargaining Parties fail to agree to a

Schedule within the time period prescribed by Section 305(c)(3)(C) of the Employee Retirement

Income Security Act of 1974, as amended (“ERISA”) and the Default Schedule is imposed by

law, there will be no contribution increases but the Default Schedule includes reductions in the

rate of future benefit accruals.

1. Contributions

Compliance with the Default Schedule requires no additional contribution rate increases.
DB1/ 88848832.1 3

2. Future Benefit Accruals

For Participants whose Contributing Employers agree to comply with the Default Schedule, or

for whom a Default Schedule is imposed by law, future benefits will accrue at a rate of fivetenths of one percent (0.5%) of the Employer Contributions required to be made on the

Participant’s behalf for the year.

D. Annual Review of Funding Improvement Plan and Schedules

The Trustees will review the Funding Improvement Plan and its Schedules annually with the

assistance of the Plan’s actuary, as they find necessary. If, for example, the Plan’s actual

experience does not reflect the assumptions used to develop the Funding Improvement Plan and

its Schedules, the Trustees may amend or modify the Funding Improvement Plan and/or its

Schedules, based on the advice of the Plan’s actuary, to reflect the Plan’s experience over the

preceding Plan Year(s). However, if the Bargaining Parties have adopted a CBA that complies

with one of the Schedules, the contribution rate requirements in the Schedules will continue for

the duration of that CBA.
SECOND AMENDMENT 

TO THE 

NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

As Amended and Restated Effective January I, 2015 

WHEREAS, the New York State Teamsters Conference Pension and Retirement Fund (the 

"Fund") was established pursuant to a plan document effective January I, I954 (the "Plan") to 

provide benefits to eligible employees and their beneficiaries; and 

WHEREAS, the Plan was last amended and restated effective January I, 2015; and 

WHEREAS, Article IO ofthe Plan provides that the Fund's Board of Trustees may modify or 

amend the Plan at a regular or special meeting; and 

WHEREAS, upon the advice of the Plan's actuary, the Board now wishes to amend the Plan to 

incorporate a technical correction to Section 17.4, Minimum Accrued Benefit; 

NOW, THEREFORE, BE IT RESOLVED, by the Board that the Plan be, and it hereby is, 

amended as follows, effective January 1, 2015, as set forth below: 

1. Section 17.4, "Minimum Accrued Benefit," is amended as follows (deletions are struck 

through, insertions are in italics): 

Section 17.4 Minimum Accrued Benefit. For any Plan Year in which the Plan is 

determined to be a Top Heavy Plan, the minimum pension benefit to be provided to each 

Non-Key Employee, shall equal the Aetuarial Equivalent of a single life Annuity, whieh 

expressed as a single life annuity beginning at Normal Retirement Dale, is the product of 

(a) one-twelfth (1112) of Compensation averaged over the five (5) consecutive Plan Years 

(or the actual number of such consecutive Plan Years, if less than five ( 5) that produce 

the highest average and (b) the lesser of two percent (2%) multiplied by years of service 

or twenty percent (20%). For purposes of this Section I7.4, years of service for any Plan 

Year during which the Plan was not a Top Heavy Plan shall be disregarded. 

DBI/85133583.2 
Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the Treasury

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the 

Treasury
FIRST AMENDMENT 

TO THE 

NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

As Amended and Restated Effective January I, 20I5 

WHEREAS, the New York State Teamsters Conference Pension and Retirement Fund (the 

"Fund") was established pursuant to a plan document effective January I, 1954 (the "Plan") to 

provide benefits to eligible employees and their beneficiaries; and 

WHEREAS, the Plan was last amended and restated effective January I, 2015; and 

WHEREAS, Article 10 of the Plan provides that the Fund's Board of Trustees may modify or 

amend the Plan at a regular or special meeting; and 

WHEREAS, the Board now wishes to amend the Plan to incorporate those provisions required 

by the Internal Revenue Service as a condition of the Plan's Favorable Determination Letter 

received on October 20, 20 15; 

NOW, THEREFORE, BE IT RESOLVED, by the Board that the Plan be, and it hereby is, 

amended as follows, effective January I, 20I5, as set forth below: 

1. A new Section 8.03(f) is added to the Plan and reads as follows: 

"Notwithstanding anything in this Section 8.03, no payment shall be withheld by the Plan 

pursuant to this section unless the Plan notifies the Pensioner by personal delivery of first 

class mail during the first calendar month or payroll period in which the Plan withholds 

payments that his benefits are suspended. Such notification shall contain (i) a description 

of the specific reasons why benefit payments are being suspended, (ii) a general 

description of the Plan provisions relating to the suspension of payments, (iii) a copy of 

such provisions, (iv) and a statement to the effect that the applicable Department of Labor 

Regulations may be found in section 2530.203-3 of the Department of Labor Regulations. 

In addition, the suspension notification shall inform the Pensioner of the Plan's procedure 

for affording a review of the suspension of benefits. Requests for such review may be 

considered in accordance with the claims procedure adopted by the Plan pursuant to 

section 503 of ERISA and applicable regulations." 

2. A new Article 17, "TOP HEAVY LIMITATIONS," is added to the Plan and read as follows: 

ARTICLE 17 

TOP HEAVY LIMITATIONS 

Section I7.I Top Heavy Determination. The provisions of this Article shall apply in any 

Plan Year beginning after December 31 , 1983 in which an Employer's portion of the Plan 

0131/84525655.6 
is or becomes a Top Heavy Plan and shall supersede any conflicting provisions in this 

Plan. The determination of whether the Plan is a Top Heavy Plan shall be made by the 

Trustees as of the Determination Date. 

Section 17.2 Definitions. Unless otherwise indicated therein, capitalized terms used in 

this Article shall have the meaning given in Article II. 

(a) "Accrued Benefit" shall mean an Employee's pension benefit determined 

in accordance with the terms of the Plan, including any in-service distributions made 

within the Plan Year that includes the Determination Date or within any of the four 

preceding Plan Years and any other distribution made within the Plan Year that includes 

the Determination Date to the extent such distributions are not already included in the 

Participant's present value of pension benefits as of the Valuation Date. 

(b) "Compensation" shall mean the amount received by the Employee for 

services rendered in the course of employment with the Employer to the extent such 

remuneration qualifies as compensation within the meaning of section 415 of the Code 

and Treasury Regulations Section I.415(c)-2(d)(3) and (2)(e)(3)(excluding 2(e)(3)(iii)), 

as may be adjusted for cost of living increases pursuant to section 415( d) of the Code. 

However, for any Plan Year in which the Plan is deemed to be a Top Heavy Plan, 

Compensation in excess of$265,000 (as adjusted in section 401 (a)(17) of the Code from 

time to time by the Secretary of the Treasury or his delegate) shall not be taken into 

account under this Article. 

(c) "Determination Date" shall be the last day of the preceding Plan Year. 

(d) "Key Employee" shall mean any Employee, former Employee or their 

·beneficiaries if, at any time during the Plan Year or any of the four preceding Plan Years, 

the Employee or former Employee is: 

(i) An officer of the Employer whose Compensation is greater than 

$130,000 for the Plan Year (as adjusted under section 416(i)(l) for Plan Years after 

December 31, 2002). 

(ii) An Employee who owns, or is deemed to own by application of the 

rules of section 318 of the Code, five percent (5%) or more of the outstanding stock of 

the Employer or stock possessing five percent (5%) or more of the total combined 

voting power of all stock of the Employer. For purposes of determining stock 

ownership under this subsection, sections 414(b), (c) and (m) of the Code shall not 

apply. 

(iii) An Employee whose Compensation exceeds $150,000 and who 

owns, or is deemed to own by application of the rules of section 318 of the Code, one 

percent (1%) or more of the outstanding stock of the Employer or stock possessing one 

percent ( 1 %) or more of the total combined voting power of all stock of the Employer. 

For purposes of determining stock ownership under this subsection, sections 414(b), (c) 

and (m) of the Code shall not apply. 

DB 1/84525655.6 2 
For purposes of this subsection (d), beneficiaries of an Employee acquire 

the character of the Employee who performed service for the Employer, and inherited 

benefits will retain the character of the benefits of the Employee who performed 

service for the Employer pursuant to section 416(i) of the Code. 

(e) "Former Key Employee" shall mean any Employee who is not a Key 

Employee in the current Plan Year but was a Key Employee in a preceding Plan Year; the 

term shall also include the beneficiary of such Former Key Employee. 

(f) "Non-Key Employee" shall mean any Employee or former Employee who 

is not a Key Employee; the term shall also include the beneficiary of such Non-Key 

Employee. 

(g) "Top Heavy Plan" shall mean an Employer's portion of the Plan in any 

Plan Year beginning after December 31 , 2001 , in which as of the Determination Date, the 

present value of accrued pension benefits of Key Employees of that Employer exceed 

sixty percent (60%) ofthe present value ofpension benefits of all Employees ofthat 

Employer under the Plan during a one-year period ending on the most recent 

Determination Date; but not taking into account any accrued benefit or account balance 

of a Former Key Employee and of any Participant who has not performed services for 

the Employer during a one-year period ending on the Determination Date, except that 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. In addition, "Top Heavy Plan" shall mean the Plan in any Plan Year in 

which it is part of a Required Aggregation Group that is or forms part of a Top Heavy 

Group. 

(h) "Valuation Date" shall mean the most recent valuation date, as of which 

pension benefits are valued, occurring within the 12-month period ending on the 

Determination Date. 

(i) "Aggregation Group" shall mean a group of plans of the 

Employer, all of which have Determination Dates that fall within the same calendar year, 

which constitute either a Required Aggregation Group or a Permissive Aggregation 

Group as follows: 

(ii) "Required Aggregation Group" shall mean a group of plans which 

includes every tax-qualified retirement plan maintained by the Employer in which at least 

one other Key Employee participates and includes any other tax-qualified retirement plan 

maintained by the Employer which enables such plan covering a Key Employee to meet 

the requirements of sections 401(a)(4) or 410 of the Code. 

(iii) "Permissive Aggregation Group" shall mean a group of plans 

including any Required Aggregation Group plus any other tax-qualified retirement plan 

maintained by the Employer which, when considered together with the Required 

Aggregation Group, would continue to satisfy the requirements of sections 401 (a)( 4) and 

410 of the Code. 

DB 1184525655.6 3 
G) "Top Heavy Group" shall mean an Aggregation Group in which, on the 

Determination Date, the sum of the aggregation of the present value of pension benefits 

for all Key Employees in all plans included in the Aggregation Group exceeds sixty 

percent (60%) of the present value of pension benefits for all Employees covered by 

plans in the Aggregation Group; for this purpose, the Accrued Benefits of Former Key 

Employees and of any Participant who has not performed services for the Employer in 

the one-year period ending on the Determination Date shall be disregarded. 

Section 17.3 Vesting. For any Plan Year in which the Plan is a Top Heavy Plan, the 

vesting schedule set forth below shall apply in lieu of the five (5) years of Future Service 

Credit vesting requirement in Section 5.04(a): 

Years of Service for Vesting 

H 

~ 

J. 

1 

~ 

§ 

Vested Interest 

0% 

20% 

40% 

60% 

80% 

100% 

If the Plan ceases to be a Top Heavy Plan, the vesting schedule set forth in Section 

5.04(a) shall again apply to all years ofVested Service, except that the vested interests of 

Employees in contributions made to the Plan while it was a Top Heavy Plan shall not be 

reduced thereby. 

Section 17.4 Minimum Accrued Benefit. For any Plan Year in which the Plan is 

determined to be a Top Heavy Plan, the minimum pension benefit to be provided to each 

Non-Key Employee, shall equal the Actuarial Equivalent of a single life Annuity, which 

is the product of (a) one-twelfth (1/12) of Compensation averaged over the five (5) 

consecutive Plan Years (or the actual number of such consecutive Plan Years, ifless than 

five (5) that produce the highest average and (b) the lesser of two percent (2%) multiplied 

by years of service or twenty percent (20% ). For purposes of this Section 17 .4, years of 

service for any Plan Year during which the Plan was not a Top Heavy Plan shall be 

disregarded. 

DB 1/84525655.6 4 
Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the Treasury
DB!/ 80304128.8 

NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

As Amended and Restated Effective January 1, 2015 
TABLE OF CONTENTS 

Page 

ARTICLE 1 BACKGROUND ............................................................................................. 1 

1.01 History of the Plan ................................................................................................. 1 

1.02 Effective Date ........................................................................................................ 2 

1. 03 Scope of Plan ......................................................................................................... 2 

1.04 Qualification of Plan .............................................................................................. 2 

1.05 Plan Document ....................................................................................................... 2 

ARTICLE 2 DEFINITIONS ................................................................................................. 4 

2.01 "Accrued Benefit" .................................................................................................. 4 

2.02 "Active Participant" ............................................................................................... 4 

2.03 "Actuarial Equivalent" ........................................................................................... 4 

2.04 "Affiliate" .............................................................................................................. 4 

2.05 "Applicable Effective Date" .................................................................................. 4 

2.06 "Benefit Commencement Date" ............................................................................ 4 

2.07 "Break in Service Year" ......................................................................................... 5 

2.08 "Break in Service" ................................................................................................. 5 

2.09 "Brewery Employee" ............................................................................................. 5 

2.10 "Brewery Workers Pension Fund" ......................................................................... 5 

2.11 "Code" .................................................................................................................... 5 

2.12 "Collective Bargaining Agreement" ...................................................................... 5 

2.13 "Contributing Employer" ....................................................................................... 5 

2.14 "Credited Service" ................................................................................................. 6 

2.15 "Disability" or "Disabled" ..................................................................................... 6 

2.16 "Eligibility Computation Period" .......................................................................... 6 

2.17 "Employee" ............................................................................................................ 6 

2.18 "Employer Contributions" ..................................................................................... 6 

2.19 "ERISA" ................................................................................................................ 6 

2.20 "Future Service Credit" .......................................................................................... 6 

2.21 "Hour of Service" .................................................................................................. 6 

2.22 "IBT" ...................................................................................................................... 7 

2.23 "Inactive Participant" ............................................................................................. 7 

2.24 "Local 264 Bakery Employee" .............................................................................. 7 

DBl/80304128.8 
TABLE OF CONTENTS 

(Continued) 

Page 

2.25 "Local 264 Bakery Plan" ....................................................................................... 7 

2.26 "Local 264 Brewery Employee" ............................................................................ 7 

2.27 "Local 264 Brewery Plan" ..................................................................................... 7 

2.28 "Local 264 Dairy Employee" ................................................................................. 8 

2.29 "Local 264 IRP" ..................................................................................................... 8 

2.30 "Local 294 Employee" ........................................................................................... 8 

2.31 "Local 294 Plan" .................................................................................................... 8 

2.32 "Local478 Employee" ........................................................................................... 8 

2.33 "Local478 Plan" .................................................................................................... 8 

2.34 "Local 791 Employee" ........................................................................................... 8 

2.35 "Local 791 Plan" .................................................................................................... 8 

2.36 "Local Reciprocal Agreement" .............................................................................. 8 

2.37 "1997 National Reciprocal Agreement" ................................................................ 8 

2.38 "2001 National Reciprocal Agreement" ................................................................ 8 

2.39 "Normal Retirement Age" ..................................................................................... 8 

2.40 "Notice Period" ...................................................................................................... 9 

2.41 "Participant" ........................................................................................................... 9 

2.42 "Participation Agreement" ..................................................................................... 9 

2.43 "Past Service Credit" ............................................................................................. 9 

2.44 "PBGC" .................................................................................................................. 9 

2.45 "Pensioner" ............................................................................................................ 9 

2.46 "Plan" ..................................................................................................................... 9 

2.47 "Plan Administrator" ............................................................................................. 9 

2.48 "Plan Year" ............................................................................................................ 9 

2.49 "P&C Employee" ................................................................................................... 9 

2.50 "P&C Plan" ............................................................................................................ 9 

2.51 "P&C Merger Agreement" .................................................................................. 10 

2.52 "P&C Maintenance Employee" ........................................................................... 10 

2.53 "P&C Maintenance Merger Agreement" ............................................................. 10 

2.54 "P&C Maintenance Plan" .................................................................................... 10 

2.55 "Qualified Domestic Relations Order or QDRO" ............................................... 10 

DB!/ 80304128.8 

11 
TABLE OF CONTENTS 

(Continued) 

Page 

2.56 "Qualified Joint and Survivor Annuity" .............................................................. 10 

2.57 "Qualified Military Service" ................................................................................ 10 

2.58 "Qualified Pre-Retirement Survivor Annuity" .................................................... 10 

2.59 "Service Commencement Date" .......................................................................... 10 

2.60 "Spouse" .............................................................................................................. 10 

2.61 "Supplemental Social Security Benefit" .............................................................. 10 

2.62 "Survivor" ............................................................................................................ 10 

2.63 "Trust Agreement" .............................................................................................. 11 

2.64 "Trustees" ............................................................................................................ 11 

2.65 "UPS Select Clerical Group" ............................................................................... 11 

2.66 "Union" ................................................................................................................ 11 

2.67 "Umeduced Retirement Date" ............................................................................. 11 

2.68 "Umeduced Social Security Retirement Date" .................................................... 11 

2.69 "Vested" ............................................................................................................... 11 

ARTICLE 3 ELIGIBILITY AND PARTICIPATION ....................................................... 12 

3. 01 Eligibility and Participation ................................................................................. 12 

3.02 Termination ofPatticipation ................................................................................ 12 

3.03 Reemployment of a Former Participant.. ............................................................. 12 

3.04 Special Rules for Local 294 Employees .............................................................. 12 

3.05 Special Rules for Local478 Employees .............................................................. 13 

3.06 Special Rules for Local264 Bakery Employees .................................................. 13 

3.07 Special Rules for P&C Employees ...................................................................... 13 

3.08 Special Rules for Local264 Brewery Employees ............................................... 13 

3.09 Special Rules for P&C Maintenance Employees ................................................. 13 

3.10 Special Rules for Local 791 Employees .............................................................. 13 

3.11 Special Rule for Local 264 Dairy Employees ...................................................... 14 

ARTICLE 4 CREDIT FOR SERVICE ............................................................................... 15 

4.01 Past Service Credit ............................................................................................... 15 

4.02 Future Service Credit ........................................................................................... 17 

4.03 Break in Service ................................................................................................... 20 

4.04 Reinstatement of Credited Service ....................................................................... 20 

DB I/ 80304128.8 

111 
4.05 

ARTICLE 5 

5.01 

5.02 

5.03 

5.04 

5.05 

5.06 

ARTICLE 6 

6.01 

6.02 

6.03 

6.04 

6.05 

6.06 

6.07 

6.08 

6.09 

6.10 

ARTICLE 7 

7.01 

7.02 

7.03 

7.04 

7.05 

ARTICLE 8 

8.01 

8.02 

8.03 

8.04 

DBl/80304128.8 

TABLE OF CONTENTS 

(Continued) 

Page 

No Service Credit after Participant's Death ......................................................... 20 

PENSION BENEFITS ................................................................................... 21 

Normal or Regular Pension .................................................................................. 21 

Early Pension ....................................................................................................... 31 

Thiliy-Year Pension ............................................................................................. 33 

Vested Pension ..................................................................................................... 33 

Limitation of Benefits .......................................................................................... 34 

Increase for Retirees ............................................................................................ 3 5 

FORM OF PAYMENT .................................................................................. 36 

Normal Form of Benefit. ...................................................................................... 36 

Life Annuity ......................................................................................................... 36 

Five-Year Certain Annuity .................................................................................. 36 

Ten-Year Certain Annuity ................................................................................... 37 

Qualified 50%, 75% or 100% Joint and Survivor Annuity ................................. 37 

50%,75% or 100% Joint and Survivor Annuity with Pop-Up ............................ 37 

Automatic Pop-Up for Retirees on January 1, 1992 ............................................ 37 

Social Security Le'veling Option for Local 791 Employees ................................ 37 

Lump Sum Payment of Small Benefit Amounts .................................................. 38 

Availability of Optional Forms ............................................................................ 3 8 

SUPPLEMENTAL SOCIAL SECURITY, DEATH AND 

DISABILITY BENEFITS ............................................................................. 39 

Supplemental Social Security Benefit ................................................................. 39 

Disability Lump Sum Benefit .............................................................................. 40 

Disability Benefit ................................................................................................. 40 

Lump Sum Death Benefit .................................................................................... 42 

Qualified Pre-Retirement Survivor Annuity ........................................................ 44 

PAYMENT OF PENSION BENEFITS ......................................................... 46 

Commencement of Payments .............................................................................. 46 

Payment of Benefits ............................................................................................. 4 7 

Employment of Pensioners .................................................................................. 4 7 

Non-Alienation of Benefits .................................................................................. 49 

IV 
TABLE OF CONTENTS 

(Continued) 

Page 

8.05 Non-Duplication of Benefits ................................................................................ 49 

8.06 Information Requirement ..................................................................................... 50 

8.07 Eligible Rollover Distributions ............................................................................ 50 

8.08 Uniformed Services Employment and Reemployment Rights Act 

Requirements ....................................................................................................... 51 

ARTICLE 9 ADMINISTRATION OF THE PLAN .......................................................... 52 

9.01 Plan Administrator ............................................................................................... 52 

9.02 Actuarial Matters ................................................................................................. 52 

9.03 Interpretation of the Plan ..................................................................................... 52 

9.04 Claims Procedure ................................................................................................. 52 

9.05 Employer Contributions ....................................................................................... 53 

9.06 Non-Diversion of Plan Assets .............................................................................. 53 

9.07 Appointment of Advisors ..................................................................................... 53 

9.08 Recoupment of Overpayments ............................................................................. 54 

9.09 Burden of Proof Regarding Plan Records ............................................................ 54 

9.10 Rehabilitation Plan ............................................................................................... 54 

ARTICLE 10 AMENDMENT, MERGERS AND TERMINATION .................................. 55 

10.01 Right to Amend .................................................................................................... 55 

10.02 Mergers and Consolidation .................................................................................. 55 

10.03 Termination ofthe Plan ....................................................................................... 55 

ARTICLE 11 WITHDRAWAL LIABILITY ....................................................................... 56 

11.01 Employer Withdrawal from the Plan ................................................................... 56 

11.02 Withdrawal Liability ............................................................................................ 56 

11.03 No Withdrawal Liability for Certain Temporary 

Contribution Obligation Periods ......................................................................... 61 

ARTICLE 12 RECIPROCAL PENSIONS UNDER THE 1997 NATIONAL 

RECIPROCAL AGREEMENT ..................................................................... 62 

12.01 Purpose ................................................................................................................. 62 

12.02 Reciprocal Pension Benefits ................................................................................ 62 

12.03 Related Plans ........................................................................................................ 62 

12.04 Credited Service Under the Plan .......................................................................... 62 

12.05 Related Credited Service ...................................................................................... 62 

DBI/80304128.8 

v 
TABLE OF CONTENTS 

(Continued) 

Page 

12.06 Combined Credited Service ................................................................................. 62 

12.07 Eligibility ............................................................................................................. 63 

12.08 Break in Service ................................................................................................... 63 

12.09 Reciprocal Benefit Amount ................................................................................. 63 

12.10 Form of Benefit Payment. .................................................................................... 63 

12.11 Qualified Pre-Retirement Survivor Annuity ........................................................ 63 

12.12 Other Benefits ...................................................................................................... 63 

12.13 Payment of Reciprocal Pension Benefits ............................................................. 63 

12.14 Effective Date ...................................................................................................... 64 

ARTICLE 13 RECIPROCAL BENEFITS UNDER THE 2001 NATIONAL 

RECIPROCAL AGREEMENT FOR TEAMSTER PENSION FUNDS ...... 65 

13.01 Reciprocal Pension Benefits ................................................................................ 65 

13.02 Related Plans ........................................................................................................ 65 

13.03 Credited Service Under This Plan ........................................................................ 65 

13.04 Related Credited Service ...................................................................................... 65 

13.05 Combined Credited Service ................................................................................. 65 

13.06 Eligibility ............................................................................................................. 65 

13.07 Break in Service ................................................................................................... 66 

13.08 Reciprocal Benefit Amount ................................................................................. 66 

13.09 Form of Benefit Payment. .................................................................................... 66 

13.10 Qualified Pre-Retirement Survivor Annuity ........................................................ 66 

13.11 Other Benefits ...................................................................................................... 66 

13.12 Payment of Reciprocal Pension Benefits ............................................................. 66 

13.13 Effective Date ...................................................................................................... 67 

ARTICLE 14 RECIPROCAL PENSIONS UNDER LOCAL RECIPROCAL 

AGREEMENTS ............................................................................................. 68 

14.01 Purpose ................................................................................................................. 68 

14.02 Reciprocal Pension Benefits ................................................................................ 68 

14.03 Related Plans ........................................................................................................ 68 

14.04 Credited Service Under the Plan .......................................................................... 68 

14.05 Related Credited Service ...................................................................................... 68 

14.06 Combined Credited Service ................................................................................. 68 

DBI/80304128.8 

Vl 
TABLE OF CONTENTS 

(Continued) 

Page 

14.07 Eligibility ............................................................................................................. 69 

14.08 Break in Service ................................................................................................... 69 

14.09 Reciprocal Benefit Amount ................................................................................. 69 

14.10 Form of Benefit Payment.. ................................................................................... 69 

14.11 Qualified Pre-Retirement Survivor Annuity ........................................................ 69 

14.12 Other Benefits ...................................................................................................... 69 

14.13 Payment ofReciprocal Pension Benefits ............................................................. 69 

14.14 Effective Date ...................................................................................................... 70 

ARTICLE 15 RESTRICTIONS BASED ON THE PENSION PROTECTION ACT ......... 71 

15.01 Adoption and Implementation of a Funding Improvement or 

Rehabilitation Plan ............................................................................................... 71 

15.02 Requirements Pending and Following Approval of the Funding 

Improvement or Rehabilitation Plan .................................................................... 71 

15.03 Employer Surcharge ............................................................................................. 72 

15.04 WRERA Waiver .................................................................................................. 72 

15.05 Definitions ............................................................................................................ 72 

15.06 Effective Date ...................................................................................................... 72 

15.07 Noncompliant Collective Bargaining Agreements .............................................. 72 

ARTICLE 16 INCORPORATION OF APPENDICES AND EXECUTION IN 

COUNTERPARTS ........................................................................................ 74 

16.01 Incorporation of Appendices ................................................................................ 74 

16.02 Execution in Counterparts .................................................................................... 74 

APPENDIX A ........................................................................................................................ 76 

APPENDIX B LIST OF FUNDS WITH WHICH THE PLAN HAS A 

LOCAL RECIPROCAL AGREEMENT ....................................................... 78 

APPENDIX C WITHDRAWAL LIABILITY ....................................................................... 79 

APPENDIX D FUNDING IMPROVEMENT PLAN ............................................................ 85 

APPENDIX E TABLE 1-EARLY RETIREMENT ADJUSTMENT FACTORS .............. 88 

APPENDIX F REHABILITATION PLAN FOR THE NEW YORK STATE 

TEAMSTERS CONFERENCE PENSION AND RETIREMENT 

FUND ............................................................................................................. 89 

DBI/80304128.8 

Vll 
TABLE OF CONTENTS 

(Continued) 

APPENDIX G AMENDMENT 6 TO THE NEW YORK STATE TEAMSTERS 

CONFERENCE PENSION AND RETIREMENT FUND, AMENDED 

Page 

AND RESTATED AS OF JANUARY 1, 2010 ............................................. 108 

DB I! 80304128.8 

V111 
NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

ARTICLE 1 

BACKGROUND 

1.01 History ofthe Plan. The New York State Teamsters Conference Pension and Retirement 

Fund (the "Plan" or the "Fund") was established effective January 1, 1954 to provide pension 

benefits to employees covered by collective bargaining agreements entered into by and between 

local unions of the International Brotherhood of Teamsters and certain employers. The Plan was 

subsequently amended on various occasions prior to 1976 to change or increase benefits. 

The Plan was amended and completely restated effective January 1, 1976 to comply with the 

applicable requirements ofthe Employee Retirement Income Security Act of 1974 ("ERISA") 

and the Internal Revenue Code of 1954, as amended. The Plan was amended on several 

subsequent occasions by action of the Trustees to incorporate technical changes requested by the 

Internal Revenue Service and to comply with changes required by continuing legislation. 

In 1978 the Upstate Teamsters Pension and Retirement Fund (the "Upstate Plan"), a completely 

separate but related pension plan, was established to provide additional benefits funded by 

employer contributions in excess of$0.775 per hour. The Upstate Plan was merged into the Plan 

effective in 1988. The Plan now includes all assets and liabilities of the Upstate Plan. 

In the early 1970s, an agreement was entered into to merge the Brewery Workers Pension Fund 

(the "Brewery Fund") into the Plan. This merger was subsequently contested through litigation 

that extended over many years until its final conclusion in 1990. During the period of litigation 

the assets and liabilities of the Brewery Fund were maintained and accounted for separately. The 

Brewery Fund is now deemed to have been merged into the Plan effective December 1, 1976, the 

date specified in the original merger agreement and confirmed in a decision ofthe New York 

State Supreme Court. 

The Plan was amended and restated effective January 1, 1990, to (1) incorporate all prior 

amendments; (2) reflect the merger of the Upstate Plan; (3) reflect the merger of the Brewery 

Fund; (4) implement the benefit changes voted by the Trustees; and (5) clarify the language of 

the Plan document. 

The Plan was subsequently amended several times to implement various changes voted on by the 

Trustees, to clarify the language of the Plan document including increasing the minimum and 

maximum benefits for eligible participants, and to comply with changes in the tax laws. In 

addition, the Plan was specifically amended in 1997 to reflect the merger ofthe Pension Fund of 

the Albany Area Trucking and Allied Industries Local294, IBT into the Plan. 

The Plan was amended and restated effective January 1, 2000, to (1) incorporate all prior 

amendments; (2) reflect the merger of the Local 4 78 Trucking and Allied Industries Pension 

Fund; (3) reflect the merger ofthe Local264 Bakery Division Pension Fund; (4) reflect the 

transfer of certain assets and liabilities of the P&C Foods Pension Plan for Represented 

Employees; (5) implement the benefit changes voted on by the Trustees; (6) clarify the language 

DBI/80304128.8 
of the Plan document; and (7) amend the Plan to comply with changes required by recent 

legislation and regulation including the Uruguay Round Agreements Act of the General 

Agreement on Tariffs and Trades, the Uniformed Services Employment and Reemployment 

Rights Act of 1994, the Small Business Job Protection Act of 1996, the Taxpayer Relief Act of 

1997, the Community Renewal Tax Relief Act of2000 and the Economic Growth and Tax Relief 

Reconciliation Act of 2001. 

The Plan was subsequently amended to reflect the merger of the Teamsters Local No. 264 

Brewery Division Pension Plan and the transfer of certain assets and liabilities of the Penn 

Traffic Company Cash Balance Plan. 

The Plan was amended and restated effective January 1, 2004, to implement certain benefit 

changes voted on by the Trustees. Included in the benefit changes was the addition of a 

supplemental social security benefit that was intended to constitute a Social Security supplement 

as described in Treasury Regulation 1.411(a)-7(c) and that was not part of a Participant's 

Accrued Benefit. 

The Plan was subsequently amended several times to (1) implement various changes voted on by 

the Trustees; (2) clarify the language of the Plan document; (3) reflect the merger of the Local 

791 Plan into the Plan; (4) reflect the merger ofthe Local264 IRP into the Plan; and (5) amend 

the Plan for certain required changes including additional amendments to comply with the 

Pension Protection Act of 2006 ("PP A"). 

The Plan was subsequently amended and restated effective January 1, 2010 to (1) incorporate all 

prior amendments; (2) amend the Plan for certain required changes including the Heroes 

Earnings Assistance and Relief Tax Act of2008 ("HEART Act"); and (3) make certain 

clarifying changes. 

The Plan is hereby amended and restated effective January 1, 2015, to (1) incorporate all prior 

amendments and (2) make certain clarifying changes. 

1.02 Effective Date. The original effective date of the Plan is January 1, 1954. The effective 

date ofthis amendment and restatement is January 1, 2015. 

1.03 Scope of Plan. Except as otherwise specifically provided herein, the rights, benefits and 

obligations of participants who retired, died, or terminated their participation under the Plan prior 

to January 1, 2015, shall be determined under the terms and conditions of the Plan as it existed 

before this amendment and restatement of the Plan, and the terms of this amendment and 

restatement shall only apply with respect to any Participant who performs an Hour of Service on 

or after January 1, 2015. This amendment and restatement shall not reduce or eliminate any 

benefits earned under the several plans as in effect immediately prior to January 1, 2015. 

1. 04 Qualification of Plan. It is intended that the Plan be a qualified plan within the meaning 

of section 401(a) ofthe Code and that the trust be exempt from federal income taxation pursuant 

to the provisions of section 501(a) ofthe Code. 

1.05 Plan Document. The Plan consists of the Plan document as set forth herein, and any 

amendment thereto. Certain provisions relating to the Plan and its operation are contained in the 

DBI/80304128.8 

2 
corresponding Trust Agreement, the Policies and Procedures for Contributing Employers, and 

any amendments, appendices, and riders to any of the foregoing. It is intended that the Plan 

operate in accordance with the applicable provisions of the Code, ERISA and regulations issued 

thereunder. 

DB!/ 80304128.8 

3 
ARTICLE2 

DEFINITIONS 

The following terms, when capitalized, shall have the meaning shown. The masculine pronoun 

whenever used shall include the feminine pronoun. 

2.01 "Accrued Benefit" means, in the case of a Participant who has not reached his Normal 

Retirement Age, that portion of the Patiicipant's prospective monthly benefit, payable in the 

normal form and commencing upon retirement at Normal Retirement Age, that has been earned 

or accrued to the date of reference, as computed pursuant to the provisions of the Plan. In the 

case of a Participant who has reached Normal Retirement Age, "accrued benefit" means the 

monthly pension benefit, payable in the normal form, that would be payable upon the retirement 

of the Patiicipant as of the date of reference. 

2.02 "Active Participant" means a Participant on whose behalf a Contributing Employer is 

required to make contributions to the Plan. Notwithstanding the foregoing, if a Contributing 

Employer is no longer making contributions to the Plan on a Participant's behalf, the Participant 

shall remain an Active Participant if he has yet to incur a Break in Service, retire or become 

Disabled. Effective January 1, 2007, an Active Participant shall also include a Participant on 

whose behalf a Contributing Employer is required to make contributions to the Plan, if such 

Participant ceases to be actively employed due to military service and dies during such military 

service. 

2.03 "Actuarial Equivalent" means a form of benefit differing in time, period or manner of 

payment from a specific benefit provided under the Plan but having the equivalent value based 

on a seven percent (7%) interest assumption (unless an alternative rate is specified in the Plan or 

required by the Code) and the UP 1984 mortality table (unless an alternative mortality table is 

specified in the Plan or required by the Code). Effective January 1, 2008, the applicable 

mortality table for calculating the present value of benefits subject to section 417(e) of the Code 

shall be the mortality table specified in section 41 7 ( e )(3) of the Code. 

2.04 "Affiliate" means any entity included with a Contributing Employer in (a) a controlled 

group of employers or trades or businesses within the meaning of section 414(b) or 414( c) of the 

Code; (b) an affiliated service group within the meaning of section 414(m) of the Code; or (c) a 

group required to be aggregated pursuant to the regulations under section 414( o) of the Code; 

provided that any such entity shall be included within the term "Affiliate" only while a member 

of a group including a Contributing Employer. 

2.05 "Applicable Effective Date" means the date on or after January 1, 1954, on which a 

Contributing Employer first becomes obligated to make contributions to the Plan on behalf of 

Employees in accordance with the provisions of a Collective Bargaining Agreement, a 

Participation Agreement, and the rules and regulations of the Plan. 

2.06 "Benefit Commencement Date" means the first day of the first period for which a benefit 

under the Plan is payable as an annuity or, for benefits payable in a form other than an annuity, 

the first day on which a Participant's benefit is actually distributed from the Plan. 

DBl/80304128.8 

4 
2.07 "Break in Service Year" means a Plan Year in which an Active Participant does not 

complete more than five hundred (500) Hours of Service. 

Solely for purposes of dete1mining whether a Break in Service Year has occurred, a Participant 

who is absent from work for maternity or paternity reasons shall receive credit for up to five 

hundred (500) Hours of Service in one Plan Year which otherwise would have been credited to 

such Participant but for such absence. In any case in which such Hours of Service cannot be 

determined, eight (8) Hours of Service shall be credited for each day of absence. The Hours of 

Service credited for maternity or paternity reasons shall be credited in the Plan Year in which the 

absence begins if such Hours of Service are necessary to prevent a Break in Service Year in that 

Plan Year or, in all other cases, in the following Plan Year. However, a Participant shall not earn 

Credited Service or accrue pension benefits during any absence from work for maternity or 

paternity reasons. 

An absence from work for maternity or paternity reasons means an absence (a) by reason of the 

pregnancy of the Participant; (b) by reason of the birth of a child of the Pmiicipant; (c) by reason 

of the placement of a child with the Participant in connection with the adoption of such child by 

such Participant; or (d) for the purpose of caring for such child for a period beginning 

immediately following such birth or placement. 

2.08 "Break in Service" means three (3) consecutive Break in Service Years. A Break in 

Service shall not occur (a) during one (1) period of service in the Armed Forces ofthe United 

States, provided that the absence is caused by war or other emergency, or provided that the 

Participant is required to serve in time of peace, and further provided that the Participant returns 

to employment with a Contributing Employer within ninety (90) days after discharge from such 

service or the time period provided by law; (b) during any period of Disability; or (c) if the 

Participant retires under the Plan. 

2.09 "Brewery Employee" means any Employee employed by a Contributing Employer which 

was a contributing employer of the Brewery Workers Pension Fund prior to the time the Brewery 

Workers Pension Fund was merged into the Plan. 

2.10 "Brewery Workers Pension Fund" means the Brewery Workers Pension Fund which was 

established June 21, 1949, and merged into the Plan effective December 1, 1976. 

2.11 "Code" means the Internal Revenue Code of 1986, as amended. 

2.12 "Collective Bargaining Agreement" or "CBA" means an agreement between a 

Contributing Employer and a Union, as it may be amended from time to time, that provides for 

contributions to the Plan on behalf of Employees covered by the agreement. 

2.13 "Contributing Employer" means (a) any employer which executes a written Collective 

Bargaining Agreement that provides for payments to the Plan in accordance with the rules and 

regulations of the Plan, and which also enters into a Participation Agreement, provided that the 

Trustees, in their discretion, agree to accept such participation; (b) a Union whose members are 

Participants in the Plan, which shall have the status of a Contributing Employer solely for the 

purpose of making voluntary payments on behalf of its Employees and shall have no other rights 

under the Plan as a Contributing Employer, provided that the Trustees, in their discretion, agree 

DB!/80304128.8 

5 
to accept such participation; and (c) any participating Teamster benefit fund presently obligated 

under the terms of a Participation Agreement to make contributions to the Plan on behalf of its 

employees in accordance with the rules and regulations of the Plan and which shall have no other 

rights under the Plan as a Contributing Employer, provided that the Trustees, in their discretion, 

agree to accept such participation. 

2.14 "Credited Service" means Past Service Credit, Future Service Credit, or a combination of 

both. 

2.15 "Disability" or "Disabled" means a total and permanent disability in which the 

Pmiicipant is unable to and does not perform any type of work, provided that, as a result of such 

condition, he has qualified for a Social Security disability award pension. 

2.16 "Eligibility Computation Period" means the twelve (12) consecutive month period 

beginning with the Employee's Service Commencement Date and ending on the day 

immediately preceding the first anniversary of the Employee's Service Commencement Date and 

each successive twelve (12) consecutive month period ending on the day immediately preceding 

each anniversary of the Employee's Service Commencement Date thereafter. 

2.17 "Employee" means (a) any employee of a class for whom a Contributing Employer is 

required to make Employer Contributions to the Plan by the terms of a Collective Bargaining 

Agreement and a Participation Agreement; and (b) any employee, other than a member of a 

collective bargaining unit, of a class for whom Employer Contributions are required or for whom 

the Contributing Employer agrees to contribute in accordance with a Participation Agreement 

and the rules and regulations of the Plan. 

2.18 "Employer Contributions" means the amount paid to the Plan by a Contributing 

Employer as is provided for in the Collective Bargaining Agreement and Participation 

Agreement to which it is a party. 

2.19 "ERISA" means the Employee Retirement Income Security Act of 1974, as amended. 

2.20 "Future Service Credit" means credit, as provided to a Participant under Article 4 of the 

Plan, for employment with one or more Contributing Employers on or after the Applicable 

Effective Date. 

2.21 "Hour of Service" means each hour of an individual's service as an Employee for which: 

(a) he is directly or indirectly paid or is entitled to payment by a 

Contributing Employer for the performance of duties for the Contributing Employer during the 

applicable Plan Year. 

(b) he is paid or entitled to payment by a Contributing Employer on 

account of a period during which no duties are performed (irrespective of whether the 

employment relationship has terminated) due to vacation, holiday, illness, incapacity (including 

disability), layoff, jury duty, military duty, or leave of absence. No credit shall be given for 

hours for which no duties are performed but for which payment by the Contributing Employer is 

made or due under a plan maintained solely for the purpose of complying with applicable 

DBI/80304128.8 

6 
workers' compensation, unemployment compensation or disability insurance laws, or where 

payment solely reimburses an Employee for medical or medically related expenses incuned by 

the Employee. Hours of Service shall be calculated and credited pursuant to section 2530.200b-2 

of the Department of Labor regulations, which is incorporated herein by reference. 

For purposes of this paragraph (b), a payment shall be deemed to be made by or due from a 

Contributing Employer regardless of whether such payment is made by or due from the 

Contributing Employer directly, or indirectly through, among others, a trust fund, or insurer, to 

which the Contributing 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 pmiicular 

Employees or are on behalf of a group of Employees in the aggregate. 

(c) back-pay, inespective of mitigation of damages, has been awarded 

or agreed to by a Contributing Employer and for which such Employee has not previously 

received credit. The same Hours of Service shall not be credited both under paragraph (a) or 

paragraph (b), as the case may be, and under this paragraph (c). These hours shall be credited to 

the Employee for the Plan Year( s) to which the award or agreement pertains rather than the Plan 

Year in which the award, agreement or payment is made. Hours of Service shall include 

Qualified Military Service, or such additional or other periods as are granted by the Employer as 

military leave, provided the Employee returns to employment within ninety (90) days of the end 

of his Qualified Military Service (or such longer period of time as his reemployment rights are 

protected by law). 

Hours under this paragraph shall be credited on the basis of the lesser of (i) a forty ( 40) hour 

workweek or applicable pro rata portion thereof, or (ii) his customarily scheduled workweek or 

applicable pro rata portion thereof. The same Hours of Service shall not be credited under 

paragraphs (a) to (c) above, as the case may be, and under this paragraph. 

A Participant shall be credited for Hours of Service for employment with an Affiliate of the 

Participant's Contributing Employer. 

2.22 "IBT" means the International Brotherhood of Teamsters. 

2.23 "Inactive Pmiicipant" means a Participant who is not an Active Participant but who is 

Vested in his benefit and who has not yet retired. 

2.24 "Local 264 Bakery Employee" means an Employee employed by a Contributing 

Employer which was a contributing employer under the Local 264 Bakery Plan prior to the time 

the Local 264 Bakery Plan was merged into the Plan. 

2.25 "Local 264 Bakery Plan" means the Local 264 Bakery Division Pension Fund which was 

merged into the Plan effective January 1, 2000. 

2.26 "Local 264 Brewery Employee" means an Employee employed by a Contributing 

Employer which was a contributing employer of the Local 264 Brewery Plan prior to the time 

the Local 264 Brewery Plan was merged into the Plan. 

DB!/ 80304128.8 

7 
2.27 "Local264 Brewery Plan" means the Teamsters Local No. 264 Brewery Division 

Pension Plan that was merged into the Plan effective January 1, 2003 retroactive to January 1, 

2001. 

2.28 "Local 264 Dairy Employee" means an Employee employed by a Contributing Employer 

which was a contributing employer of the Local 264 IRP prior to the time the Local 264 IRP was 

merged into the Plan. 

2.29 "Local 264 IRP" means the Income Replacement Plan for the Milk, Ice Cream Drivers 

and Dairy Employees of Teamsters Local No. 264 that was merged into the Plan effective 

January 1, 2006. 

2.30 "Local 294 Employee" means an Employee employed by a Contributing Employer which 

was a contributing employer of the Local294 Plan prior to the time the Local294 Plan was 

merged into the Plan. 

2.31 "Local294 Plan" means the Pension Fund ofthe Albany Area Trucking and Allied 

Industries Local294, IBT which was merged into the Plan effective August 1, 1997. 

2.32 "Local 4 78 Employee" means an Employee employed by a Contributing Employer which 

was a contributing employer of the Local 4 78 Plan prior to the time the Local 4 78 Plan was 

merged into the Plan. 

2.33 "Local478 Plan" means the Local478 Trucking and Allied Industries Pension Fund 

which was merged into the Plan effective January 1, 2000. 

2.34 "Local 791 Employee" means an Employee employed by a Contributing Employer which 

was a contributing employer of the Local 791 Plan prior to the time the Local 791 Plan was 

merged into the Plan. 

2.35 "Local 791 Plan" means the Brewery and Related Workers Pension Plan of the 

Rochester, N.Y. Area that was merged into the Plan effective September 2, 2005, with benefit 

accrual hereunder retroactive to May 1, 2004. 

2.36 "Local Reciprocal Agreement" means an agreement of reciprocity between the Plan and 

another pension plan that is not a signatory to the 2001 National Reciprocal Agreement, entered 

into by the Trustees by resolution duly adopted. 

2.37 "1997 National Reciprocal Agreement" means an agreement of reciprocity between the 

Plan and other pension plans which are signatories to the 1997 National Reciprocal Agreement 

for Teamster Pension Funds, entered into by the Trustees by resolution duly adopted. 

2.38 "2001 National Reciprocal Agreement" means an agreement of reciprocity between the 

Plan and other pension plans which are signatories to the 2001 National Reciprocal Agreement 

for Teamster Pension Funds, entered into by the Trustees by resolution duly adopted. 

2.39 "Normal Retirement Age" means the first of the month following the date on or after a 

Participant has reached age sixty-five (65) and has either (a) earned five (5) years of Future 

DB II 80304128.8 

8 
Service Credit, or (b) attained the fifth anniversary of the date he commenced participation in the 

Plan before incurring a Break in Service. For Participants who are Local478 Employees and 

were classified as "Plan A" participants under the Local478 Plan, Normal Retirement Age shall 

mean the date on or after such Participant has reached age sixty-four (64). 

2.40 "Notice Period" means with respect to the notice described in Section 6.01, the period 

beginning one hundred eighty (180) days before and ending thirty (30) days before the Benefit 

Commencement Date. The thirty (30) day minimum may be waived by a Participant, provided 

that the minimum Notice Period may not end less than seven (7) days before the date the 

distribution is made. 

2.41 "Participant" means an Employee who meets the eligibility requirements of Article 3. 

The term "Participant" includes the following types ofParticipants: (a) Active Participants; (b) 

Inactive Participants; and (c) Pensioners. An individual can only be one type of Participant at a 

time. 

2.42 "Participation Agreement" means the current standard agreement between a Contributing 

Employer and the Plan pursuant to which Employer Contributions are made to the Plan by the 

Contributing Employer. In the case of a Contributing Employer whose contributions arise from 

"on-site building and construction industry work" as defined in Section 11.01 (c), "Participation 

Agreement'? means any agreement authorized by the Trustees pursuant to which Employer 

Contributions are made to the Plan. 

2.43 "Past Service Credit" means credit, as provided to a Participant under Article 4, for 

employment with one (1) or more Contributing Employers prior to the Applicable Effective 

Date. 

2.44 "PBGC" means the Pension Benefit Guaranty Corporation. 

2.45 "Pensioner" means a Participant who retires and receives benefits under the Plan. 

2.46 "Plan" means the New York State Teamsters Conference Pension and Retirement Fund. 

2.4 7 "Plan Administrator" means the Trustees. 

2.48 "Plan Year" means the calendar year beginning on January 1 and ending on December 

31. The Plan Year shall constitute the "limitation year" for purposes of section 415 of the Code. 

2.49 "P&C Employee" means an individual listed in Exhibit A to the P&C Merger Agreement. 

2.50 "P&C Plan" means the P&C Foods Pension Plan for Represented Employees that was 

merged into the Plan effective April 15, 2001 retroactive to January 1, 2001. 

2.51 "P&C Merger Agreement" means the agreement between the Plan and the P&C Plan 

reflecting the transfer of certain assets and liabilities of the P&C Plan and the terms and 

conditions with respect to P&C Employees' participation in the Plan. 

DBl/80304128.8 

9 
2.52 "P&C Maintenance Employee" means an individual listed on Exhibit A to the P&C 

Maintenance Merger Agreement. 

2.53 "P&C Maintenance Merger Agreement" means the agreement between the Plan and the 

P&C Maintenance Plan reflecting the transfer of certain assets and liabilities of the P&C 

Maintenance Plan and the terms and conditions with respect to P&C Maintenance Employees' 

participation in the Plan. 

2.54 "P&C Maintenance Plan" means the Penn Traffic Company Cash Balance Plan, certain 

assets and liabilities ofwhich were transferred into the Plan effective April1, 2002. 

2.55 "Qualified Domestic Relations Order or QDRO" means a judgment, decree or order that 

relates to a Participant's benefit under the Plan and meets the requirements of section 414(p) of 

the Code. 

2.56 "Qualified Joint and Survivor Annuity" means an annuity for the life of the Participant 

with a survivor annuity for the life of the Participant's Spouse equal to 50%, 75% or 100% of the 

annuity payable for the Participant's life. If a Participant fails to elect a form of benefit, the 

survivor benefit payable to the Participant's surviving Spouse under the Qualified Joint and 

Survivor Annuity shall equal 50% of the annuity payable for the Participant's life. 

2.57 "Qualified Military Service" means any service in the uniformed services (as defined in 

chapter 43 of title 38, United States Code) where the Patiicipant's right to reemployment is 

protected by law. 

2.58 "Qualified Pre-Retirement Survivor Annuity" means the benefit payable to the surviving 

Spouse of a Vested Participant who dies before the commencement of retirement benefits. 

2.59 "Service Commencement Date" means the date on which an individual becomes an 

Employee. 

2.60 "Spouse" means the legal spouse or surviving spouse of a Participant as reasonably 

determined by the Trustees based on the law of the jurisdiction in which the marriage was 

licensed, provided that a former spouse shall be treated as a spouse or surviving spouse only to 

the extent provided under a Qualified Domestic Relations Order. From December 1, 2011 

through June 25, 2013, "Spouse" was defined as the spouse or surviving spouse resulting from 

the marriage between a man and a woman. 

2.61 "Supplemental Social Security Benefit" means the benefit described in Section 7.0 1. 

2.62 "Survivor" means (a) a Participant's Spouse or if there is no Spouse, his (b) child or 

children or if none ofthose, (c) his parents or, if no parents, (d) his brothers and sisters. In the 

event the Participant's Survivor dies while entitled to payments under the Plan, the Survivor 

listed under subsection (a), (b), (c) or (d) shall be the Survivor. 

2.63 "Trust Agreement" means the Agreement and Declaration of Trust made and entered 

into on January 1, 1954, as amended. 

DB I/ 80304128.8 

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2.64 "Trustees" means the Board of Trustees, as provided for in the Trust Agreement, which is 

responsible for the administration of the Plan, including, among other things, the collection, 

deposit, and disbursement of funds. The Union and the Contributing Employers shall have equal 

representation on the Board of Trustees. 

2.65 "UPS Select Clerical Group" means a specific group of UPS employees, each member of 

which is classified by UPS as a part-time operations clerk and which group commenced 

participation in the Plan prior to February 1, 1988. 

2.66 "Union" means a participating local union of the International Brotherhood of Teamsters 

that will from time to time execute Collective Bargaining Agreements with employers engaged 

in the trucking industry and other represented industries, which provide for the payment by such 

employers to the Plan, and any other local union authorized by the Trustees to participate in the 

Plan upon appropriate action by such local union acceptable to the Trustees. 

2.67 "Unreduced Retirement Date" means the date when a Participant is first eligible for a 

Regular Pension or a Thirty-Year Pension, provided that such date shall not be before January 1, 

2004. With respect to Participants who were participants in a plan which merged into the Plan 

after January 1, 2004, the Unreduced Retirement Date shall not be earlier than the date such 

Participant first became an Active Participant in the Plan. 

2.68 "Unreduced Social Security Retirement Date" means the date a Participant becomes 

eligible for unreduced retirement benefits under Title II of the Social Security Act. 

2.69 "Upstate Fund" means the Upstate Teamsters Pension and Retirement Fund. 

2.70 "Vested" means that a Participant has (a) met the minimum service requirements of 

Section 5.04(a) and has acquired a non-forfeitable right to a pension benefit under the Plan, or 

(b) attained Normal Retirement Age. 

DB I/ 80304128.8 

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ARTICLE3 

ELIGIBILITY AND PARTICIPATION 

3.01 Eligibility and Participation. 

(a) An Employee who is first employed by a Contributing Employer 

on or after January 1, 1998 shall become an Active Participant as ofthe date on which he first 

completes one (1) Hour of Service for which contributions are required. 

(b) If an Employee who is an Active Participant on or after January 1, 

1998 commenced employment during the period January 1, 1981 through December 31, 1997, he 

shall be deemed to have become an Active Participant in the year in which the Eligibility 

Computation Period in which he first completed five hundred (500) Hours of Service with one or 

more Contributing Employers ended. 

(c) If an Employee who is an Active Participant on or after January 1, 

1998 commenced employment during the period January 1, 1976 through December 31, 1980, he 

shall be deemed to have become an Active Participant in the year in which he first completed 

one (1) Hour of Service as an Employee. 

3.02 Termination of Participation. An Active Pmiicipant who is not Vested shall cease to be a 

Participant as of the date he incurs a Break in Service and shall forfeit all Credited Service and 

benefits. Notwithstanding the foregoing, an Active Participant who no longer meets the 

definition of "Employee" because the Contributing Employer is no longer required to make 

contributions on his behalf, but who does remain employed by the Contributing Employer, shall 

continue to be a Participant solely for the purpose of calculating Future Service Credit for the 

limited circumstances described in Section 4.02(e). An Active Participant who is Vested shall 

become an Inactive Participant as of the date he has a Break in Service. Any Participant shall 

cease to be a Participant as of the date he has received full payment of his benefit under the Plan. 

Notwithstanding the foregoing, effective January 1, 2007, an Active Participant who is not 

Vested shall not cease to be a Participant as of the date he incurs a Break in Service if he incurs 

such Break in Service due to military service and dies during such military service. For purposes 

of the preceding sentence, such Pmiicipant shall be deemed to have been reemployed by a 

Contributing Employer on the day immediately prior to his death. 

3.03 Reemployment of a Former Participant. If an individual was an Active Participant on the 

date he ceased to be an Employee and later becomes an Employee again, he shall become a 

Participant in accordance with Section 3.01 above. Notwithstanding the foregoing, if a former 

Participant who was not Vested on the date he ceased to be an Employee and who has not 

forfeited his Credited Service later becomes an Employee again, he shall become a Participant in 

the year in which the Eligibility Computation Period in which he first completes five hundred 

(500) Hours of Service with one or more Contributing Employers ends. 

3.04 Special Rules for Local294 Employees. A Local294 Employee who was actively 

employed in covered employment on July 31, 1997, by a contributing employer to the Local 294 

DB!/ 80304128.8 

12 
Plan shall become an Active Participant upon completion of one (1 )'Hour of Service on or after 

August 1, 1997 and prior to January 1, 1998. 

A Local 294 Employee who was actively employed in covered employment on July 31, 1997, by 

a contributing employer to the Local 294 Plan who did not qualify to become an Active 

Participant on August 1, 1997 shall become an Active Participant as ofthe date on which he 

completes one (1) Hour of Service for which contributions are required. 

A Local 294 Employee who did not qualify to become an Active Participant on August 1, 1997, 

shall become an Active Participant as ofthe date on which he completes one (1) Hour of Service 

for which contributions are required. 

3.05 Special Rules for Local478 Employees. A Local478 Employee who earned four 

hundred ( 400) hours of service under the Local 4 78 Plan in 1999 shall become an Active 

Participant after earning one (1) Hour of Service under the Plan on or after January 1, 2000. 

A Local 4 78 Employee who had not earned four hundred ( 400) hours of service under the Local 

4 78 Plan in 1999 and subsequent to December 31, 1999, is employed by a Contributing 

Employer shall become an Active Participant as of the date on which he completes one (1) Hour 

of Service for which contributions are required. 

3.06 Special Rules for Local264 Bakery Employees. A Local264 Bakery Employee in 

covered employment who was actively employed on December 31, 1999, by a contributing 

employer to the Local 264 Bakery Plan shall become an Active Participant on January 1, 2000. 

A Local264 Bakery Employee who did not qualify to become an Active Participant on January 

1, 2000 shall become an Active Participant as of the date on which he completes one (1) Hour of 

Service for which contributions are required. 

3.07 Special Rules for P&C Employees. A P&C Employee shall become an Active 

Participant on January 1, 2001. 

3.08 Special Rules for Local264 Brewery Employees. A Local264 Brewery Employee in 

covered employment who was actively employed on December 31, 2001, by a contributing 

employer to the Local 264 Brewery Plan shall become an Active Participant effective as of 

January 1, 2001. 

A Local 264 Brewery Employee who did not qualify to become an Active Participant effective 

January 1, 2001 shall become an Active Participant as of the date on which he completes one (1) 

Hour of Service for which contributions are required. 

3.09 Special Rules for P&C Maintenance Employees. A P&C Maintenance Employee shall 

become a Participant on April 1, 2002. 

3.10 Special Rules for Local 791 Employees. A Local 791 Employee who was actively 

employed in covered employment by a contributing employer to the Local 791 Plan on April 30, 

2004 shall become an Active Participant effective as of May 1, 2004. 

DB!/ 80304128.8 

13 
A Local 791 Employee who did not qualify to become an Active Participant effective May 1, 

2004, shall become an Active Pmiicipant as ofthe date on which he completes one (1) Hour of 

Service for which contributions are required. 

3.11 Special Rule for Local 264 Dairy Employees. A Local 264 Dairy Employee who did not 

qualify to become an Active Participant effective January 1, 2006, shall become an Active 

Participant as of the date on which he completes one (1) Hour of Service for which contributions 

are required. 

DBl/80304128.8 

14 
ARTICLE4 

CREDIT FOR SERVICE 

4.01 Past Service Credit. A Participant shall be credited with Past Service Credit for service 

as an Employee prior to the time he became a Participant as follows: 

(a) An Employee, other than a Brewery Employee, who became a 

Participant on January 1, 1954, shall be entitled to Past Service Credit for service as an 

Employee prior to January 1, 1954, only for time spent in the employ of one or more 

Contributing Employers which were in contractual relations with the Union, provided that on 

January 1, 1954, he was an employee ofthe class for whom contributions have been made since 

January 1, 1954. 

(b) An Employee, other than a Brewery Employee, who became a 

Participant after January 1, 1954, and before January 1, 1976, shall be entitled to Past Service 

Credit only for the time spent in the employ of one ( 1) or more Contributing Employers which 

were in contractual relations with the Union, provided that, on the Applicable Effective Date he 

was an employee of the class for whom contributions have been made since the Applicable 

Effective Date. The Participant shall have the right to choose Past Service Credit for service 

prior to January 1, 1954, or Past Service Credit for service prior to the Applicable Effective Date. 

Notwithstanding anything herein to the contrary, if an Employee became a Participant on or after 

January 1, 1959, but before January 1, 1974, he shall be limited to a maximum oftwenty (20) 

years ofPast Service Credit. If an Employee became a Participant on or after January 1, 1974, 

but before January 1, 197 6, he shall be limited to a maximum of fifteen (15) years of Past 

Service Credit. 

(c) A Brewery Employee who became a participant of the Brewery 

Workers Pension Fund prior to December 1, 1976, shall earn Past Service Credit under the 

provisions ofthe Brewery Workers Pension Fund in effect prior to December 1, 1976. 

(d) An Employee who becomes a Participant on or after January 1, 

197 6 (December 1, 197 6 for a Brewery Employee), other than a Local 264 Bakery Employee, a 

Local294 Employee, a Local478 Employee, a P&C Employee, a Local264 Brewery Employee, 

a P&C Maintenance Employee, a Local 791 Employee, or a Local264 Dairy Employee shall be 

eligible for Past Service Credit: 

(i) for years of service with a Contributing Employer prior to 

the Applicable Effective Date provided that on the Applicable Effective Date he was an 

employee of the class or group for whom Employer Contributions have been made on and after 

the Applicable Effective Date. 

(ii) for years of service with an employer which was not a 

Contributing Employer if the employer was purchased by, merged with, absorbed in whole by or 

otherwise taken over by a Contributing Employer, provided that the Employee was a member of 

the class for whom Employer Contributions were required on the date the employer was 

purchased by, merged with, absorbed in whole by or otherwise taken over by a Contributing 

DB I/ 80304128.8 

15 
Employer. The Contributing Employer must have purchased, merged, absorbed, or taken over 

the complete business of the former employer including the entire business assets, rights or any 

other assets whether tangible or intangible. The purchase, merger, absorption or takeover must 

be established by legal documents satisfactory to the Plan Administrator. 

One ( 1) year of Past Service Credit shall be awarded for each year of consecutive Future Service 

Credit earned after the Applicable Effective Date of that Contributing Employer, beginning with 

the sixth year of Future Service Credit, up to a maximum of five (5) years of Past Service Credit. 

For purposes of the preceding sentence only, Participants who are part of the UPS Select Clerical 

Group shall be considered to have earned a full year of Future Service Credit if the Participants 

have at least five hundred (500) Hours of Service in the year. 

(e) For purposes of Past Service Credit, a year of service is either (i) or 

(ii) below: 

(i) A calendar year in which the Participant worked for the 

Contributing Employer in each of four (4) quarters and had total earnings with the Contributing 

Employer determined by Social Security records, as follows: 

For Years At Least For Years At Least 

1937 through 1950 $1,600 1978 $9,000 

1951 through 1954 1,900 1979 11,700 

1955 through 1958 2,200 1980 13,200 

1959 through 1965 2,500 I 1981 15,100 

1966 through 1967 

I 

3,400 1982 16,500 

1968 through 1971 4,000 1983 18,200 

1972 4,600 I 1984 19,300 

1973 5,500 1985 20,200 I 

1974 6,700 1986 I 21,400 

1975 7,200 1987 22,300 

1976 7,400 1988 through 1995 22,900 

1977 8,500 

(ii) A calendar year in which the Participant worked for the 

Contributing Employer for at least one thousand (1,000) Hours of Service as demonstrated by 

Social Security or employment records satisfactory to the Plan Administrator (and, for years 

prior to 2004, the Participant worked for the Contributing Employer during each of the four 

quarters of the year), except that for Participants who are part ofthe UPS Select Clerical Group, 

only five hundred (500) Hours of Service in the year are required. 

DBl/80304128.8 

16 
A Participant who had no years of service for a period of three (3) successive years prior to the 

Applicable Effective Date of the Participant's Contributing Employer shall not be entitled to Past 

Service Credit for any years prior to the three (3) successive year period. 

To the extent permitted by ERISA, a Participant who is employed by an employer after that 

employer ceases to make Employer Contributions to the Plan but which employer continues to 

remain in business in the local jurisdictional and/or geographical area of the Union shall not be 

entitled to any Past Service Credit with that employer unless the employer again becomes a 

Contributing Employer within eighteen (18) months from the date that employer ceased making 

Employer Contributions and the Participant is still employed by that employer. 

4.02 Future Service Credit. An Employee shall earn Future Service Credit while an Active 

Participant as follows: 

(a) For service rendered prior to January 1, 1961, one (1) year of 

Future Service Credit shall be allowed for each Plan Year during which $75.00 or more was 

contributed on behalf of the individual member. 

(b) For service rendered on and after January 1, 1961, and prior to 

January 1, 197 6, the amount of contribution required for one ( 1) year of Future Service Credit in 

any one (1) Plan Year shall be based on the rate of contribution set forth in the Collective 

Bargaining Agreement entered into by each individual Participant's Contributing Employer, and 

shall be determined in accordance with the following table: 

Contribution Rate Amount of Contribution Required for 

Per Hour One Year of Credit 

For 1961, 1962, and 1963 

Less than 7Yz¢ $75.00 or more 

7Yz¢ or more 120.00 or more 

For 1964 through 1975 

Less than 7Yz¢ 75.00 or more 

7Yz¢ but less than 12Yz¢ 120.00 or more 

12 Yz¢ but less than 17Yz¢ 180.00 or more 

17Yz¢ but less than 22 Yz¢ 240.00 or more 

22Yz¢ but less than 27Yz¢ 300.00 or more 

27Yz¢ but less than 32Yz¢ 360.00 or more 

DB!/ 80304128.8 

17 
Contribution Rate Amount of Contribution Required for 

Per Hour One Year of Credit 

32Yz¢ but less than 37Yz¢ 420.00 or more 

37Yz¢ but less than 42Yz¢ 480.00 or more 

42Yz¢ but less than 47Yz¢ 540.00 or more 

47Yz¢ but less than 52Yz¢ 600.00 or more 

52Yz¢ or more 660.00 or more 

(c) For service rendered on and after January 1, 1976, one-tenth 

(111 Oth) of a year of Future Service Credit is earned for each one hundred (1 00) Hours of Service 

during any Plan Year. No Future Service Credit shall be credited for less than one hundred (1 00) 

Hours of Service nor shall a Participant be credited with more than ten-tenths' (10/10ths) credit 

in any Plan Year. 

(d) For an Employee who is employed by a Contributing Employer in 

a category not eligible for participation in the Plan and who subsequently becomes employed by 

the Contributing Employer in a category eligible for participation in the Plan, the Plan shall 

recognize prior hours of service with such employer for vesting purposes and for purposes of 

determining eligibility (or benefits under Sections 5.01, 5.02, 5.03 and 5.04. 

(e) If an Employee who is a Participant becomes employed by the 

Contributing Employer in a category not eligible for participation in the Plan, he shall be deemed 

to continue as a Participant for vesting purposes and for purposes of determining eligibility for 

benefits under Sections 5.01, 5.02, 5.03 and 5.04. The term "category not eligible for 

participation" means that the Employer is not obligated to make contributions for the employee. 

(f) For purposes of detetmining eligibility for benefits under Sections 

5.01, 5.02, 5.03, and 5.04 ofthe Plan, a Local294 Employee who became an Active Participant 

pursuant to Section 3. 04 above shall have service that was rendered prior to August 1, 1997, and 

recognized under the terms of the Local 294 Plan considered as Future Service Credit under the 

Plan. 

(g) A Local 294 Employee who became an Active Participant pursuant 

to Section 3.04 above shall retain the hours in excess of two thousand and eighty (2,080) hours 

included as of July 31, 1997, in such Participant's bank, pursuant to the provisions of the Local 

294 Plan. No additional hours may be added to this bank after July 31, 1997. A Local 294 

Participant may use such banked hours in the same manner as provided under the terms of the 

Local294 Plan. 

(h) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02, 5.03, and 5.04 of the Plan, a Local478 Employee who became an Active Participant 

pursuant to Section 3.05 above shall have service that was rendered prior to January 1, 2000, and 

DBI/80304128.8 

18 
recognized under the terms of the Local 4 78 Plan considered Future Service Credit under the 

Plan. 

(i) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02, 5.03 and 5.04 of the Plan, a Local264 Bakery Employee who became an Active 

Participant pursuant to Section 3.06 above shall have service that was rendered prior to January 

1, 2000, and recognized under the terms of the Local 264 Bakery Plan considered Future Service 

Credit under the Plan. 

U) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02 5.03 and 5.04 of the Plan, a P&C Employee who became an Active Participant 

pursuant to Section 3.07 above shall have service that was rendered prior to January 1, 2001, and 

recognized under the terms of the P&C Plan considered Future Service Credit under the Plan. 

(k) An active participant in the P&C Plan who ceased to be employed 

by a contributing employer under the P&C Plan and who immediately thereafter became an 

Active Participant in the Plan prior to January 1, 2001, shall have service recognized under the 

terms of the P&C Plan considered Future Service Credit under the Plan. 

(1) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02, 5.03 and 5.04 of the Plan, a Local264 Brewery Employee who became an Active 

Participant pursuant to Section 3.08 above shall have service that was rendered prior to January 

1, 2001, and recognized under the tetms of the Local 264 Brewery Plan considered Future 

Service Credit under the Plan. 

(m) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02, 5.03 and 5.04 of the Plan, a P&C Maintenance Employee who became an Active 

Participant pursuant to Section 3.09 above shall have service that was rendered prior to April1, 

2002 and recognized under the terms of the P&C Maintenance Plan considered Future Service 

Credit under the Plan. 

(n) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02, 5.03 and 5.04 of the Plan, a Local 791 Employee who became an Active Participant 

pursuant to Section 3.10 above shall have service that was rendered prior to May 1, 2004, and 

recognized under the terms of the Local 791 Plan considered Future Service Credit under the 

Plan. 

( o) For purposes of determining eligibility for benefits under Sections 

5.01, 5.02, 5.03 and 5.04 ofthe Plan, a Local264 Dairy Employee who became an Active 

Participant prior to January 1, 2006, or a vested Local 264 Dairy Employee who has not incurred 

a Break in Service and becomes an Active Participant pursuant to Section 3.11 above, shall have 

service that was rendered prior to January 1, 2006, and recognized under the terms of the Local 

264 IRP considered Future Service Credit under the Plan. 

(p) Except for purposes of eligibility and vesting as provided under 

Sections 4.02(d) and 4.02(e), a Participant shall not be entitled to any Future Service Credit for 

Hours of Service performed prior to January 1, 1976, for which a Contributing Employer did not 

contribute to the Plan on such Participant's behalf. 

DBl/80304128.8 

19 
4.03 Break in Service. A Participant who is not Vested in his benefit, and who has a Break in 

Service and ceases to be a Participant under Section 3.02 shall forfeit all years of Credited 

Service. A Vested Participant who has a Break in Service and becomes an Inactive Participant 

shall retain all years of Credited Service earned to the date of the Break in Service. 

4.04 Reinstatement of Credited Service. If a former Participant who was not Vested in his 

benefit again becomes a Participant, his years of Credited Service earned prior to the Break in 

Service shall be reinstated unless the number of his consecutive Break in Service Years equals or 

exceeds the greater of (a) five years or (b) the number of his years of Future Service Credit 

before the Break in Service. 

4.05 No Service Credit after Participant's Death. To the extent permitted under applicable law 

(including section 415 of the Code), no Participant shall be entitled to any Credited Service for 

any unused vacation, sick days, holidays or roving holidays after such Participant's death. 

DBI/80304128.8 

20 
ARTICLES 

PENSION BENEFITS 

5.01 Normal or Regular Pension. 

(a) Eligibility 

(i) Normal Pension. A Pmiicipant shall be eligible for a 

Normal Pension upon the attainment of his Normal Retirement Age while an Active or Inactive 

Participant in the Plan. 

(ii) Regular Pension. An Active Participant shall be eligible 

for a Regular Pension provided he has attained age sixty ( 60) and has earned at least fifteen ( 15) 

years of Credited Service, at least five (5) of which are Future Service Credit. Notwithstanding 

the foregoing, effective January 1, 2011, the Regular Pension shall no longer apply or otherwise 

be available to any Participant. 

(b) Calculation of Benefits 

(i) Generally. The monthly amount of a Normal Pension or a 

Regular Pension, for an eligible Active Participant or Inactive Participant who is not a Local 264 

Bakery Employee, a Local294 Employee, a Local478 Employee, a Brewery Employee, a P&C 

Employee, a Local264 Brewery Employee, a P&C Maintenance Employee, a Local 791 

Employee, or a Local 264 Dairy Employee that commences on or after January 1, 2000, shall be 

equal to the sum of (A) and (B): 

(A) (I) Where the Applicable Effective Date for a Contributing 

Employer to make contributions on behalf of the Participant is on or after January 1, 2004, a past 

service benefit equal to $1.00 for each $.05 of the contribution rate in effect at the Applicable 

Effective Date multiplied by the number of years of Past Service Credit. 

(II) Where the Applicable Effective Date for a Contributing 

Employer to make contributions on behalf of the Participant is prior to January 1, 2004, a past 

service benefit equal to the appropriate benefit factor from Table II below multiplied by the 

number of years of Past Service Credit. 

(B) A future service benefit for each year of Future Service Credit 

equal to the sum of (I) and (II) below: 

(I) A future service benefit for each year of Future Service 

Credit prior to January 1, 2004, equal to the lesser of (1) or (2) below: 

(1) the greater of(a) or (b): 

(a) two and six tenths percent (2.6%) of the 

Employer Contributions required to be made on the Participant's behalf for the year, plus (i) or 

(ii), as applicable; provided, however, that any increase in contribution made on or after January 

DBI/80304128.8 

21 
1, 1997, and before January 1, 2000, is subject to the applicable percentage shown in Column B 

of Table I below when calculating the future service benefit for those years; and, provided, 

further, that for Future Service Credit earned on or after June 1, 1997, none of an increase in 

contribution rate made on or after August 1, 1996 shall be taken into consideration when 

determining a Participant's future service benefit once the Participant's cumulative contribution 

rate exceeds $3.695; 

(i) $10.17 if a Participant has six 

thousand (6,000) hours of contributions at $4.095 or higher and has two thousand eighty (2,080) 

hours of contributions at that rate for the Plan Year. If a Participant has less than two thousand 

eighty (2,080) hours of contributions at that rate for the Plan Year, $10.17, multiplied by actual 

hours of contributions for the Plan Year divided by two thousand eighty (2,080); or 

(ii) $20.17 if a Participant has four 

thousand ( 4,000) hours of contributions at $4.345 or higher and has two thousand and eighty 

(2,080) hours of contributions at that rate for the Plan Year. If a Participant has less than two 

thousand and eighty (2,080) hours of contributions at that rate for the Plan Year, $20.17, 

multiplied by actual hours of contributions for the Plan Year divided by two thousand and eighty 

(2,080). 

(b) Benefit factor shown in Table II multiplied 

by the Future Service Credit earned for that year. When determining the benefit factor shown in 

Table II, if (i) the contribution rates of a Participation Agreement have been recorded by the Plan 

Administrator as of October 15,2003, (ii) such Participation Agreement expires after January 1, 

2004, and (iii) the benefit factor that would have been in effect at the expiration of the 

Participation Agreement is greater than the benefit factor in effect as of December 31, 2003, then 

such greater benefit factor shall be applied to years of Future Service Credit prior to January 1, 

2004, upon satisfaction of the hours requirement. 

(2) (a), (b), or (c), whichever is applicable: 

(a) $199.83; 

(b) $210 if a Participant has six thousand 

(6,000) hours of contributions at $4.095 or higher and has two thousand and eighty (2,080) hours 

of contributions for the Plan Year; or 

(c) $220 if a Participant has four thousand 

( 4,000) hours of contributions at $4.345 or higher and has two thousand and eighty (2,080) hours 

of contributions for the Plan Year. 

(II) A future service benefit for each year of Future Service 

Credit after December 31,2003, equal to one and three tenths percent (1.3%) ("Future Post-2003 

Percentage") of the Employer Contributions required to be made on the Participant's behalf for 

the year; provided, however, that the Future Post-2003 Percentage shall be increased to one and 

seventy-three hundreths percent (1.73%) on or after October 1, 2007, following the earlier of: 

DBl/80304128.8 

22 
(1) the midpoint ofthe period between a Participant's 

Urn-educed Retirement Date and the Participant's Urn-educed Social Security Retirement Date; or 

(2) five (5) years following a Participant's Urn-educed 

Retirement Date. 

(ii) Local 264 Bakery Employees. 

(A) The monthly amount of a Normal or a Regular Pension for a Local 

264 Bakery Employee who became an Active Participant pursuant to Section 3.06 shall be equal 

to the sum of (I), (II), and (III) below: 

(I) A past service benefit equal to $35 multiplied by the 

number of years of credited service accrued under the Local 264 Bakery Plan, not to exceed 

thirty-five (35) years, plus 

(II) A future service benefit for each year of Future Service 

Credit after December 31, 1999 and prior to January 1, 2004, equal to the greater of (a) or (b): 

(a) $65; or 

(b) the amount determined under Section 

5.0 1(b )(i)(B)(I). 

(III) A future service benefit for each year of Future Service 

Credit after December 31, 2003 equal to the greater of (a) or (b): 

(a) $65, or 

(b) the amount determined under Section 

5.01 (b )(i)(B)(II). 

(B) The monthly amount of a Normal or a Regular Pension for a 

former Local 264 Bakery Employee who participated in the Local 264 Bakery Plan prior to 

January 1, 2000 but who was not an Active Participant on January 1, 2000, and who did not 

become an Active Participant pursuant to Section 3.06 shall be equal to the benefit accrued under 

the Local 264 Bakery Plan formula based upon service under that Plan. 

(iii) Local 294 Employees. 

(A) The monthly amount of a Normal or a Regular Pension for an 

Active Participant who is a Local 294 Employee commencing after August 1, 1997, shall be 

equal to the sum of (I), (II), (III) and (IV) below. 

(I) The benefit accrued under the Local 294 Plan formula 

based upon service under that plan through July 31, 1997. 

(II) The greater of: 

DB!/ 80304128.8 

23 
(1) For a Local294 Pmiicipant who commenced 

participation in the Local 294 Plan prior to August 1, 1971 and had completed years of service 

under the Local 294 Plan (including Past and Future Service Credit) in excess of fifteen (15) 

years as of July 31, 1997, a benefit based upon such excess equal to the product of (1) the 

number of such service years in excess of fifteen (15), multiplied by (2) the amount determined 

under Section 5.01(b)(iii)(A)(I) above, multiplied by (3) two and one-half percent (2.50%), or 

(2) For a Local294 Participant who had completed 

years of service under the Local 294 Plan (including Past and Future Service Credit) in excess of 

twenty (20) years as of July 31, 1997, a benefit based upon such excess equal to the product of 

( 1) the number of such service years in excess of twenty (20), multiplied by (2) the amount 

determined under Section 5.01(b)(iii)(A)(I) above, multiplied by (3) two and one-half percent 

(2Yz%). 

(III) A future service benefit for each year of Future Service 

Credit on or after December 31, 1996 and prior to January 1, 2004, equal to the amount 

determined under Section 5.01(b)(i)(B)(I). 

(IV) A future service benefit for each year of Future Service 

Credit after December 31,2003 equal to the amount determined under Section 5.01(b)(i)(B)(II). 

(B) The monthly amount of a Normal or a Regular Pension for a 

former Local 294 Employee who participated in the Local 294 Plan prior to August 1, 1997, but 

who was not an Active Participant on August 1, 1997, and did not later become an Active 

Participant pursuant to Section 3.04 shall be equal to the benefit accrued under the Local294 

Plan formula based upon service under that Plan. 

(iv) Local478 Employees. 

(A) The monthly amount of a Normal or a Regular Pension for a Local 

478 Employee who became an Active Pmiicipant pursuant to Section 3.05 shall be equal to the 

sum of: 

(I) $55 ($45 for persons classified as "Plan C" participants 

under the Local 478 Plan) multiplied by the number of years of credited service accrued under 

the Local478 Plan prior to January 1, 2000, not to exceed thirty-five (35); plus 

(II) A future service benefit equal to $1 00 ($90 for persons 

classified as "Plan C" participants under the Local478 Plan) multiplied by the number of years 

of Future Service Credit accrued after December 31, 1999, and before January 1, 2005; plus 

(III) A future service benefit for each year of Future Service 

Credit after December 31,2004 equal to the amount determined under Section 5.01(b)(i)(B)(II) 

above. 

The date in (III) above shall be December 31, 2003, and the date in (II) above shall 

correspondingly be January 1, 2004, if for the four ( 4) consecutive Plan Years ending on 

December 31,2003 (1) the Plan has an average annual investment return often percent (10%) or 

DBI/80304128.8 

24 
(2) the Plan has an average annual investment return of eight percent (8%) and on average, five 

hundred (500) or more Local478 Employees who became Active Participants pursuant to 

Section 3.05 have had contributions made on their behalf by a Local478 Contributing Employer 

in each of said Plan Years. 

(B) The monthly amount of a Normal or a Regular Pension for a 

former Local478 Employee who participated in the Local478 Plan prior to January 1, 2000, but 

was not an Active Participant on January 1, 2000, and did not later become an Active Participant 

pursuant to Section 3.05 shall be equal to the benefit accrued under the Local478 Plan formula 

based upon service under that Plan. 

(v) Brewery Worker Pension. The monthly amount of a 

Normal or a Regular Pension for an Active Participant who is a Brewery Employee commencing 

on or after January 1, 1990, shall be equal to the sum of: 

(A) A past service benefit equal to $10 multiplied by the number of 

years of Past Service Credit, plus; 

(B) A future service benefit for each year of Future Service Credit 

equal to the greater of: 

(I) two and six tenths percent (2.6%) of the Employer 

Contributions required to be made on the Participant's behalf multiplied by fifty-six and nine 

tenths percent (56.9%); or 

(II) $1 0 multiplied by the Future Service Credit for that year. 

(vi) P&C Employees. 

(A) (I) The monthly amount of a Normal or a Regular Pension for 

a P&C Employee who is a driver or maintenance worker (as set forth in Exhibit A to the P&C 

Merger Agreement) and who was an Active Participant as of January 1, 2001, shall be equal to 

the sum of: 

(1) A past service benefit equal to $60 multiplied by the 

number of years of credited service accrued under the P&C Plan; and 

(2) A future service benefit equal to $65 multiplied by 

the number ofyears of Future Service Credit accrued after December 31,2000. 

(II) On the date a Participant has six thousand (6,000) hours of 

contributions to the Plan, his monthly amount of a Normal Pension or a Regular Pension shall be 

equal to the sum of: 

(1) A past service benefit equal to $65 multiplied by the 

number of years of credited service under the P&C Plan plus the years of Future Service Credit 

accrued under the Plan up to the date on which he attains six thousand (6,000) hours of 

contributions; and 

DBI/80304128.8 

25 
(2) A future service benefit for each year of Future 

Service Credit accrued after the date on which he attains six thousand (6,000) hours of 

contributions equal to the amount determined under Section 5. 01 (b )(i)(B) above. 

After the accumulation of the six thousand (6,000) hours of contributions described above, if 

contributions were made in accordance with Section 5.01(b)(i)(B)(I)(l)(b) at a contribution rate 

sufficient to cause the benefit factor to exceed the benefit factor in (II)(1), such higher benefit 

factor shall be used in the calculations described therein for all years of credited service under 

the P&C Plan and any years of Future Service Credit under the Plan prior to the date the 

Participant accumulates six thousand (6,000) hours of contributions as described above. 

(B) The monthly amount of a Normal or a Regular Pension for a P&C 

Employee who is a recycling center worker (as set forth in Exhibit A to the P&C Merger 

Agreement) and who was an Active Participant as of January 1, 2001, shall be equal to $50 

multiplied by the sum of the number of years of credited service accrued under the P &C Plan 

and the number of years of Future Service Credit accrued after December 31, 2000. 

(C) The monthly amount of a Normal or a Regular Pension for a 

former P&C Employee who participated in the P&C Plan prior to January 1, 2001, but who did 

not become an Active Participant on January 1, 2001, and who has not otherwise performed an 

Hour of Service under the Plan on or after January 1, 2001, shall be equal to the benefit accrued 

under the P&C Plan formula based upon service under that Plan. 

(vii) Local264 Brewery Employees. 

(A) The monthly amount of a Normal Pension or a Regular Pension for 

a Local 264 Brewery Employee who was an active participant in the Local 264 Brewery Plan as 

of December 31, 2000, and who became an Active Participant pursuant to Section 3.08 shall be 

equal to the sum of: 

(I) A past service benefit equal to one hundred twenty percent 

(120%) of the former Local264 Brewery Plan participant's monthly pension benefit as 

determined under the Local 264 Brewery Plan as of December 31, 2000; plus 

(II) A future service benefit for each year of Future Service 

Credit beginning after December 31,2000, and ending December 31,2023, equal to one and 

one-tenths percent ( 1.1%) of the Employer Contributions required to be made on the 

Participant's behalf for the year; provided, however, that the percentage of one and one tenths 

percent (1.1 %) shall increase by one tenth percent (0.1 %) each year beginning January 1, 2010, 

and ending December 31, 2023; plus 

(III) A future service benefit for each year of Future Service 

Credit after January 1, 2024 equal to the amount determined under Section 5.01(b)(i)(B)(II) 

above. 

(B) The monthly amount of a Normal Pension or a Regular Pension for 

a former Local 264 Brewery Employee who participated in the Local 264 Brewery Plan prior to 

January 1, 2001, but who was not an active participant on December 31,2000, and who did not 

DB I/ 80304128.8 

26 
become an Active Participant pursuant to Section 3.08 shall be equal to the benefit accrued under 

the Local 264 Brewery Plan formula based upon service under that plan. 

(viii) P&C Maintenance Employees. 

(A) The monthly amount of a Normal Pension or a Regular Pension for 

a P&C Maintenance Employee shall be equal to the sum of: 

(I) A past service benefit equal to one hundred ten percent 

( 110%) of the P &C Maintenance Employee's accrued monthly benefit under the P &C 

Maintenance Plan as of March 31, 2002, where the accrued monthly benefit is determined by 

convetiing the cash balances under the P &C Maintenance Plan as of March 31, 2002, into a 

monthly benefit using the thirty (30) year Treasury rate for August 2001 and the mortality table 

specified in section 417(e)(3) of the Code in effect on March 31, 2002; plus 

(II) A future service benefit equal to $60 multiplied by the 

number of years of Future Service Credit accrued during the period beginning April 1, 2002, and 

ending March 31,2005. 

(B) Notwithstanding the provisions of (A) above, the monthly amount 

of a Normal Pension or a Regular Pension for a P&C Maintenance Employee who is an Active 

Participant on whose behalf a Contributing Employer has continuously made contributions from 

April 1, 2002 through April 1, 2005, shall be the sum of: 

(I) $60 multiplied by the number of years of credited service 

accrued under the P&C Maintenance Plan plus the number of years of Future Service Credit 

accrued under the Plan through March 31, 2005; plus 

(II) A future service benefit for each year of Future Service 

Credit after April1, 2005 equal to the amount determined under Section 5.01(b)(i)(B)(II) above. 

(ix) Local 791 Employees. 

(A) The monthly amount of a Normal Pension or a Regular Pension for 

a Local 791 Employee who was an active participant in the Local 791 Plan as of April 30, 2004, 

and who became an Active Participant pursuant to Section 3.10 shall be equal to the sum of (I) 

and (II) below: 

(I) A past service benefit equal to $70 multiplied by the 

number of years of credited service accrued under the Local 791 Plan through April30, 2004; 

plus 

(II) A future service benefit for each year of Future Service 

Credit on or after May 1, 2004 equal to the amount determined under Section 5.01(b)(i)(B)(II) 

above. 

(B) The monthly amount of a Normal Pension or a Regular Pension for 

a former Local 791 Employee who participated in the Local 791 Plan prior to May 1, 2004, but 

DB I/ 80304128.8 

27 
who was not an active participant on April 30, 2004, and does. not become an Active Participant 

under the Plan, shall be equal to the benefit accrued under the Local 791 Plan fmmula based 

upon service under that plan. 

(x) Local264 Dairy Employees. 

(A) The monthly amount of a Normal Pension or a Regular Pension for 

a Local 264 Dairy Employee who was an active participant in the Local 264 IRP as of December 

31, 2005, shall be equal to the sum of (I) and (II) below: 

(I) A past service benefit equal to the former Local 264 Dairy 

Employee's accrued monthly benefit as determined under the Local 264 IRP as of December 31, 

2005; plus 

(II) A future service benefit for each year of Future Service 

Credit equal to the sum of (1) and (2): 

(1) For Future Service Credit earned on or before 

December 31,2003, two and six tenths percent (2.6%) ofEmployer Contributions required to be 

made on the Participant's behalf for the year; plus 

(2) For Future Service Credit earned on or after January 

1, 2004, the amount determined under Section 5.01(b)(i)(B)(II) above. 

(B) The monthly amount of a Normal Pension or a Regular Pension for 

a former Local264 Dairy Employee who participated in the Local264 IRP prior to January 1, 

2006 but who was not an active participant on December 31, 2005, and who does not become an 

Active Participant under the Plan shall be equal to the benefit accrued under the Local 264 IRP 

formula based upon service under that plan. 

(xi) Impact of Break in Service. The monthly amount of a 

Normal Pension or a Regular Pension of a Pmiicipant who incuned a Break in Service, and 

subsequently returns to work for a Contributing Employer and again becomes an Active 

Participant, shall be equal to the sum of: 

(A) The monthly amount of the Normal Pension or Regular Pension to 

which he was entitled had he not returned to work after the Break in Service based on the level 

of benefits in effect when the Participant last worked prior to the Break in Service, plus 

(B) The monthly amount of the Normal Pension or Regular Pension 

calculated for the period subsequent to his again becoming an Active Participant, not taking into 

consideration any Future Service Credit earned prior to his again becoming an Active Participant 

and based on the level of benefits in effect when the Participant last worked prior to his 

subsequent Break in Service or retirement. 

(xii) Notwithstanding the foregoing, effective January 1, 2011, 

the monthly amount of a Participant's Normal Pension shall be calculated in accordance with 

Appendix F. 

DB II 80304128.8 

28 
TABLE I 

ColumnA ColumnB 

Prior Hourly New Hourly Contribution Percentage of Increase in Employer 

Contribution Rate Rate Contribution Applied to Benefit 

Under $1.15 Under $1.15 1 00% of Increase 

Under $1.15 $1.15 to $3.695 1 00% of Increase up to $1.15 

50% of Increase over $1.15 and up to 

$3.695 

Under $1.15 Over $3.695 1 00% of Increase up to $1.15 

50% of Increase over $1.15 and up to 

$3.695 

0% oflncrease over $3.695 

$1.15 to $3.695 $1.15 to $3.695 50% of Increase over $1.15 and up to 

$3.695 

$1.15 to $3.695 Over $3.695 50% of Increase over $1.15 and up to 

$3.695 

0% oflncrease over $3.695 

Over $3.695 Over $3.695 0% of Increase 

DB I/ 80304128.8 

29 
TABLE II 

EMPLOYER CONTRIBUTION RATE MINIMUM SERVICE BENEFIT FACTOR FOR HOURS AT APPLICABLE YEARS OF HIGHEST SERVICE CREDIT* CONTRIBUTION RATE 

At Least But Less Than 

$0.000 $0.075 8,000 $1.50 

$0.075 $0.150 8,000 $3.00 

$0.150 $0.225 8,000 $5.00 

$0.225 $0.250 8,000 $6.00 

$0.250 $0.300 8,000 $7.00 

$0.300 $0.325 8,000 $9.00 

$0.325 $0.350 8,000 $10.00 

$0.350 $0.550 8,000 $12.00 

$0.550 $0.700 8,000 $16.00 

$0.700 $0.850 8,000 $20.00 

$0.850 $1.150 8,000 $35.00 

$1.150 $1.750 8,000 $65.00 

$1.750 $2.350 2,000 $75.00** 

$2.350 $4.095 2,000 $100.00** 

$4.095 and higher 2,000 $110.00 

$4.095 and higher 4,000 $120.00 

$4.095 and higher 6,000 $150.00 

* The above benefit factors are applicable only to (1) an Active Participant on whose 

behalf a Contributing Employer is required to make contributions to the Plan on and after 

April1, 2001 and who did not incur a Break in Service Year in 2000, and (2) an Active 

Participant who did incur a Break in Service Year in 2000 and who after March 31, 2001 

accumulates the requisite number of minimum service hours at the corresponding 

Employer Contribution rate. The benefit factors applicable to all other retirements are set 

forth on Appendix A. 

If the Employer Contribution rate of a Participant's Contributing Employer is 

reduced, the Participant shall only be eligible to receive the benefit factor associated with 

DB I! 80304128.8 

30 
the reduced Employer Contribution rate for the Plan Years in which such reduced 

contributions are made. 

** To be eligible for these benefit factors, a Participant must be at the corresponding 

Employer Contribution rate on Aprill, 2001, not have incurred a Break in Service Year in 

2000 and have accumulated at least 2,000 minimum service hours at that rate or 

subsequently reach that Employer Contribution rate level and accumulate at least two 

thousand (2,000) minimum service hours at that rate. 

5.02 Early Pension. 

(a) Eligibility. 

(i) An Active Participant shall be eligible for an Early Pension 

at any age provided he has earned at least fifteen (15) years of Credited Service, at least five ( 5) 

of which are Future Service Credit. 

(ii) Effective January 1, 2001, a P&C Employee who becomes 

an Active Participant pursuant to Section 3.07 who has attained age fifty-five (55) and has earned 

at least ten (1 0) or more years of Credited Service, but has yet to become eligible for an Early 

Pension pursuant to Section 5.02(a)(i), shall be eligible for an Early Pension solely in regard to 

his benefit accrued under the P&C Plan. Notwithstanding the foregoing, effective January 1, 

2011, eligibility for all Early Pension benefits shall be determined solely pursuant 5.02(a)(i). 

(iii) Effective January 1, 2006, a Local264 Dairy Employee 

who becomes an Active Participant pursuant to Section 3.11 who has attained age sixty (60) and 

has earned at least five (5) years of Credited Service, but has yet to become eligible for an Early 

Pension pursuant to Section 5.02(a)(i), shall be eligible for an Early Pension solely in regard to 

his benefit accrued under the Local264 IRP. Notwithstanding the foregoing, effective January 

1, 2011, eligibility for all Early Pension benefits shall be determined solely pursuant 5.02(a)(i). 

(b) Calculation of Benefits. Effective January 1, 2011, the monthly 

amount of a Participant's Early Pension shall be calculated in accordance with Appendix F. 

(c) Historical Provisions on Calculalion of Bene fils. 

(i) Effective January 1, 1990, the monthly amount of an Early 

Pension, commencing at any time between ages fifty-five (55) and fifty-nine (59), shall be (1) 

the monthly amount of the Regular Pension to which the Participant would have been entitled 

upon attaining age sixty (60) based upon his Credited Service as of the date of his early 

retirement, multiplied by (2) the applicable early retirement adjustment factor in Appendix E of 

the Plan for Pensioners eligible for an Early Pension prior to age sixty (60). 

Effective January 1, 1993, the monthly amount of an Early 

Pension, commencing at any time before age sixty (60), shall be the (1) monthly amount of the 

Regular Pension to which he would have been entitled upon attaining age sixty ( 60) based upon 

his Credited Service as ofthe date of his early retirement, multiplied by (2) the applicable early 

OBI/ 80304128.8 

31 
retirement adjustment factor in Appendix E of the Plan for Pensioners eligible for an Early 

Pension prior to age sixty (60). 

(ii) P&C Employees. Notwithstanding Section 5.02(c)(i), 

effective January 1, 2001, the monthly amount of an Early Pension for any,P&C Employee 

eligible to receive an Early Pension shall be equal to the greater of (A) and (B) below: 

(A) (I) the monthly amount which such P&C Employee accrued 

pursuant to his service under the P&C Plan determined pursuant to the rules of the P&C Plan, 

reduced by three hundred thirty-three hundredths percent (0.333%) for each month by which his 

commencement of benefits precedes his attainment ofNmmal Retirement Age; plus 

(II) the monthly amount which such P&C Employee accrued 

under the Plan attributable to his Future Service Credit for service rendered on or after January 1, 

2001, actuarially reduced as described in Section 5.02(c)(i); or 

(B) the monthly amount to which such P&C Employee would be 

entitled under Section 5.02(c)(i). 

(iii) Local 264 Dairy Employees. Notwithstanding Section 

5.02(c)(i), effective January 1, 2006, the monthly amount of an Early Pension for any Local264 

Dairy Employee eligible to receive an Early Pension shall be equal to the greater of (A) and (B) 

below: 

(A) (I) the monthly amount which such Local 264 Dairy Employee 

accrued pursuant to his service under the Local 264 IRP determined pursuant to the rules of the 

Local264 IRP, reduced by five tenths of one percent (0.5%) for each month by which the 

commencement of benefits precedes his attainment ofNormal Retirement Age; plus 

(II) the monthly amount which such Local 264 Dairy Employee 

accrued under the Plan attributable to his Future Service Credit for service rendered on or after 

January 1, 2006, actuarially reduced as described in Section 5.02(c)(i); or 

(B) the monthly amount to which such Local 264 Dairy Employee 

would be entitled under Section 5.02(c)(i). 

(iv) Local 791 Employees (25 years). The monthly amount of 

an Early Pension for any Local 791 Employee who becomes an Active Participant pursuant to 

Section 3.10 and retires with at least twenty-five (25) years of Credited Service shall be the 

greater of (A) or (B) below: 

(A) the amount to which such Local 791 Employee would be entitled 

under the calculation in Section 5.02(c)(i) above; or 

(B) an amount calculated as: 

DBl/80304128.8 

32 
(I) $65 multiplied by the number of years of the Local 791 

Employee's credited service under the Local 791 Plan as of April 30, 2004, if such Local 791 

Employee retires between May 1, 2004 and August 31, 2007; or 

(II) $70 multiplied by the number of years of the Local 791 

Employee's credited service under the Local 791 Plan as of April 30, 2004, if such Local 791 

Employee retires on or after September 1, 2007. 

(v) Local 791 Employees (age and service). The monthly 

amount of an Early Pension for any Local 791 Employee who becomes an Active Pat1icipant 

pursuant to Section 3.10 and retires with a sum of age and service that equals or exceeds eightyfive (85) shall be equal to the sum of (A) and (B): 

(A) an unreduced monthly amount which such Local 791 Employee 

accrued pursuant to his service under the Local 791 Plan determined pursuant to the rules of the 

Local 791 Plan; plus 

(B) the monthly amount which such Local 791 Employee accrued 

under the Plan attributable to his Future Service Credit for service rendered on or after May 1, 

2004, actuarially reduced as described in Section 5.02(c)(i). 

(vi) Local 791 Employees (pre-October 1, 2007 retirements). 

Any Local 791 Employee who became an Active Participant pursuant to Section 3.1 0, and who 

subsequently began receiving an Early Pension prior to October 1, 2007, shall receive a lump 

sum payment representing any difference between (i) the Early Pension benefits actually 

received by such Local 791 Employee through September 30, 2007, pursuant to Section 

5.02(c)(i) above; and (ii) the Early Pension benefits such Local 791 Employee would have 

received through September 30, 2007, pursuant to the calculation in Section 5.02(c)(iv) above. 

5.03 Thirty-Year Pension 

(a) The monthly amount of a Participant's Thirty-Year Pension shall 

be the amount of his Normal Pension. 

(b) Notwithstanding the foregoing, effective January 1, 2011, a 

Participant's eligibility for, and the calculation of, a Thirty-Year Pension shall be determined in 

accordance with Appendix F. 

5.04 Vested Pension. 

(a) A Participant who has a Break in Service after earning at least five 

(5) years of Future Service Credit but before becoming eligible for a pension under Section 5.01, 

5.02, or 5.03 shall become an Inactive Participant and shall be eligible for a Vested Pension 

commencing at Normal Retirement Age provided such Inactive Participant completed one (1) 

Hour of Service on or after January 1, 1999 (January 1,1989 for an Inactive Participant who was 

not a member of a collective bargaining unit but for whom Employer Contributions are required 

or for whom the Contributing Employer agrees to contribute in accordance with a Participation 

Agreement and the rules and regulations of the Plan). For the purposes of the preceding sentence, 

DBI/80304128.8 

33 
Future Service Credit shall include service credit earned while a participant in the Local 264 

Bakery Plan, the Local294 Plan, the Local478 Plan, the P&C Plan, the P&C Maintenance Plan, 

the Local 264 Brewery Plan, the Local 791 Plan and the Local 264 IRP. 

A Participant who has a Break in Service after earning at least fifteen ( 15) years of Credited 

Service, at least five (5) ofwhich are years of Future Service Credit, but before becoming 

eligible for a pension under Sections 5.01, 5.02, or 5.03 shall become an Inactive Participant and 

shall be eligible for a Vested Pension commencing at any time. 

(b) The monthly amount of Vested Pension shall be equal to the 

monthly amount of a Normal or a Regular Pension which the Inactive Participant earned to the 

date of his Break in Service based on his years of Credited Service and Employer Contributions 

and the benefit formula in effect on the date of the Break in Service. Increases in Plan benefits 

occurring after a Break in Service do not apply to Inactive Participants unless expressly 

provided. Benefit payments which commence before age sixty (60) shall be reduced as for Early 

Pension. Notwithstanding the foregoing, effective January 1, 2011, a Pmiicipant's Vested 

Pension shall be calculated in accordance with Appendix F. 

5.05 Limitation of Benefits. The benefits paid under the Plan shall not exceed the benefits 

allowable under section 415 of the Code, the terms of which are incorporated by reference in the 

Plan. For the avoidance of doubt, to the extent that any benefit accrual or distribution hereunder 

is required to be aggregated with that of a plan sponsored by any Contributing Employer 

pursuant to section 415(f) of the Code, the benefits accrued by or payable to such Participant by 

the Fund will be reduced as necessary to conform to section 415 ofthe Code. Each Participant 

and Contributing Employer shall be solely responsible for notifying the Plan Administrator of 

any benefit accrual or distribution under a plan sponsored by any Contributing Employer that 

may be subject to the aggregation priority rule of the preceding sentence. 

The maximum dollar limitation under section 415(b)(l)(A) of the Code shall be adjusted 

pursuant to section 415(b )(2)(C) of the Code when applied to early retirement benefits paid 

under the Plan with such adjustment based on the early reduction factors actually used in 

determining the Pmiicipant's early retirement benefit under the Plan. To the extent a 

Pmiicipant's early retirement benefit is unreduced under the terms of the Plan, the interest rate 

used to reduce the dollar limit pursuant to section 415(b)(2)(C) ofthe Code shall be five percent 

(5%) or such lower percentage as described in section 415(b)(2)(E)(i) ofthe Code or a successor 

provision. For purposes of applying the limitations of section 415(b )(1) of the Code, such 

limitations shall be adjusted for cost of living increases beginning after the Participant's 

termination of employment. 

For Plan Years beginning on or after January 1, 2006, the interest rate applied to adjust benefits 

subject to section 417(e)(3) of the Code shall be the greatest of (1) the interest rate prescribed in 

the Plan; (2) an interest rate of five and one-half percent (5.5%); or (3) an interest rate providing 

a benefit of one hundred five percent (1 05%) of the benefit that would result from using the 

applicable interest rate as defined in section 417(e)(3) of the Code or a successor provision. 

DB!/ 80304128.8 

34 
5.06 Increase for Retirees. 

(a) A Pensioner who is retired and receiving a monthly pension benefit 

under the Plan prior to January 1, 1990, shall have such monthly pension increased by one 

percent (1 %) for each full or partial year that the Pensioner has been retired as of January 1, 

1990. This increase shall commence with the pension payment due on January 1, 1990. This 

increase shall not apply to Pensioners under the Brewery Workers Pension Fund. 

(b) A Pensioner who is retired and receiving a monthly pension benefit 

under the Plan prior to January 1, 1992, shall have such monthly pension increased by one 

percent ( 1%) for each full or partial year that the Pensioner has been retired as of January 1, 

1992. This increase shall commence with the pension payment due on January 1, 1992. This 

increase shall not apply to Pensioners under the Brewery Workers Pension Fund. 

(c) A Pensioner who is retired and receiving a monthly pension benefit 

prior to January 1, 2000, shall have such monthly pension increased, effective January 1, 2000, 

by one percent (1 %) for each full or partial year that the Pensioner had been retired as of January 

1, 2000. This increase shall not apply to a Pensioner who was a Brewery Employee, a Local264 

Bakery Employee or a Local478 Employee. 

DB I/ 80304128.8 

35 
ARTICLE6 

FORM OF PAYMENT 

6.01 Normal Form of Benefit. The normal form of benefit payment shall be a Life Annuity as 

provided in Section 6.02. If the Participant is married at the time of retirement, the normal form 

of benefit payment shall be a Qualified 50% Joint and Survivor Annuity as described in Section 

6.05. 

For an Active Participant whose Benefit Commencement Date has not occurred as of January 1, 

2004, in no event shall such Participant's retirement benefits under the normal form or any 

Actuarial Equivalent form be less than what the Participant's accrued benefit as of December 31, 

2003 would have been under the normal form, or any Actuarial Equivalent form, then in effect. 

A Participant may waive the normal form of benefit payment and elect any of the alternate forms 

of payment in Sections 6.03 through 6.06 or Section 6.08 of the Plan by filing a qualified 

election with the Plan Administrator within the Notice Period. A qualified election must be in 

writing and must be consented to by the Participant's Spouse. The Spouse's consent must be 

witnessed by a notary public. If the Patiicipant establishes to the satisfaction of the Trustees that 

such spousal consent cannot be obtained because there is no Spouse or the Spouse cannot be 

located, a waiver without a Spouse's consent shall be deemed to be a qualified election. Any 

consent shall be valid only with respect to the Spouse who signs the consent, or, in the event of a 

deemed qualified election, the missing Spouse. The waiver may be revoked at any time prior to 

the Benefit Commencement Date by either the Participant or the Spouse. The Participant may 

file a new waiver, which shall require a new spousal consent. 

Each Patiicipant shall be provided, within the applicable Notice Period, a written explanation of: 

(a) the terms and conditions ofthe normal form of benefit and the 

other forms of benefit available to him under the Plan; 

(b) the Participant's ability to make, and the effect of, an election to 

waive the normal form of benefit (including the relative value ofthe available optional forms of 

benefit); 

(c) to the extent applicable, the rights ofthe Participant's Spouse; and 

(d) the Participant's ability to make, and the effect of, a revocation of a 

previous waiver of the normal form of benefit. 

6.02 Life Annuity. The Life Annuity form of payment provides monthly payments for the life 

of the Pensioner. If the Pensioner dies at any time after the commencement date of his pension 

benefit, the monthly pension benefit that he was receiving shall cease. 

6.03 Five-Year Certain Annuity. The Five-Year Certain Annuity form of payment provides 

monthly payments for the life of the Pensioner. If the Pensioner dies before receiving sixty (60) 

payments, the monthly pension benefit that he was receiving shall continue to his Survivor, if 

any, for the remainder of the said sixty (60) payments. The amount of the monthly benefit shall 

081/80304128.8 

36 
be the Actuarial Equivalent of the monthly benefit that would have been payable as a Life 

Annuity, provided that such monthly benefit shall not be less than the monthly benefit provided 

under a Five-Year Cetiain Annuity determined under the terms of the Plan as of December 31, 

2003. 

6.04 Ten-Year Certain Annuity. The Ten-Year Certain Annuity fmm of payment provides 

reduced monthly payments for the life ofthe Pensioner. If the Pensioner dies before receiving 

one hundred twenty (120) monthly payments, the monthly pension benefit that he was receiving 

shall continue to his Survivor, if any, for the remainder ofthe said one hundred twenty (120) 

payments. The amount of the monthly benefit shall be the Actuarial Equivalent of the monthly 

benefit that would have been payable as a Life Annuity. 

6.05 Qualified 50%, 75% or 100% Joint and Survivor Annuity. The Qualified Joint and 

Survivor Annuity form of payment provides reduced monthly payments to the Participant for his 

life. In the event the Participant predeceases his Spouse, monthly payments shall be made to his 

Spouse for life in an amount equal to fifty percent (50%), seventy-five percent (75%) or one 

hundred percent (100%), as elected by the Participant, ofthe monthly amount paid to the 

Participant. The reduced amount of monthly benefit shall be the Actuarial Equivalent of the 

monthly benefit which would have been payable as a Life Annuity. The survivor benefit is 

payable only to the person who was the Spouse at the date of retirement. If a married Participant 

fails to elect a form of benefit, the survivor benefit payable to the Participant's surviving Spouse 

shall be equal to fifty percent (50%) of the annuity payable for the Participant's life. 

6.06 50%, 75% or 100% Joint and Survivor Annuity with Pop-Up. The Joint and Survivor 

Annuity with Pop-Up form of payment provides reduced monthly payments to the Participant for 

his life. In the event the Participant predeceases his Spouse, monthly payments shall be made to 

his Spouse for life in an amount equal to fifty percent (50%), seventy-five percent (75%) or one 

hundred percent (100%), as elected by the Participant, of the monthly amount paid to the 

Participant. If the Spouse should predecease the Participant, monthly payments to the Participant 

shall increase (or pop up) to the amount the Participant would have received if payment had been 

made to him in the form of a Life Annuity under Section 6.02. The reduced amount of monthly 

benefit shall be the Actuarial Equivalent of the monthly benefit which would have been payable 

as a Life Annuity. The survivor benefit is payable only to the person who was the Spouse at the 

date of retirement. 

6.07 Automatic Pop-Up for Retirees on January 1, 1992. A Pensioner who is retired and 

receiving benefits prior to January 1, 1992 under the Qualified 50%, 75% or 100% Joint and 

Survivor Annuity form as described in Section 6.05 shall be provided the pop-up feature of 

Section 6.06. In the event the Spouse of such a Pensioner should predecease the Pensioner, the 

monthly payments to the Pensioner shall increase (or pop up) to the amount he would have 

received if payment had been made to him in the form of a Life Annuity under Section 6.02. 

There shall be no additional reduction in the Participant's benefits for this Pop-Up feature 

beyond the original reduction under Section 6.05 of the Plan. 

6.08 Social Security Leveling Option for Local 791 Employees. A Local 791 Employee who 

becomes entitled to a retirement benefit before the attainment of age sixty-two (62), may elect to 

receive the portion of such benefits accrued under the Local 791 Plan in the form of a retirement 

DBl/80304128.8 

37 
benefit actuarially adjusted for the years before and after the date upon which such Local 791 

Employee attains age sixty-two (62) so that his retirement benefit until such date will be 

substantially the same as his retirement benefit plus the amount of his Social Security benefits 

estimated to become payable to him on such date. The actuarial adjustment shall be based on a 

five percent (5%) annual interest rate and the 1971 Group Annuity Mortality Table with ninetyfive percent (95%) male, five percent (5%) female blend at age sixty-two (62). 

6.09 Lump Sum Payment of Small Benefit Amounts. If, at the time a Normal, Regular, Early, 

Thirty-Year, or Vested retirement benefit is to commence the Actuarial Equivalent lump sum 

value of the benefit is less than $10,000, the Vested Participant or Survivor may elect to have the 

benefit paid as a lump sum. Any such lump sum benefit that is greater than $5,000 shall be 

subject to the spousal consent requirements of Section 6.01. 

Notwithstanding any provision herein to the contrary, if the Actuarial Equivalent lump sum value 

of any benefit payable to a Vested Patticipant or Survivor is less than or equal to $5,000 at the 

time retirement benefits are to commence, such benefit shall only be payable in a lump sum but 

shall not be subject to the spousal consent requirements of Section 6.01; provided, however, that 

the amount of any such benefit paid for any reason other than an affirmative election of such 

Vested Participant or Survivor shall be reduced as necessary and paid in installments so that no 

more than $1,000 will be distributed as an eligible rollover distribution subject to section 

401(a)(31)(B) ofthe Code. 

Effective for distributions subject to section 417(e)(3) ofthe Code commencing on or after 

December 31, 2002, the Actuarial Equivalent lump sum value shall be based on the applicable 

mortality table specified in section 417 ( e )(3) of the Code or such other mortality table prescribed 

by the Secretary of Treasury and the annual interest rate on thirty (30) year Treasury securities in 

effect for the first month immediately preceding the first day of the Plan Year in which the 

distribution is made. For Plan Years beginning on or after January 1, 2008, the Actuarial 

Equivalent lump sum value shall be based on the interest rate specified in section 417(e)(3) of 

the Code or a successor provision. 

6.10 Availability of Optional Forms. Notwithstanding the foregoing, effective January 1, 

2011, a Participant's eligibility for the forms of benefit payment in Sections 6.03 through 6.08 

shall be determined in accordance with Appendix E. 

OBI/ 80304128.8 

38 
ARTICLE7 

SUPPLEMENTAL SOCIAL SECURITY, DEATH AND DISABILITY BENEFITS 

7.01 Supplemental Social Security Benefit. 

(a) A Participant who continues to work after reaching the 

Participant's Unreduced Retirement Date shall be eligible for a Supplemental Social Security 

Benefit. The Supplemental Social Security Benefit, if applicable, shall be paid in addition to the 

Pmiicipant's retirement benefit during the months from his Benefit Commencement Date up to 

the date specified in Subsection (d) below. 

(b) The amount of the Supplemental Social Security Benefit is equal to 

a percentage, adjusted as in subsection (c) below, of a Participant's annual Accrued Benefit as of 

his Unreduced Retirement Date according to the following: 

Years Worked 

After Unreduced Retirement Date Percentage 

10% 

25% 

50% 

75% 

100% 

1 Year 

2 Years 

3 Years 

4 Years 

5 Years 

Each Additional Year 20% per year 

In the event the Participant's benefit level for years of service prior to the Participant's 

Unreduced Retirement Date increases after the Participant's Unreduced Retirement Date, the 

Participant's Supplemental Social Security Benefit shall be based on the Participant's annual 

Accrued Benefit as of the Participant's Unreduced Retirement Date calculated using the higher 

benefit level. 

(c) The percentage earned in any year shall be multiplied by the 

product of(i) and (ii), neither ofwhich is to exceed one (1): 

(i) If the Participant has at least five hundred (500) hours in a 

year, the·number ofhours for which contributions are required for the year divided by one 

thousand (1 ,000), and 

(ii) the number of months in the year during which the 

Participant deferred his retirement divided by twelve (12). 

If a Participant has less than 500 hours in a year, then the percentage earned in the year is zero 

percent (0%). If in the first year a Participant defers his retirement for less than twelve (12) 

complete months, then the percentage earned in the first year is zero percent (0% ). 

(d) The monthly Supplemental Social Security Benefit payable to a 

Participant is equal to the amount determined under (b) and (c) above divided by the number of 

DB I/ 80304128.8 

39 
months between a Participant's Unreduced Retirement Date and his Benefit Commencement 

Date ("Deferral Months)." This monthly amount is payable until the earlier of the Participant's 

death or the first day of the month prior to his Unreduced Social Security Retirement Date, but 

for no more than the number of Deferral Months. The payments shall cease as of the first day of 

the month prior to the Participant's Unreduced Social Security Retirement Date. 

(e) The Participant may elect, in the alternative, to receive his 

Supplemental Social Security Benefit in a lump sum, payable at his Benefit Commencement 

Date, which shall be the Actuarial Equivalent lump sum value of the monthly Supplemental 

Social Security Benefit payments otherwise due him in accordance with the preceding sentence. 

The lump sum shall be determined using the actuarial factors set forth in Section 2.03. 

Notwithstanding the foregoing, effective April 30, 2010, a Participant shall no longer be eligible 

to elect to receive his Supplemental Social Security Benefit in a lump sum. 

(f) Notwithstanding the foregoing, effective January 1, 2011, a 

Participant may no longer accrue additional benefits toward the Supplemental Social Security 

Benefit. 

7.02 Disability Lump Sum Benefit. 

(a) A Participant who becomes Disabled after earning at least one year 

of Future Service Credit but before becoming a Vested Participant shall be eligible for a 

Disability Lump Sum Benefit, provided he has not incurred a Break in Service. 

(b) The amount of the Disability Lump Sum Benefit shall be equal to 

$300 for each year of Credited Service up to a maximum of $6,000. 

(c) A Participant eligible for the Disability Lump Sum Benefit, as 

defined above, shall be required to make application in writing, shall waive all his rights to any 

other benefits under the Plan, and shall cease to be a Participant. 

(d) Notwithstanding the foregoing: 

(i) Effective April30, 2010, the Disability Lump Sum Benefit 

shall no longer be payable in the form of a lump sum. 

(ii) Effective January 1, 2011, the Disability Lump Sum 

Benefit shall no longer be available to any Participant. 

7.03 Disability Benefit. 

(a) A Participant who becomes Disabled after having earned ten (10) 

years of Future Service Credit shall be eligible for a Disability Benefit, provided that: 

(i) such Participant has not incurred a Break in Service Year 

immediately preceding becoming Disabled except for a Break in Service Year due to an illness 

or injury which prevented the Participant from working in comparable employment; and 

DB II 80304128.8 

40 
(ii) the illness or injury that resulted in such Participant's 

becoming Disabled was not a result of the Participant's own criminal activity or an intentional, 

self-inflicted injury. 

(b) The Disability Benefit shall commence on the Participant's Social 

Security disability award pension entitlement date and end upon the Participant's attainment of 

his Normal Retirement Age unless earlier in accordance with subsection (f) below. 

Notwithstanding the foregoing, where the Participant's Social Security disability award pension 

entitlement date was at least twelve (12) months prior to the receipt of the Participant's 

application for a Disability Benefit, the Participant shall only be entitled to twelve (12) months of 

retroactive Disability Benefits. 

(c) The monthly amount ofthe Disability Benefit shall be equal to the 

Normal Pension described in Section 5.01 that the Participant would be entitled to if he had then 

met the age requirement for a Normal Pension, without reduction. The monthly amount of the 

Disability Benefit for a Participant shall be equal to the monthly amount such Participant would 

have received if he had elected to receive the payments under the Life Annuity form of payment 

under Section 6.02. If the Patiicipant were to die prior to the Benefit Commencement Date of the 

Disability Benefit, his Survivor or Spouse, as applicable, would be entitled to the benefit 

described in subsection (e) below, as if the Patiicipant lived to the Benefit Commencement Date 

and then died on such date. 

(d) Upon the Participant's attainment ofNmmal Retirement Age, the 

Disability Benefit shall cease. The Participant shall then be entitled to commence his Vested 

Pension, commencing upon his attainment of Normal Retirement Age equal to the monthly 

amount ofNormal Pension the Participant accrued as of the date his Disability Benefit 

commenced. Payments shall be made in accordance with Section 6.01 including permitting the 

Participant to waive the normal form ofbenefit payment and elect an alternate form of payment. 

(e) If a married Participant in receipt of a Disability Benefit dies prior 

to Normal Retirement Age, his surviving Spouse shall receive a Qualified Pre-Retirement 

Survivor Annuity pursuant to Section 7.05. If an unmarried Participant in receipt of a Disability 

Benefit dies prior to Normal Retirement Age, his Survivor shall receive a Lump Sum Death 

Benefit pursuant to Section 7 .04. 

(f) In the case of a Disability arising from alcohol and/or substance 

abuse, the Participant's benefits shall terminate after a maximum oftwelve (12) monthly 

payments. Such Participant shall be entitled to a Vested Pension in accordance with the 

provisions of Section 5.04. 

(g) If a Participant's Social Security disability award pension is 

terminated at any time prior to age sixty-five (65), then his Disability Benefit shall terminate as 

of the last day of the month for which a Social Security disability award pension was payable 

and he shall be deemed to be an Active Participant for all purposes of the Plan. If he 

subsequently retires under the Plan his retirement benefit shall be determined in accordance with 

DBl/80304128.8 

41 
the provisions of Article 5, based on the years of Credited Service and Employer Contributions 

made on his behalf as if no Disability Benefit had ever been paid. 

(h) If a Participant who is receiving a Disability Benefit works in any 

capacity for which he is paid, the Participant's Disability Benefit shall be suspended. 

(i) A Participant who, due to an occupational disability, is receiving 

compensation benefits under state or federal compensation laws, has received a lump sum award 

for his compensable disability or has had a final judgment entered in his favor in any action 

against a third party shall receive the maximum monthly pension pursuant to subsection (c) 

above, less the amount of any monthly compensation benefits he may be receiving for permanent 

or temporary disability under such workers' compensation laws or less such equitable sum as 

may be determined in the event he has received a lump sum award or has had a final third-party 

judgment, unless such amounts also are used to offset other payment sources to which he may be 

entitled, including but not limited to Social Security disability awards, long-term disability 

insurance and Medicare benefits. Notwithstanding the foregoing, in the event a Participant 

receives, due to an occupational disability, a lump sum payment under any state or federal 

compensation laws or resulting from any litigation, the Trustees may allocate the lump sum over 

any period determined by the Trustees in their discretion. 

(j) The Disability Benefit of a Participant who is injured while 

working for an employer who is not a Contributing Employer, shall be offset by any long-term or 

pension related disability benefits received from such non-Contributing Employer. 

(k) A Pensioner in receipt of a Disability Benefit shall be required 

annually to submit proof that he continues to be eligible for and receive a Social Security 

disability award pension. The Disability -Benefit may be suspended if the Pensioner fails to 

submit such proof. 

(1) Notwithstanding the foregoing, effective January 1, 2011, the 

Disability Benefit shall no longer be available to any Participant. 

7.04 Lump Sum Death Benefit. 

(a) A Lump Sum Death Benefit shall be payable to the Survivor of a 

Participant who dies provided: 

(i) The Participant dies before he has retired; 

(ii) The Participant had at least one (1) year of Future Service 

Credit; and 

(iii) A Qualified Pre-Retirement Survivor Annuity is not 

payable. 

(b) The amount of the Lump Sum Death Benefit shall be equal to $300 

for each year of Credited Service up to a maximum of $6,000. 

DBl/80304128.8 

42 
(c) On or after January 1, 1997, in lieu ofthe above Lump Sum Death 

Benefit, an annuity payable for sixty (60) months shall be payable to the Survivor of a 

Participant who dies, provided: 

(i) The Participant dies prior to retirement; 

(ii) The Participant has at least fifteen (15) years of Credited 

Service; and 

(iii) A Qualified Pre-Retirement Survivor Annuity is not 

payable. 

The amount ofthe annuity shall be an amount equal to the Actuarial Equivalent of the monthly 

pension benefit to which the Participant would have been entitled on the basis of his age and 

Credited Service as of the day before his death. If the Survivor of the Participant dies prior to the 

end of the sixty (60) month period, the remainder of the payments shall be made to the next 

Survivor, as determined by the Plan Administrator. 

(d) Special Rule for Local478 Employees. A Lump Sum Death 

Benefit of $1,000 shall be payable to the Survivor of a Local 4 78 Employee who retired under 

the Local478 Plan before January 1, 2000, and who last worked for an employer who was a 

contributing employer under the Local 4 78 Plan, excluding deferred vested Pensioners. 

(e) Notwithstanding the foregoing: 

(i) Effective April 30, 2010, the benefit provided under 

subsections (a), (b) and (d) shall no longer be payable in the form of a lump sum. 

(ii) Effective January 1, 2011, the benefit provided under 

subsections (a), (b), (c) and (d) shall no longer be available to any Participant. 

(f) On or after December 1, 2011, an annuity payable for sixty (60) 

months shall be payable to the Survivor of a Participant who dies, provided: 

(i) The Participant dies prior to retirement, while employed by 

a Contributing Employer which has agreed with a Union to make additional contributions on 

behalf of all Participants covered by a Participation Agreement in an amount established by the 

Trustees to provide such benefit to Participants; 

(ii) The Participant has at least fifteen (15) years of Credited 

Service; and 

(iii) A Qualified Pre-Retirement Survivor Annuity is not 

payable. 

The amount of the annuity shall be an amount equal to the monthly pension benefit to which the 

Participant would have been entitled on the basis of his age and Credited Service as of the day 

before his death, reduced if applicable by the appropriate reduction factor based on the 

DB I/ 80304128.8 

43 
Rehabilitation Plan Schedule for which the Participant qualified. If the Survivor of the 

Participant dies prior to the end of the sixty (60) month period, the remainder of the payments 

shall be made to the next Survivor, as determined by the Plan Administrator. 

7.05 Qualified Pre-Retirement Survivor Annuity. 

(a) If a Vested Participant dies before the commencement of 

retirement benefits, his Spouse shall be eligible for a Qualified Pre-Retirement Survivor Annuity. 

(b) The amount ofthe Qualified Pre-Retirement Survivor Annuity 

shall be determined as follows: 

(i) in the case of a Participant who dies after he has attained 

the earliest date on which he could elect to receive a pension benefit under the Plan, the amount 

of the annuity shall be equal to the amount that would be payable to the Spouse under a Qualified 

50% Joint and Survivor Annuity with payments commencing on the first of the month following 

his date of death, determined on the day before his death; 

(ii) in the case of a Participant who dies before he has attained 

the earliest date on which he could elect to receive a pension benefit under the Plan, the amount 

of the annuity shall be equal to the amount that would be payable to the Spouse under a Qualified 

50% Joint and Survivor Annuity had the Participant: 

(A) terminated employment on the date ofhis death; 

(B) survived to the earliest date on which he could elect to receive a 

pension benefit under the Plan; 

(C) retired with an immediate Qualified 50% Joint and Survivor 

Annuity; and 

(D) died on the following day. 

(c) Payments under the Qualified Pre-Retirement Survivor Annuity 

shall begin on the earliest date \vhen the Participant could have elected 'to receive a pension 

benefit and be payable for the life of the Spouse. The surviving Spouse, however, may direct 

that the payments under the Qualified Pre-Retirement Survivor Annuity be deferred to a later 

date but not beyond the Participant's Normal Retirement Date. In the event payments start 

earlier than the Participant's Normal Retirement Date, the amount of the benefit payable to the 

Spouse' shall be the Actuarial Equivalent of the benefit otherwise payable. 

(d) In lieu of an annuity, the surviving Spouse may make an 

irrevocable election to receive an immediate lump sum death benefit. Such an election shall be 

made in a form and manner prescribed by the Plan Administrator. Effective for distributions 

commencing on or after December 31, 2002, the Actuarial Equivalent lump sum value shall be 

based on the applicable mortality table specified in section 417(e)(3) of the Code or such other 

mortality table prescribed by the Secretary of Treasury and the annual interest rate on thirty (30) 

year Treasury securities in effect for the first month immediately preceding the first day of the 

DBl/80304128.8 

44 
Plan Year in which the distribution is made. For Plan Years beginning on or after January 1, 

2008, the Actuarial Equivalent lump sum value shall be based on the interest rate specified in 

section 417(e)(3) of the Code or a successor provision. Notwithstanding the foregoing, effective 

April 30, 2010, a surviving Spouse shall no longer be eligible to elect an immediate lump sum 

benefit in lieu of an annuity. 

DB II 80304128.8 

45 
ARTICLES 

PAYMENT OF PENSION BENEFITS 

8.01 Commencement ofPayments. Unless the Participant elects otherwise, payment of his 

pension benefit shall begin no later than the sixtieth (60th) day of the Plan Year commencing 

after the later of: 

(a) The Participant's attainment ofNormal Retirement Age, or 

(b) The date ofthe Participant's retirement. 

Payment of pension benefits to a Participant shall begin no later than April 1 of the calendar year 

following the calendar year in which the Participant attains age seventy and one-half (70Yz) and 

shall be made over the life of the Pmiicipant (or the lives of the Participant and his Survivor) or 

over a period not extending beyond the life expectancy of the Pmiicipant (or the life expectancies 

of the Participant and his Survivor), provided that if the Participant dies before his entire benefit 

has been distributed to him, the remaining portion of such benefit shall be distributed at least as 

rapidly as under the method of distribution being used as of the date of his death. 

Notwithstanding anything in the Plan to the contrary, the Plan will apply the minimum 

distribution requirements of section 401 ( a)(9) of the Code in accordance with Treasury 

Regulations Sections 1.401 ( a)(9)-1 through 1.401 ( a)(9)-9 that were issued on April 17, 2002, and 

June 15, 2004, including the incidental death benefit requirement of Treasury Regulations 

Section 1.401(a)(9)-5. 

A Participant must submit a written application for retirement benefits to the Plan Administrator, 

which application includes all information that the Plan Administrator in its sole discretion 

determines is necessary to commence the requested benefit, in order to retire within the meaning 

of this Section 8.01 and commence receiving pension benefits under the Plan. Failure of any 

Participant to submit a written application for retirement benefits upon attaining Nmmal 

Retirement Age shall be deemed an election to delay commencement of payments, subject to the 

minimum distribution requirements of section 401(a)(9) of the Code. Notwithstanding, any 

delay in filing a written application for retirement benefits shall not deprive any Participant of 

any rights he may have accrued, and the benefit of any such Participant shall be actuarially 

adjusted as appropriate to reflect the late commencement of his benefit. There shall be no 

retroactive pension payments, except as may otherwise be approved in writing by the Plan 

Administrator in its sole discretion. Notwithstanding the preceding sentence, if the Plan 

Administrator has received an application for retirement benefits from a Participant, which 

application includes all information that the Plan Administrator in its sole discretion determines 

is necessary to commence the requested benefit, but such Participant dies before payment of his 

retirement benefit actually commences, such Participant will be deemed to have retired and 

commenced receiving retirement benefits as of the first day of the month in which such 

Participant died. 

Any Participant who remains in employment beyond Normal Retirement Age shall be presumed 

to be in Prohibited Employment described in Section 8.03(b) and thus deemed not to have retired 

within the meaning ofthis Section 8.01; provided, however, that an Active Participant who 

DBI/80304128.8 

46 
remains employed by the Plan beyond his Normal Retirement Age may submit a written 

application to have his pension benefit commence as of his Normal Retirement Age without 

being subject to the foregoing presumption. 

8.02 Payment of Benefits. Except as otherwise provided herein, all pensions shall be payable 

for life on the first day of each month commencing the month following the receipt of a written 

application for a pension by the Trustees and continuing to and including the month in which 

death occurs. If applicable, payments to a surviving Spouse or Survivor shall continue in 

accordance with the provisions of Article 6. 

8.03 . Employment of Pensioners. 

(a) Pensioners Who Have Not Attained Normal Retirement Age. A 

Pensioner who has not attained Normal Retirement Age shall not be entitled to any pension 

benefit for any calendar month, or four (4) or five (5) week period ending in a calendar month, in 

which he is employed and completes forty ( 40) or more Hours of Service during such 

employment, provided: 

(i) such employment (whether bargaining or non-bargaining) 

is in any trade, craft or industry in which Employees covered under the Plan were employed and 

accrued benefits under the Plan; and 

(ii) such employment is located in a geographic area which has 

a Contributing Employer to the Plan, including, but not limited to, Massachusetts, Pennsylvania, 

New Jersey and New York, or where a Local or National Reciprocal Agreement is in effect. 

Moreover, a Pensioner who has not attained Normal Retirement Age shall not be entitled 

to any pension benefit, to the extent such benefit accrues on or after January 1, 2000, for any 

month in which he is employed (in bargaining or non-bargaining employment) by an employer 

who competes with a Contributing Employer to the Plan. 

Notwithstanding the foregoing, in no event shall a Pensioner be entitled to any pension 

benefit for any month ending after January 1, 2000, and before June 7, 2004, in which he is 

employed (in bargaining or non-bargaining employment), prior to his attainment of Normal 

Retirement Age, by an employer who competes with a Contributing Employer to the Plan. 

(b) Pensioners Who Have Attained Normal Retirement Age. A 

Pensioner who has attained Normal Retirement Age shall not be entitled to any pension benefit 

for any calendar month, or four ( 4) or five (5) week period ending in a calendar month, in which 

he is employed and completes forty ( 40) or more hours of service (as defined in Department of 

Labor Regulations Section 2530.200b-2) for any employer during such employment, provided: 

(i) such employment is in an industry in which employees 

covered by the Plan were employed and accrued benefits under the Plan at the time that the 

Pensioner began receiving pension benefits, or would have begun receiving pension benefits in 

the absence of such employment; 

OBI/ 80304128.8 

47 
(ii) such employment is in a trade or craft in which the 

Pensioner was employed while he was an Active Pmiicipant in the Plan; and 

(iii) such employment is located in the geographic area covered 

by the Plan at the time that the Pensioner began receiving pension benefits, or would have begun 

receiving pension benefits in the absence of such employment, including but not limited to 

Massachusetts, Pennsylvania, New Jersey and New York, or where a Local or National 

Reciprocal Agreement is in effect. 

The foregoing shall not apply to any Pensioner who is employed by the Plan. 

(c) Employment Exception. 

(i) Notwithstanding the foregoing provisions of this Article 8, 

for both Pensioners who have attained Normal Retirement Age as well as Pensioners who have 

not attained Normal Retirement Age, no pension benefit shall be suspended based on the 

Pensioner's employment as a tractor trailer driving instructor with the Teamsters Local 317 

Education & Learning Trust (d/b/a 317 Driving School) or the Teamsters Local294 Driving 

School. 

(ii) Notwithstanding the foregoing provisions of this Article 8, 

for both Pensioners who have attained Normal Retirement Age as well as Pensioners who have 

not attained Normal Retirement Age, no pension benefit shall be suspended for any period of 

employment with a Contributing Employer in the construction industry if the Union with 

jurisdiction over the area in which such employment is performed certifies to the Fund that there 

was a critical shmiage of workers to perform covered employment in the construction industry 

when the Pensioner perfmmed such employment and that the Pensioner's employment did not 

result in denying covered employment to another individual in the bargaining unit. However, a 

Pensioner is not eligible to return to such employment without having his benefits suspended 

unless the Pensioner has been out of covered employment for at least ninety (90) days. 

Pensioners who are below Nmmal Retirement Age and return to covered employment during a 

"certified critical shortage of workers" will be entitled to the value of any additional credit they 

earn upon attaining Normal Retirement Age and in accordance with Section 4.02. Pensioners 

who are past Normal Retirement Age and return to covered employment during a certified 

critical shmiage of workers will be entitled to the value of any additional credit in accordance 

with Section 4.02. 

(d) Obligations of Pensioners. 

(i) A Pensioner is required to notify the Plan Administrator 

immediately, in writing, if he becomes self-employed or returns to work in any capacity, 

regardless of the employer or the number of hours worked. In addition, the Pensioner is 

obligated to provide the Plan Administrator with any information as may be reasonably 

requested by the Plan Administrator related to his employment and necessary to verify the hours 

worked or the conditions of employment, including but not limited to wage statements or payroll 

stubs. If a Pensioner fails to provide the requested information, his benefits may be suspended 

until the information is furnished to, and verified by, the Plan Administrator. 

OBI/ 80304128.8 

48 
(ii) If the Plan Administrator becomes aware that a Pensioner is 

working in any employment described in Section 8.03(a) or (b) that meets the conditions for 

suspension of benefits ("Prohibited Employment"), the "Presumption Rule" will apply, which 

provides that until such time as the Pensioner proves otherwise, the Plan may presume that such 

Pensioner is engaged in Prohibited Employment. Therefore, once the Presumption Rule applies, 

pension benefit payments to the Pensioner will be suspended immediately. The period during 

which benefit payments are to be suspended will be equal to the number of months the Pensioner 

is presumed to have been employed in Prohibited Employment, unless the Pensioner can prove 

that he was not engaged in Prohibited Employment in each of those months. Once the 

Presumption Rule is applied, the Pensioner is responsible for providing the Plan Administrator 

with the necessary information regarding his reemployment activity if he feels that benefit 

payments should not have been suspended. If it is determined that benefit payments for certain 

months should not have been suspended, benefits for those months will be included in the first 

check issued when benefits are resumed as described in subsection (e) below. If the Plan pays 

benefits for any month when benefits should have been suspended, the Pensioner must repay the 

full amount of the overpayments in accordance with Section 9.08. 

(e) Resumption of Benefits. Upon written notification to the Plan of 

the termination of employment described in subsection (a) or (b) above, a Pensioner shall be 

entitled to resume receiving his pension benefit not later than the first day of the third calendar 

month following the calendar month in which such employment ceased. Upon resumption, the 

Pensioner shall receive his pension benefit in the same amount and in the same form as the 

Pensioner received upon his initial retirement, increased for additional Future Service Credit and 

Employer Contributions, if any. For a Pensioner who was receiving benefits in the form of a 

Five- Year or Ten-Year Annuity, payment of the Pensioner's pension benefit shall recommence 

with the next numbered payment after the last numbered payment he received prior to the 

suspension of his benefit under Section 8.03(a) or (b) above. Any options and elections made at 

the time of the original retirement shall continue to apply. This section of the Plan shall be 

applied in accordance with section 2530.203-3 ofthe Depat1ment of Labor Regulations and 

guidelines provided by the Department of Labor. 

8.04 Non-Alienation of Benefits. No benefit or interest available under the Plan shall be 

subject in any manner to anticipation, assignment or voluntary or involuntary alienation. This 

Section shall not preclude the Trustees from complying with the terms of (a) a Qualified 

Domestic Relations Order; (b) a federal tax levy made pursuant to section 6331 of the Code; (c) 

subject to section 401(a)(13) ofthe Code, a judgment relating to the Pat1icipant's conviction of a 

crime involving the Plan; or (d) subject to section 401(a)(l3) of the Code, a judgment, order, 

decree or settlement agreement between the Participant and the United States Department of 

Labor or the Pension Benefit Guaranty Corporation relating to a violation of part 4, subtitle B of 

Title I of ERISA. 

8.05 Non-Duplication of Benefits. Notwithstanding anything herein to the contrary, no 

Participant, Pensioner, or Survivor shall be entitled to more than one type of benefit under the 

Plan. Any Participant or Survivor who applies for retirement benefits shall be deemed to have 

waived all his rights to any other benefits under the Plan as of the time his application is received 

by the Trustees at the office of the Plan, provided the application is thereafter approved by the 

Trustees in the usual manner. 

DBI/80304128.8 

49 
8.06 Information Requirement. A Participant, Pensioner or Survivor shall file such 

information as the Trustees shall require in order to establish his eligibility for a pension before 

he shall be entitled to a pension under the Plan. In addition, a manied Pensioner shall promptly 

notify the Plan Administrator, in writing, of the death of his Spouse. Moreover, each Participant, 

Pensioner and Survivor is required to review and object to any inconect information provided in 

a benefit statement, estimate or other personalized communication issued by the Plan 

Administrator within twelve (12) months, or the Participant or Pensioner will be deemed to have 

waived any right to challenge the calculation provided therein. Notwithstanding the preceding 

sentence, no Participant, Pensioner or Survivor will be entitled to rely on any incorrect 

information in a benefit statement, estimate or other personalized communication as the basis for 

any additional benefit beyond that to which such Participant, Pensioner or Survivor is otherwise 

entitled under the terms of the Plan. 

8.07 Eligible Rollover Distributions. 

(a) 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. 

(b) Definitions. 

(i) Eligible rollover distribution: An eligible rollover 

distribution is 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: 

(A) 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 (1 0) years or more; 

(B) any distribution to the extent such distribution is required under 

section 401(a)(9) ofthe Code: 

(C) through December 31, 2001, the portion of any distribution that is 

not includible in gross income (determined without regard to the exclusion for net unrealized 

appreciation with respect to employer securities). 

(ii) Eligible retirement plan: An eligible retirement plan is (A) 

an individual retirement account described in section 408(a) of the Code; (B) an individual 

retirement annuity described in section 408(b) ofthe Code; (C) an annuity plan described in 

section 403(a) of the Code; (D) a qualified trust described in section 401(a) of the Code, that 

accepts the distributee's eligible rollover distribution; (E) effective for distributions made on or 

after January 1, 2002, an eligible deferred compensation plan described in section 457(b) of the 

Code maintained by a governmental employer described in section 457(e)(l)(A) of the Code, or 

an annuity contract/custodial account described in section 403(b) of the Code; or (F) effective for 

distributions made on or after January 1, 2008, a Roth IRA described in section 408A of the 

DB II 80304128.8 

50 
Code, provided the eligible rollover distribution is considered a "qualified rollover contribution" 

under section 408A( e) of the Code. However, in the case of an eligible rollover distribution 

made to the surviving Spouse or non-Spouse beneficiary within the meaning of section 

402(c)(11) of the Code, an eligible retirement plan is an individual retirement account described 

in section 408(a) ofthe Code, an individual retirement annuity described in section 408(b) ofthe 

Code or a Roth IRA described in section 408A of the Code, provided that such eligible 

retirement plan has been established for the purpose of receiving the distribution on behalf of 

such individual as a beneficiary of the Participant. 

(iii) Distributee: A distributee includes an Employee or former 

Employee. In addition, the Employee's or former Employee's surviving Spouse or non-Spouse 

beneficiary within the meaning of section 402( c)( 11) of the Code, or the Employee's or former 

Employee's Spouse or former Spouse who is the alternate payee under a Qualified Domestic 

Relations Order, is a distributee with regard to the interest ofthe Spouse or former Spouse. 

(iv) Direct rollover: A direct rollover is a payment by the Plan 

to the eligible retirement plan specified by the distributee. 

8.08 Uniformed Services Employment and Reemployment Rights Act Requirements. 

Notwithstanding any provision ofthe Plan to the contrary, effective December 12, 1994, 

contributions, benefits, and service credit with respect to Qualified Military Service shall be 

provided in accordance with section 414(u) ofthe Code. 

DBI/80304128.8 

51 
ARTICLE9 

ADMINISTRATION OF THE PLAN 

9.01 Plan Administrator. The general administration of the Plan and the responsibility for 

carrying out the provisions hereof are placed in the Trustees and shall be constituted in 

accordance with the terms of the Trust Agreement. 

9.02 Actuarial Matters. The Trustees shall appoint actuaries from time to time who have been 

"enrolled" in accordance with the provisions of ERISA to serve at the Trustees' pleasure and to 

perform annual actuarial valuations of the Plan. 

9.03 Interpretation of the Plan. The Trustees shall have the exclusive right to interpret the 

Plan and to decide any matters arising thereunder in connection with the administration of the 

Plan. Benefits under the Plan shall be paid only if the Trustees decide in their discretion that the 

applicant is entitled to them. The Trustees may from time to time establish rules for the 

administration of the Plan and the transaction of its business. They shall endeavor to act by 

general rules or specific interpretations or decisions so as not to discriminate in favor of any 

person. The provisions of the Plan shall be construed, regulated and administered under the laws 

ofNew York except as otherwise provided by ERISA. 

9.04 Claims Procedure. Each Pensioner, Participant and Survivor who wishes to file a claim 

for benefits with the Trustees shall do so in writing. The Trustees shall make a decision on the 

claim for benefits and provide notice of their decision within ninety (90) days after its receipt. If 

the Trustees determine that special circumstances require an extension of time to decide the 

claim for benefits, the period of time during which the Trustees shall make the decision and 

provide notice may be extended by no more than ninety (90) days from the last day of the initial 

ninety (90) day period. The Trustees shall provide written notice to the Pensioner, Participant or 

Survivor of any such extension before the last day of the initial ninety (90) day period. The 

extension notice shall describe the special circumstances requiring the extension and shall 

indicate the date by which the Trustees expect to render a decision. If the claim for benefits is 

wholly or partially denied, the Trustees shall provide written notice to the Pensioner, Participant 

or Survivor setting forth (a) the specific reason for the denial, (b) reference to the Plan 

provision(s) upon which the determination is based, (c) any additional information necessary to 

perfect the claim and the reason such information is necessary, and (d) a description ofthe Plan's 

review procedures, applicable time limits and a statement of the claimant's right to bring legal 

action under section 502 of ERISA if the claim is denied on appeal. 

A Pensioner, Participant or Survivor may appeal the denial of the claim for benefits within sixty 

(60) days from receipt of the notice of denial by filing a notice of appeal in writing with the 

Trustees. The Pensioner, Participant or Survivor shall be entitled to submit for review written 

comments, documents, records and other information relating to the claim for benefits. He shall 

be provided, upon request and free of charge, reasonable access to and copies of all documents, 

records and other information relevant to his claim for benefits. 

The Trustees shall make a decision on appeal no later than the next regularly-scheduled board 

meeting following the Trustees' receipt of the appeal. Notwithstanding, if the appeal is not 

DB II 80304128.8 

52 
received until thirty (30) or fewer calendar days before such meeting, the Trustees shall make a 

decision on the appeal no later than the second regularly scheduled board meeting following the 

Trustees' receipt of the appeal. If special circumstances require an extension beyond the 

foregoing deadlines for deciding an appeal, the Trustees shall provide written notice to the 

Pensioner, Participant or Survivor of the extension before it begins. This notice shall describe 

the special circumstances and shall indicate the date by which the Trustees shall render ·a 

decision, provided that the Trustees shall make such decision no later than the third regularly 

scheduled board meeting following the Trustees' original receipt of the appeal. 

Once the Trustees make a decision with respect to any appeal, they shall provide written notice 

to the Pensioner, Participant or Survivor of their decision as soon as possible, but in no event 

later than five (5) days following the date of the decision. 

If the appeal is denied, the Trustees' notice shall set forth (a) the specific reasons for the denial, 

(b) the specific Plan provisions on which the Trustees based their decision, (c) a statement that 

the Pensioner, Participant or Survivor is entitled to receive, upon request and free of charge, 

reasonable access to and copies of all documents, records and other information relevant to his 

claim for benefits, and (d) a statement ofthe right of the Pensioner, Participant or Survivor to 

bring an action under section 502(a) of ERISA. 

As permitted by law, in no event may a Pensioner, Participant or Survivor bring a legal action to 

recover Plan benefits (a) before exhausting all administrative remedies provided under this 

Section 9 .04, or (b) later than twelve (12) months following the earliest of (i) the Trustees' 

decision on notice of appeal, (ii) the failure of such Pensioner, Participant or Survivor to provide 

any information required under Section 8.06, or (iii) the commencement of benefit payments. 

9.05 Employer Contributions. Each Contributing Employer shall contribute to the Plan such 

amounts as may be provided for in its Collective Bargaining Agreements and Participation 

Agreements and shall forward such Employer Contributions to the Trustees at such time as the 

Trustees may prescribe, together with such information as the Trustees may require. 

9.06 Non-Diversion of Plan Assets. All of the funds of the Plan shall be held by the Trustees 

in trust for use in providing the benefits under the Plan and paying its expenses, provided that no 

part of the corpus or income of the Trust shall be used for or diverted to purposes other than for 

the administration of the Plan and the exclusive benefit of Pensioners, Participants and 

beneficiaries under the Plan, and provided that no person shall have any interest in, or right to, 

any part of the earnings of any trust pertaining to the Plan, or any rights in or to or under such 

trust or any part of the assets thereof, except as and to the extent expressly provided in the Plan. 

9.07 Appointment of Advisors. The Trustees may appoint one or more asset managers or 

custodians for the purpose of investing and reinvesting such funds as the Trustees may from time 

to time tum over for investment. The dete1mination of the amount or amounts to be so turned 

over to an asset manager or custodian, if any, and the conditions under which such funds shall be 

turned over shall rest in the sole discretion of the Trustees. Any directions to the asset manager 

or custodian shall be in accordance with the Trust Agreement. 

DBI/80304128.8 

53 
9.08 Recoupment of Overpayments. The Trustees shall have the right to recover, through 

legal proceedings or offsetting against future benefits, any benefits paid erroneously or in 

reliance on any false statement, information or proof submitted by a claimant (including 

withholding of material information). The Trustees may, in their discretion, notify any 

Pensioner, Participant, or Survivor of the amount of any overpayment, and demand payment. In 

the event that such payment is not forthcoming, the Trustees may withhold up to one (1) full 

pension payment and, if necessary, offset up to twenty-five percent (25%) of the Pensioner, 

Participant, or Survivor's monthly benefit until the overpayment is recovered in full. If the 

Trustees commence legal proceedings to recover such overpayments, the Pensioner, Participant, 

Survivor or any other third pmiy in receipt of or holding such overpayment funds shall be 

required to reimburse the Plan for attorney or other professional fees, comi costs, disbursements, 

and any other expenses incurred by the Plan in the recovery of such overpayment. 

9.09 Burden of Proof Regarding Plan Records. The Plan's records regarding a Participant's 

employment status, service for all purposes, applicable benefit rate, and all other matters 

affecting eligibility for and amount of benefits are controlling in all cases. If the Participant 

believes that the Plan's records are incomplete or incorrect, the burden of proof is on such 

Participant to provide written documentation of additional information that a Participant believes 

is relevant. Whether such documentation is satisfactory to override the Plan's records will be 

determined by the Trustees in their sole and absolute discretion, subject to the Plan's claims and 

appeals procedure under Section 9.04. A Participant may review or request copies of the Plan's 

records applicable to such Participant according to the procedure, under Section 9.04, established 

by the Trustees or their delegates in accordance with applicable law. 

9.1 0 Rehabilitation Plan. In compliance with the Pension Protection Act of 2006, the Board of 

Trustees adopted a rehabilitation plan (which is Appendix F of the Plan) on May 6, 2010, 

effective January 1, 2011, and amended and restated as of January 1, 2015. Benefits, and rights 

to benefits, described in the Plan may be reduced, eliminated and otherwise adjusted at any time 

to the extent provided in Appendix F of the Plan, as initially adopted and as may be amended at 

any time, and any such reduction, elimination and other adjustment will be retroactively and 

prospectively applicable and effective to the extent provided in Appendix F. 

DB I/ 80304128.8 

54 
ARTICLE 10 

AMENDMENT, MERGERS AND TERMINATION 

10.01 Right to Amend. The Trustees may modify or amend the provisions ofthe Plan at a 

regular or special meeting. The provisions of the Plan may be modified or amended, retroactively 

if necessary, to bring the Plan into conformity with statutory or regulatory requirements to 

preserve the qualified status of the Plan under section 401 of the Code and the exempt status of 

the Trust under section 501 of the Code. In no event, however, shall any modification or 

·amendment of the provisions of the Plan make it possible for any part of the funds of the Plan to 

be used for, or diverted to, purposes other than for the exclusive benefit of Pensioners, 

Participants and Survivors, or have the effect of decreasing a Participant's Accrued Benefit in 

violation of section 411 (d)( 6) of the Code. 

10.02 Mergers and Consolidation. No merger or consolidation with, or transfer of assets or 

liabilities to, any other plan shall be made unless, in the event the Plan is terminated immediately 

after such merger, consolidation or transfer, each Participant in the Plan would receive a benefit 

equal to or greater than the benefit he would have been entitled to receive if the Plan terminated 

immediately before the merger, consolidation or transfer. Moreover, except to the extent 

permitted under applicable law, no Vested Accrued Benefit earned by any Participant under any 

plan that is merged into the Plan will be reduced as a result of such merger. In the event of any 

merger or consolidation with, or transfer of assets or liabilities to or from, any other plan, the 

Plan Administrator is entitled to rely upon information provided by such other plan. 

10.03 Termination of the Plan. The Trustees shall have the right to discontinue or terminate the 

Plan in whole or in part. The rights of all affected Participants to benefits accrued to the date of 

the termination, partial termination, or discontinuance shall be nonforfeitable to the extent 

funded as of such date. In the event of the termination of the Plan, the provisions of section 

4041(A) of ERISA, as modified by the Multiemployer Pension Plan Amendments Act, shall 

apply. 

OBI/ 80304128.8 

55 
ARTICLE 11 

WITHDRAWAL LIABILITY 

11.01 Employer Withdrawal from the Plan. 

(a) A Contributing Employer is deemed to have withdrawn from the 

Plan in a complete or partial withdrawal in accordance with Subtitle E of Title IV of ERISA. 

(b) For the sake of clarity, the complete withdrawal of a Contributing 

Employer whose contributions arise from on-site building and construction industry work as 

defined in subsection (c) below shall be determined in accordance with section 4203(b )(2) of 

ERISA. 

(c) "On-site building and construction industry work" is defined to 

include, but not be limited to, the construction of roads, streets, alleys, driveways, sidewalks, 

guard rails, fences, parkways, parking areas, airports, athletic fields, highway bridges, railroad 

and street railway construction projects, sewers, water mains, grade separations, foundations, 

abutments, retaining walls, viaducts, shafts, tunnels, subways, track elevations, elevated 

highways, drainage projects, reclamation projects, water supply projects, water power 

developments, transmission lines, duct lines, pipe lines, docks, dams, dikes, levees, revetments, 

channels, channel cutoffs, intakes, dredging projects, jetties, breakwaters, harbors, industrial 

sites, intake structures, sewage treatment projects, pure water works, water filtration projects, 

electric sub-stations, ecology and environmental control projects, highways, grade crossings, 

curbs, culverts, railroad bridges, reservoirs, irrigation and flood control projects, locks, piers, 

pile-driving, power plants, hydroelectric developments, pumping stations, and all earth moving. 

11.02 Withdrawal Liability. 

(a) Withdrawal liability for any Contributing Employer who 

withdraws shall be calculated in accordance with the "presumptive method" pursuant to 29 

U.S.C. §§ 4211(b)(1) and 4211(f) 29 C.F.R. § 4211.31. Effective January 1, 1999, pursuant to 

applicable PBGC regulations, withdrawal liability shall be recalculated to (a) restart initial 

liabilities after a merger pursuant to 29 C.F .R. § 4211.36(b ), and (b) to change the allocation 

fraction pursuant to§ 4211.36(d)(l). 

(b) Effective January 1, 2011, the present value ofvested benefits 

("PVVB") shall be divided into two portions- one that relates to Contributing Employers who 

were participating in the Plan on December 31, 2010 ("Old Employers"), and one that relates to 

Contributing Employers who entered the Plan on or after January 1, 2011 ("New Employers"). 

The portion that relates to New Employers shall exist only to the extent that there are any New 

Employers. 

(i) New Employers. The withdrawal liability for New 

Employers shall be calculated in accordance with the "presumptive method" as if the PVVBs, 

the assets, and contribution histories, etc., attributable to New Employers were a separate plan. 

DB!/ 80304128.8 

56 
(A) New Employers' Assets- Assets attributable to New Employers as 

of the beginning of each Plan Year shall be equal to the New Employers' Assets as of the 

beginning of the previous year, plus contributions and withdrawal liability payments attributable 

to New Employers made during the Plan Year, minus benefit payments made by the Plan 

attributable to New Employers during the Plan Year, plus the portion of the Plan's total 

investment earnings and expenses attributable to New Employers for the Plan Year. New 

Employers' Assets as of January 1, 2011 shall be equal to zero. 

(I) The assets applicable to New Employers shall be 

determined, in part, by tracking any contributions, benefit payments and withdrawal liability 

payments made by New Employers that are attributable to Credited Service earned on and after 

January 1, 2011. In the event that a Participant accrues Credited Service with both an Old 

Employer and a New Employer, the Credited Service accrued with the Old Employer shall be 

allocated to the Old Employer PVVBs and Credited Service accrued with the New Employer 

shall be allocated to the New Employer PVVBs. In the event that a Participant who accrues 

Credited Service with a New Employer is eligible to be credited with Past Service Credit 

pursuant to Section 4.01, such Past Service Credit shall be allocated to the New Employer 

PVVBs. 

(II) In addition to New Employers' contributions, withdrawal 

liability payments and benefit payments, New Employers' Assets shall include a pro-rata share 

ofthe Plan's total investment earnings and expenses, determined as follows: each Plan Year; (i) 

for the Plan as a whole, calculate the sum of assets as of the beginning of the Plan Year, plus 

one-half of contributions and withdrawal liability payments made during the Plan Year, minus 

one-half of the benefit payments made during the Plan Year ("Total Plan Amount"); (ii) for New 

Employers, calculate the New Employers' Assets as ofthe beginning ofthe Plan Year, plus onehalf of contributions and withdrawal liability payments attributable to New Employers made 

during the Plan Year, minus one-half of benefit payments made by the Plan attributable to New 

Employers during the Plan Year ("New Employers' Amount"); (iii) calculate the ratio of the 

New Employers' Amount divided by the Total Plan Amount ("New Employers' Ratio"); and (iv) 

multiply the Plan's total investment earnings and expenses by the New Employers' Ratio to 

determine the portion of the Plan's total investment earnings and expenses attributable to New 

Employers. 

(B) The unfunded vested benefits ("UVBs") for New Employers shall 

equal the PVVBs for New Employers minus the New Employers' Assets. Notwithstanding 

anything herein to the contrary, the UVBs for New Employers shall not be less than zero. 

(C) The amount of a New Employer's liability for a complete withdrawal 

shall be based on UVBs for New Employers as of the end of the Plan Year preceding the date ofthe 

New Employer's withdrawal and shall be equal to the New Employer's proportional share of the 

New Employers' Initial Amount, the changes in the New Employers' UVBs for Plan Years ending 

after 2011 and before the Plan Year of withdrawal, and the reallocated New Employers' UVBs. 

(I) The New Employers' Initial Amount shall equal the New 

Employers' UVBs as ofDecember 31,2011. A withdrawing New Employer's proportional share 

DB!/ 80304128.8 

57 
of the Initial Amount shall be detetmined by multiplying the unamortized Initial Amount by a 

fraction-

(1) the numerator of which is the sum of the withdrawing 

New Employer's contributions required to be made for 2011 and the four preceding plan years, and 

(2) the denominator of which is the total amount ofNew 

Employers' contributions made during 2011 and the four preceding plan years. 

The balance of the New Employers' Initial Amount is the amount reduced by five percent of such 

amount for each. succeeding Plan Year. 

(II) The change in the New Employers' UVBs for a Plan Year 

shall be determined by subtracting the sum of the balance of the New Employers' Initial Amount (as 

ofthe end ofthe Plan Year) and the balances (as ofthe end ofthe Plan Year) ofthe changes in the 

New Employers' UVBs for each Plan Year that ended after December 31, 2011, and before the Plan 

Year for which the change is determined, from the New Employers' UVBs as of the end of the Plan 

Year. 

The balance ofthe change in the New Employers' UVBs for a Plan Year is the change in the New 

Employers' UVBs for that Plan Year reduced by five percent of such amount for each succeeding 

Plan Year. 

(III) For each Plan Year ended after December 31,2011 and 

before the Plan Year of withdrawal, the New Employers' reallocated UVBs shall equal the sum of: 

(1) any amount that the Trustees determine in the Plan 

Year to be uncollectible for reasons arising out of cases or proceedings under Title 11, United States 

Code, or similar proceedings; 

(2) any amount that the Trustees determine in the Plan 

Year will not be assessed as a result of the operations of sections 4209, 4219(c)(1)(B), or 4225 of 

ERISA against a New Employer to whom a notice of liability under Section 4219 of ERISA has 

been sent; and 

(3) any amount that the Trustees determine to be 

uncollectible or unassessable in the Plan Year for other reasons under standards not inconsistent 

with regulations as may be prescribed by the PBGC. 

The unamortized amount of the New Employers' reallocated UVBs with respect to a Plan Year is 

the New Employers' reallocated UVBs for that Plan Year, reduced by five percent of such amount 

for each succeeding Plan Year. 

(IV) A New Employer's proportional share of the change in the 

UVBs and of the reallocated UVBs for a Plan Year ending after December 31, 2011 shall be 

081/80304128.8 

58 
determined by multiplying each of those amounts, if any, as determined for a Plan Year, by a 

fraction--

(1) the numerator of which is the sum of the withdrawing 

New Employer's contributions required to be made under the Plan for the Plan Year in which such 

change or reallocation arose and for the four preceding Plan Years; and 

(2) the denominator of which is the sum for the Plan 

Year in which such change or reallocation arose and the four preceding Plan Years of all 

contributions made by New Employers who had an obligation to contribute under the Plan for the 

Plan Year in which such change or reallocation arose, reduced by the contributions made in such 

Plan Years by New Employers who had withdrawn from the Plan in the Plan Year in which the 

change or reallocation arose. 

(ii) Old Employers. 

(A) Effective January 1, 2011, the UVBs for Old Employers shall 

equal total Plan UVBs, minus the UVBs for the New Employers, if any. For Plan Years before 

2010, UVBs for Old Employers shall equal total Plan UVBs. 

(B) The amount of an Old Employer's liability for a complete 

withdrawal shall be based on UVBs for Old Employers as ofthe end of the .Plan Year preceding the 

date of the Old Employer's withdrawal and shall be equal to the Old Employer's proportional share 

of the Old Employers' Initial Amount, the changes in the Old Employers' UVBs for Plan Years 

ending after 2006 and before the Plan Year of withdrawal, and the reallocated Old Employer UVBs. 

(I) The Old Employers' Initial Amount shall equal the Plan's 

restarted initial liability amount as ofDecember 31,2006. A withdrawing Old Employer's 

proportional share of the Initial Amount shall be determined by multiplying the unamortized Initial 

Amount by a fraction -

(1) the numerator of which is the sum ofthe withdrawing 

Old Employer's contributions required to be made for 2006 and the four preceding Plan Years, and 

(2) the denominator ofwhich is the total amount of Old 

Employers' contributions made during 2006 and the four preceding Plan Years, reduced by the 

contributions made in such Plan Years by Old Employers who had withdrawn from the Plan during 

such five-year period. 

The balance of the Old Employers' Initial Amount is the amount reduced by five percent of such 

amount for each succeeding Plan Year. 

(II) The change in the Old Employers' UVBs for a Plan Year 

shall be determined by subtracting the sum of the balance of the Old Employers' Initial Amount (as 

ofthe end ofthe Plan Year) and the balances (as ofthe end ofthe Plan Year) ofthe changes in the 

Old Employers' UVBs for each Plan Year that ended after December 31, 2006, and before the Plan 

DBll 80304128.8 

59 
Year for which the change is determined, from the Old Employers' UVBs as of the end ofthe Plan 

Year. 

The balance ofthe change in the Old Employers' UVBs for a Plan Year is the change in the Old 

Employers' UVBs for that Plan Year reduced by five percent of such amount for each succeeding 

Plan Year. 

(III) For each Plan Year ended after December 31, 2006 and 

before the Plan Year of withdrawal, the Old Employers' reallocated UVBs shall equal the sum of: 

(1) any amount that the Trustees determine in the Plan 

Year to be uncollectible for reasons arising out of cases or proceedings under Title 11, United States 

Code, or similar proceedings; 

(2) any amount that the Trustees determine in the Plan 

Year will not be assessed as a result of the operations of sections 4209, 4219(c)(l)(B), or 4225 of 

ERISA against an Old Employer to whom a notice ofliability under section 4219 of ERISA has 

been sent; and 

(3) any amount that the Trustees determine to be 

uncollectible or unassessable in the Plan Year for other reasons under standards not inconsistent 

with regulations as may be prescribed by the PBGC. 

The unamortized amount of the Old Employers' reallocated UVBs with respect to a Plan Year is the 

Old Employers' reallocated UVBs for that Plan Year reduced by five percent of such amount for 

each succeeding Plan Year. 

(IV) An Old Employer's proportional share of the change in the 

UVBs and of the reallocated UVBs for a Plan Year ending after December 31, 2006 shall be 

determined by multiplying each of those amounts, if any, as determined for a Plan Year, by a 

fraction-

(1) the numerator of which is the sum of the withdrawing 

Old Employer's contributions required to be made under the Plan for the Plan Year in which such 

change or reallocation arose and for the four preceding Plan Years; and 

(2) the denominator of which is the sum for the Plan 

Year in which such change or reallocation arose and the four preceding Plan Years of all 

contributions made by Old Employers who had an obligation to contribute under the Plan for the 

Plan Year in which such change or reallocation arose, reduced by the contributions made in such 

Plan Years by Old Employers who had withdrawn from the Plan in the Plan Year in which the 

change or reallocation arose. 

(c) Calculation of withdrawal liability shall be consistent with the 

administrative procedures adopted by the Plan Administrator and attached hereto as Appendix C. 

DBl/80304128.8 

60 
(d) Notwithstanding the foregoing, withdrawal liability under this 

Section 11.02 shall be calculated in accordance with the Sixth Amendment to the Plan as 

amended and restated effective January 1, 2010, attached hereto as Appendix G, immediately 

upon approval by the PBGC. 

11.03 No Withdrawal Liability for Certain Temporary Contribution Obligation Periods. The 

"Free Look" rule of section 4210 of ERISA shall apply to Contributing Employers that were first 

obligated to contribute to the Plan on or after January 1, 1999, and that meet the requirements of 

that section, provided that (1) the "Free Look" rule shall not apply in the case of a "mass 

withdrawal" within the meaning of section 4219( c )(1 )(D) of ERISA; (2) the "Free Look" rule 

shall apply only to a Contributing Employer that had an obligation to contribute to the Plan for 

no more than four (4) consecutive Plan Years preceding the date on which the Contributing 

Employer withdraws; (3) the Contributing Employer was required to make contributions to the 

Plan for each such Plan Year in an amount less than two percent (2%) of the sum of all Employer 

Contributions made to the Plan for each such Plan Year; ( 4) the Contributing Employer has 

never before avoided withdrawal liability under the Plan because of the application of the Free 

Look rule; and ( 5) the ratio of the assets of the Plan for the Plan Year preceding the first Plan 

Year for which the Contributing Employer was required to contribute to the Plan to the benefit 

payments made during that Plan Year was at least eight (8) to one (1 ). The Trustees shall 

administer this Section in accordance with the requirements of section 4210 of ERISA and any 

applicable regulations. 

DBl/80304128.8 

61 
ARTICLE 12 

RECIPROCAL PENSIONS UNDER THE 1997 NATIONAL RECIPROCAL 

AGREEMENT 

12.01 Purpose. Reciprocal Pension benefits are provided under the Plan in accordance with the 

1997 National Reciprocal Agreement for Participants who lack sufficient Credited Service to be 

eligible for a pension benefit provided under the other provisions of the Plan because their years 

of employment are divided between the Plan and one (1) or more other plans, and Participants 

who are eligible for a pension under the Plan in a lesser amount than would be available if their 

years of employment were not so divided. 

12.02 Reciprocal Pension Benefits. An eligible Participant who retires while the Plan is a 

signatory to the 1997 National Reciprocal Agreement may elect to receive a Reciprocal Pension 

Benefit, as provided below, with respect to any pension benefit provided by the Plan, including a 

Normal or Regular Pension, an Early Pension, a Thirty-Year Pension, or a Vested Pension, if the 

Participant would have been eligible for such pension benefit if all of his Combined Credited 

Service were Credited Service under the Plan. 

12.03 Related Plans. In accordance with the 1997 National Reciprocal Agreement, the Trustees 

of the Plan recognize each multiemployer pension plan covering participants employed under 

one or more Teamsters collective bargaining agreements or covering employees of locals 

affiliated with the IBT which has executed or hereafter executes the 1997 National Reciprocal 

Agreement, to which the Plan is a party, as a Related Plan. 

12.04 Credited Service Under the Plan. For purposes of this Article 12, Credited Service under 

the Plan shall mean years of employment or fractions thereof under the Plan for which the Plan 

gives benefit accrual or vesting credit under its provisions other than this Atiicle. Such Credited 

Service shall include contributory and non-contributory service to the extent that such service is 

credited and for the purposes that such contributory or non-contributory service is recognized 

under the Plan. 

12.05 Related Credited Service. Credited Service, credited to a Participant under a Related 

Plan from which the Participant is entitled to Reciprocal Benefits, for employment only under 

that Related Plan, certified by the Related Plan to the Plan, shall be recognized under the Plan as 

Related Credited Service. No Related Credited Service shall be recognized with respect to 

employment under the Related Plan that is simultaneously credited under the provisions of the 

Plan. 

12.06 Combined Credited Service. The total of a Participant's Credited Service under the Plan 

and Related Credited Service shall comprise the Participant's Combined Credited Service. No 

more than one (1) year of Combined Credited Service shall be counted in any calendar year. 

DBI/80304128.8 

62 
12.07 Eligibility. 

(a) A Participant shall be eligible for Reciprocal Pension Benefits 

under the Plan only if the Pmiicipant satisfies all of the following minimum requirements: 

(i) The Participant has one (1) or more years of Future Service 

Credit under the Plan based on actual employment during the Contribution Period; 

(ii) The Participant is eligible for Reciprocal Pension Benefits 

from one (1) or more Related Plans; and 

(iii) The Participant elects the Reciprocal Pension Benefit under 

the Plan and one ( 1) or more Related Plans in lieu of any other pension benefit payable under 

such Plans. 

(b) The foregoing is not to be construed to require the Plan or any 

Related Plan to grant Reciprocal Pension Benefits to a Pmiicipant who does not satisfy the 

minimum requirements of the Plan and the Related Plan or Plans. Nor is the Plan required to 

recognize non-contributory service credit under a Related Plan as contributory service for any 

purposes under the Plan to the extent that the Plan specifically requires contributory service. 

12.08 Break in Service. A period during which a Participant earns Related Credited Service 

shall not be counted as a Break in Service Year under the rules of the Plan. Recommencement of 

service under a Related Plan paying the Participant a Reciprocal Pension Benefit shall be deemed 

equivalent to a return to covered employment under the Plan. 

12.09 Reciprocal Benefit Amount. The amount of the Reciprocal Pension Benefit shall be the 

Participant's accrued benefit with respect to Credited Service under the Plan calculated at the 

level of benefits in effect when the Participant last earned credit under the Plan. 

12.10 Form of Benefit Payment. A Participant entitled to a Reciprocal Pension Benefit in 

accordance with this Article 12 shall be entitled to elect any form of benefit payment provided 

under the Plan with respect to non-Reciprocal Pension Benefits, at the same time and in the same 

manner as all other Participants. 

12.11 Qualified Pre-Retirement Survivor Annuity. The surviving Spouse of a deceased married 

Participant shall be eligible for the Qualified Pre-Retirement Survivor Annuity provided under 

the Plan if the Spouse would have been eligible for the benefit if the Participant's Combined 

Credited Service had all been Credited Service under the Plan. 

12.12 Other Benefits. An eligible Participant, as defined above, shall be eligible for any other 

benefit provided by the Plan (not covered under Section 12.02 above), including but not limited 

to death benefits other than the statutorily required Qualified Pre-Retirement Survivor Annuity 

described in Section 12.11 above. 

12.13 Payment of Reciprocal Pension Benefits. Payment of Reciprocal Pension Benefits under 

this Article 12 shall be subject to all other limitations of the Plan applicable to all other types of 

DBI/80304128.8 

63 
benefits provided under the Plan. The Participant shall be required to comply with all of the 

lawful conditions regarding post-retirement employment under Article 8 of the Plan. 

12.14 Effective Date. 

(a) This Article shall be effective on January 1, 1999 (the "Effective 

Date"), and shall remain in effect through and until October 29, 2001. 

(b) Participants who on the Effective Date ofthis Article were eligible 

for and had applied for, or were receiving, Reciprocal Pension Benefits under the predecessor 

National Reciprocal Agreement shall not, by reason of the adoption of this Article governing 

Reciprocal Pension Benefits, forfeit or suffer any reduction of their Reciprocal Pension Benefits. 

The benefits provided pursuant to this Article shall not apply to any Participant for whom 

contributions are not being made to the Plan or any Related Plan on or after the Effective Date. 

In addition, in the event the Plan terminates its participation in the 1997 National Reciprocal 

Agreement, the benefits provided pursuant to this Article shall no longer be available other than 

with respect to Participants who on the effective date of the termination have applied for 

Reciprocal Pension Benefits or are in pay status. 

DBI/80304128.8 

64 
ARTICLE 13 

RECIPROCAL BENEFITS UNDER THE 2001 NATIONAL RECIPROCAL 

AGREEMENT FOR TEAMSTER PENSION FUNDS 

13.01 Reciprocal Pension Benefits. An eligible Participant may elect to receive a Reciprocal 

Pension Benefit, as provided below, with respect to any pension benefit provided by the Plan, 

including a Normal or Regular Pension, an Early Pension, a Thirty-Year Pension and a Vested 

Pension, if the Participant would have been eligible for such pension benefit if all his Combined 

Credited Service were Credited Service under the Plan. 

13.02 Related Plans. In accordance with the 2001 National Reciprocal Agreement, the Trustees 

of the Plan recognize each Taft-Hartley multiemployer defined benefit plan covering participants 

employed under one (1) or more Teamsters collective bargaining agreements which has executed 

or hereafter executes the 2001 National Reciprocal Agreement as a Related Plan. 

13.03 Credited Service Under This Plan. For purposes ofthis Atiicle, Credited Service under 

the Plan shall mean years of employment or fractions thereof under the Plan for which the Plan 

gives benefit accrual or vesting credit under its provisions other than this Aliicle. Such Credited 

Service shall include contributory and non-contributory service to the extent that such service is 

credited and for the purposes that such contributory and non-contributory service is recognized 

under the Plan. 

13.04 Related Credited Service. Credited Service that is credited to a Participant under a 

Related Plan from which the Participant is entitled to Reciprocal Benefits for employment only 

under that Related Plan which has been certified by the Related Plan to the Plan shall be 

recognized under the Plan as Related Credited Service. No Related Credited Service shall be 

recognized with respect to employment under the Related Plan that is simultaneously credited 

under the provisions of the Plan. Notwithstanding the foregoing, Related Credited Service shall 

not be recognized with respect to any Participant whose employer's participation in the Plan 

terminates (other than through a plant shutdown or business failure) while the Participant is 

actively employed. However, such Related Credited Service shall be recognized if the Participant 

becomes employed by a Contributing Employer within twelve (12) months of the date the 

withdrawn employer's participation terminates. 

13.05 Combined Credited Service. The total of the Participant's Credited Service under the 

Plan and Related Credited Service shall comprise the Participant's Combined Credited Service. 

No more than one (1) year of Combined Credited Service shall be counted in any calendar year. 

13.06 Eligibility. 

(a) A Participant shall be eligible for Reciprocal Pension Benefits 

under the Plan only if the Participant satisfies all of the following minimum requirements: 

(i) The Participant has one (1) or more years of Future Service 

Credit under the Plan based on actual employment during the Contribution Period; 

DB I/ 80304128.8 

65 
(ii) The Participant is eligible for Reciprocal Pension Benefits 

from one or more Related Plans; and 

(iii) The Participant elects the Reciprocal Pension Benefit under 

the Plan and one ( 1) or more Related Plans in lieu of any other pension benefit payable under 

such Plans. 

(b) The foregoing provision is not to be construed to require the Plan 

or any Related Plan to grant Reciprocal Pension Benefits to a Participant who does not satisfy the 

minimum requirements of the Plan and the Related Plan or Plans. This Plan is not required to 

recognize non-contributory service credit under a Related Plan as contributory service or any 

purposes under the Plan to the extent that the Plan specifically requires contributory service. 

13.07 Break in Service. A period in which a Participant earns Related Credited Service shall 

not be counted as a Break in Service Year under the Rules of the Plan. Recommencement of 

service under a Related Plan paying the Participant a Reciprocal Pension Benefit shall be deemed 

equivalent to a return to covered employment under the Plan. The provisions of this Section 

13.07 do not alter or supersede the election made by the Plan to calculate the Reciprocal Pension 

Benefit amount by using the benefit level in effect when the Participant last earned credit under 

the Plan. 

13.08 Reciprocal Benefit Amount. The amount of the Reciprocal Pension Benefit shall be the 

Participant's accrued benefit with respect to Credited Service under the Plan calculated at the 

level of benefits in effect when the Participant last earned credit under the Plan. 

13.09 Form of Benefit Payment. A Participant who is entitled to receive a Reciprocal Pension 

Benefit in accordance with this Article shall be entitled to elect any form of benefit payment 

provided under the Plan with respect to non-Reciprocal Pension Benefits at the same time and in 

the same manner as all other Participants. 

13.10 Qualified Pre-Retirement Survivor Annuity. The surviving spouse of a deceased married 

Participant shall be eligible for the Qualified Pre-Retirement Survivor Annuity provided under 

the Plan if the Spouse would have been eligible for the benefit if the Participant's Combined 

Credited Service had all been Credited Service under the Plan. 

13.11 Other Benefits. An eligible Participant, as defined above, shall be eligible to receive any 

other benefit provided by the Plan which is not described in Section 13.01 above including, but 

not limited to, a death benefit other than the statutorily required Qualified Pre-Retirement 

Survivor Annuity. The amount of any other such benefit shall be determined in accordance with 

the provisions of Section 13.08 above as if the Participant's contributory and non-contributory 

Related Credited Service had all been contributory and non-contributory Credited Service, 

respectively, under the Plan. 

13.12 Payment ofReciprocal Pension Benefits. The payment of Reciprocal Pension Benefits 

under this Article 13 shall be subject to all other limitations of the Plan applicable to all other 

types of benefits provided under the Plan. The Participant shall be required to comply with all of 

the lawful conditions regarding post-retirement employment under Article 8 of the Plan. 

DBI/ 80304128.8 

66 
13.13 Effective Date. 

(a) This Article shall become effective on October 29, 2001. 

(b) Participants who were eligible for and had applied for, or were 

receiving, Reciprocal Benefits under any predecessor National Reciprocal Agreement on the 

effective date of this Article shall not, by reason ofthe adoption ofthis Article governing 

Reciprocal Pension Benefits, forfeit or suffer any reduction of their Reciprocal Pension Benefits. 

This A1iicle shall apply only to Participants who were in covered employment under the Plan or 

any Related Plan paying Reciprocal Pension Benefits in the twelve (12) consecutive months 

preceding the effective date of this A1iicle. The benefits provided pursuant to this Article shall 

not apply to any Participant who has retired prior to the effective date of this Article. 

DB II 80304128.8 

67 
ARTICLE 14 

RECIPROCAL PENSIONS UNDER LOCAL RECIPROCAL AGREEMENTS 

14.01 Purpose. Reciprocal Pension benefits are provided under the Plan in accordance with the 

Local Reciprocal Agreement between the Plan and the pension funds, as listed on Appendix B 

and attached hereto, that are not signatories to the 1997 National Reciprocal Agreement or the 

2001 National Reciprocal Agreement as described in Sections 12.01 and 13.02 ofthe Plan 

("Non-Signatory Funds"), for Participants who lack sufficient Credited Service to be eligible for 

a pension benefit provided under the other provisions of the Plan because their years of 

employment are divided between the Plan and one (1) or more other plans, and Participants who 

are eligible for a pension under the Plan in a lesser amount than would be available if their years 

of employment were not so divided. 

14.02 Reciprocal Pension Benefits. An eligible Participant (within the meaning of Section 

14.07) who retires while the Plan is a signatory to a Local Reciprocal Agreement described in 

Section 14.01 ofthe Plan may elect to receive a Reciprocal Pension Benefit, as provided below, 

with respect to any pension benefit provided by the Plan, including a Normal or Regular Pension, 

an Early Pension, a Thirty-Year Pension, or a Vested Pension, ifthe Participant would have been 

eligible for such pension benefit if all his Combined Credited Service were Credited Service 

under the Plan. 

14.03 Related Plans. In accordance with the Local Reciprocal Agreement, the Trustees ofthe 

Plan recognize each Non-Signatory Fund, as listed on Appendix B attached hereto, which 

provides retirement and pension benefits for employees represented for the purpose of collective 

bargaining by one or more local unions affiliated with the IBT and for employees of such local 

umons. 

14.04 Credited Service Under the Plan. For purposes of this Article 14, Credited Service under 

the Plan shall mean years of employment or fractions thereof under the Plan for which the Plan 

gives benefit accrual or vesting credit under its provisions other than this Article. Such Credited 

Service shall include contributory and non-contributory service to the extent that such service is 

credited and for the purposes that such contributory or non-contributory service is recognized 

under the Plan. 

14.05 Related Credited Service. Credited Service, credited to a Participant under a Related 

Plan from which the Participant is entitled to Reciprocal Benefits, for employment only under 

that Related Plan, certified by the Related Plan to the Plan, shall be recognized under the Plan as 

Related Credited Service. No Related Credited Service shall be recognized with respect to 

employment under the Related Plan that is simultaneously credited under the provisions of the 

Plan. 

14.06 Combined Credited Service. The total of a Participant's Credited Service under the Plan 

and Related Credited Service shall comprise the Participant's Combined Credited Service. No 

more than one (1) year of Combined Credited Service shall be counted in any calendar year. 

DB I/ 80304128.8 

68 
14.07 Eligibility. 

(a) A Participant shall be eligible for Reciprocal Pension Benefits 

under the Plan only if the Participant satisfies all of the following minimum requirements: 

(i) The Participant has one (1) or more years of Future Service 

Credit under the Plan based on actual employment during the Contribution Period; 

(ii) The Participant is eligible for Reciprocal Pension Benefits 

from the Related Plan; and 

(iii) The Participant elects the Reciprocal Pension Benefit under 

the Plan and the Related Plan in lieu of any other pension benefit payable under such Plan. 

(b) The foregoing is not to be construed to permit the Plan or any 

Related Plan to grant Reciprocal Pension Benefits to a Pmiicipant who does not satisfy the 

minimum requirements of the Plan and the Related Plan or Plans. Nor is the Plan permitted to 

recognize non-contributory Credited Service under a Related Plan as contributory service for any 

purposes under the Plan to the extent that the Plan specifically requires contributory service. 

14.08 Break in Service. A period during which a Participant earns Related Credited Service 

shall not be counted as a Break in Service Year under the rules of the Plan. Recommencement of 

service under a Related Plan paying the Participant a Reciprocal Pension Benefit shall be deemed 

equivalent to a return to covered employment under the Plan. 

14.09 Reciprocal Benefit Amount. The amount of the Reciprocal Pension Benefit shall be the 

Participant's accrued benefit with respect to Credited Service under the Plan calculated at the 

level of benefits in effect when the Participant last earned credit under the Plan. 

14.10 Form of Benefit Payment. A Participant entitled to a Reciprocal Pension Benefit in 

accordance with this Article 14 shall be entitled to elect any form of benefit payment provided 

under the Plan with respect to non-Reciprocal Pension Benefits, at the same time and in the same 

manner as all other Participants. 

14.11 Qualified Pre-Retirement Survivor Annuity. The surviving Spouse of a deceased married 

Participant shall be eligible for the Qualified Pre-Retirement Survivor Annuity provided under 

the Plan if the Spouse would have been eligible for the benefit if the Participant's Combined 

Credited Service had all been Credited Service under the Plan. 

14.12 Other Benefits. An eligible Participant, as defined above, shall be eligible for any other 

benefit provided by the Plan (not covered under Section 14.02 above), including but not limited 

to death benefits other than the statutorily required Qualified Pre-Retirement Survivor Annuity 

described in Section 13.11 above. 

14.13 Payment ofReciprocal Pension Benefits. Payment of Reciprocal Pension Benefits under 

this Article 14 shall be subject to all other limitations of the Plan applicable to all other types of 

benefits provided under the Plan. The Participant shall be required to comply with all of the 

lawful conditions regarding post-retirement employment under Article 8 of the Plan. 

081/80304128.8 

69 
14.14 Effective Date. 

(a) This Article shall be effective on January 1, 2000. 

(b) The benefits provided pursuant to this Article shall not apply to 

any Participant for whom contributions are not being made to the Plan or any Related Plan on or 

after the Effective Date. In addition, in the event the Plan terminates its participation in the 

Local Reciprocal Agreement, the benefits provided pursuant to this Article shall no longer be 

available other than with respect to Participants who on the effective date of the termination have 

applied for Reciprocal Pension Benefits or are in pay status. 

DBl/80304128.8 

70 
ARTICLE 15 

RESTRICTIONS BASED ON THE PENSION PROTECTION ACT 

Notwithstanding anything in the Plan to the contrary, the provisions of this Article 15 shall be 

effective for Plan Years beginning on or after January 1, 2008. 

15.01 Adoption and Implementation of a Funding Improvement or Rehabilitation Plan. 

(a) For the initial Plan Year in which the Plan's actuary cetiifies that 

the Plan is in Endangered, Seriously Endangered, or Critical Status, the Trustees shall adopt a 

"Funding Improvement Plan" or a "Rehabilitation Plan," as applicable, within three hundred and 

thirty (330) days after the start ofthe Plan Year. Within thirty (30) days ofthe adoption of a 

Funding Improvement Plan or Rehabilitation Plan, the Trustees must provide schedules to the 

bargaining parties showing revised benefit structures, contribution structures, or both, which, if 

adopted, may reasonably be expected to enable the Plan to meet the applicable benchmarks. 

(b) If the Plan is in Endangered Status, the schedules must include one 

proposal for reductions in the amount of future benefit accruals necessary to achieve the 

benchmarks, assuming no contribution increases other than those necessary after future benefit 

accruals have been reduced as much as possible under the law (the "default schedule"), and one 

(1) proposal for increases in contributions necessary to achieve the benchmarks, assuming no 

reductions in future benefit accruals. If the Plan is in Critical Status, the Trustees must include 

the default schedule. If the bargaining parties fail to agree on changes to contribution and/or 

benefit schedules necessary to meet the applicable benchmarks, the Trustees must implement the 

default schedule upon the date that is one hundred and eighty ( 180) days after expiration of the 

last Collective Bargaining Agreement that was active when the Plan's status was certified. 

(c) Any Funding Improvement or Rehabilitation Plan adopted by the 

Trustees shall be attached hereto as Appendix D and F, respectively, and, after the initial Plan 

Year in which the Plan is certified to be in Endangered, Seriously Endangered, or Critical Status, 

as applicable, shall be amended as required by applicable law. The Trustees have the sole 

discretion to amend and construe the Funding Improvement or Rehabilitation Plan, including 

related schedules. 

15.02 Requirements Pending and Following Approval of the Funding Improvement or 

Rehabilitation Plan. 

(a) During the "Funding Plan Adoption Period" or "Rehabilitation 

Plan Adoption Period," as applicable, the Trustees may not accept a Collective Bargaining 

Agreement or Participation Agreement that provides for (1) a reduction in the level of 

contributions for any Participants; (2) a suspension of contributions with respect to any period of 

service; or (3) any new or indirect exclusion of younger or newly hired employees from Plan 

participation. In addition, the Trustees may not adopt an amendment that increases Plan 

liabilities due to any increase in benefits, changes in the accrual of benefits or the rate at which 

benefits become nonforfeitable unless the amendment is required as a condition for Plan 

qualification or to comply with applicable law. If the Plan is in Seriously Endangered Status, the 

OBI! 80304128.8 

71 
Trustees must take all reasonable actions during the Funding Plan Adoption Period to increase 

the Plan's funded percentage and postpone an accumulated funding deficiency for at least one (1) 

year. 

(b) After adoption of the Funding Improvement Plan or Rehabilitation 

Plan, the Trustees may not amend the Plan so as to increase benefits, including future benefit 

accruals, unless the Plan's actuary certifies that a benefit increase is consistent with the Funding 

Improvement Plan or Rehabilitation Plan, and is paid for out of contributions not required by the 

Funding Improvement Plan or Rehabilitation Plan to meet the applicable benchmarks. If the 

Plan is in Critical Status, it may not be amended to increase benefits unless the Plan's actuary 

also certifies that the Plan is still reasonably expected to emerge from Critical Status by the end 

of the Rehabilitation Period. 

15.03 Employer Surcharge. In accordance with section 432(e) ofthe Code, if Contributing 

Employers are notified that the Plan is in Critical Status, an additional required contribution 

("surcharge") is imposed. In the first Plan Year of Critical Status, the surcharge equals five 

percent (5%) of the contributions an employer is required to make. The surcharge increases to 

ten percent ( 10%) of required contributions in succeeding Plan Years if the Plan remains in 

Critical Status. Failure to make the surcharge payment is treated as a delinquent contribution. 

The surcharge is no longer required when a Collective Bargaining Agreement includes terms 

consistent with a schedule under the Rehabilitation Plan. Contributions attributable to the 

surcharge may not be the basis for any benefit accrual. 

15.04 WRERA Waiver. Notwithstanding the Plan actuary's certification, pursuant to Section 

204 ofthe Worker, Retiree, and Employer Recovery Act of2008 ("WRERA"), the Trustees may 

elect to treat the Plan's funding status the same as that of the preceding year for the first Plan 

Year beginning on October 1, 2008, and ending on September 30,2009. lfthe Trustees elect to 

retain the Plan's Endangered or Critical Status, as applicable, from the preceding year, they are 

not required to update the Funding Improvement or Rehabilitation Plan and schedules until the 

following Plan Year. 

15.05 Definitions. For purposes of this Article 15, the terms "Endangered Status," "Seriously 

Endangered Status," "Critical Status," "Funding Improvement Plan," "Rehabilitation Plan," 

"Funding Plan Adoption Period," "Rehabilitation Plan Adoption Period," "Funding 

Improvement Period," and "Rehabilitation Period" shall have the meanings ascribed to them in 

section 432 of the Code. 

15.06 Effective Date. The provisions of this Article 15 shall be effective for the Plan Year 

beginning on January 1, 2008, and shall cease to apply to Plan Years beginning on or after 

January 1, 2015, provided, however, that if the Plan is operating under a Funding Improvement 

or Rehabilitation Plan for the Plan Year beginning January 1, 2014, the Plan shall continue 

operating under such Funding Improvement or Rehabilitation Plan during any period after 2014 

that such plan is in effect. 

15.07 Noncompliant Collective Bargaining Agreements. 

DB!/ 80304128.8 

72 
(a) Within one hundred eighty (180) days after the expiration date of 

the last effective Collective Bargaining Agreement previously dete1mined by the Trustees to be 

in compliance with the requirements of the Appendix titled, "Rehabilitation Plan of the New 

York State Teamsters Conference Pension and Retirement Fund as amended and restated June 1, 

2012," as amended from time to time (referred to in this Section 15.07 as the "Rehabilitation 

Plan"), the Bargaining Parties must submit a new Collective Bargaining Agreement for 

examination by the Trustees, which will determine whether the new Collective Bargaining 

Agreement is in compliance with a Rehabilitation Plan Schedule set forth in Section III(B) of the 

Rehabilitation Plan. 

(b) Effective prior to January 1, 2015, a Contributing Employer party 

to a Collective Bargaining Agreement that in the Trustees' determination either fails to require 

contributions to the Plan in accordance with the requirements of a Schedule set forth in the 

Rehabilitation Plan, or has been expired more than one hundred eighty (180) days without a 

compliant successor agreement becoming effective, will: 

(i) Become subject to a surcharge on Employer Contributions 

beginning with the month immediately following the expiration of the last compliant Collective 

Bargaining Agreement. A surcharge payment will be required on each of the Contributing 

Employer's subsequent monthly Contributions. The surcharge will equal ten percent (1 0%) of 

such Contributing Employer's required monthly contribution. Employer Contributions 

attributable to this surcharge will not be the basis for any Participant's future benefit accrual 

under the Plan. A Contributing Employer's failure to make the surcharge payment set forth in 

this paragraph will be treated as a delinquent contribution under the terms of the Plan and section 

515 of ERISA. A Contributing Employer's payment of a surcharge to the Fund will no longer be 

required when the Trustees determine that the Contributing Employer's Collective Bargaining 

Agreement is compliant with the requirements of the Rehabilitation Plan, or when the 

Contributing Employer is notified that the Plan is no longer in Critical Status; and 

(ii) Become subject to the Default Schedule set forth in Section 

III(B)(l) of the Rehabilitation Plan, which will be effective as of the first day of the month 

immediately following the expiration of the one hundred eighty (180) day period. 

(c) Effective as of January 1, 2015, a Contributing Employer party to a 

Collective Bargaining Agreement that in the Trustees' determination either fails to require 

contributions to the Plan in accordance with the requirements of a Schedule set forth in the 

Rehabilitation Plan, or has been expired more than one hundred eighty (180) days without a 

compliant successor agreement becoming effective, will remain subject to the Schedule of the 

Rehabilitation Plan specified under the Contributing Employer's expired, compliant Collective 

Bargaining Agreement. The Contributing Employer shall be subject to the specified Schedule as 

updated and in effect on the date the prior compliant Collective Bargaining Agreement expired, 

and any subsequent contribution increases required thereunder. Such Schedule will be effective 

as of the first day ofthe month immediately following the expiration of the one hundred eighty 

(180) day period. Any failure to make a contribution in accordance with the contribution rates 

provided under the Schedule set forth in subsection (b)(ii) or (c) of this Section, as applicable, 

will be treated as a delinquent contribution under the terms of the Plan and section 515 of 

ERISA. 

DBI/80304128.8 

73 
DB I/ 80304128.8 

74 
ARTICLE 16 

INCORPORATION OF APPENDICES AND EXECUTION IN COUNTERPARTS 

16.01 Incorporation of Appendices. Appendices A, B, C and D to the Plan, attached hereto, are 

incorporated by reference, and the provisions of the same shall apply notwithstanding anything 

to the contrary contained herein. 

16.02 Execution in Counterparts. This amendment and restatement may be executed in several 

counterparts, each of which shall be deemed an original, and said counterparts shall constitute 

but one ( 1) and the same instrument. 

DBJ/80304128.8 

75 
IN WITNESS WHEREOF, the Trustees have caused this document to be executed as of this 

____ day of ____________ __ 

TRUSTEES: 

John Bulgaro Michael S. Scalzo, Sr. 

Brian K. Hammond Robert L. Schaeffer 

Mark May Daniel W. Schmidt 

Paul A. Markwitz Tom J. Ventura 

OBI/ 80304128.8 

76 
APPENDIX A 

BENEFIT 

SERVICE HOURS FACTOR FOR 

AT FOR EACH YEAR 

CONTRIBUTION RETIREMENTS OF SERVICE 

RATE* EFFECTIVE** CREDIT*** 

At Least But Less Than 

$0.000 $0.075 4,000 09/01196 to 12/31/97 $1.50 

$0.000 $0.075 8,000 01/01198 to 03/31/01 $1.50 

$0.075 $0.150 4,000 09/01/96 to 12/31/97 $3.00 

$0.075 $0.150 8,000 01/01/98 to 03/31101 $3.00 

$0.150 $0.225 4,000 09/01/96 to 12/31/97 $5.00 

$0.150 $0.225 8,000 01/01198 to 03/31101 $5.00 

$0.225 $0.250 4,000 09/01/96 to 12/31/97 $6.00 

$0.225 $0.250 8,000 01/01/98 to 03/31101 $6.00 

$0.250 $0.300 4,000 09/01/96 to 12/31/97 $7.00 

$0.250 $0.300 8,000 01/01/98 to 03/31101 $7.00 

$0.300 $0.325 4,000 09/01196 to 12/31/97 $9.00 

$0.300 $0.325 8,000 01/01/98 to 03/31101 $9.00 

$0.325 $0.350 4,000 09/01/96 to 12/31/97 $10.00 

$0.325 $0.350 8,000 01101198 to 03/31/01 $10.00 

$0.350 $0.550 4,000 09/01/96 to 12/31/97 $12.00 

$0.350 $0.550 8,000 01/01198 to 03/31101 $12.00 

$0.550 $0.700 4,000 09/01196 to 12/31197 $16.00 

$0.550 $0.700 8,000 01101198 to 03/31101 $16.00 

$0.700 $0.850 4,000 09/01/96 to 12/31/97 $20.00 

$0.700 $0.850 8,000 01101/98 to 03/31101 $20.00 

OBI/ 80304128.8 

77 
BENEFIT 

SERVICE HOURS FACTOR FOR 

AT FOR EACH YEAR 

CONTRIBUTION RETIREMENTS OF SERVICE 

RATE* EFFECTIVE** CREDIT*** 

$0.850 $1.150 4,000 09/01/96 to 12/31/97 $35.00 

$0.850 $1.150 8,000 01101/98 to 03/31101 $35.00 

$1.150 $3.695 4,000 09/01/96 to 12/31/97 $60.00 

$1.150 $3.695 8,000 01/01/98 to 03/31101 $65.00 

$3.695 and higher 4,000 09/01/96 to 12/31196 $60.00 

$3.695 and higher 4,000 01101/97 to 12/31/97 $70.00 

$3.695 and higher 8,000 01/01/98 to 12/31/98 $70.00 

$3.695 $4.095 8,000 01101/99 to 03/31101 $70.00 

$4.095 and higher 2,000 01/01199 to 03/31101 $90.00 

$4.095 and higher 4,000 01101/99 to 3/31101 $110.00 

$4.095 and higher 6,000 01101199 to 12/31100 $120.00 

$4.095 and higher 6,000 01/01/00 to 03/31/01 $150.00 

* The Employer Contribution rates applicable to retirements effective on or before 

December 31, 1997 are the highest average rates of contributions in effect for the 

applicable minimum service hours. The Employer Contribution rates applicable to 

retirements effective on or after January 1, 1998 are the highest rates of contributions for 

the applicable minimum service hours. 

** The above benefit factors are applicable to (i) Participants who are actively at work 

on September 1, 1996, (ii) Participants who have not had a Break in Service Year as of 

January 1, 1997, or (iii) Active Participants on and after January 1, 1999 whose 

retirements are effective on or after January 1, 1999 through March 31, 2001. Any other 

Participant who has Future Service Credit for contributions made prior to January 1, 1997 

must have contributions made on his behalf by a Contributing Employer on or after 

January 1, 1997 in accordance with the Hours Requirement. 

*** If the Employer Contribution rate of a Participant's Contributing Employer is 

reduced, the Participant shall only be eligible to receive the benefit factor associated with 

the reduced Employer Contribution rate for the Plan Years in which such reduced 

contributions are made. 

081/80304128.8 

78 
APPENDIXB 

LIST OF FUNDS WITH WHICH THE PLAN HAS A LOCAL RECIPROCAL 

AGREEMENT 

Pension Fund for the Mid-Jersey Trucking Industry Local No. 701 

DB I/ 80304128.8 

79 
APPENDIXC 

WITHDRAWAL LIABILITY 

A. Identification of Employers That Have Withdrawn from the Fund. 

1. The Executive Administrator will prepare and maintain a list of all employers 

who have permanently ceased all covered operations or permanently ceased to 

have an obligation to contribute to the Fund pursuant to 29 U.S.C. §1383, or have 

patiially withdrawn from the Fund pursuant to 29 U.S.C. §1385. 

2. Employers that are terminated for any reason herein shall no longer have an 

obligation to contribute to the Fund and shall trigger a complete withdrawal 

liability pursuant to 29 U.S.C. § 1383, unless the Trustees, in their sole discretion, 

determine otherwise. 

3. In identifying employers which have completely or partially withdrawn, whether 

voluntarily or involuntarily ("Withdrawn Employers"), the Executive 

Administrator shall utilize the knowledge and information available to him from, 

among others, the Trustees, the business agents of the sponsoring unions, and 

other persons and entities that the Executive Administrator believes may be of 

assistance. 

4. For purposes of this section, a withdrawal is not considered to occur solely 

because an employer temporarily suspends contributions during a labor dispute 

involving its employees who are participants of the Plan pursuant to 29 U.S.C. 

§1398(2). 

B. Calculation and Collection of Withdrawal Liability. 

1. If there are unfunded vested benefits at the end of the Plan Year preceding the 

Plan Year in which the Withdrawn Employer completely withdraws from the 

Fund pursuant to 29 U.S.C. § 1383(a)(l) or (2), or partially withdraws from the 

Fund pursuant to 29 U.S.C. §1385(b), the Executive Administrator will contact 

the Plan Actuary and request that the Plan Actuary calculate the Withdrawn 

Employer's withdrawal liability, if any. 

2. The Executive Administrator shall review the list of Withdrawn Employers and 

their withdrawal liability with the Trustees. The Trustees may approve a 

withdrawal liability assessment before a notice is sent to the Withdrawn Employer 

or an assessment may be ratified after said notice is sent by the Fund. 

DB I! 80304128.8 

80 
3. As soon as is practicable, the Executive Administrator will notify the Withdrawn 

Employer of the amount of the withdrawal liability and the schedule for interim 

payments, and demand payment in accordance with the schedule prepared by the 

Plan Actuary. A Withdrawn Employer, and/or any other individual or entity 

liable for the withdrawal liability payments, including, but not limited to, 

members of the Withdrawn Employer's controlled group (as that term is defined 

in ERISA and the Internal Revenue Code), must make the payments set forth in 

the schedule for interim payments described above regardless of whether the 

Withdrawn Employer has requested a review or initiated arbitration, except as 

provided in 29 U.S.C. §1401(±)(2). 

C. Actuarial Assumptions. The actuarial assumptions used to determine the unfunded 

vested benefits of the Plan shall be determined by the Plan Actuary based on his best 

estimate and in accordance with 29 U.S.C. § 1393. The actuarial valuation for a Plan year 

ending on December 31 will be finalized during the immediately following calendar year. 

D. Calculation. Withdrawal liability shall be calculated in accordance with the "presumptive 

method" pursuant to 29 U.S.C. §§1391(b)(l) and (f) and 29 C.F.R. §4211.31. Effective 

January 1, 1999, pursuant to applicable Pension Benefit Guarantee Corporation 

("PBGC") regulations, withdrawal liability shall be recalculated to (a) restart initial 

liabilities after a merger pursuant to 29 C.F.R. §§4211.36(b) and (d) to change the 

allocation fraction pursuant to 29 C.F .R. §4211.36( d)(l ). Calculation of withdrawal 

liability shall be consistent with the administrative procedures adopted by the Trustees. 

E. Default. In the event of default, the Withdrawn Employer must immediately pay the 

outstanding amount of withdrawal liability plus accrued interest on the total outstanding 

liability from the due date of the first payment which was not timely made. A default 

occurs if: 

1. The Withdrawn Employer fails to make, when due, any payments of withdrawal 

liability, if such failure is not cured within sixty (60) days after such Withdrawn 

Employer receives written notification from the Fund of such failure; or 

2. The Trustees, in their discretion, deem the Fund insecure as a result of any of the 

following events with respect to the Withdrawn Employer: 

DBI/80304128.8 

(a) the Withdrawn Employer's insolvency, or any assignment by the 

Withdrawn Employer for the benefit of creditors, or the Withdrawn 

Employer's calling of a meeting of creditors for the purpose of offering a 

composition or extension to such creditors, or the Withdrawn Employer's 

appointment of a committee of creditors or liquidating agent, or the 

Withdrawn Employer's offer of a composition or extension to creditors; 

(b) the Withdrawn Employer's failure or inability to pay its debts as they 

become due; 

81 
(c) the commencement of any proceedings by or against the Withdrawn 

Employer (with or without the Withdrawn Employer's consent) pursuant 

to any bankruptcy or insolvency laws or any laws relating to the relief of 

debtors, or the readjustment, composition or extension of indebtedness, or 

to the liquidation, receivership, dissolution or reorganization of debtors; 

(d) the withdrawal, revocation or suspension, by any governmental or judicial 

entity or by any national securities exchange or association, of any charter, 

license, authorization, or registration required by the Withdrawn Employer 

in the conduct of its business; or 

(e) any other event or circumstance which in the judgment of the Trustees 

materially impairs the Withdrawn Employer's credit worthiness or the 

Withdrawn Employer's ability to pay its withdrawal liability when due. 

F. Damages. In the event of a default as defined in Section E above, interest will be assessed 

for delinquent withdrawal liability payments at the Fund rate of eleven percent (11 %) 

pursuant to 29 U.S.C. §1132(g)(2). The Withdrawn Employer will also be assessed the 

greater of interest or ten percent ( 10%) of liquidated damages, attorneys' fees and costs 

pursuant to 29 U.S.C. § 1132(g)(2). 

G. Special Rules. Subject to availability under ERISA, the Trustees authorized a Four-Year 

"Free Look" rule in accordance with 29 U.S.C. §1390. The Trustees have not adopted 

the "Fresh Start" rules authorized by 29 U.S.C. §1391(c)(5)(E), and the Fund is not 

subject to the trucking industry exemption of29 U.S.C. §1383(d). 

H. Review by the Fund. If, within ninety (90) days after the Withdrawn Employer receives 

a notice and demand for payment of withdrawal liability from the Fund, such Withdrawn 

Employer in writing to the Fund (i) requests a review of any specific matter relating to 

the determination of such liability and the schedule of payments, (ii) identifies any 

inaccuracy in the determination of the amount of the unfunded vested benefits allocable 

to the Withdrawn Employer, or (iii) furnishes any additional relevant information to the 

Fund, a review may be conducted by the Fund and Counsel. The decision of the Fund 

may be communicated in writing to the Withdrawn Employer including the basis for the 

decision and the reason(s) for any change in the determination of a Withdrawn 

Employer's liability or schedule for liability payments. 

1. The request for review must explicitly state any alleged inaccuracies or areas of 

dispute. Any information submitted must be supported by affidavit of the 

Withdrawn Employer or its legal representative. The following infmmation, 

where applicable, must be supplied as part of the request for review: 

OBI/ 80304128.8 

(a) Identification of any controlled group of which the Withdrawn Employer 

is or was a member. If any member of the controlled group has 

participated in the Plan at any time since January 31, 197 5, identify those 

members and the "Company number assigned by the Plan;" 

82 
(b) A complete copy of the Withdrawn Employer's most recent Annual 

Report and Securities and Exchange Commission's ("SEC's") Form 10-K 

(with all attachments) for each such member of the controlled group. If 

the employer is not subject to SEC jurisdiction, supply a copy of the most 

closely comparable state filing, financial statement, or similar document; 

(c) Contribution/ employment history records, schedules, exhibits, financial 

statements, etc. supporting the Withdrawn Employer's position; 

(d) Articles of incorporation or other notarized corporate filings evidencing a 

corporate name change; 

(e) Copies of any and all agreements, complete with exhibits and signature 

pages, evidencing a sale of assets, corporate reorganization, merger or 

stock purchase; 

(f) Copies of any Strike Settlement Agreement or Notices or Orders from the 

National Labor Relations Board pertaining to decertification of the Union 

or bargaining out of the Fund; and 

(g) Any other information the Withdrawn Employer maintains would support 

its request for review. 

2. Although the Trustees are not limited to the materials submitted by the 

Withdrawn Employer for the review and all subsequent procedures, the 

Withdrawn Employer's request for review and all subsequent procedures should 

include all the materials offered by the Withdrawn Employer to the Trustees. The 

Withdrawn Employer may make no claims, objections, or defenses, and the 

Trustees will not consider any claims, objections, or defenses, if they are not 

presented at the request for review. The Trustees may respond in writing to the 

request for review. 

3. Should the Withdrawn Employer fail to make a timely request for review, the 

Trustees may consider that Withdrawn Employer to have fully accepted the 

withdrawal liability assessment. 

I. Arbitration. Any dispute between a Withdrawn Employer and the Fund concerning a 

determination made under 29 U.S.C. §1381 through §1399 shall be resolved through 

arbitration. Either party may initiate the arbitration proceeding within a sixty (60) day 

period after the earlier of the date of notification to the Withdrawn Employer under 29 

U.S.C. §1399(b)(2)(B) or one hundred twenty (120) days after the date ofthe Withdrawn 

Employer's request under 29 U.S.C. §1399(b)(2)(A). If no arbitration proceeding has 

been initiated in a timely fashion, the amounts demanded by the Fund under 29 U.S.C. 

§1399(b)(l) shall be due and owing on the Fund's schedule. The Fund may bring an 

action for collection in a court of competent jurisdiction. Applicable arbitration rules and 

regulations are included in 29 U.S.C. §1401 and Fund policy. 

DBl/80304128.8 

83 
J. Venue. All arbitrations shall be initiated in the Boston regional office ofthe American 

Arbitration Association ("AAA"), or another regional office selected by the Trustees in 

their sole discretion, and all hearings and related proceedings shall be conducted in 

Syracuse, New York. In regard to federal district court actions, all such actions shall be 

commenced and heard in the United States District Court for the Northern District of 

New York. Any action or proceeding commenced or initiated in any other jurisdiction or 

venue shall be transferred to the appropriate court or tribunal specified herein. 

K. . Arbitration Rules. A Withdrawn Employer shall initiate arbitration by written notice to 

the Boston regional office of the AAA, or another regional office selected by the Trustees 

in their sole discretion, with copies to the Fund (or if initiated by the Fund, to the 

Withdrawn Employer). The arbitration shall be conducted, except as otherwise stated 

herein, pursuant to the Multi-Employer Pension Plan Arbitration Rules for Withdrawal 

Liability Disputes. Arbitration is only timely initiated if both the written notice and the 

AAA filing fee are received by the AAA within the time period prescribed by 29 U.S.C. 

§ 1401 and the applicable PBGC regulations. Unless agreed to the contrary, the 

arbitration shall be conducted before a single arbitrator. 

L. Appeals. Within thirty (30) days after the issuance of a final award by an arbitrator in 

accordance with these procedures, any party to such arbitration proceeding may bring an 

action in the appropriate United States district court to enforce, modify, or vacate the 

arbitration award, in accordance with 29 U.S.C. §§1401 and 1451. 

M. Controlled Group/Single Employer. For purposes of this withdrawal liability policy, all 

corporations, trades or businesses that are under common control, as defined by ERISA 

and the Internal Revenue Code or in regulations of the PBGC, are considered a single 

employer. Notice to one member of the controlled group shall be considered notice to all 

such members. An entity resulting from a change in business form described in 29 

U.S.C. §1381 et. seq. is considered to be the original employer. 

N. Sale ofEmployer. Pursuant to 29 U.S.C. §1381 or 1384, whether a withdrawal occurs 

upon the sale of an employer shall be determined by the Fund. The Employer shall 

provide the Fund with whatever information or documents the Fund deems necessary to 

evaluate whether there has been a stock sale or a bona fide sale of assets to an unrelated 

party. If any individual, entity, trade or business must post a bond or equivalent or 

provide the Trustees with a copy of the contract for sale in accordance with 29 U.S.C. 

§1381 or 1384, the individual, entity, trade, business, or its surety must provide the 

Executive Administrator with a draft of the proposed bond, letter of credit, contract, or 

other relevant documents at least thirty (30) days before the date required for posting or 

providing the relevant document or other time period agreed to by the Fund. Neither the 

Trustees nor the Fund is responsible for damages that result from failing to provide 

sufficient bonds or other materials required by federal law regardless of whether drafts 

are provided prior to the deadline noted above. 

0. Reduction and Abatement. The liability of an employer for a withdrawal may be reduced 

or abated in accordance with 29 U.S.C. §§1386 and 1387 and the applicable PBGC 

regulations. 

DBI/80304128.8 

84 
P. Non-payment by Withdrawn Employer. Non-payment by a Withdrawn Employer of any 

amounts due shall not relieve any other employer from its obligation to make payment. 

DBI/80304128.8 

85 
APPENDIXD 

FUNDING IMPROVEMENT PLAN 

I. INTRODUCTION 

The actuary for the New York State Teamsters Conference Pension and Retirement Fund (the 

"Fund" or "Plan") ce1iified the Plan as being in "Endangered Status" for the Plan Year beginning 

January 1, 2008. The schedules that have been adopted by the Trustees are set forth below. 

Unless otherwise indicated, all capitalized terms used in these schedules shall have the 

definitions and meanings assigned to them in the Plan Document. 

II. SCHEDULES OF CONTRIBUTION AND BENEFIT LEVELS 

The Funding Improvement Plan includes three schedules for the 2009 Plan Year. One Schedule, 

the "Preferred Schedule," will require annual contribution rate increases, but it will maintain the 

cunent level of benefits. A second schedule, the "Alternative Schedule," will require lesser 

annual contribution rate increases, but a reduction in the rate of future benefit accruals. The third 

schedule, the Default Schedule, will require no contribution rate increases but will reduce the 

rate of future benefit accruals more than the Alternative Schedule. 

The Board of Trustees has the sole and absolute authority and discretion to amend, construe and 

apply the provisions of this Funding Improvement Plan including the Schedules. Subject to the 

sole discretion of the Trustees, a Schedule is adopted when the Trustees receive substantiation 

that a collective bargaining agreement or other agreement requiring contributions to the Fund 

("CBA") includes terms consistent with the requirements of a Schedule. In general, the Trustees 

will consider the Bargaining Parties to have adopted a particular Schedule, and will consider the 

terms of a CBA to be consistent with the Funding Improvement Plan, when a Schedule is 

adopted in accordance with the Schedule's requirements. With these requirements in mind, the 

Trustees hereby provide the following Schedules to the Bargaining Parties. 

A. Preferred Schedule 

The Preferred Schedule will require a Contributing Employer to make certain annual 

contribution rate increases. However, if Bargaining Parties agree to the Preferred Schedule, the 

current level of benefits will be maintained. 

1. Contributions 

For CBAs that expire in 2009 or later, the Funding Improvement Plan calls for five percent (5%) 

contribution increases annually to comply with the Preferred Schedule. The five percent (5%) 

increase must be negotiated in all future renewal agreements as well as all prior renewal 

agreements that had not been executed as of January 1, 2009. 

Compliance with the Preferred Schedule requires annually compounded contribution rate 

increases effective immediately after the expiration of the CBA and each agreement anniversary 

date during the term of the new CBA. The failure of a Contributing Employer to contribute at 

the increased contribution rate will constitute a delinquency. Contribution rates should be 

DB I! 80304128.8 

86 
increased for a plan year no later than the allocation, anniversary or re-opener date specified in 

the Bargaining Parties' CBA. 

2. Benefits 

For Participants whose Contributing Employers are in compliance with the Preferred Schedule, 

there will be no change in benefit formulas. In other words, under the Preferred Schedule, 

Participants continue to accrue benefits at their current levels. 

B. Alternative Schedule 

The Alternative Schedule will require a Contributing Employer to make certain annual 

contribution rate increases, although less than those required under the Preferred Schedule. In 

addition, the rate of future benefit accruals will be reduced under the Alternative Schedule, 

although these reductions are less than those under the Default Schedule. 

1. Contributions 

For CBAs that expire in 2009 or later, the Funding Improvement Plan requires two percent (2%) 

contribution increases annually to comply with the Alternative Schedule. The two percent (2%) 

increase must be negotiated in all future renewal agreements as well as all prior renewal 

agreements that had not been executed as of January 1, 2009. 

Compliance with the Alternative Schedule requires annually compounded contribution rate 

increases effective immediately after the expiration of the CBA and each agreement anniversary 

date during the term of the new CBA. The failure of a Contributing Employer to contribute at 

the increased contribution rate will constitute a delinquency. Contribution rates should be 

increased for a plan year no later than the allocation, anniversary or re-opener date specified in 

the Bargaining Parties' CBA. 

2. Benefits 

For Participants whose Contributing Employers agree to comply with the Alternative Schedule, 

future benefits will accrue at a rate of nine-tenths of one percent (0.9%) of the Employer 

Contributions required to be made on the Participant's behalf for the year. 

C. Default Schedule 

If Bargaining Parties agree to the Default Schedule, or if Bargaining Parties fail to agree to a 

Schedule within the time period prescribed by Section 305(c)(3)(C) of the Employee Retirement 

Income Security Act of 1974, as amended ("ERISA") and the Default Schedule is imposed by 

law, there will be no contribution increases but the Default Schedule includes reductions in the 

rate of future benefit accruals. 

1. Contributions 

Compliance with the Default Schedule requires no additional contribution rate increases. 

DB!/ 80304128.8 

87 
2. Future Benefit Accruals 

For Participants whose Contributing Employers agree to comply with the Default Schedule, or 

for whom a Default Schedule is imposed by law, future benefits will accrue at a rate of fivetenths of one percent (0.5%) of the Employer Contributions required to be made on the 

Participant's behalf for the year. 

D. Annual Review of Funding Improvement Plan and Schedules 

The Trustees will review the Funding Improvement Plan and its Schedules annually with the 

assistance of the Plan's actuary, as they find necessary. If, for example, the Plan's actual 

experience does not reflect the assumptions used to develop the Funding Improvement Plan and 

its Schedules, the Trustees may amend or modify the Funding Improvement Plan and/or its 

Schedules, based on the advice of the Plan's actuary, to reflect the Plan's experience over the 

preceding Plan Year(s). However, ifthe Bargaining Parties have adopted a CBA that complies 

with one of the Schedules, the contribution rate requirements in the Schedules will continue for 

the duration of that CBA. 

DBI/80304128.8 

88 
APPENDIXE 

TABLE 1 -EARLY RETIREMENT ADJUSTMENT FACTORS 

NEW YORK STATE TEAMSTERS CONFERENCE PENSION AND RETIREMENT FUND 

TABLE 1- EARLY RETIREMENT ADJUSTMENT FACTORS 

Age at 

Retirement 

Months 

Years 0 I 1 I 2 I 3 I 4 I 5 I 6 I 7 I 8 I 9 I 10 I 11 

30 0.0831 0.0836 0.0841 0.0847 0.0852 0.0857 0.0862 0.0868 0.0873 0.0878 0.0883 0.0889 

31 0.0894 0.0900 0.0905 0.0911 0.0917 0.0922 0.0928 0.0934 0.0939 0.0945 0.0951 0.0957 

32 0.0962 0.0968 0.0975 0.0981 0.0987 0.0993 0.0999 0.1005 0.1011 0.1018 0.1024 0.1030 

33 0.1036 0.1043 0.1049 0.1056 0.1063 0.1069 0.1076 0.1083 0.1089 0.1096 0.1103 0.1109 

34 0.1116 0.1123 0.1130 0.1138 0.1145 0.1152 0.1159 0.1166 0.1174 0.1181 0.1188 0.1195 

35 0.1203 0.1210 0.1218 0.1226 0.1234 0.1242 0.1249 0.1257 0.1265 0.1273 0.1281 0.1289 

36 0.1296 0.1305 0.1313 0.1322 0.1330 0.1339 0.1347 0.1356 0.1364 0.1373 0.1381 0.1390 

37 0.1398 0.1408 0.1417 0.1426 0.1435 0.1444 0.1454 0.1463 0.1472 0.1481 0.1490 0.1500 

38 0.1509 0.1519 0.1529 0.1539 0.1549 0.1559 0.1569 0.1579 0.1589 0.1599 0.1609 0.1619 

39 0.1629 0.1640 0.1651 0.1662 0.1673 0.1684 0.1695 0.1705 0.1716 0.1727 0.1738 0.1749 

40 0.1760 0.1772 0.1784 0.1796 0.1807 0.1819 0.1831 0.1843 0.1855 0.1867 0.1879 0.1891 

41 0.1902 0.1915 0.1928 0.1941 0.1954 0.1967 0.1980 0.1993 0.2006 0.2019 0.2032 0.2045 

42 0.2058 0.2072 0.2086 0.2100 0.2114 0.2128 0.2143 0.2157 0.2171 0.2185 0.2199 0.2213 

43 0.2227 0.2243 0.2258 0.2274 0.2289 0.2304 0.2320 0.2335 0.2351 0.2366 0.2382 0.2397 

44 0.2413 0.2429 0.2446 0.2463 0.2480 0.2497 0.2514 0.2531 0.2548 0.2564 0.2581 0.2598 

45 0.2615 0.2634 0.2652 0.2671 0.2689 0.2708 0.2726 0.2745 0.2763 0.2782 0.2800 0.2819 

46 0.2837 0.2857 0.2878 0.2898 0.2918 0.2938 0.2959 0.2979 0.2999 0.3020 0.3040 0.3060 

47 0.3080 0.3103 0.3125 0.3147 0.3170 0.3192 0.3214 0.3236 0.3259 0.3281 0.3303 0.3326 

48 0.3348 0.3372 0.3397 0.3421 0.3446 0.3470 0.3495 0.3519 0.3544 0.3568 0.3593 0.3618 

49 0.3642 0.3669 0.3696 0.3723 0.3750 0.3777 0.3804 0.3831 0.3858 0.3885 0.3912 0.3939 

50 0.3966 0.3996 0.4026 0.4055 0.4085 0.4115 0.4145 0.4175 0.4204 0.4234 0.4264 0.4294 

DBl/80304128.8 

89 
51 0.4324 0.4357 0.4390 0.4423 0.4455 0.4488 0.452I 0.4554 0.4587 0.4620 0.4653 0.4686 

52 0.47I9 0.4756 0.4792 0.4828 0.4865 0.490I 0.4938 0.4974 0.50I I 0.5047 0.5084 0.5I20 

53 0.5I57 0.5I97 0.5238 0.5278 0.53I9 0.5359 0.5400 0.5440 0.548I 0.552I 0.5562 0.5602 

54 0.5643 0.5688 0.5733 0.5778 0.5823 0.5868 0.5913 0.5958 0.6003 0.6048 0.6093 0.6I38 

55 0.677I 0.68I4 0.6857 0.6900 0.6943 0.6986 0.7029 0.7072 0.7I I6 0.7I60 0.7204 0.7248 

56 0.7292 0.7339 0.7386 0.7434 0.7482 0.7530 0.7578 0.7626 0.7674 0.7722 0.7770 0.78I8 

57 0.7866 0.79I9 0.7972 0.8025 0.8078 0.8 I 3 I 0.8I84 0.8237 0.8290 0.8343 0.8396 0.8449 

58 0.8503 0.8562 0.862I 0.8680 0.8739 0.8798 0.8857 0.89I6 0.8975 0.9034 0.9093 0.9I52 

59 0.92I I 0.9276 0.934I 0.9406 0.9472 0.9538 0.9604 0.9670 0.9736 0.9802 0.9868 0.9934 

For Ages 60 and greater the factor is 1.000. 

DB I/ 80304128.8 

90 
APPENDIXF 

REHABILITATION PLAN FOR THE 

NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

Effective January 1, 2011 

Amended and Restated January 1, 2015 

I. INTRODUCTION 

Under the Pension Protection Act of2006 ("PPA"), a multiemployer pension plan's actuary must 

certify a plan's funded status for a plan year within 90 days after the start of that plan year. 

As indicated in the April 30, 2012 Notice of Critical Status, the actuary for the New York State 

Teamsters Conference Pension and Retirement Fund (the "Plan" or "Fund") has certified the 

Plan as remaining in "critical status" (sometimes referred to as the "red zone") for the Plan Year 

beginning January 1, 2012. The Fund's Board of Trustees (the "Trustees"), as the plan sponsor 

of a critical status pension plan, timely adopted a Rehabilitation Plan on May 6, 2010. As 

required by law, the Trustees review the Rehabilitation Plan annually and update it periodically. 

Effective June 1, 2012, the Rehabilitation Plan was amended to include a new Schedule F. 

Effective January 1, 2013, the Trustees are adding a new Alternative Schedule G for certain 

Employers. 

A Rehabilitation Plan contains one or more schedules showing revised benefits, contributions, or 

both, that are designed to have the Fund emerge from critical status by the end of the ten-year 

rehabilitation period as defined by the PP A, or where that is not reasonable, to emerge from 

critical status at a later time or to forestall possible insolvency (the "Schedule" or "Schedules"). 

The Trustees must provide the Schedule or Schedules to the Fund's Contributing Employers, 

Local Unions, and other parties responsible for bargaining over agreements requiring 

contributions to the Fund ("Bargaining Parties"). Trustees of plans in critical status must 

include one Schedule for reductions in the amount of future benefit accruals and other benefits 

necessary to allow the plan to emerge from critical status, assuming no contribution increases 

other than those necessary after future benefit accruals and "Adjustable Benefits" (described 

below) have been reduced as much as possible under the law (the "Default Schedule"). A 

Rehabilitation Plan may also include an additional schedule or schedules. 

Each Rehabilitation Plan schedule must reduce or eliminate "Adjustable Benefits" to the extent 

necessary to meet the legal requirements of the PP A. Adjustable Benefits include: (1) any early 

retirement benefit or retirement-type subsidy and any benefit payment option (other than the 

qualified joint and survivor annuity); (2) benefits and features, including post-retirement death 

benefits, disability benefits not in pay status, and similar benefits; and (3) benefit increases 

adopted or effective fewer than 60 months before a plan entered critical status. 

081/80304128.8 

91 
Effective April30, 2010, the Fund ceased making all lump sum payments (except those less than 

or equal to $5,000 under Section 6.08 of the Plan document) as required by law, and the 

elimination of all such lump sum payments under the Plan shall continue under this 

Rehabilitation Plan. 

The Trustees have the power, authority, and discretion to amend, construe and apply the 

provisions of this Rehabilitation Plan including the Schedules. 

II. TRUSTEES' DETERMINATION TO UTILIZE ALTERNATIVE MEASURES TO 

EMERGE FROM CRITICAL STATUS 

Under the PP A, a Rehabilitation Plan is intended to enable a pension fund to emerge from 

critical status by the end of its rehabilitation period. The PP A, however, provides the Board of 

Trustees with an alternative option if it "determines that, based on reasonable actuarial 

assumptions and upon exhaustion of all reasonable measures," the fund is not reasonably 

expected to emerge from critical status by the close ofthe plan's rehabilitation period. In such 

case, the trustees are permitted to adopt a Rehabilitation Plan that includes reasonable measures 

designed to allow the pension fund to emerge from critical status at a later time or forestall 

possible insolvency under Section 4245 of the Employee Retirement Income Security Act of 

1974, as amended (ERISA). 

After consideration of various alternatives and exhaustion of all reasonable measures, the 

Trustees have determined that it would not be reasonably possible for the Fund to emerge from 

critical status under the PP A by the end of its rehabilitation period. This conclusion is based on 

the advice and recommendation of the Fund's actuaries and their use of reasonable actuarial 

assumptions. 

A. Alternatives Considered 

The Trustees considered numerous alternatives (including combinations of contribution 

rate increases and benefit adjustments) that were projected to enable the Fund to emerge from 

critical status by the end of its rehabilitation period. The Fund's actuary projected that in order 

for the Fund to emerge from critical status by the end of its rehabilitation period, the Trustees 

would need to adopt a schedule (or a similar schedule) that would require a minimum 

contribution rate increase of more than 20% each year through 2022, even with the maximum, 

legally-required benefit reductions for all Participants and assuming the contribution increases 

did not generate future benefit accruals. 

B. Rationale for Rejecting Alternatives 

After careful consideration, the Trustees concluded that utilizing any and all possible 

measures to emerge from critical status by the end of the Fund's rehabilitation period would be 

unreasonable and would involve considerable risk to the Fund and to Participants. The Trustees 

determined that adopting a Rehabilitation Plan that would require the Fund's Contributing 

Employers to increase their contribution rates at levels of more than 20% each year through 2022 

would likely result in a significant number of employer withdrawals from the Fund and an 

DBll 80304128.8 

92 
increase in employer bankruptcy filings, further jeopardizing its funding status. In making these 

determinations, the Trustees considered, among other things, the financial conditions of many 

contributing employers, noting in particular that the second largest group of contributing 

employers, YRC Worldwide, Inc. companies, is experiencing serious financial difficulties. 

III. DESCRIPTION OF SCHEDULES 

A. Introduction 

The Rehabilitation Plan as of January 1, 2013 includes a Default Schedule and seven 

Alternative Schedules (A- G). A Participant may qualify for benefits under one or more of the 

Schedules. A Patiicipant who qualifies for benefits will select a benefit commencement date and 

form of payment for his entire benefit. Once benefits commence, no changes are permitted to be 

made with respect to the timing or form of payment and a Participant may not defer any portion 

of that benefit until a later date. 

1. Selection and Approval of a Schedule 

Until one of the Schedules in this Rehabilitation Plan takes effect with respect to a 

Contributing Employer, the current Schedule continues to apply. Prior to negotiations, the 

Bargaining Parties must request in writing from the Fund Office contribution rate sequences that 

will conform to one of the Schedules. Subsequent to negotiations, the Bargaining Parties must 

submit all contribution rate sequences in any renewal or extension of a collective bargaining 

agreement or other agreement requiring contributions to the Fund ("CBA") to the Fund Office 

for approval. Subject to the sole discretion of the Trustees, a Schedule is adopted when the 

Trustees receive substantiation that a CBA includes terms consistent with the requirements of a 

Schedule. In general, the Trustees will consider the Bargaining Parties to have adopted a 

particular Schedule, and will consider the terms of a CBA to be consistent with this 

Rehabilitation Plan, when a CBA is adopted in accordance with the Schedule's requirements. 

Notwithstanding the foregoing, as always, regardless of whether or not a CBA complies with the 

Rehabilitation Plan, the Trustees reserve the right to reject a CBA that is determined to be 

detrimental to the actuarial soundness of the Fund. 

Notwithstanding anything herein to the contrary, effective January 1, 2013, the monthly amount 

of any Early, Thirty Year, or Vested Pension for an Employee who first becomes an Active 

Participant on or after October 15, 2009 and before January 1, 2013, will be the greater of such 

Participant's accrued benefit as of December 31, 2012, payable as a monthly benefit at age 65, 

and reduced by 6% for each year the benefit commences before age 65; and the Early, Thirty 

Year, or Vested Pension calculated in accordance with the applicable Alternative Schedule, 

based upon such Participant's Credited Service as of the Benefit Commencement Date. 

2. Adjustable Benefits 

Effective January 1, 2011, the following Adjustable Benefits were eliminated for 

all Participants: 

DBI/80304128.8 

93 
a) The Regular Pension (age 60); 

b) Disability Benefits, including the Disability Pension and Lump 

Sum Disability Benefit; 

c) Death Benefits, including but not limited to, the Lump Sum Death 

Benefit and 60-month pre-retirement death benefit; 

d) Supplemental Social Security Benefit- Pmticipants shall not earn 

any future accruals towards this benefit on or after January 1, 

2011;and 

e) All Reciprocal Pensions to the extent any such pension is tied to 

one or more of the Adjustable Benefits listed above. 

Effective January 1, 2011, Pmticipants covered under the Default Schedule also had the 

following Adjustable Benefits eliminated: 

DB I! 80304128.8 

a) The Thirty-Year Pension; 

b) As of October 1, 2007, the benefit accrual rate of 1.3 percent of 

Employer Contributions was increased to 1. 73 percent following 

the earlier of: (i) the midpoint of the period between a Participant's 

Unreduced Retirement Date and the Participant's Unreduced 

Social Security Retirement Date; or (ii) 5 years following a 

Participant's Unreduced Retirement Date ("Supplemental Accrual 

Rate"). This Supplemental Accrual Rate is eliminated for any 

accruals earned on or after January 1, 2011. 

c) The following Benefit Payment options: 

1) Five Year Certain Annuity; 

2) Ten Year Certain Annuity; 

3) Qualified 100% Joint and Survivor Annuity; 

4) 50%, 75% and 100% Joint and Survivor Annuity with PopUp. 

5) Voluntary lump sum payments equal to $5,000 or more. 

94 
Notwithstanding these benefit eliminations, there have been no changes to the Normal Pension 

benefit, and nothing shall be construed to reduce the level of a Participant's accrued benefit 

payable at Normal Retirement Age. 

3. Thirty-Year Pension and Special Transition Benefit Under 

Alternative Schedules A-F 

a. Age Requirement For Thirty-Year Pension 

A Participant who has not begun receiving benefits by December 31, 2010 

will not he able to retire with an unreduced Thiliy-Year Pension solely due to the accrual of 30 

years of Credited Service. However, Participants will be eligible to receive an unreduced Thitiyy ear Pension upon attaining a certain age prior to retirement ("Unreduced Age") in addition to 

accruing 30 years of Credited Service. The Unreduced Age for each Schedule is described 

below. 

b. Transition Benefit 

Generally, if a Participant retires with 30 years of Credited Service but 

prior to the attainment of the Unreduced Age applicable to his or her Schedule, that Participant's 

benefits will be reduced accordingly (as described under each Schedule). However, all of the 

Alternative Schedules provide a transition benefit. Under the transition benefit, Patiicipants with 

at least 25 years of Credited Service as of January 1, 2011 who retire after earning at least 30 

years of Credited Service but prior to attaining the applicable Unreduced Age will not have their 

Thirty-Year Pension benefit reduced by as much as otherwise described under each Schedule. 

Such Participants will have the following early reduction factors applied to their benefit: 

Years of Service 

as of January 1, 2011 

30 

29 

28 

27 

26 

25 

4. 

Reduction Per Year 

from Unreduced Age 

0% 

1% 

2% 

3% 

4% 

5% 

The Extent to Which Contribution Rate Increases Impact Accruals 

As described below, contribution rate increases under each of the Schedules, 

except for Schedules F and G, are either "non-benefit bearing" or "one-percent (1 %) bearing." 

Non-benefit bearing means that the contribution rate that is used to calculate benefits for each 

year in the future shall be the contribution rate in effect in 2010. Any subsequent contribution 

rate increases will not be taken into account for the purpose of calculating future benefit accruals. 

One-percent (1 %) bearing means that the contribution rate that is used to calculate benefits for 

DBll 80304128.8 

95 
each year in the future shall be the contribution rate in effect in 2010, increased by one-percent 

(1 %) for each year beyond 2010. 

Regardless of this distinction, any contribution rate increases above those required by a specific 

Schedule will be "benefit bearing," which means that all of the contributions above those 

required under a Schedule shall be multiplied by the percentage provided under the specific 

Schedule to calculate future benefit accruals for the Nmmal Pension. In accordance with Section 

305(±)(1 )(B) of ERISA, such an increase in benefit accruals is paid for out of additional 

contributions not contemplated by the Rehabilitation Plan, and the Fund's actuary has certified 

that these additional contributions improve the Fund's actuarial measures after taking their 

benefit bearing nature into account. 

Contributions made under Schedule F are 1 00% benefit bearing. Contributions under Schedule 

G are .25% benefit bearing; however, no future rate increases required under Schedule G are 

non-benefit bearing. 

The Schedules adopted by the Trustees as of January 1, 2013 are set forth below. Unless 

otherwise indicated, all capitalized terms used in these Schedules shall have the definitions and 

meanings assigned to them in the Plan. 

B. Rehabilitation Plan Schedules 

1. Default Schedule 

The Default Schedule shall apply to Participants whose Contributing Employers 

agree to comply with this Default Schedule (or who become subject to the Default Schedule 

imposed by law due to a failure to achieve an agreement to accept any of the Alternative 

Schedules within the time period prescribed by Section 305(c)(3)(C) of ERISA). 

a. Contributions 

Compliance with the Default Schedule requires the Contributing 

Employer's contribution rate to increase by 6.00% annually. 

b. Future Benefit Accruals 

For Participants covered under the Default Schedule, the future benefit 

accrual for the Normal Pension will be 1.0% of the Employer Contributions required to be made 

on behalf of the Participant. However, increases in a Contributing Employer's contribution rate 

required under the Default Schedule will be non-benefit bearing. 

c. Adjustable Benefits 

Participants covered under the Default Schedule shall have all of the 

Adjustable Benefits listed above in Section III.A.2. eliminated. In addition, the Early and Vested 

Pensions shall equal the Actuarial Equivalent of the monthly amount ofthe Normal Pension to 

DBl/80304128.8 

96 
which a Participant would have been entitled upon attaining age sixty-five (65) based upon his 

Credited Service as ofthe date ofhis early retirement. 

2. Alternative Schedule A 

a. Contributions 

Compliance with Alternative Schedule A requires the Contributing 

Employer's contribution rate to increase by 6.00% annually. 

b. Future Benefit Accruals 

For Participants covered under Alternative Schedule A, the future benefit 

accrual for the Nmmal Pension will be 0.30% of the Employer Contributions required to be 

made on behalf of the Participant. However, increases in a Contributing Employer's 

contribution rate required under Alternative Schedule A will be non-benefit bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule A shall have all ofthe 

Adjustable Benefits listed above in Section III.A.2. eliminated. The Supplemental Accrual Rate 

is also eliminated under Alternative Schedule A for any accruals earned on or after January 1, 

2011. In addition, the Early and Vested Pensions shall equal the Actuarial Equivalent of the 

monthly amount of the Normal Pension to which a Participant would have been entitled upon 

attaining age sixty-five (65) based upon his Credited Service as of the date of his early 

retirement. 

Participants with at least 25 years of Credited Service as of January 1, 2011 will be eligible for 

the transition benefit and will have their Thirty-Year Pension reduced by the transition benefit's 

early reduction factors based on an Umeduced Age of 65. For example, if a Pmiicipant who had 

earned 28 years of Credited Service by January 1, 2011 is covered by Alternative Schedule A 

and begins receiving benefits at the age of 60 after having earned 30 years of Credited Service, 

that Participant's benefits will be reduced by 10% (2% x 5 years) -rather than being reduced by 

approximately 42% as they would be for an Early Pension benefit. 

3. Alternative Schedule B 

a. Contributions 

Compliance with Alternative Schedule B requires the Contributing 

Employer's contribution rate to increase by 6.50% annually. 

b. Future Benefit Accruals 

For Participants covered under Alternative Schedule B, the future benefit 

accrual for the Normal Pension will be 0.50% of the Employer Contributions required to be 

DB I/ 80304128.8 

97 
made on behalf of the Participant. However, increases in a Contributing Employer's 

contribution rate required under Alternative Schedule B will be non-benefit bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule B shall have all ofthe 

Adjustable Benefits listed above in Section III.A.2. eliminated. The Supplemental Accrual Rate 

is also eliminated under Alternative Schedule Bas of January 1, 2011 for any Participants who 

are not eligible for that rate prior to January 1, 2011. In addition, the Early and Vested Pensions 

shall be calculated by reducing the Normal Pension benefit by 6% for each year prior to the age 

of 65 that a Participant begins receiving benefits. However, if the Actuarial Equivalent of the 

monthly amount of the Normal Pension to which a Participant would have been entitled upon 

attaining age 65 based upon his Credited Service as of the date of his retirement results in a 

greater benefit, he will receive the Actuarial Equivalent. 

For the Thirty-Year Pension, the Unreduced Age for Participants under Schedule B is 62. As a 

result, Participants will need to attain Age 62 and accrue 30 years of Credited Service in order to 

retire with an unreduced Thirty-Year Pension. Generally, if a Participant retires after earning 30 

years of Credited Service without attaining the Unreduced Age, benefits are reduced by 6% for 

each year prior to the Unreduced Age that a Participant begins receiving benefits. However, 

Participants with at least 25 years of Credited Service as of January 1, 2011 will be eligible for 

the transition benefit and will have their Thirty-Year Pension reduced, if at all, by the transition 

benefit's early reduction factors based on an Unreduced Age of 62. For example, if a Participant 

who had earned 28 years of Credited Service by January 1, 2011 is covered by Alternative 

Schedule B and begins receiving benefits at the age of 57 after having earned 30 years of 

Credited Service, that Participant's benefits will be reduced by 10% (2% x 5 years)- rather than 

being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule. 

4. Alternative Schedule C 

a. Contributions 

Compliance with Alternative Schedule C requires the Contributing 

Employer's contribution rate to increase by 6.75% annually. 

b. Future Benefit Accruals 

For Participants covered under Alternative Schedule C, the future benefit 

accrual for the Normal Pension will be 0.30% of the Employer Contributions required to be 

made on behalf of the Participant. However, increases in a Contributing Employer's 

contribution rate required under Alternative Schedule C will be non-benefit bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule C shall have all of the 

Adjustable Benefits listed above in Section III.A.2. eliminated. The Supplemental Accrual Rate 

OBI/ 80304128.8 

98 
is also eliminated under Alternative Schedule Cas of January 1, 2011 for any Participants who 

are not eligible for that rate prior to January 1, 2011. In addition, the Early and Vested Pensions 

shall be calculated by reducing the Normal Pension benefit by 6% for each year prior to the age 

of 65 that a Pmiicipant begins receiving benefits. However, if the Actuarial Equivalent of the 

monthly amount of the Normal Pension to which a Participant would have been entitled upon 

attaining age 65 based upon his Credited Service as of the date of his retirement results in a 

greater benefit, he will receive the Actuarial Equivalent. 

For the Thirty-Year Pension, the Unreduced Age for Participants under Schedule C is 60. As a 

result, Participants will need to attain Age 60 and accrue 30 years of Credited Service in order to 

retire with an unreduced Thirty-Year Pension. Generally, if a Participant retires after earning 30 

years of Credited Service without attaining the Unreduced Age, benefits are reduced by 6% for 

each year prior to the Unreduced Age that a Pmiicipant begins receiving benefits. However, 

Participants with at least 25 years of Credited Service as of January 1, 2011 will be eligible for 

the transition benefit and will have their Thirty-Year Pension reduced, if at all, by the transition 

benefit's early reduction factors based on an Unreduced Age of 60. For example, if a Participant 

who had earned 28 years of Credited Service by January 1, 2011 is covered by Alternative 

Schedule C and begins receiving benefits at the age of 55 after having earned 30 years of 

Credited Service, that Participant's benefits will be reduced by 1 0% (2% x 5 years) - rather than 

being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule. 

5. Alternative ScheduleD 

a. Contributions 

Compliance with Alternative Schedule D requires the Contributing 

Employer's contribution rate to increase by 7.75% annually. 

b. Future Benefit Accruals 

For Participants covered under Alternative ScheduleD, the future benefit 

accrual for the Normal Pension will be 0.50% of the Employer Contributions required to be 

made on behalf of the Participant. Increases in a Contributing Employer's contribution rate 

required under Alternative ScheduleD will be one-percent (1 %) bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule D shall have all of the 

Adjustable Benefits listed above in Section III.A.2. eliminated. The Supplemental Accrual Rate 

is also eliminated under Alternative ScheduleD as of January 1, 2011 for any Participants who 

are not eligible for that rate prior to January 1, 2011. In addition, the Early and Vested Pensions 

shall be calculated by reducing the Normal Pension benefit by 6% for each year prior to the age 

of 65 that a Participant begins receiving benefits. However, if the Actuarial Equivalent of the 

monthly amount of the Normal Pension to which a Participant would have been entitled upon 

attaining age 65 based upon his Credited Service as of the date of his retirement results in a 

greater benefit, he will receive the Actuarial Equivalent. 

DBI/80304128.8 

99 
For the Thirty-Year Pension, the Umeduced Age for Participants under ScheduleD is 57. As a 

result, Participants will need to attain Age 57 and accrue 30 years of Credited Service in order to 

retire with an umeduced Thiliy-Year Pension. Generally, if a Participant retires after earning 30 

years of Credited Service without attaining the Umeduced Age, benefits are reduced by 6% for 

each year prior to the Umeduced Age that a Patiicipant begins receiving benefits. However, 

Participants with at least 25 years of Credited Service as of January 1, 2011 will be eligible for 

the transition benefit and will have their Thirty-Year Pension reduced, if at all, by the transition 

benefit's early reduction factors based on an Umeduced Age of 57. For example, if a Participant 

who had earned 28 years of Credited Service by January 1, 2011 is covered by Alternative 

ScheduleD and begins receiving benefits at the age of 52 after having earned 30 years of 

Credited Service, that Participant's benefits will be reduced by 1 0% (2% x 5 years) - rather than 

being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule. 

6. Alternative Schedule E 

a. Contributions 

Compliance with Alternative Schedule E requires the Contributing 

Employer's contribution rate to increase by 8.25% annually. 

b. Future Benefit Accruals 

For Participants covered under Alternative Schedule E, the future benefit 

accrual for the Normal Pension will be 0.50% of the Employer Contributions required to be 

made on behalf of the Participant. Increases in a Contributing Employer's contribution rate 

required under Alternative Schedule E will be one-percent (1 %) bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule E shall have all ofthe 

Adjustable Benefits listed above in Section III.A.2. eliminated. The Supplemental Accrual Rate 

is also eliminated under Alternative Schedule E as of January 1, 2011 for any Participants who 

are not eligible for that rate prior to January 1, 2011. In addition, the Early and Vested Pensions 

shall be calculated by reducing the Normal Pension benefit by 6% for each year prior to the age 

of 65 that a Participant begins receiving benefits. However, if the Actuarial Equivalent of the 

monthly amount of the Normal Pension to which a Participant would have been entitled upon 

attaining age 65 based upon his Credited Service as of the date of his retirement results in a 

greater benefit, he will receive the Actuarial Equivalent. 

For the Thirty-Year Pension, the Umeduced Age for Participants under Schedule E is 55. As a 

result, Participants will need to attain Age 55 and accrue 30 years of Credited Service in order to 

retire with an umeduced Thirty-Year Pension. Generally, if a Participant retires after earning 30 

years of Credited Service without attaining the Umeduced Age, benefits are reduced by 6% for 

each year prior to the Umeduced Age that a Participant begins receiving benefits. However, 

Participants with at least 25 years of Credited Service as of January 1, 2011 will be eligible for 

081/80304128.8 

100 
the transition benefit and will have their Thirty-Year Pension reduced, if at all, by the transition 

benefit's early reduction factors based on an Unreduced Age of 55. For example, if a Participant 

who had earned 28 years of Credited Service by January 1, 2011 is covered by Alternative 

Schedule E and begins receiving benefits at the age of 50 after having earned 30 years of 

Credited Service, that Participant's benefits will be reduced by 1 0% (2% x 5 years) - rather than 

being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule. 

7. Alternative Schedule F 

Alternative Schedule F is first available effective June 1, 2012 to Contributing 

Employers who, subject to the approval of the Board of Trustees, withdraw from the Fund, pay 

the Fund 80% ofthe present value of their statutorily-required withdrawal liability as a lump sum 

and return to the Fund immediately as a Renewed Contributing Employer. An Employer may 

also negotiate to pay its withdrawal liability, with interest, in periodic installments over a period 

not to exceed five years. A Renewed Contributing Employer shall have its withdrawal liability 

calculated under the Direct Attribution Method, for which the Trustees have amended the Plan to 

adopt (subject to necessary governmental approval) as applicable only to Renewed Contributing 

Employers. 

Upon the effective date of the Employer's return as a Renewed Contributing Employer, the 

Employer shall contribute to the Fund at a rate that is 15% less than the Contributing Employer's 

rate under the Applicable Schedule. For the purposes of the Rehabilitation Plan, "Applicable 

Schedule" shall mean the Schedule that the Contributing Employer and its participants were 

covered under immediately preceding the withdrawal. 

Alternative Schedule F is also available to Contributing Employers who, subject to the approval 

of the Board of Trustees, withdraw from the Fund, return immediately as a Renewed 

Contributing Employer, and pay amounts that are equivalent to the 80% and 15% figures found 

in this subsection. Equivalent amounts are to be determined by the Board of Trustees. Once an 

Employer becomes covered under Alternative Schedule F, that Employer must remain under 

such Schedule for a period of at least five years. 

However, in the event that the Employer, or the Employer's successors, assigns or purchasers of 

the Employer's assets under ERISA §4204, if any, completely withdraws from the Fund within 

ten years of the effective date of the withdrawal described in the previous paragraph, for any 

reason other than those agreed to by the Trustees and the Employer in advance, the Employer or 

the Employer's successors, assigns or purchasers of the Employer's assets under ERISA §4204, 

if any, shall pay the Fund an amount equal to: ( 1) the difference between 1 00% of the present 

value of the Employer's statutorily-required withdrawal liability at the time of the withdrawal 

that allowed it to come under this Schedule F, and the amount that the Employer actually paid, 

plus (2) the difference between the amount of contributions paid by the Employer under 

Alternative Schedule F through the effective date of complete withdrawal from the Fund and the 

amount of contributions that would have otherwise been made by the Employer under the 

Applicable Schedule, taking into account any discounts on contribution rates or holidays on 

contribution rate increases provided by Alternative Schedule F. 

DBI/80304128.8 

101 
a. Contributions 

Compliance with Alternative Schedule F requires the Contributing 

Employer's contribution rate to equal an amount 15% less than the Contributing Employer's last 

rate immediately preceding the Employer's withdrawal under the Applicable Schedule for the 

first year, no contribution rate increases for the succeeding four years and then the applicable rate 

increases under the Applicable Schedule. 

b. Future Benefit Accruals 

For Participants covered under Alternative Schedule F, the future benefit 

accrual for the Normal Pension will be 1.00% of the Employer Contributions required to be 

made on behalf of the Participant. Contributions made under Schedule F, including any future 

increases, will be 100% benefit bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule F shall be subject to the 

provisions under the "Adjustable and Transition Benefits" section oftheir Applicable Schedule. 

8. Alternative Schedule G 

Alternative Schedule G is first available effective January 1, 2013 for 

Contributing Employers that have been specifically accepted and approved by the Trustees, in 

their sole discretion, as satisfying the following conditions: 

DB I/ 80304128.8 

1) the common stock of the Contributing Employer or its parent 

corporation (or other affiliate under 80% or more common control with 

the Contributing Employer) is publicly traded and registered pursuant to 

the securities laws ofthe United States; 

2) the Contributing Employer submits to a review of its financial 

condition and operations by the Fund Office and outside expe11s and 

consultants, and agrees to reimburse the Fund for all fees and expenses 

incurred by the Fund in this review (including, but not limited to, 

reimbursement to the Fund for the time devoted by the Fund Office to any 

such review, with this reimbursement to be made at market rates for 

comparable services performed by the Fund Office); 

3) on the basis of this financial and operational review, the Trustees 

determine that (a) the Contributing Employer is not able to contribute to 

the Fund at the higher rate required by its current or most-recent 

Participation Agreement, and (b) acceptance of a proposed new 

Participation Agreement and collective bargaining agreement that meet the 

requirements of Alternative Schedule G is in the best interest of the Fund 

102 
under all the circumstances and advances the goals of this Rehabilitation 

Plan; and 

4) the Contributing Employer must not have any outstanding 

liabilities owed to the Fund and must be cunent in its contributions. 

Note: If a Contributing Employer becomes subject to this Alternative Schedule 

G with respect to a particular Bargaining Unit, the Fund will not accept from that Contributing 

Employer any Pmiicipation Agreements or Collective Bargaining Agreements which are covered 

by Alternative Schedules A-F, except as determined by the Trustees in their sole discretion. 

a. Contributions 

Compliance with Alternative Schedule G requires the Contributing 

Employer's contribution rate to have been specifically accepted and approved by the Trustees, in 

their sole discretion, but in no case shall the contribution rate ever be less than 25% of the last 

contribution rate required to be paid by the Contributing Employer. 

Additionally, compliance with Alternative Schedule G requires the Contributing Employer's 

contribution rate to increase by 6.00% annually. Alternatively, subject to the approval ofthe 

Trustees, the required 6.00% increase in the annual contribution rate, or any portion thereof, may 

be satisfied for the duration of the collective bargaining agreement through a reduction of the 

0.25% future benefit accrual rate by the actuarial equivalent of the required 6% increase or any 

part thereof or by a reduction of the bearing portion of the contribution rate as determined by the 

Trustees. 

b. Future Benefit Accruals 

For Participants covered under Alternative Schedule G, the future benefit 

accrual for the Normal Pension will be 0.25% of the Employer Contributions required to be 

made on behalf of the Participant or other percentage as determined by the Trustees. However, 

increases in a Contributing Employer's contribution rate required under Alternative Schedule G 

will be non-benefit bearing. 

c. Adjustable and Transition Benefits 

Participants covered under Alternative Schedule G shall have all of the 

Adjustable Benefits listed above in Section III.A.2. eliminated including those under the Default 

Schedule. In addition, the Early and Vested Pensions shall equal the Actuarial Equivalent of the 

monthly amount of the Normal Pension to which a Participant would have been entitled upon 

attaining age sixty-five (65) based upon his Credited Service as of the date of his early 

retirement. 

d. Employer Withdrawal Liability 

DBI/80304128.8 

103 
If a Contributing Employer that eiected Alternative Schedule G withdraws 

from the Fund, the employer withdrawal liability shall be calculated as if Alternative Schedule G 

had not been elected and instead shall be calculated as if the Contributing Employer continued to 

be covered by the Schedule applicable to it prior to becoming covered by Alternative Schedule 

G. The contribution rates used to calculate withdrawal liability shall be the rates, including any 

increases, required by the Contributing Employer's Participation Agreement prior to becoming 

covered by Alternative Schedule G. The contribution base units shall be the greater of the actual 

contribution base units while participating in Alternative Schedule G or an average of the 

contribution base units during the three years immediately prior to becoming covered by 

Alternative Schedule G, which will be imputed for each year of participation in said Schedule. 

In addition, if a Contributing Employer that elected Alternative Schedule G withdraws from the 

Plan with any gap in the contribution history due to, among other reasons, a temporary 

termination or cessation of contributions, the Contributing Employer's contributions shall be 

imputed for any such gap period solely for the purpose of calculating withdrawal liability. The 

imputed contributions, which shall be treated as contributions required to be made under the 

Fund by the Contributing Employer, shall be calculated using the rates, including any increases, 

required by the Contributing Employer's Participation Agreement immediately prior to 

becoming covered by Alternative Schedule G. The contribution base units used in calculating 

withdrawal liability during the gap period shall be based on the average of the contribution base 

units during the three years immediately prior to the gap period. 

Notwithstanding anything in the Section (d), the employer withdrawal liability for a Contributing 

Employer that elected Alternative Schedule G and later withdraws from the Fund shall be 

calculated in accordance with the assumptions and methods used by the Fund's actuary. 

C. Summary of All Schedules 

The following chart summarizes the annual contribution rate increases, future benefit 

accrual rates, and the unreduced age at which a participant may retire with an unreduced benefit 

upon the attainment of 30 years of service, for each Schedule. 

Schedule Annual Contribution Future Benefit Unreduced Age Contribution 

Increases Benefit Rate Increases Accruals as a % for Transitional Bearing of Contributions Benefit 

6.00% each year 1.00% N/A 1.00% accrual on 

Default Non-benefit bearing amount above required 

Alternative 6.00% each year 0.30% 65 0.30% accrual on 

Schedule Non-benefit bearing amount above required 

A 

Alternative 6.50% each year 0.50% 62 0.50% accrual on 

Schedule Non-benefit Bearing amount above required 

B 

Alternative 6.75% each year 0.30% 60 0.30% accrual on 

DBI/80304128.8 

104 
Schedule Non-benefit bearing amount above required 

c 

Alternative 7.75% each year 0.50% 57 0.50% accrual on 

Schedule 1.00% Bearing amount above required 

D 

Alternative 8.25% each year 0.50% 55 0.50% accrual on 

Schedule 1.00% Bearing amount above required 

E 

15.00% reduction first 1.00% Applicable Schedule 1.00% accrual on all 

Alternative year; 0.00% increase for 4 contributions 

Schedule years; Applicable 

F Schedule Thereafter 

100% Bearing 

Alternative 6.00% each year 0.25% N/A 0.25% accrual on 

Schedule Non-benefit bearing amount above required 

G 

D. Inactive Vested Participants 

Inactive vested participants shall be covered under the te1ms of the Default Schedule. 

For these purposes, an "inactive vested participant'? is a Participant who is vested under the Plan 

but who has not earned at least one (1) Hour of Service in this Fund on or after January 1, 2011. 

E. Participant Benefits Under a Schedule 

Once a Participant becomes covered under one of these Schedules by earning one Hour 

of Service under that Schedule, the provisions included in that Schedule shall govern the 

determination of that individual's benefits. This includes any Participants who previously 

participated in plans that merged into the Fund. Any benefits, rights and features provided under 

those merged-in plans that may have been included in the Fund's Plan document will be 

superseded by the applicable Schedule to the extent permitted by law. 

In order to qualify for the unreduced early retirement provisions of a particular Schedule, a 

participant must earn 5,000 Hours of Service under that Schedule, with no more than 1,000 

Hours of Service being taken into account for that purpose in any particular plan year ("Hours 

Requirement"). If an Employer becomes covered under Alternative Schedule F, Hours of 

Service that a participant has earned under an Applicable Schedule will be combined with Hours 

of Service earned under Alternative Schedule F to satisfy the Hours Requirement. Any accruals 

under a Schedule for which the Hours Requirement has not been met will be at the Schedule's 

accrual rate, but will be based on the Default Schedule's early retirement reduction provisions. 

In addition, benefits accrued as of December 31, 201 0 will "attach" to the eligibility 

requirements of the highest Schedule under which a Participant has satisfied the Hours 

Requirement. Notwithstanding the foregoing, Participants who earned 25 of more Years of 

Credited Service as of December 31, 201 0, are not subject to the Hours Requirement, but will 

qualify for the provisions of a Schedule after earning one Hour of Service under that Schedule. 

However, if a Participant who has earned 25 or more years of Credited Service as of December 

DBl/80304128.8 

105 
31, 2010, does not qualifY for benefits under a particular Schedule by August 20, 2014, such 

Participant must earn 1,000 Hours of Service under that Schedule before the Participant will 

qualify for benefits that are calculated and paid pursuant to that Schedule. 

F. Rehabilitation Plan Withdrawal 

Notwithstanding anything herein to the contrary, subject to applicable law and the discretion of 

the Trustees, any Bargaining Units (and any non-Bargaining Unit employee groups participating 

in the Fund) whose Contributing Employers incur a Rehabilitation Plan Withdrawal on or after 

June 1, 2012 shall have their Adjustable Benefits listed in Section III.A.2 eliminated or reduced 

to the extent indicated below. 

1. Adjustable Benefits Eliminated or Reduced 

Subject to the provisions indicated in this Section F, effective June 1, 2012, all 

Adjustable Benefits listed in Section III.A.2, including those under the Default Schedule, shall be 

eliminated or reduced with respect to any Participant whose benefit commencement date with the 

Fund is on or after June 1, 2012 and who (i) has earned or earns an Hour of Service while 

employed with a Contributing Employer (or any predecessor or successor entity) that at any time 

on or after June 1, 2012 incurs a Rehabilitation Plan Withdrawal, and (ii) whose last year of 

Credited Service prior to the Rehabilitation Plan Withdrawal was earned while a member of a 

Bargaining Unit ultimately incurring such Withdrawal. In addition, the Early and Vested 

Pensions shall equal the Actuarial Equivalent of the monthly amount of the Normal Pension to 

which a Participant would have been entitled upon attaining age sixty-five (65) based upon his 

Credited Service as of the date of his early retirement. 

Provided, however, that any Pensioner otherwise subject to the elimination of Adjustable Benefit 

due to a Rehabilitation Plan Withdrawal pursuant to this section, who has a benefit 

commencement date one year or more prior to the earlier of: (i) the date of such Rehabilitation 

Plan Withdrawal, or (ii) the date of the expiration of the last CBA requiring Employer 

Contributions under Schedules A- G prior to such Withdrawal, shall not be subject to the 

elimination of Adjustable Benefits. 

And provided that the spouse of any Participant otherwise subject to the elimination of 

Adjustable Benefits due to a Rehabilitation Plan Withdrawal shall not incur a loss of Adjustable 

Benefits with respect to any surviving spouse benefits for which such spouse has a benefit 

commencement date prior to the date of the Rehabilitation Plan Withdrawal. 

2. Rehabilitation Plan Withdrawal 

Subject to the discretionary authority of the Board of Trustees indicated in this 

Section F.2., a "Rehabilitation Plan Withdrawal" occurs on the date a Contributing Employer is 

no longer required to make Employer Contributions to the Fund under one or more of its CBAs 

as a result of actions by members of a Bargaining Unit (or its representatives) or the Contributing 

Employer, which actions include, but are not limited to the following: 

DBl/80304128.8 

106 
(1) decertification or other removal ofthe Union as a bargaining agent; 

(2) ratification or other acceptance of a CBA which permits withdrawal of the 

Bargaining Unit, in whole or in part, from the Fund; 

(3) administrative termination of the Contributing Employer with respect to 

any or all of its CBAs due to: (i) a violation ofthe Fund's rules with 

respect to the terms of a CBA; or (ii) a violation of any other Fund rule or 

policy; or 

(4) any transaction or other event whereby all or a portion of the operations 

for which the Contributing Employer has an obligation to contribute are 

continued (whether by the Contributing Employer or by another party) in 

whole or in part without maintaining the obligation to contribute to the 

Fund under the same or better terms (including, for example, as to the 

number of participants and contribution rate) as existed before the 

transaction. 

Provided, however, that with respect to the circumstances described in subparagraphs (3)(ii) or 

(4) above, the Board of Trustees shall have full discretionary authority to consider, weigh and 

balance the following factors in determining whether a Rehabilitation Plan Withdrawal has 

occurred: 

DBll 80304128.8 

(i) the extent to which the affected Bargaining Unit or its bargaining 

representative participated in or controlled, or could have controlled or 

prevented, through bargaining, grievance procedures, NLRB proceedings, 

litigation or other means, the cessation of Employer Contributions; 

(ii) the extent to which the affected Bargaining Unit benefited, directly or 

indirectly, from the cessation of Employer Contributions; 

(iii) the extent to which the affected Bargaining Unit, or its bargaining 

representative, resisted or attempted to resist, or acquiesced in, the 

cessation ofEmployer Contributions; 

(iv) the extent to which the affected Bargaining Unit, or any of its members, 

become engaged as employees or independent contractors in the service of 

operations that were or are in whole or in part a successor of the 

operations of the Contributing Employer who incurred the cessation of 

Employer Contributions; and 

(v) the extent ofthe hardship that might be incurred by members of the 

affected Bargaining Unit by the elimination of Adjustable Benefits. 

107 
Notwithstanding anything in this subsection 2 to the contrary, a Rehabilitation Plan Withdrawal 

shall not occur at the time a Contributing Employer withdraws from the Fund pursuant to 

Alternative Schedule F. 

3. Restoration of Adjusted Benefits 

Any Participant who incurs a benefit adjustment or elimination under the terms of 

this Section III.F. may have those affected benefits restored if, subsequent to the event causing 

the benefit adjustment, the Participant (i) permanently ceases all employment with, and 

performance of services in any capacity for, the Contributing Employer (and any successors or 

trades or businesses under common control with such Employer within the meaning of ERISA § 

4001(b)(l)) within 60 days ofthe occurrence of such Rehabilitation Plan Withdrawal, and (ii) 

subsequently emns one year of Credited Service with a Contributing Employer while that 

Employer is in compliance with one of the Alternative Schedules described herein. 

G. Surcharges for Noncompliant Contracts 

Under the PP A, if Bargaining Parties fail to submit a CBA which the Trustees have 

determined to comply with one of the Schedules, a Contributing Employer is subject to monthly 

surcharges equal to a percentage of contributions owed to the Fund every month. The monthly 

surcharge will continue until the Trustees approve a CBA submitted by the Bargaining Parties 

that meets the requirements of one of the Schedules (or the Default Schedule is imposed in 

accordance with the PPA as explained above). A Contributing Employer's failure to make a 

surcharge payment is treated as a delinquent contribution. Participants will not accrue any 

benefits as a result of the payment of these surcharges. 

H. Annual Review of Rehabilitation Plan and Schedules 

The Trustees will review the Rehabilitation Plan and its Schedules annually with the 

assistance of the Fund's actuary, as they find necessary. If, for example, the Fund's actual 

experience does not reflect the assumptions used to develop the Rehabilitation Plan and its 

Schedules, the Trustees may am~nd or modify the Rehabilitation Plan and/or its Schedules, 

based on the advice of the Fund's actuary, to reflect the Fund's experience over the preceding 

plan year(s). However, if the Bargaining Parties have adopted a CBA that complies with one of 

the Schedules, the contribution rate requirements in the Schedules will continue for the duration 

ofthat CBA. 

DB I! 80304128.8 

108 
APPENDIXG 

SIXTH AMENDMENT TO THE NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND AS AMENDED AND RESTATED JANUARY 1, 

2010 

081/80304128.8 

109 
·• . 

SIXTH AMENDMENT 

TO THE. 

NEW YORK STATE TEAMSTERS CONFERENCE 

PENSION AND RETIREMENT FUND 

As Amended and Restated Effective January 1, 2010 

WHEREAS, the New York State Teamsters Conference Pension and Retirement Fund (the 

"Plan") was established effective January 1, 1954 to provide benefits to eligible employees and 

their beneficiaries; and 

WHEREAS, Article I 0 of the Plan provides that the Plan's Board of Trustees (the "Board") may 

modify or aniend the Plan at a regular or special meeting; and 

WHEREAS, on December 9, 2010, following approval by the Pension Benefit Guaranty 

Corporation, the Board amended the Plan's withdrawal liability rules effective January 1, 2011 

to encourage new employers to participate in the Plan; and 

WHEREAS, the Board now desires to amend the Plan's withdrawal liability rules to further 

encourage new employer participation; and 

NOW THEREFORE, BE IT RESOLVED, by the Board that the Plan be, and it hereby is, 

amended as follows, effective as of January 1, 2013: 

1. Section 11.02 is amended in its entirety to read as follows (new language appears in italics): 

Withdrawal Liability. 

(a) Except as otherwise provided herein, withdrawal liability for any Contributing 

Employer who withdraws shall be calculated in accordance with the "presumptive method" 

pursuant to 29 U.S.C. §§ 421I(b)(1) and 421l{t) and 29 C.F.R. § 4211.31. Effective January 1, 

1999, pursuant to applicable PBGC regulations, withdrawal liability shall be calculated to (a) 

restart initial liabilities after a merger pursuant to 29 C.F .R. § 4211.36(b ), and (b) to change the 

allocation fraction pursuant to § 4211.36( d)(l ). 

(b) Effective January 1, 2013, the present value of vested benefits ("PVVB") shall be 

divided into· two portions- one that relates to Contributing Employers who were participating in 

the Plan on December 31, 2012 ("Old Employers"), and one that relates to Contributing 

Employers who entered the Plan on or after January I, 2013 ("New Employers"). A 

Contributing Employer who has withdrawn from the Plan, paid the assessed withdrawal 

liability, and has been accepted by the Trustees to re-enter the Fund shall also be a New 

Employer. The portion that relates to New Employers shall exist only to the extent that there are 

any New Employers. 

(i) New Employers. Effective January 1, 2013, the withdrawal liability for 

New Employers shall be calculated in accordance with the "direct attribution methorf' as if the 

PVVBs, the assets, and contribution histories, etc., attributable to New Employers were a 

separate plan. New Employers include Active New Employers and Former New Employers. 

DB 1/69862645.6 
Active New Employers are those New Employers who have an obligation to contribute under the 

Plan in the Plan Year preceding the Plan Year in which a New Employer withdraws. Former 

New Employers are those New Employers whose unfunded vested benefits ("UVBs") are not 

attributable to service with a New Employer with an obligation to contribute under the Plan in 

the Plan Year preceding the Plan Year in which a New Employer withdraws. 

(A) New Employers Assets - Assets attributable to New Employers as 

of the beginning of each Plan Year shal1 be equal to the New Employers Assets as of the 

beginning of the previous year, plus contributions and withdrawal liability payments attributable 

to New Employers made during the Plan Year, minus benefit payments made by the Plan 

attributable to New Employers during the Plan Year, plus the portion of the Plan's total 

investment earnings and expenses attributable to New Employers for the Plan Year. Until such 

time as there are any New Employers, New Employers Assets shall be equal to zero. 

(1) The assets applicable to New Employers·shal1 be 

determined, in part, by tracking any contributions, benefit payments and withdraw.alliability 

payments made by New Employers that are attributable to Credited Service earned on and after 

the ·date the Contributing Employer became a New Employer. In the event that a Participant 

accrues Credited Service with both an Old Employer and a New Employer, the Credited Service 

accrued with the Old Employer shall be allocated to the Old Employer PVVBs and Credited 

Service accrued with the New Employer shall be allocated to the New Employer PVVBs. In the 

event that a Participant who accrues Credited Service with a New Employer is eligible to be 

credited with Past Service Credit pursuant to Section 4.01, such Past Service Credit shall be 

allocated to the New Employer PVVBs. 

(2) In addition to New Employers contributions, withdrawal 

liability payments and benefit payments, New Employers Assets shall include a pro-rata share of 

the Plan's total investment earnings and expenses, determined as follows: each Plan Year; (i) for 

the Plan as a whole, calculate the sum of assets as of the beginning of the Plan Year, plus onehalf of contributions and withdrawal liability payments made during the Plan Year, minus onehalf of the benefit payments made during the Plan Year ("Total Plan Amount"); (ii) for New 

Employers, calculate the New Employers Assets as ofthe beginning ofthe Plan Year, plus onehalf of contributions and withdrawal liability payments attributable to New Employers made 

during the Plan Year, minus one-half of benefit payments made by the Plan attributable to New 

Employers during the Plan Year ("New Employers Amount"); (iii) calculate the ratio ofthe 

New Employers Amount divided by the Total Plan Amount ("New Employers Ratio"); and (iv) 

multiply the Plan's total investment earnings and expenses by the New Employers Ratio to 

determine the portion of the Plan's total investment earnings and expenses attributable to New 

Employers. 

(3) An Active New Employer's Share of New Employer Assets 

- An Active New Employer's Share of New Employers Assets shall be determined by multiplying 

the value of the New Employers Assets determined in Section 11.02(b)(i)(A)(l) and (2) by the 

fractions in subparagraphs (a) and (b) of this subsectionDB 1/ 69862645.6 

2 
(a) The first fraction-

(i) the numerator of which is the value of 

nonforfeitable benefits which are attributable to Participants' service with all Active New 

Employers, and 

· (ii) the denominator of which is the value of all 

nonforfeitable benefits attributable to all New Employers under the Plan; and 

(b) The second fraction -

(i) the numerator of which is the sum of all 

contributions (accumulated with interest) which have been made to the Plan by the New 

Employer (for the Plan Year preceding the Plan Year in which the New Employer withdraws and 

all preceding Plan Years, less the sum of benefit payments (accumulated with interest) made to 

participants (and their beneficiaries) which have been made by the New Employer (for the Plan 

Year preceding the Plan Year in which the New Employer withdraws and all preceding Plan 

Years), and · 

(ii) the denominator of which is the sum of all 

contributions (accumulated with interest) which have been made to the Plan by all New 

Employers (for the Plan Year preceding the Plan Year in which the New Employer withdraws 

and all preceding Plan Years, less the sum of benefit payments (accumulated with interest) made 

to participants (and their beneficiaries) which have been made by all New Employers (for the 

Plan Year preceding the Plan Year in which the New Employer withdraws and all preceding 

Plan Years). 

(B) The UVBs for New Employers shall equal the PVVBs for New 

Employers minus the New Employers Assets. 

(C) The amount ofUVBs allocable to a New Employer who withdraws 

from the Plan shall be the sum of 

(1) the New Employer's UVBs Attributable to Its Participants' 

Service (determined as of the end of the Plan Year preceding the Plan Year in which the New 

Employer withdraws, and as described in subsection (D) below); and 

(2) the New Employer's Proportional Share of the Former New 

Employers' UVBs (determined as of the end of the Plan Year preceding the Plan Year in which 

the New Employer withdraws) as described in subsection (E) below. 

(D) A New Employer's UVBs Attributable to 1ts Participants' Service is 

equal to the value of nonforfeitable benefits under the Plan which are attributable to Participants'. 

service with such New Employer decreased by the New Employer's Share of the New Employers 

Assets which is allocated to the New Employer under Section 11.02(b)(i)(A). 

DB 1/69862645.6 

3 
(E) A New Employer's Proportional Share of the New Employers' UVBs 

described in Section 11.02(b)(i)(C)(2) is equal to 

(1) an amount equal to 

(a) the value of all nonforfeitable benefits for all New 

Employers; reduced by 

(b) the value of the nonforfeitable benefits for all Active 

New Employers; 

reduced by 

(2) an amount equal to 

(a) · the value of all New Employer Assets; reduced by 

(b) the value of the Active Employer Assets; 

reduced by 

(3) the value of all outstanding claims for withdrawal liability 

which can reasonably be expected to be collected with respect to new Employers withdrawing 

before the year preceding the Plan Year in which the New Employer withdraws. 

( 4) A New Employer's proportional share of the Former New 

Employers UVBs is equal to the net amount determined in Section 11.02(b)(i)(E)(l ), (2), and (3) 

multiplied by a fraction -

(a) the numerator of which is the value of the 

nonforfeitable benefits for the New Employer, and . 

(b) the denominator of which is the value of the 

nonforfeitable benefits for all Active New Employers. 

(ii) Old Employers. 

(A) Effective January 1, 2011, the PVVBs for Old Employers shall 

equal total Plan PVVBs less PVVBs for New Employers. Assets for Old Employers shall equal 

total Plan Assets less New Employers Assets. UVBs for Old Employers shall equal Old 

Employer PVVBs less Old Employer Assets. For Plan Years before 2011, PVVBs and Assets 

for Old Employers shall equal total Plan PVVBs and total Plan assets. 

(B) The amount of an Old Employer's liability for a complete 

withdrawal shall be based on UVBs for Old Employers as of the end of the Plan Year preceding the 

date of the Old Employer's withdrawal and shall be equal to the Old Employer's proportional share 

of the Old Employers' Initial Amount, the changes in the Old Employers' UVBs for Plan Years 

ending after 2006 and before the Plan Year of withdrawal, and the reallocated Old Employer UVBs. 

DB I/ 69862645.6 

4 
(1) The Old Employers' Initial Amount shall equal the Plan's 

restarted initial liability amount as of December 31, 2006. A withdrawing Old Employer's 

proportional share of the Initial Amount shall be determined by multiplying the unamortized Initial 

Amount by a fraction-

(a) the numerator of which is the sum of the withdrawing 

Old Employer's contributions required to be made for 2006 and the four preceding Plan Years, and 

(b) the denominator of which is the total amount of Old 

Employers' contributions made during 2006 and the four preceding Plan Years, reduced by the 

contributions made in such Plan Years by Old Employers who had withdrawn from the Plan during 

such five-year period. 

The balance of the Old Employers' Initial Amount is the amount reduced by five percent of such 

amount for each succeeding Plan Year. 

(2) The change in the Old Employers' UVBs for a Plan Year 

shall be determined by subtracting the sum of the balance of the Old Employers' Initial Amount (as 

of the end of the Plan Year) and the balances (as of the end of the Plan Year) of the changes in the 

Old Employers' UVBs for each Plan Year that ended after December 31, 2006, and before the Plan 

Year for which the change is determined, from the Old Employers' UVBs as of the end of the Plan 

Year. 

The balance of the change in the Old Employers' UVBs for a Plan Year is the change in the Old 

Employers' UVBs for that Plan Year reduced by five percent of such amount for each succeeding 

Plan Year. 

(3) For each Plan Year ended after December 31, 2006 and 

before the Plan Year of withdrawal, the Old Employers' reallocated UVBs shall equal the sum of: 

(a) any amount that the Trustees determine in the Plan 

Year to be uncollectible for reasons arising out of cases or proceedings under Title 11, United States 

Code, or similar proceedings; 

(b) any amount that the Trustees determine in the Plan 

Year will not be assessed as a result of the operations of Sections 4209, 4219(c)(l)(B), or 4225 of 

ERISA against an Old Employer to whom a notice ofliability under Section 4219 of ERISA has 

been sent; and· · 

(c) any amount that the.Trustees determine to be 

uncollectible or unassessable in the Plan Year for other reasons under standards not inconsistent 

with regulations as may be prescribed by the PBGC. 

The unamortized amount of the Old Employers' reallocated UVBs with respect to a Plan Year is the 

Old Employers' reallocated UVBs for that Plan Year reduced by five percent of such amount for 

each succeeding Plan Year. 

DBI/69862645.6 

5 
Redacted by the U.S. Department of the Treasury

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the Treasury

Redacted by the U.S. Department of the Treasury

Redacted by the U.S. Department of the 

Treasury

Redacted by the U.S. Department of the Treasury Redacted by the U.S. Department of the 

Treasury
DB1/ 72954048.23

SUMMARY PLAN DESCRIPTION

OF THE

NEW YORK STATE TEAMSTERS CONFERENCE

PENSION AND RETIREMENT FUND
DB1/ 72954048.23 1

MESSAGE FROM THE BOARD OF TRUSTEES

NEW YORK STATE TEAMSTERS CONFERENCE PENSION AND

RETIREMENT FUND

Dear Participant:

We are pleased to provide you with this updated Summary Plan Description (“SPD”) describing the benefits

available to you under the New York State Teamsters Conference Pension and Retirement Fund (referred to

in this booklet as the “Plan”). We urge you to read this SPD carefully so that you will understand the Plan.

In accordance with federal law, in 2010 the Plan’s actuary first certified that the Plan was in “critical status.”

As a result, and as required under ERISA, in 2010 the Plan’s Board of Trustees (the “Trustees”) adopted a

Rehabilitation Plan, which is a combination of benefit reductions and contribution increases, in order to

enable the Plan to emerge from critical status within a 10-year rehabilitation period, or where that is not

reasonable, to emerge from critical status at a later time or to forestall possible insolvency. The Trustees

have updated the Rehabilitation Plan since that time as required by law. Details of how the Rehabilitation

Plan affects your benefits are discussed in this SPD.

The Trustees have the discretionary authority to determine eligibility for benefits and to construe and

interpret the terms of the Plan. Only the Trustees are authorized to interpret the Plan’s rules and regulations;

no representative of any employer or union has authority to speak on behalf of the Trustees.

When preparing the SPD, we have done our best to translate the plan document from legal, technical

language to plain, everyday English, and to explain the Plan in a manner that can be readily understood.

However, the SPD is not a substitute for the official plan document. The plan document, and the Trustees’

interpretation of its rules and regulations, will always govern if there are inconsistencies between the SPD

and the plan document. You may request a copy of the plan document by submitting a written request to the

Fund Office at Northern Concourse, Syracuse, NY.

As always, the Fund Office will be happy to explain, at any time, any questions you may have about any

aspect of your benefits and rights under the Plan.

The Board of Trustees

Labor Trustees Employer Trustees

John Bulgaro Michael S. Scalzo, Sr.

Brian K. Hammond Robert Schaeffer

Mark D. May Daniel W. Schmidt

Tom J. Ventura
DB1/ 72954048.23

TABLE OF CONTENTS

Page

i

INTRODUCTION ............................................................................................................................ 12

GENERAL INFORMATION........................................................................................................... 13

HOW DO I BECOME A PLAN PARTICIPANT? .......................................................................... 14

When does my participation in the Plan begin?.................................................................... 14

What if I was a participant in a plan that merged into this Plan? ......................................... 14

When does my participation in the Plan end?....................................................................... 14

What if I am re-employed after my participation in the Plan has ended?............................. 14

HOW DO I EARN A PENSION? .................................................................................................... 16

What is Past Service Credit?................................................................................................. 16

How do I earn Past Service Credit? ............................................................................. 16

What other requirements do I need to meet to earn Past Service Credit?.................... 16

What is the maximum Past Service Credit I can earn?................................................ 17

Can I earn Past Service Credit with more than one employer? ................................... 17

If my former employer was acquired by a Contributing Employer, do I get Past

Service Credit for my time spent with my former employer? ......................... 17

What happens if my employer stops making contributions? ....................................... 17

What is Future Service Credit?............................................................................................. 17

How do I earn Future Service Credit? ......................................................................... 18

If I earn more than 1,000 hours in one Plan Year, will my additional hours be

carried over into the following year? ............................................................... 18

Do I earn credit if I am a union member but not an employee of a Contributing

Employer? ........................................................................................................ 18

Do I earn credit if I am an employee of a Contributing Employer for whom

contributions are not required? ........................................................................ 19

Do I earn credit if I participated in a plan that merged into the Plan?......................... 19

When will I become vested in my benefits under the Plan?................................................. 19

What is a Break in Service? .................................................................................................. 19

What happens if my service is interrupted?.......................................................................... 19

What happens if I take maternity or paternity leave? ........................................................... 20

What happens if I take military leave? ................................................................................. 20

What happens if I become disabled? .................................................................................... 20

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED BY THE PLAN? ............... 21

Pension Benefits.................................................................................................................... 21
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WHEN ARE PENSION BENEFITS PAID?.................................................................................... 22

How do I apply for benefits? ................................................................................................ 22

When should I apply for benefits?........................................................................................ 22

How will my pension be delayed by additional contributions my employer must make for

vacation and sick days?............................................................................................. 22

What if I believe that my hours were not properly reported? ............................................... 23

What happens if my requested benefits are denied?............................................................. 23

Can I appeal a denial of benefits? ......................................................................................... 23

WHAT IS A SUPPLEMENTAL SOCIAL SECURITY BENEFIT?............................................... 25

How much is the Supplemental Benefit?.............................................................................. 25

How long will I receive the monthly payment?.................................................................... 25

Can I receive the Supplemental Benefit in the form of a lump sum? ................................... 27

WHAT HAPPENS IF I WORK AFTER RETIREMENT?.............................................................. 28

If you are not yet age 65 ....................................................................................................... 28

If you are age 65 or older...................................................................................................... 28

Where is the Plan’s geographic area? ................................................................................... 29

Am I required to notify the Plan about other employment? ................................................. 29

What happens if I do not notify the Fund Office about returning to or continuing work?... 30

When will my pension resume?............................................................................................ 30

Can I find out in advance whether or not my benefits will be suspended? .......................... 30

What happens if I disagree with the decision to suspend benefits?...................................... 30

WHAT HAPPENS IF I DIE BEFORE I RETIRE?.......................................................................... 31

RECIPROCAL PENSIONS.............................................................................................................. 32

What is a Reciprocal Pension?.............................................................................................. 32

When is my service under other plans recognized under this Plan?..................................... 32

How does the Plan determine whether I am eligible for a Reciprocal Pension? .................. 32

How does the Plan determine which Reciprocal Pension I can choose?.............................. 32

How is the amount of my Reciprocal Pension determined? ................................................. 32

WHAT ELSE DO I NEED TO KNOW ABOUT MY PLAN? ........................................................ 34

Must my pension be deposited directly into my bank account? ........................................... 34

Can I assign my pension to my creditors? ............................................................................ 34

What happens to my pension if I get a divorce or am legally separated?............................. 34

How will payments be made to me under the Plan if I am unable to care for myself? ........ 34
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How is my pension taxed? .................................................................................................... 34

Do I have to repay amounts paid to me or a third party by mistake? ................................... 35

REHABILITATION PLAN SCHEDULES ..................................................................................... 36

When does a particular Rehabilitation Plan Schedule apply to me? .................................... 36

What if my Employer incurs a Rehabilitation Plan Withdrawal on or after June 1, 2012?.. 36

How Can My Adjustable Benefits Be Restored Following a Rehabilitation Plan

Withdrawal?.............................................................................................................. 37

What if I first became an Active Participant On or After October 15, 2009 and Before

January 1, 2013? ....................................................................................................... 37

DEFAULT SCHEDULE .................................................................................................................. 38

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 38

Normal Pension..................................................................................................................... 38

Early Pension ........................................................................................................................ 38

Vested Pension...................................................................................................................... 38

HOW IS MY PENSION CALCULATED?................................................................................ 38

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 38

What is my “Benefit Factor”?............................................................................................... 39

What is my Past Service Benefit?......................................................................................... 39

What is my Future Service Benefit? ..................................................................................... 39

What is my Future Service Benefit for service on and after January 1, 2011?............ 40

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 40

What is my Future Service Benefit for service before 2004?...................................... 40

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 41

HOW ARE PENSIONS PAID?.................................................................................................. 41

Normal Form of Benefit........................................................................................................ 42

Single Life Annuity...................................................................................................... 42

Qualified Joint and 50% Survivor Annuity ................................................................. 42

Lump Sum Payment of Small Benefits........................................................................ 42

Alternate Forms of Benefit ................................................................................................... 42

Single Life Annuity...................................................................................................... 42

Qualified Optional Joint and Survivor Annuity........................................................... 43
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iv

ALTERNATIVE SCHEDULE A..................................................................................................... 44

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 44

Normal Pension..................................................................................................................... 44

Early Pension ........................................................................................................................ 44

Thirty Year Pension and Special Transition Benefit ............................................................ 44

Age Requirement For A Thirty-Year Pension............................................................. 44

Transition Benefit ........................................................................................................ 44

Vested Pension...................................................................................................................... 45

HOW IS MY PENSION CALCULATED?................................................................................ 45

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 45

What is my “Benefit Factor”?............................................................................................... 46

What is my Past Service Benefit?......................................................................................... 46

What is my Future Service Benefit? ..................................................................................... 46

What is my Future Service Benefit for service on and after January 1, 2011?............ 47

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 47

What is my Future Service Benefit for service before 2004?...................................... 47

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 48

HOW ARE PENSIONS PAID?.................................................................................................. 48

Normal Form of Benefit........................................................................................................ 49

Single Life Annuity...................................................................................................... 49

Qualified Joint and 50% Survivor Annuity ................................................................. 49

Lump Sum Payment of Small Benefits........................................................................ 49

Alternate Forms of Benefit ................................................................................................... 49

Single Life Annuity...................................................................................................... 49

Years Certain Annuity ................................................................................................. 50

Qualified Optional Joint and Survivor Annuity........................................................... 50

100% Joint and Survivor Annuity................................................................................ 50

Joint and Survivor Annuity With a Pop-Up................................................................. 50

ALTERNATIVE SCHEDULE B ..................................................................................................... 51

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 51
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Normal Pension..................................................................................................................... 51

Early Pension ........................................................................................................................ 51

Thirty Year Pension and Special Transition Benefit ............................................................ 51

Age Requirement For A Thirty-Year Pension............................................................. 51

Transition Benefit ........................................................................................................ 51

Vested Pension...................................................................................................................... 52

HOW IS MY PENSION CALCULATED?................................................................................ 52

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 52

What is my “Benefit Factor”?............................................................................................... 53

What is my Past Service Benefit?......................................................................................... 53

What is my Future Service Benefit? ..................................................................................... 53

What is my Future Service Benefit for service on and after January 1, 2011?............ 54

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 54

What is my Future Service Benefit for service before 2004?...................................... 55

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 55

HOW ARE PENSIONS PAID?.................................................................................................. 56

Normal Form of Benefit........................................................................................................ 56

Single Life Annuity...................................................................................................... 56

Qualified Joint and 50% Survivor Annuity ................................................................. 56

Lump Sum Payment of Small Benefits........................................................................ 56

Alternate Forms of Benefit ................................................................................................... 56

Single Life Annuity...................................................................................................... 57

Years Certain Annuity ................................................................................................. 57

Qualified Optional Joint and Survivor Annuity........................................................... 57

100% Joint and Survivor Annuity................................................................................ 57

Joint and Survivor Annuity With a Pop-Up................................................................. 57

ALTERNATIVE SCHEDULE C ..................................................................................................... 58

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 58

Normal Pension..................................................................................................................... 58

Early Pension ........................................................................................................................ 58

Thirty Year Pension and Special Transition Benefit ............................................................ 58
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Age Requirement For A Thirty-Year Pension............................................................. 58

Transition Benefit ........................................................................................................ 58

Vested Pension...................................................................................................................... 59

HOW IS MY PENSION CALCULATED?................................................................................ 59

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 59

What is my “Benefit Factor”?............................................................................................... 60

What is my Past Service Benefit?......................................................................................... 60

What is my Future Service Benefit? ..................................................................................... 60

What is my Future Service Benefit for service on and after January 1, 2011?............ 61

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 61

What is my Future Service Benefit for service before 2004?...................................... 62

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 62

HOW ARE PENSIONS PAID?.................................................................................................. 63

Normal Form of Benefit........................................................................................................ 63

Single Life Annuity...................................................................................................... 63

Qualified Joint and 50% Survivor Annuity ................................................................. 63

Lump Sum Payment of Small Benefits........................................................................ 63

Alternate Forms of Benefit ................................................................................................... 63

Single Life Annuity...................................................................................................... 64

Years Certain Annuity ................................................................................................. 64

Qualified Optional Joint and Survivor Annuity........................................................... 64

100% Joint and Survivor Annuity................................................................................ 64

Joint and Survivor Annuity With a Pop-Up................................................................. 64

ALTERNATIVE SCHEDULE D..................................................................................................... 65

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 65

Normal Pension..................................................................................................................... 65

Early Pension ........................................................................................................................ 65

Thirty Year Pension and Special Transition Benefit ............................................................ 65

Age Requirement For A Thirty-Year Pension............................................................. 65

Transition Benefit ........................................................................................................ 65

Vested Pension...................................................................................................................... 66
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HOW IS MY PENSION CALCULATED?................................................................................ 66

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 66

What is my “Benefit Factor”?............................................................................................... 67

What is my Past Service Benefit?......................................................................................... 67

What is my Future Service Benefit? ..................................................................................... 67

What is my Future Service Benefit for service on and after January 1, 2011?............ 68

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 68

What is my Future Service Benefit for service before 2004?...................................... 69

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 69

HOW ARE PENSIONS PAID?.................................................................................................. 70

Normal Form of Benefit........................................................................................................ 70

Single Life Annuity...................................................................................................... 70

Qualified Joint and 50% Survivor Annuity ................................................................. 70

Lump Sum Payment of Small Benefits........................................................................ 70

Alternate Forms of Benefit ................................................................................................... 70

Single Life Annuity...................................................................................................... 71

Years Certain Annuity ................................................................................................. 71

Qualified Optional Joint and Survivor Annuity........................................................... 71

100% Joint and Survivor Annuity................................................................................ 71

Joint and Survivor Annuity With a Pop-Up................................................................. 71

ALTERNATIVE SCHEDULE E ..................................................................................................... 72

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 72

Normal Pension..................................................................................................................... 72

Early Pension ........................................................................................................................ 72

Thirty Year Pension and Special Transition Benefit ............................................................ 72

Age Requirement For A Thirty-Year Pension............................................................. 72

Transition Benefit ........................................................................................................ 72

Vested Pension...................................................................................................................... 73

HOW IS MY PENSION CALCULATED?................................................................................ 73

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 73

What is my “Benefit Factor”?............................................................................................... 74
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What is my Past Service Benefit?......................................................................................... 74

What is my Future Service Benefit? ..................................................................................... 74

What is my Future Service Benefit for service on and after January 1, 2011?............ 75

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 75

What is my Future Service Benefit for service before 2004?...................................... 76

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 76

HOW ARE PENSIONS PAID?.................................................................................................. 76

Normal Form of Benefit........................................................................................................ 77

Single Life Annuity...................................................................................................... 77

Qualified Joint and 50% Survivor Annuity ................................................................. 77

Lump Sum Payment of Small Benefits........................................................................ 77

Alternate Forms of Benefit ................................................................................................... 77

Single Life Annuity...................................................................................................... 77

Years Certain Annuity ................................................................................................. 78

Qualified Optional Joint and Survivor Annuity........................................................... 78

100% Joint and Survivor Annuity................................................................................ 78

Joint and Survivor Annuity With a Pop-Up................................................................. 78

ALTERNATIVE SCHEDULE F...................................................................................................... 79

HOW DO I BECOME COVERED BY THIS SCHEDULE? .................................................... 79

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 79

Normal Pension..................................................................................................................... 79

Early Pension ........................................................................................................................ 79

Thirty Year Pension and Special Transition Benefit ............................................................ 79

Vested Pension...................................................................................................................... 79

HOW IS MY PENSION CALCULATED?................................................................................ 80

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 80

What is my “Benefit Factor”?............................................................................................... 80

What is my Past Service Benefit?......................................................................................... 80

What is my Future Service Benefit? ..................................................................................... 81

What is my Future Service Benefit for service on and after the date I become

covered by Schedule F? ................................................................................... 81
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What is my Future Service Benefit for service between January 1, 2011 and the

day before I become covered by Schedule F? ................................................. 81

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 81

What is my Future Service Benefit for service before 2004?...................................... 82

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 82

HOW ARE PENSIONS PAID?.................................................................................................. 83

Normal Form of Benefit........................................................................................................ 83

Single Life Annuity...................................................................................................... 83

Qualified Joint and 50% Survivor Annuity ................................................................. 83

Lump Sum Payment of Small Benefits........................................................................ 83

Alternate Forms of Benefit ................................................................................................... 83

ALTERNATIVE SCHEDULE G..................................................................................................... 84

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS

SCHEDULE?.............................................................................................................................. 84

Normal Pension..................................................................................................................... 84

Early Pension ........................................................................................................................ 84

Vested Pension...................................................................................................................... 84

HOW IS MY PENSION CALCULATED?................................................................................ 84

How do I determine my benefit if I participated in a plan that merged into this Plan?........ 84

What is my “Benefit Factor”?............................................................................................... 85

What is my Past Service Benefit?......................................................................................... 85

What is my Future Service Benefit? ..................................................................................... 85

What is my Future Service Benefit for service on and after the date I become

covered under Schedule G? ............................................................................. 86

What is my Future Service Benefit for service between January 1, 2011 and the

day before I become covered under Schedule G?............................................ 86

What is my Future Service Benefit for service between January 1, 2004 and

December 31, 2010? ........................................................................................ 86

What is my Future Service Benefit for service before 2004?...................................... 87

How might section 415 of the Internal Revenue Code affect my pension benefits?............ 87

HOW ARE PENSIONS PAID?.................................................................................................. 87

Normal Form of Benefit........................................................................................................ 88

Single Life Annuity...................................................................................................... 88
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Qualified Joint and 50% Survivor Annuity ................................................................. 88

Lump Sum Payment of Small Benefits........................................................................ 88

Alternate Forms of Benefit ................................................................................................... 88

Single Life Annuity...................................................................................................... 88

Qualified Optional Joint and Survivor Annuity........................................................... 89

OTHER INFORMATION ................................................................................................................ 90

Plan Administration .............................................................................................................. 90

Duration of Plan.................................................................................................................... 91

Pension Benefit Guaranty Corporation (“PBGC”) Insurance............................................... 91

Rights of Participants............................................................................................................ 92

Receive Information About Your Plan and Benefits ................................................... 92

Prudent Actions by Plan Fiduciaries............................................................................ 93

Enforce Your Rights .................................................................................................... 93

Assistance with Your Questions .................................................................................. 93

APPENDIX A - FORMER PLANS ................................................................................................. 94

When do I become an active participant in this Plan if I participated in a plan that merged

into this Plan?............................................................................................................ 94

Do I earn Future Service Credit if I participated in a plan that merged into the Plan?......... 95

Former Local 294 Plan................................................................................................. 95

Former Local 478 Plan................................................................................................. 95

Former Local 264 Bakery Plan.................................................................................... 95

Former P&C Plan......................................................................................................... 95

Former PTC Plan ......................................................................................................... 96

Former Local 264 Brewery Plan.................................................................................. 96

Former Local 791 Plan................................................................................................. 96

Former Local 264 IRP ................................................................................................. 96

How are my pension benefits calculated if I was a participant in a plan that merged into this

Plan?.......................................................................................................................... 96

Former Local 294 Plan................................................................................................. 96

Former Local 478 Plan................................................................................................. 97

Former Local 264 Bakery Plan.................................................................................... 97

Former P&C Plan......................................................................................................... 98

PTC Plan ...................................................................................................................... 99
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Former Local 264 Brewery Plan................................................................................ 100

Former Local 791 Plan............................................................................................... 100

Former Local 264 IRP ............................................................................................... 100

APPENDIX B - MINIMUM BENEFIT FACTOR TABLE 1........................................................ 102

APPENDIX C - MINIMUM BENEFIT FACTOR TABLE 2........................................................ 103
DB1/ 72954048.23 12

INTRODUCTION

The following is a summary of provisions of the New York State Teamsters Conference Pension and

Retirement Fund (the “Plan”) in effect as of January 1, 2013. These provisions apply to you if you complete

at least one hour of service on or after January 1, 2013 for which your employer is required to contribute to

the Plan. If you terminated employment or retired prior to January 1, 2013, please contact the Fund Office

for the summary plan description (“SPD”) that applies to you. Capitalized terms are defined in the Plan

document unless stated otherwise.

There have been several benefit changes since the last SPD describing your benefits was published, including

the Rehabilitation Plan that the Plan’s Board of Trustees (the “Trustees”) adopted. The Rehabilitation Plan

includes several schedules (each a “Schedule,” including the “Default Schedule” and “Alternative

Schedules,”) under which you accrue your pension benefits beginning on or after January 1, 2011. The

Schedule under which you will accrue benefits is dependent upon the Schedule agreed to by your Employer

and Local Union. If you are an inactive, vested participant, who does not have an hour of service after

January 1, 2011 you are covered by the Default Schedule.
DB1/ 72954048.23 13

GENERAL INFORMATION

Official Name of the Plan: New York State Teamsters Conference

Pension and Retirement Fund

151 Northern Concourse

Syracuse, NY 13212-4047

(315) 455-9790

Mailing address: New York State Teamsters Conference

Pension and Retirement Fund

P.O. Box 4928

Syracuse, NY 13221-4928

Any Service of Legal Process

Should be Sent to: Executive Administrator

New York State Teamsters Conference

Pension and Retirement Fund

P.O. Box 4928

Syracuse, NY 13221-4928

Service of legal process upon the Executive Administrator will also be deemed to be service upon the

Trustees.

Fund Accountants: D’Arcangelo & Co., LLP

Actuarial Consultants: Horizon Actuarial Services, LLC

Attorneys: Paravati, Karl, Green & DeBella, LLP

Morgan, Lewis & Bockius LLP

Blitman & King LLP

Investment Monitors: Meketa Investment Group

Plan Year: Calendar Year

Taxpayer Identification Number: 16-6063585

Plan Number: 074
DB1/ 72954048.23 14

HOW DO I BECOME A PLAN PARTICIPANT?

When does my participation in the Plan begin?

If you first became employed by an employer that is required to make contributions to this Plan (referred to

as a “Contributing Employer”) on or after January 1, 1998, you become an active participant as of the date on

which you first complete one hour of service for which contributions are required.

If you first became employed by a Contributing Employer between January 1, 1981 and December 31, 1997,

you are deemed to have become an active participant in the first year during which you completed 500 or

more hours of service with one or more Contributing Employers as of the end of any 12-month period

commencing with your employment date or each anniversary of your employment date.

If you first became employed by a Contributing Employer to this Plan between January 1, 1976 and

December 31, 1980, you are deemed to have become an active participant in the year in which you first

completed one hour of service.

You cannot be a participant if you are a business partner, sole proprietor, or if you are self-employed.

What if I was a participant in a plan that merged into this Plan?

If you were a participant in a pension plan that has merged into this Plan, please refer to “Appendix A -

Former Plans” at the end of this booklet for special rules that determine when you became an active

participant in this Plan.

When does my participation in the Plan end?

Your participation in the Plan will end when you incur a Break in Service if, at that time, you have not yet

earned five years of Future Service Credit. (See the discussion under “What is a Break in Service?” and

the discussion under “What is Future Service Credit?”). If you incur a Break in Service after you have

earned at least five years of Future Service Credit, you will no longer be an active participant in the Plan and

will be considered an inactive participant. Generally, you will continue to be an “inactive” participant until

you either return to covered employment or begin receiving payment of your benefit under the Plan.

What if I am re-employed after my participation in the Plan has ended?

If you become vested in your right to a benefit under the Plan before your active participation ends, and you

are later re-employed by a Contributing Employer, you will again become an active participant in the Plan on

the date you first complete one hour of service for which contributions to the Plan are required.

If you were previously a participant in the Plan but did not vest in your right to a benefit before your

participation ended, and you are later re-employed by a Contributing Employer in sufficient time to restore

your prior credited service (See the discussion under “What happens if my service is interrupted?”), you

will again become a participant in the Plan in the first year during which you have completed 500 or more

hours of service with one or more Contributing Employers as of the end of any 12-month period

commencing with your re-employment date or each anniversary of your re-employment date.
DB1/ 72954048.23 15

If you were previously a participant in the Plan but did not vest in your right to a benefit before your

participation ended, and you are later re-employed by a Contributing Employer at a time when you no longer

have the ability to restore your prior credited service (See the discussion under “What happens if my

service is interrupted?”), you will become a participant in the Plan on the date you first complete one hour

of service for which contributions to the Plan are required.
DB1/ 72954048.23 16

HOW DO I EARN A PENSION?

Once you become a participant, you need to earn credited service to become eligible for benefits from the

Plan. There are two kinds of credited service: Past Service Credit and Future Service Credit.

What is Past Service Credit?

Past Service Credit is credited service for the time you worked with your employer before your employer

became a Contributing Employer. You may be eligible for Past Service Credit if your employer had to make

contributions to the Plan for you on and after the date it became a Contributing Employer. You only receive

Past Service Credit for service with an employer that becomes a Contributing Employer.

Although Past Service Credit is not available under the Plan for service under a pension plan that merged

into this Plan, the benefit you receive from this Plan that is based on your service under the prior pension

plan will include amounts for any Past Service Credit you received under that plan. Please contact the Fund

Office if you have questions about the benefit you earned under your prior plan.

How do I earn Past Service Credit?

If you are eligible for Past Service Credit, you can earn one year of Past Service Credit for each consecutive

year of Future Service Credit you earn after you have earned five years of Future Service Credit. (Please see

the section below titled “What is Future Service Credit?” for a description of Future Service Credit). If

you became a participant in this Plan before January 1, 1976, you can earn one year of Past Service Credit

for each consecutive year of Future Service Credit after you have earned one year of Future Service Credit.

Certain other rules may apply if you became a participant prior to 1976. Please contact the Fund Office for

more information.

What other requirements do I need to meet to earn Past Service Credit?

You earn one year of Past Service Credit for each calendar year, beginning with 2004, in which you worked

at least 1,000 hours for your Contributing Employer.

You earn one year of Past Service Credit for each calendar year from 1996 through 2003 in which you

worked at least 1,000 hours for your Contributing Employer, provided you worked in each calendar quarter

of that year.

You earn one year of Past Service Credit for each calendar year before 1996 in which you worked for your

Contributing Employer in each calendar quarter of that year, provided you had total earnings from your

Contributing Employer (as determined by Social Security records) for the year as follows:

For Years Total Earnings of At

Least

For Years Total Earnings of At

Least

1937 to 1950 $1,600 1978 $ 9,000

1951 to 1954 1,900 1979 11,700

1955 to 1958 2,200 1980 13,200

1959 to 1965 2,500 1981 15,100

1966 to 1967 3,400 1982 16,500
DB1/ 72954048.23 17

For Years Total Earnings of At

Least

For Years Total Earnings of At

Least

1968 to 1971 4,000 1983 18,200

1972 4,600 1984 19,300

1973 5,500 1985 20,200

1974 6,700 1986 21,400

1975 7,200 1987 22,300

1976 7,400 1988 to 1995 22,900

1977 8,500

What is the maximum Past Service Credit I can earn?

You may earn up to a maximum of five years of Past Service Credit. However, if you became a participant

before January 1, 1976, you may earn up to a maximum of 15 years of Past Service Credit (20 years if you

became a participant before January 1, 1974). Certain other rules may apply if you became a participant

prior to 1976. Please contact the Fund Office for more information. Also, if you did not perform any service

for your employer for a period of three successive years prior to the date your employer became a

Contributing Employer, you will not receive any Past Service Credit for any years prior to that 3-successiveyear period.

Can I earn Past Service Credit with more than one employer?

Yes, as long as your combined Past Service Credit does not exceed the applicable maximum amount

described in the preceding paragraph.

If my former employer was acquired by a Contributing Employer, do I get Past Service Credit for my time

spent with my former employer?

If you were employed by a company that was acquired by a Contributing Employer, you will earn Past

Service Credit in accordance with the provisions above for your years of service with your former employer,

but only if the Contributing Employer was required to make contributions to the Plan for you on and after the

date of acquisition.

What happens if my employer stops making contributions?

If your employer stops making contributions to the Plan while you are actively employed but continues to

remain in business in the Plan’s geographic area, you will not be entitled to Past Service Credit with that

employer, unless the employer starts contributing again within 18 months and you remain employed with

that employer.

What is Future Service Credit?

Future Service Credit is credited service for the time you work for an employer while it is a Contributing

Employer.
DB1/ 72954048.23 18

How do I earn Future Service Credit?

Beginning in 1976, you earn one-tenth (1/10) of a year of Future Service Credit for each 100 hours of service

for which contributions to the Plan are required to be paid by your Contributing Employer on your behalf.

You may not earn more than one full year (10/10) of Future Service Credit during any single Plan Year.

Example: If you have 886 hours of service for which contributions are required in a Plan Year, you

will receive eight-tenths of one year (0.8) of Future Service Credit for that year. If you have 1,200

hours of service for which contributions are required in a Plan Year, you will receive one year (1.0)

of Future Service Credit for that year.

For years between January 1, 1961 and December 31, 1975, your Future Service Credit was based on the rate

of employer contribution, as shown in the following table:

If your employer contributed . . .

per hour,

You receive 1 year of Credit for

an employer contribution of . . .

1961 – 1963

Less than 7.5 cents $75.00 or more

7.5 cents or more $120.00 or more

1964 – 1975

Less than 7.5 cents $75.00 or more

7.5 cents but less than 12.5 cents $120.00 or more

12.5 cents but less than 17.5 cents $180.00 or more

17.5 cents but less than 22.5 cents $240.00 or more

22.5 cents but less than 27.5 cents $300.00 or more

27.5 cents but less than 32.5 cents $360.00 or more

32.5 cents but less than 37.5 cents $420.00 or more

37.5 cents but less than 42.5 cents $480.00 or more

42.5 cents but less than 47.5 cents $540.00 or more

47.5 cents but less than 52.5 cents $600.00 or more

52.5 cents or more $660.00 or more

For years prior to 1961, you were credited with one year of Future Service Credit for each year in which

$75.00 or more was contributed to the Plan on your behalf.

If I earn more than 1,000 hours in one Plan Year, will my additional hours be carried over into the following

year?

No. You may not carry over hours from one year to the next. Hours earned are credited to the year in which

they occurred.

Do I earn credit if I am a union member but not an employee of a Contributing Employer?

No. This Plan does not give credit for union membership.
DB1/ 72954048.23 19

Do I earn credit if I am an employee of a Contributing Employer for whom contributions are not required?

If you are employed by a Contributing Employer in a category of employees who are not eligible to

participate in this Plan and you subsequently become employed by the Contributing Employer in a category

that is eligible to participate in this Plan, then your prior hours of service will be recognized for purposes of

vesting and eligibility only.

Example: If you work four (4) years for a Contributing Employer in non-union employment, which

is not covered by the Plan, and then you work one year as a union member in a position for which

contributions to the Plan are required, you will be credited with five years of service for vesting

purposes and one year of Future Service Credit.

If you are participating in this Plan and you subsequently become employed by the Contributing Employer in

a category not eligible for participation in this Plan, then you will be deemed to continue as a participant for

purposes of vesting and eligibility only.

Do I earn credit if I participated in a plan that merged into the Plan?

If you were a participant in a pension plan that has merged into this Plan, special rules that apply when

determining your Future Service Credit under this Plan are described in “Appendix A - Former Plans” at

the back of this booklet.

When will I become vested in my benefits under the Plan?

A “vested” benefit is non-forfeitable and, therefore, cannot later be curtailed or eliminated. In addition to

other vesting rules described in this booklet, you will be vested in your right to receive a benefit from the

Plan when you have completed five years of Future Service Credit, including one hour of service on or after

January 1, 1999 (on or after January 1, 1989, if you are a non-union participant), or if you earned 10 years of

Future Service Credit at any time after January 1, 1976. Alternatively, your right to a benefit will vest when

you have attained age 65 (age 64 if you are a Former Local 478 employee who was classified as a “Plan A

Participant”) and have either (a) earned five years of Future Service Credit, or (b) attained the fifth

anniversary of the date you commenced participation in the Plan.

What is a Break in Service?

A Break in Service is a period of three consecutive Break in Service Years. A Break in Service Year is a

Plan Year in which you do not earn more than 500 hours of services, subject to exceptions for maternity or

paternity leave and military service, as described below.

What happens if my service is interrupted?

If you have at least five years of Future Service Credit when you incur a Break in Service, you will become

an “inactive” participant, but you will not lose your Past and Future Service Credit.

If you have fewer than five years of Future Service Credit when you incur a Break in Service, you will no

longer be a participant in the Plan and you will lose any previously accrued Future Service Credit. (Before

January 1, 1999, you had to have 10 years of Future Service Credit when you incurred a Break in Service to

retain your Past and Future Service Credit and to be considered an “inactive” vested participant.)
DB1/ 72954048.23 20

However, if you are re-employed with a Contributing Employer and again become a participant in the Plan,

any years of Past and Future Service Credit that you earned before your Break in Service may be restored.

These years will be restored only if the number of consecutive Break in Service Years you had does not

equal or exceed the greater of (a) five years, or (b) the number of years of Future Service Credit that you

earned before your Break in Service. If you do not return to work for a Contributing Employer within the

required time period, you will permanently lose credit for all of your Past and Future Service Credit, and

when you return you will be treated as if you are a new employee who had never participated in the Plan.

What happens if I take maternity or paternity leave?

If an approved maternity or paternity leave with your Contributing Employer prevents you from

accumulating at least 501 hours of service in a Plan Year, you will be credited with up to 501 hours of

service for one Plan Year for the time you are on leave in order to prevent you from incurring a Break in

Service Year. However, you will not earn any additional Past or Future Service Credit while you are on

leave unless your Contributing Employer is required to make contributions on your behalf during that period.

For this purpose, an approved maternity or paternity leave means an absence: (a) due to your pregnancy; (b)

due to the birth of your child; (c) due to the placement of a child with you in connection with your adoption

of such child; or (d) for the purpose of caring for such child immediately following such birth or placement.

What happens if I take military leave?

When you leave a Contributing Employer to enter military service, you will receive credit for your military

service, provided you return to work for a Contributing Employer in accordance with the requirements of

applicable law. In order to receive proper credit you will need to provide the Fund Office with adequate

notice and official confirmation of your military service. Please contact the Fund Office for additional

information.

What happens if I become disabled?

You will not lose your years of Past or Future Service Credit if you are unable to work because you become

totally and permanently disabled (provided you qualify for Social Security disability benefits). However,

you will not earn any Past or Future Service Credit while you are disabled unless your Contributing

Employer is required to make contributions on your behalf while you are out on disability.
DB1/ 72954048.23 21

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED BY THE PLAN?

Pension Benefits

The Plan provides a variety of pensions and you may meet the requirements for more than one type. When

this happens, you will receive the pension with the greatest value. The earliest your pension may begin is the

first day of the month following the later of the month when the Fund Office receives your completed

application or the month you elect to retire.

The pension you receive depends in part upon your age, the amount of Past and Future Service Credit you

have earned and the Schedule under which you are covered. If you were a participant in a pension plan that

has merged into this Plan, your Normal Pension benefit is determined in accordance with the special rules set

forth in “Appendix A - Former Plans”.

For information regarding the types of pensions and benefits available to you, please refer to the relevant

pages listed below:

Page

Rehabilitation Plan Schedules 36

Default Schedule 38

Schedule A 44

Schedule B 51

Schedule C 58

Schedule D 65

Schedule E 72

Schedule F 79

Schedule G 84
DB1/ 72954048.23 22

WHEN ARE PENSION BENEFITS PAID?

Under normal circumstances, your pension will not begin until the Fund Office has processed your

retirement application. Pension benefits will be paid as of the first day of each month.

How do I apply for benefits?

To receive benefits from the Plan, you must contact the Fund Office in writing at the following address:

New York State Teamsters Conference Pension and Retirement Fund

P.O. Box 4928

Syracuse, New York 13221-4928

The application package will be sent to you. Complete the documents in the application package and return

the originals to the Fund Office.

When should I apply for benefits?

You should apply for your pension 180 days prior to your desired effective date. However, this does not

guarantee receipt of a check on the desired effective date. In most cases, the Fund Office must wait for final

contributions to be paid and posted or until verification of reciprocal time. Notwithstanding the foregoing,

by law your benefits will automatically begin by April 1 of the year following the year in which you reach

age 701⁄2. If you receive your first check after your effective date, your first check will include any

retroactive pension payments that would otherwise be due. Likewise, if your pension did not commence

until after your Normal Retirement Age because you have not submitted an application to the Fund Office,

your monthly pension will be actuarially adjusted to reflect the delayed commencement date. The Fund

Office will presume that you have chosen to delay commencement of your pension if you do not submit a

pension application upon reaching Normal Retirement Age.

How will my pension be delayed by additional contributions my employer must make for vacation and

sick days?

If your employer pays contributions for vacations, sick days, holidays, roving holidays, in a lump sum, e.g.,

200 hours in one week’s paycheck, Plan rules require the time and contributions to be “pushed out” to

determine the earliest possible pension effective date.

Beginning the day following your actual last day of work, the contributions are “pushed out” at a rate of 40

hours per week until the contributions are fully applied. Under the Plan’s rules, if you have fewer than 40

hours of contributions attributed to the month when the contributions are applied, you may commence your

pension beginning the first day of that month, provided you have submitted an application for benefits.

Otherwise you will have to wait until the first day of the following month. However, no future contributions

are due for vacations, sick days, holidays or roving holidays (and you will not receive future service credit

for any such contributions made by any employer on your behalf) after your death.

Example: Your last day of work was January 4, 2013. Your Contributing Employer pays you for

224 hours of accrued, unused vacation time in a lump sum in your January 4, 2013 paycheck.

Beginning January 7, 2013, the Fund Office will push the time out at 40 hours per week to

February 13, 2013. As more than 39 hours of contributions would be credited to February 2013, the

earliest your pension could be effective would be March 1, 2013.
DB1/ 72954048.23 23

What if I believe that my hours were not properly reported?

If you believe that an employer has underreported or failed to report your hours of work in covered

employment, you must present evidence satisfactory to the Trustees to receive credit for those hours. The

burden of proof lies with you to affirmatively establish your entitlement to underreported or unreported hours

of covered employment.

What happens if my requested benefits are denied?

If any written request for benefits you submit to the Fund Office is denied, in whole or in part, the Fund

Office will notify you in writing, within 90 days after it receives your request (or within 180 days if special

circumstances require an extension of time, in which case the Fund Office will notify you of the need for the

extension). Notice of the denial will include the following:

(1) the specific reason for the denial;

(2) reference to the Plan provisions on which the denial is based;

(3) a description of any additional material or information necessary for you to perfect your

claim and an explanation of why such material or information is necessary; and

(4) an explanation of the Plan’s appeal procedure and the time limits applicable to such

procedures.

Can I appeal a denial of benefits?

If your claim for benefits has been denied, you have the right to file a written notice of appeal with the

Trustees within 60 days after you receive notice of the Fund Office’s denial. During this 60-day period, you

have the opportunity, upon request and free of charge, to be provided reasonable access to and copies of all

documents, records and other information relevant to your claim. In addition, you may submit written

comments, documents, records and other information relating to your claim.

The Trustees will make a decision on your appeal no later than the next regularly-scheduled meeting that

follows receipt of your appeal. However, if your request is not filed within 30 days before the meeting, a

decision may not be made until the second meeting that follows receipt of your appeal. Finally, if an

extension of time is needed to decide your claim, the Trustees will make a determination no later than the

third meeting that follows receipt of your appeal. If an extension of time is needed, the Fund Office will

notify you in writing of the extension. Once a decision is made, the Trustees will notify you of the decision

within five days after it was made. If your appeal is denied, you will receive written notice of the denial that

includes:

(1) the specific reason for the denial;

(2) reference to the Plan provisions on which the denial is based;

(3) a statement that you are entitled to receive, upon request and free of charge, reasonable

access to and copies of, all documents, records and other information relevant to your claim

for benefits; and

(4) a statement of your right to bring an action under section 502(a) of ERISA.
DB1/ 72954048.23 24

Benefits under this Plan will be paid only if the Trustees decide in their discretion that you are entitled to

them.

If your appeal is denied and you wish to bring an action in Federal court, you must file your legal action

within 12 months of the earliest of (i) the date of the Trustees’ decision on appeal, (ii) your failure to provide

any information requested by the Trustees or your failure to object to any incorrect information provided in a

benefit statement or other personalized communication, or (iii) your commencement of benefit payments.

However, you may not bring an action in federal court until you have exhausted this Plan’s claims and

appeals procedures, described above.

All such actions must be commenced and heard in the United States District Court for the Northern District

of New York. Any action commenced or initiated in any other venue must be transferred to the United

States District Court for Northern District of New York.
DB1/ 72954048.23 25

WHAT IS A SUPPLEMENTAL SOCIAL SECURITY BENEFIT?

An additional monthly Supplemental Social Security Benefit (the “Supplemental Benefit”) is available to you

if you continued working after your Unreduced Retirement Date prior to January 1, 2011. Your “Unreduced

Retirement Date” was the earliest date you could retire and receive a Regular Pension or a Thirty Year

Pension, but no earlier than January 1, 2004. If you were a participant in a plan that has merged into this

Plan after January 1, 2004, your Unreduced Retirement Date could not be earlier than the date you became

an active participant in this Plan. (Please refer to “Appendix A - Former Plans”, for special rules that

determine when you became an active participant in this Plan.)

How much is the Supplemental Benefit?

The amount of the Supplemental Benefit will equal a percentage, as adjusted below, of your annual accrued

benefit as of your Unreduced Retirement Date according to the following chart:

Year Worked After

Unreduced Retirement Date

Maximum Percentage of Annual

Accrued Benefit Earned

During that Year

Total Percentage of

Annual Accrued Benefit Earned

1st Year 10% 10%

2nd Year 15% 25%

3rd Year 25% 50%

4th Year 25% 75%

5th Year 25% 100%

Each Additional Year 20% Total Percentage Accumulated + 20%

The percentage you may have earned in any year depends on the number of hours for which your

Contributing Employer contributes on your behalf and the number of months you delay your retirement. If

you worked at least 1,000 hours in a year and delay retirement for 12 months in that year, you earn the full

percentage noted above. If you work at least 500 hours but less than 1,000 hours in a year or delay

retirement for less than 12 full months, the percentage you earn for that year will be prorated based on:

 the number of hours for which employer contributions are required on your behalf for the year

divided by 1,000, and multiplied by;

 the number of months you delay your retirement, divided by 12.

If you work less than 500 hours in a year, the percentage earned for that year is 0%. If in the first year you

delay retirement for less than 12 full months, then the percentage earned is 0%. See the example below for a

demonstration of how this calculation works.

How long will I receive the monthly payment?

In general, the number of months you may receive a Supplemental Benefit will equal the number of months

you delay your retirement past your Unreduced Retirement Date. For example, if you delay retirement and

continue working for up to 36 months beyond your Unreduced Retirement Date, the Supplemental Benefit is

payable for 36 months. However, payment of the Supplemental Benefit will stop when you become eligible

for unreduced Social Security benefits (the age listed below) or upon your death, if earlier.
DB1/ 72954048.23 26

Please keep in mind that, although your monthly Supplemental Benefit will generally increase with each

month that you work past your Unreduced Retirement Date, the total value of your Supplemental Benefit (the

total of all monthly payments) will begin to decrease at a certain point because you will receive your monthly

Supplemental Benefit over a fewer number of months as you approach your unreduced Social Security

retirement age.

Unreduced Social Security Retirement Ages

The following chart shows the ages for unreduced Social Security benefits based on year of birth:

Year of Birth

Age for Unreduced

Social Security Benefit

1937 or earlier

1938

1939

1940

1941

1942

1943 – 1954

1955

1956

1957

1958

1959

1960 or later

65 years

65 years and 2 months

65 years and 4 months

65 years and 6 months

65 years and 8 months

65 years and 10 months

66 years

66 years and 2 months

66 years and 4 months

66 years and 6 months

66 years and 8 months

66 years and 10 months

67 years

Example of how your Supplemental Benefit will be calculated: Assume you are age 60 on

January 1, 2005 (which is also your Unreduced Retirement Date), and your monthly benefit as of

your Unreduced Retirement Date would equal $3,000 (or $36,000 per year). You work 1,000 hours

in 2005 and in 2006. During 2007, you work a total of 700 hours and defer retirement until

September 1, 2007, for a total deferral period of 32 months. Under the formula above, you would

have earned 36.67% of your accrued benefit as a Supplemental Benefit. This percentage is

calculated by adding 10% for the 2005 deferral period, plus 15% for the 2006 deferral period, plus

11.67% for the 2007 deferral period. The 11.67% is equal to 25% (as if you deferred retirement

throughout all of 2007), multiplied by 700/1,000 (hours worked/hours required for full credit) and

8/12 (months deferred/total months).

To determine the amount of the monthly payment, you divide 36.67% of your annual accrued benefit

(36.67% x $36,000 = $13,201.20) by the number of months during which you deferred retirement

(32 months) for a monthly benefit equal to $412.54. The total of all the monthly payments (32

payments) would equal $13,201.28 (assuming you do not die before receiving all of these payments).

Continuing the example above, if you continue working, at least 1,000 hours in 2007, 2008 and

through June 2009, and retire effective July 1, 2009, you will have earned 87.5% of your annual

accrued benefit as a Supplemental Benefit.

To determine the amount of the monthly payment, you divide 87.5% of your annual accrued benefit

(87.5% x $36,000 = $31,500) by the number of months during which you delayed retirement (54

months) for a monthly benefit equal to $583.33. While your deferral period is 54 months, the
DB1/ 72954048.23 27

number of months you could receive your Supplemental Benefit before you attain age 66 and

become eligible to receive unreduced Social Security benefits would be only 17 months (because

you reach age 66 on December 31, 2010, you would not receive a payment for December 2010). As

a result, even though the monthly benefit is greater, the total amount you will receive, $9,916.61

($583.33 x 17), is less because you have fewer months until your unreduced Social Security date.

Can I receive the Supplemental Benefit in the form of a lump sum?

No. As of April 30, 2010, the Plan does not pay the Supplemental Benefit in the form of a lump sum

payment.
DB1/ 72954048.23 28

WHAT HAPPENS IF I WORK AFTER RETIREMENT?

Post-retirement employment is treated differently according to whether the work is performed before or after

you reach age 65.

If you are not yet age 65:

If you return to work after retiring, but before you reach age 65:

(1) the benefits you earned prior to January 1, 2000 will be suspended for each month that you

work 40 or more hours in bargaining or non-bargaining employment during the month (or

any four or five week period ending in the calendar month), if such work is in any trade,

craft, or industry covered by the Plan and in the Plan’s geographic area; and

(2) the benefits you earned on or after January 1, 2000 will be suspended for each month that

you either:

(a) work any hours in bargaining or non-bargaining unit employment with a “competing

employer” (i.e., an employer that competes with an employer who contributes to the

Plan)

or

(b) work 40 or more hours in bargaining or non-bargaining employment during the

calendar month (or any four or five week period ending in the calendar month), and

such employment is in any trade, craft, or industry covered by the Plan and in the

Plan’s geographic area.

You will not be entitled to any makeup payment following your suspension, but your future payments will be

adjusted to reflect any additional Future Service Credit and employer contributions you may have earned.

If you are age 65 or older:

If you are age 65 or older when you return to work (or if you continue to work after reaching age 65), your

pension benefits will be suspended for each month during which:

(1) you work 40 or more hours for any employer during the month (or any four or five week

period ending in the calendar month);

(2) the work is in an industry in which employees covered by the Plan were employed and had

accrued benefits under the Plan at the time you began receiving benefits (or would have if

you had not returned to or continued work);

(3) the work is in the trade or craft in which you were employed while you were an active

participant in the Plan; and
DB1/ 72954048.23 29

(4) the work is performed anywhere in the Plan’s geographic area at the time you began

receiving pension benefits (or would have begun receiving pension benefits if you had not

returned to or continued to work)

Benefits will be suspended, regardless of the employer, when the conditions listed above are present. This

means that, even if you work for a non-Contributing Employer or you are self-employed, your pension is

subject to the suspension rules. For each month you engage in work and the conditions set forth above are

present, one monthly pension payment will be suspended. You will permanently lose any benefit payments

that were suspended (i.e., no makeup payments will be made), but your future payments following

suspension will be increased to reflect any additional Future Service Credit and employer contributions you

may have earned.

Some of the benefit suspension rules described above may not apply if you are employed:

 by the Fund itself;

 as a tractor trailer driving instructor with the Teamsters Local 317 Education & Learning Trust or

the Teamsters Local 294 Driving School; or,

 in the construction industry at a location where the Business Manager of the Teamsters Local Union

with jurisdiction has certified that: (i) there is a critical shortage of workers to perform covered

employment in the construction industry and (ii) your employment did not result in denying covered

employment to another individual in the bargaining unit. The exception to the suspension rules will

apply only if you have been out of covered employment for at least 90 days.

Where is the Plan’s geographic area?

Prior to January 1, 2000, the Plan’s geographic area was any area covered by the Plan. On and after

January 1, 2000, the Plan’s geographic area includes, but is not limited to: Massachusetts, Pennsylvania,

New Jersey or New York or anywhere a Local or National Reciprocal Agreement is in effect. (See the

discussion under “Reciprocal Pensions” for more information regarding Local and National Reciprocal

Agreements.)

Am I required to notify the Plan about other employment?

Yes. If you retire and then decide to return to work in any capacity, regardless of the employer (including

self-employment) or the number of hours you will be working, you must provide the Fund Office with

written notice before you begin such employment. You may obtain a Re-Employment Request Form upon

written request to the Fund Office (or online at www.nytfund.org). In addition, you must provide the Fund

Office with any information it requests that is related to your re-employment activity and is needed to verify

the hours worked or other conditions of employment, including but not limited to wage statements or payroll

stubs.

In addition, if you receive a request from the Fund Office for information that relates to your employment

status, regardless of whether you are unemployed, self-employed, employed by an employer, and regardless

of the type or identity of the employer or the number of hours worked, you must respond immediately in

writing.
DB1/ 72954048.23 30

What happens if I do not notify the Fund Office about returning to or continuing work?

Failure to respond to either a request for verification or information described in this section could result in

your pension being suspended until the information is received by the Fund Office. Any payments

suspended due to your failure to respond will be paid to you once all requested documentation is received by

the Fund Office, unless the documents demonstrate that you were, in fact, working in any employment

described above.

In addition, if the Fund Office becomes aware that you are working in any employment described above, the

“Presumption Rule” applies. The Presumption Rule provides that until such time as you prove otherwise, the

Plan may presume that you are engaged in work which meets the conditions for suspension of benefits.

Therefore, once the Presumption Rule applies, your pension will be suspended immediately. The period

during which your benefits will be suspended will be equal to the number of months you are presumed to

have been working, unless you can prove that you were not working in each of those months.

Once the Presumption Rule is applied, it is your responsibility to provide the Fund Office with the necessary

data regarding your re-employment activity if you feel that your benefits should not have been suspended. If

it is determined that benefits for certain months should not have been suspended, benefits for those months

will be included in the first check issued when benefits are resumed. If the Plan pays benefits for any month

when benefits should have been suspended, you must repay the full amount of the overpayments in

accordance with Plan rules. (For more information about your obligation to repay any extra amounts you

may receive, see the discussion of overpayments under “What Else Do I Need to Know about My Plan?”

below.)

When will my pension resume?

Once you stop working or are determined to be in compliance with the Re-Employment Rules, you can apply

to have your pension restarted. You must notify the Fund Office in writing and a Request for Resumption of

Benefits Form will be sent to you. Complete the form and return the original to the Fund Office. Once the

Fund Office verifies the accuracy of the information you submit, your pension will resume not later than the

first day of the third calendar month following the calendar month in which your employment ceased. When

your benefits resume, you will receive your pension benefit in the same amount and in the same form as you

previously had been receiving your benefits, and it will be increased to take into account additional Future

Service Credit and employer contributions, if any.

Can I find out in advance whether or not my benefits will be suspended?

Yes. If you want to find out if your benefits will be suspended by accepting new employment, contact the

Fund Office in writing for a Re-Employment Request Form (or obtain a Re-Employment Request Form

online at www.nytfund.org). Complete the form and return it to the Fund Office. You will be informed if

the employment will affect your benefit.

What happens if I disagree with the decision to suspend benefits?

If you disagree with the Fund Office’s decision, you may ask for a review of the decision in accordance with

the Plan’s Claims Review Procedures described under the discussion entitled “Can I Appeal a Denial of

Benefits?” The Trustees’ decision on appeal is final regarding the right to return to work and still be eligible

to receive a pension.
DB1/ 72954048.23 31

WHAT HAPPENS IF I DIE BEFORE I RETIRE?

If you die before your pension begins, your survivors may be eligible for death benefits from the Plan. There

are two types of death benefits provided under the Plan:

(1) Qualified Pre-Retirement Survivor Annuity (QPSA):

If you are married and eligible to have a monthly pension benefit paid to you in the form of a

Qualified Joint and 50% Survivor Annuity at the time of your death, your spouse (as defined by the

Plan) will receive a monthly benefit for the remainder of his or her life equal to 50% of the monthly

amount that you could have been receiving during your life. (See the discussion under “Normal

Form of Benefit” for information on Qualified Joint and 50% Survivor Annuities).

Your spouse may begin receiving payments on the earliest date you could have elected to receive

payments from the Plan. However, your spouse also may elect to delay payments until a future date

(no later than the date you would have reached age 65). Any survivor benefit with an actuarial

equivalent value of $5,000 or less will automatically be distributed as a lump sum without any

affirmative payment election by your survivor.

(2) Monthly Installment Payments:

Note: Generally, with the implementation of the Rehabilitation Plan, death benefits payable as

monthly installments to non-spouse beneficiaries were eliminated as of January 1, 2011. However,

the bargaining parties may agree to provide the monthly installment death benefit coverage at an

additional cost.

If you are not married when you die, your survivors will be entitled to monthly installment payments

payable for 60 months if you have at least 15 years of combined Past and Future Service Credit prior

to your death and you die prior to retirement. Each monthly installment payment will be equal to the

accrued benefit you would have received at the time of your death, reduced for early retirement if it

begins before you would have been age 65 or attainment of 30 years of service and the Unreduced

Age of your schedule.

The Plan defines your “survivors” as follows: your surviving spouse (as defined by the Plan) at the time of

your death, or if you are not married, your children, or if none, your parents, or if none are living, then your

siblings.
DB1/ 72954048.23 32

RECIPROCAL PENSIONS

What is a Reciprocal Pension?

The Trustees have entered into reciprocal agreements with many other Teamster pension funds throughout

the United States. Under these agreements, the reciprocal pension funds work together to provide certain

benefits you may not otherwise be eligible for because your years of employment are divided between this

Plan and one or more other plans.

When is my service under other plans recognized under this Plan?

The Trustees recognize each Taft-Hartley multiemployer defined benefit pension plan covering participants

employed under one or more Teamsters collective bargaining agreement(s), or covering employees of locals

affiliated with the Teamsters as a Related Plan, provided such Teamsters Fund executes a National

Reciprocal Agreement or a local reciprocal agreement.

How does the Plan determine whether I am eligible for a Reciprocal Pension?

If you retire while both this Plan and the Related Plan are subject to a reciprocal agreement, and your

covered employment ends in 2001 or later, you will be eligible for a Reciprocal Pension benefit under this

Plan if you (1) have at least one year of Future Service Credit under this Plan based on actual employment

for which your employer contributes to the Plan; (2) are eligible for Reciprocal Pension benefits from at least

one Related Plan; and (3) elect the Reciprocal Pension benefit under this Plan and any Related Plan in lieu of

any other pension benefit payable. However, if your covered employment ended prior to 2001, the

applicable reciprocal agreement will be used to determine your eligibility.

How does the Plan determine which Reciprocal Pension I can choose?

Note: With the implementation of the Rehabilitation Plan, Reciprocal Pensions that you have not begun to

receive prior to January 1, 2011 are eliminated to the extent that any such pension is tied to one or more of

the benefits eliminated as of January 1, 2011.

If you are eligible for a Reciprocal Pension, you may elect to receive a Reciprocal Pension benefit with

regard to a Normal Pension, Early Pension, Thirty Year Pension or Vested Pension, if you would have been

eligible for such pension if all of your years of service (and fractions thereof) under this Plan and the Related

Plan were combined (your “Combined Credited Service”).

If you are eligible for a Reciprocal Pension, you will also be eligible to receive any other benefit provided by

this Plan which is not described in the previous paragraph. The amount of any other benefit will be

determined as described in the following paragraph and in accordance with this Plan.

How is the amount of my Reciprocal Pension determined?

The amount of your Reciprocal Pension Benefit is equal to the amount of your accrued benefit under this

Plan based on your Credited Service with this Plan, calculated at the level of benefits in effect when you last

earned an hour of service under this Plan and may be reduced as necessary for early commencement.

Because the research required to establish eligibility for a reciprocal pension may take a significant amount
DB1/ 72954048.23 33

of time, we recommend that you contact the Fund Office at least 6 months before your actual pension

effective date.
DB1/ 72954048.23 34

WHAT ELSE DO I NEED TO KNOW ABOUT MY PLAN?

Must my pension be deposited directly into my bank account?

Yes, unless you don’t have an account.

Can I assign my pension to my creditors?

No. Pension payments will be made directly to you and cannot be made to any other person. You may not

borrow against a pension or use it as security for a loan. In addition, you may not transfer or assign your

right to your pension except under a Qualified Domestic Relations Order (as described below). The Internal

Revenue Service (“IRS”), though, may levy your pension in which case the Fund Office may be required to

remit a portion of your pension payments to the IRS. Additionally and subject to certain requirements, your

pension may be affected by a judgment if you are convicted of a crime involving the Plan or if the

Department of Labor or Pension Benefit Guaranty Corporation has a judgment, order or decree against you

or a settlement agreement with you.

What happens to my pension if I get a divorce or am legally separated?

Your pension may be divided between you and your former spouse (as defined by the Plan) and/or children

pursuant to a Qualified Domestic Relations Order (“QDRO”). A QDRO is a decree or order issued by a

court, state agency or instrumentality that provides for property settlement in connection with a divorce or

legal separation, that obligates you to pay child support or alimony, or otherwise allocates a portion of your

benefit under the Plan to your spouse, former spouse, child or other dependent. If a QDRO is received by the

Fund Office, all or a portion of your benefits may be used to satisfy the obligation. The Fund Office will

determine the validity of any domestic relations order it receives in accordance with established procedures.

You may obtain a copy of these procedures from the Fund Office at no charge.

How will payments be made to me under the Plan if I am unable to care for myself?

If the Trustees determine that you, as a Pensioner or beneficiary, are unable to care for your affairs because

of mental or physical incapacity, then the Trustees may, in their discretion, pay your benefits to any entity or

individual the Trustees believe will provide for your maintenance and support. If a proper claim is made by

you or your beneficiary’s legal representative prior to any such payment, then the Trustees may pay your

benefits to such representative instead.

How is my pension taxed?

Any payments you receive from the Plan are generally subject to both federal and state income tax (where

applicable). If you receive a lump sum distribution instead of an annuity from the Plan, you may delay

paying tax on the distribution by rolling it over into an IRA or another employer-sponsored retirement plan

that accepts such rollovers. If you do not roll it over, the Plan is required to withhold 20% of the lump sum

and turn the withholding over to the IRS to be applied against any federal income tax you may owe. Please

be advised that the Plan does not withhold state income tax.
DB1/ 72954048.23 35

Do I have to repay amounts paid to me or a third party by mistake?

Yes. The recipient of any mistaken payment, overpayment or any other improper payment is required to

return the improperly-paid amount to the Plan, with interest (collectively “erroneous payment”). Any such

erroneous payment will be deemed to create an equitable lien by agreement in favor of the Plan for the

amount of the erroneous payment. If you (or any third party who received or is holding any funds

attributable to the erroneous payment) do not return the entire amount of the erroneous payment, the Plan

may withhold or offset your future pension payments. Up to 100% of the first pension payment after

discovery of the erroneous payment may be withheld to make up for the erroneous payment. If this does not

cover the erroneous payment, your subsequent pension payments will be reduced by 25% each month until

the erroneous payment is fully recovered.

In addition to adjusting your future payments, the Plan has the right to sue for recovery or use any other

lawful remedy available to recoup such amount. If the Plan commences a legal proceeding to recover the

erroneous payment, you (or any third party who received or is holding any funds attributable to the erroneous

payment) will be required to reimburse the Plan for attorneys’ and other professional fees, court costs,

disbursements and any other expenses incurred by the Plan in attempting to collect the erroneous payment.
DB1/ 72954048.23 36

REHABILITATION PLAN SCHEDULES

As we noted in the introductory message, the Trustees were required to adopt a Rehabilitation Plan, which

consists of a combination of benefit reductions and contribution increases.

When does a particular Rehabilitation Plan Schedule apply to me?

Once you become covered under one of the Schedules effective January 1, 2011 by earning one Hour of

Service under that Schedule, the provisions included in that Schedule govern the determination of your

benefits. This applies even if you previously participated in a plan that merged into the Plan. Any benefits,

rights and features provided under those merged-in plans that may have been included in the Plan document

are superseded by the applicable Schedule to the extent permitted by law.

As some participants will qualify for more than one Schedule, all benefits accrued as of December 31, 2010

will “attach” to the eligibility requirements of the Schedule with the most generous early retirement benefits

under which you have satisfied the Hours Requirement as discussed below.

To qualify for the benefits available under a Schedule, you must earn 5,000 Hours of Service under that

Schedule, with no more than 1,000 Hours of Service being taken into account for that purpose in any

particular Plan Year (“Hours Requirement”). If you earned 25 or more years of Credited Service as of

December 31, 2010, you will qualify for benefits under a Schedule after earning one (1) Hour of Service;

however, if you have not qualified for benefits under a particular Schedule by August 20, 2014, you must

earn 1,000 Hours of Service under that Schedule before you will qualify for its benefits.

Any benefits that you earn under a Schedule for which you did not meet the Hours Requirement will be at

the Schedule’s accrual rate, but will be based on the Default Schedule’s early retirement reduction

provisions.

In addition, if you become covered under Alternative Schedule F, Hours of Service that you may have earned

under another Schedule will be combined with the Hours of Service that you earn under Alternative Schedule

F to satisfy the Hours Requirement.

What if my Employer incurs a Rehabilitation Plan Withdrawal on or after June 1, 2012?

If the Trustees determine that the Contributing Employer where you earn your last year of Credited Service

incurs a Rehabilitation Plan Withdrawal from the Plan between June 1, 2012 and one year following your

benefit commencement date, certain so-called Adjustable Benefits will be reduced or eliminated as of the

effective date of your Employer’s withdrawal. This means that, among other benefits that you may be

entitled to under a particular Schedule prior to the Rehabilitation Plan Withdrawal, any right that you may

have had to a Thirty Year Pension is eliminated. In addition, the Early and Vested Pensions equal the

actuarial equivalent of the monthly amount of the Normal Pension to which you would have been entitled

upon attaining age sixty-five (65) based upon your Credited Service as of the date of your early retirement.

Any right to the following payment options are also eliminated:

1) Five Year Certain Annuity;

2) Ten Year Certain Annuity;

3) Qualified 100% Joint and Survivor Annuity; and

4) 50%, 75% and 100% Joint and Survivor Annuity with Pop-Up.
DB1/ 72954048.23 37

How Can My Adjustable Benefits Be Restored Following a Rehabilitation Plan Withdrawal?

If you incur a benefit adjustment or elimination due to a Rehabilitation Plan Withdrawal, you may have those

affected benefits restored if, following the Rehabilitation Plan Withdrawal, you (i) permanently discontinue

your employment with the withdrawn Contributing Employer within 60 days of the Rehabilitation Plan

Withdrawal, and (ii) then earn one year of Credited Service with a Contributing Employer that has agreed to

comply with the same Rehabilitation Plan Alternative Schedule as your withdrawn, former Employer.

What if I first became an Active Participant On or After October 15, 2009 and Before January 1,

2013?

If you first became an Active Participant on or after October 15, 2009 and before January 1, 2013, the

monthly amount of any Early, Thirty Year, or Vested Pension you receive will be the greater of your Normal

Pension benefit as of December 31, 2012 reduced by 6% for each year prior to age 65 that you begin

receiving benefits; and the Early, Thirty Year, or Vested Pension calculated in accordance with the

applicable Rehabilitation Plan Alternative Schedule, based upon your Credited Service as of the date of your

retirement.
DB1/ 72954048.23 38

DEFAULT SCHEDULE

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be actuarially reduced to reflect the fact that it is being paid before age 65.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be actuarially reduced if paid before age 65 to reflect the fact that it

is being paid before age 65.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 39

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, and on and after January 1, 2011.
DB1/ 72954048.23 40

What is my Future Service Benefit for service on and after January 1, 2011?

For each year of Future Service Credit you earn on and after January 1, 2011, you will earn a monthly benefit

equal to a percentage of the bearing employer contributions made on your behalf for each Plan Year. That

percentage is 1.00% under the Default Schedule as of January 1, 2011.

The Default Schedule requires minimum annual contribution rate increases that are “non-benefit bearing.”

Any contribution rate increases above those that are required will be “100% benefit bearing.”

 Non-benefit bearing means that the contribution rate that is used to calculate your benefits for each

year beginning with 2011 is your employer’s final contribution rate in effect in 2010. Any later

contribution rate increases are not taken into account to calculate your future benefit accruals.

 100% benefit bearing means that all of those contributions are multiplied by 1.00% to calculate your

future benefit accruals.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each Plan

Year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus
DB1/ 72954048.23 41

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

Plan Year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

Plan Year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to: (a)

$199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.
DB1/ 72954048.23 42

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity. A Single Life Annuity provides you with a monthly pension for your

lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you may elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.
DB1/ 72954048.23 43

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.
DB1/ 72954048.23 44

ALTERNATIVE SCHEDULE A

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be actuarially reduced to reflect the fact that it is being paid before age 65.

Thirty Year Pension and Special Transition Benefit

Age Requirement For A Thirty-Year Pension

You are eligible to receive an unreduced Thirty-Year Pension upon reaching age 65 prior to retirement

(“Unreduced Age”) in addition to earning 30 years of Credited Service.

Transition Benefit

Under the transition benefit, if you earned at least 25 years of Credited Service as of January 1, 2011, and

retire after earning at least 30 years of Credited Service but prior to attaining the Unreduced Age, you will

not have your Thirty-Year Pension benefit reduced by as much as it otherwise would be. In that instance,

you would have the following early reduction factors applied to your benefit:
DB1/ 72954048.23 45

Years of Credited Service

as of January 1, 2011

Reduction Per Year

from Unreduced Age

30 0%

29 1%

28 2%

27 3%

26 4%

25 5%

Example. Generally, if you retire after earning 30 years of Credited Service but before reaching age

65, benefits are actuarially reduced each year prior to 65 that you begin receiving benefits. However,

if you had at least 25 years of Credited Service as of January 1, 2011, you would be eligible for the

transition benefit and would have your Thirty-Year Pension benefit reduced, if at all, by the

transition benefit’s early reduction factors based on an Unreduced Age of 65. For example, if you

earned 28 years of Credited Service by January 1, 2011 and begin receiving benefits at the age of 60

after having earned 30 years of Credited Service, your benefits will be reduced by 10% (2% x 5

years) – rather than being reduced by approximately 42% as otherwise provided for an Early Pension

benefit.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be actuarially reduced if paid before age 65 to reflect the fact that it

is being paid before age 65.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 46

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, and on and after January 1, 2011.
DB1/ 72954048.23 47

What is my Future Service Benefit for service on and after January 1, 2011?

For each year of Future Service Credit you earn on and after January 1, 2011, you will earn a monthly benefit

equal to a percentage of the bearing employer contributions made on your behalf for each Plan Year. That

percentage is 0.30% under Alternative Schedule A as of January 1, 2011.

Schedule A requires minimum annual contribution rate increases that are “non-benefit bearing.” Any

contribution rate increases above those that are required will be “100% benefit bearing.”

 Non-benefit bearing means that the contribution rate that is used to calculate your benefits for each

year beginning with 2011 is your employer’s final contribution rate in effect in 2010. Any later

contribution rate increases are not taken into account to calculate your future benefit accruals.

 100% benefit bearing means that all of those contributions are multiplied by 0.30% to calculate your

future benefit accruals.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each Plan

Year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the Plan Year, plus
DB1/ 72954048.23 48

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

Plan Year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

Plan Year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to: (a)

$199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the Plan Year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.
DB1/ 72954048.23 49

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity unless you elect an alternate form of benefit described below. A Single Life

Annuity provides you with a monthly pension for your lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.
DB1/ 72954048.23 50

Years Certain Annuity

You can choose a Years Certain Annuity for terms of five years (60 months) or 10 years (120 months).

Specifically:

(1) A Five Year Certain Annuity provides you with a reduced monthly pension for your lifetime.

If you die before receiving 60 monthly payments, your survivor (determined under the

section titled “What if I die before I retire?”) will receive the remainder of those payments.

(2) The 10 Year Certain Annuity works the same way as the Five Year Certain Annuity except

the reduced monthly amount will be less than the Five Year Certain Annuity because it is

guaranteed to provide at least 120 monthly payments to you and/or your survivor.

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.

100% Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a 100% Joint and Survivor Annuity

that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal to 100% of the

reduced monthly pension paid to you while you were alive.

Joint and Survivor Annuity With a Pop-Up

If you are married on the effective date of your pension, you may elect a Joint and Survivor Annuity with a

“Pop-Up.” This form of payment provides reduced monthly payments for your lifetime. If you die before

your spouse, monthly payments will be made to your spouse in an amount equal to a selected percent of the

monthly benefit paid to you during your lifetime. (You may elect to have 50%, 75%, or 100% of your

pension continued to your spouse.) If your spouse should die before you, however, your benefit will be

increased at that time, i.e., pop up, to the amount you would have received if you had elected the Single Life

Annuity at retirement.
DB1/ 72954048.23 51

ALTERNATIVE SCHEDULE B

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

Thirty Year Pension and Special Transition Benefit

Age Requirement For A Thirty-Year Pension

You are eligible to receive an unreduced Thirty-Year Pension upon reaching age 62 prior to retirement

(“Unreduced Age”) in addition to earning 30 years of Credited Service.

Transition Benefit

Generally, if you retire with 30 years of Credited Service, but prior to reaching the Unreduced Age, your

benefits will be reduced by 6% for each year prior to the Unreduced Age. However, there is a transition

benefit. Under the transition benefit, if you earned at least 25 years of Credited Service as of January 1,

2011, and retire after earning at least 30 years of Credited Service but prior to attaining the Unreduced Age,

you will not have your Thirty-Year Pension benefit reduced by as much as it otherwise would be. In that

instance, you would have the following early reduction factors applied to your benefit:
DB1/ 72954048.23 52

Years of Credited Service

as of January 1, 2011

Reduction Per Year

from Unreduced Age

30 0%

29 1%

28 2%

27 3%

26 4%

25 5%

Example. Generally, if you retire after earning 30 years of Credited Service but before reaching age

62, benefits are reduced by 6% for each year prior to 62 that you begin receiving benefits. However,

if you had at least 25 years of Credited Service as of January 1, 2011, you would be eligible for the

transition benefit and would have your Thirty-Year Pension benefit reduced, if at all, by the

transition benefit’s early reduction factors based on an Unreduced Age of 62. For example, if you

earned 28 years of Credited Service by January 1, 2011 and begin receiving benefits at the age of 57

after having earned 30 years of Credited Service, your benefits will be reduced by 10% (2% x 5

years) – rather than being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be reduced if paid before age 65. Your Vested Pension will be

calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially-reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 53

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, and on and after January 1, 2011.
DB1/ 72954048.23 54

What is my Future Service Benefit for service on and after January 1, 2011?

For each year of Future Service Credit you earn on and after January 1, 2011, you will earn a monthly benefit

equal to a percentage of the bearing employer contributions made on your behalf for each Plan Year. That

percentage is 0.50% under Alternative Schedule B as of January 1, 2011.

Schedule B requires minimum annual contribution rate increases that are “non-benefit bearing.” Any

contribution rate increases above those that are required will be “100% benefit bearing.”

 Non-benefit bearing means that the contribution rate that is used to calculate your benefits for each

year beginning with 2011 is your employer’s final contribution rate in effect in 2010. Any later

contribution rate increases are not taken into account to calculate your future benefit accruals.

 100% benefit bearing means that all of those contributions are multiplied by 0.50% to calculate your

future benefit accruals.

Additionally, for each year of Future Service Credit you earn beginning January 1, 2011, you earn a monthly

benefit equal to 0.67% (instead of 0.50%) of the total employer contributions made on your behalf after the

earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Please note: This supplemental accrual rate is only available if you were eligible to receive it prior to

January 1, 2011.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.
DB1/ 72954048.23 55

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to: (a)

$199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.
DB1/ 72954048.23 56

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity unless you elect an alternate form of benefit described below. A Single Life

Annuity provides you with a monthly pension for your lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.
DB1/ 72954048.23 57

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.

Years Certain Annuity

You can choose a Years Certain Annuity for terms of five years (60 months) or 10 years (120 months).

Specifically:

(1) A Five Year Certain Annuity provides you with a reduced monthly pension for your lifetime.

If you die before receiving 60 monthly payments, your survivor (determined under the

section titled “What if I die before I retire?”) will receive the remainder of those payments.

(2) The 10 Year Certain Annuity works the same way as the Five Year Certain Annuity except

the reduced monthly amount will be less than the Five Year Certain Annuity because it is

guaranteed to provide at least 120 monthly payments to you and/or your survivor.

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.

100% Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a 100% Joint and Survivor Annuity

that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal to 100% of the

reduced monthly pension paid to you while you were alive.

Joint and Survivor Annuity With a Pop-Up

If you are married on the effective date of your pension, you may elect a Joint and Survivor Annuity with a

“Pop-Up.” This form of payment provides reduced monthly payments for your lifetime. If you die before

your spouse, monthly payments will be made to your spouse in an amount equal to a selected percent of the

monthly benefit paid to you during your lifetime. (You may elect to have 50%, 75%, or 100% of your

pension continued to your spouse.) If your spouse should die before you, however, your benefit will be

increased at that time, i.e., pop up, to the amount you would have received if you had elected the Single Life

Annuity at retirement.
DB1/ 72954048.23 58

ALTERNATIVE SCHEDULE C

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

Thirty Year Pension and Special Transition Benefit

Age Requirement For A Thirty-Year Pension

You are eligible to receive an unreduced Thirty-Year Pension upon reaching age 60 prior to retirement

(“Unreduced Age”) in addition to earning 30 years of Credited Service.

Transition Benefit

Generally, if you retire with 30 years of Credited Service, but prior to reaching the Unreduced Age, your

benefits will be reduced by 6% for each year prior to the Unreduced Age. However, there is a transition

benefit. Under the transition benefit, if you earned at least 25 years of Credited Service as of January 1,

2011, and retire after earning at least 30 years of Credited Service but prior to attaining the Unreduced Age,

you will not have your Thirty-Year Pension benefit reduced by as much as it otherwise would be. In that

instance, you would have the following early reduction factors applied to your benefit:
DB1/ 72954048.23 59

Years of Credited Service

as of January 1, 2011

Reduction Per Year

from Unreduced Age

30 0%

29 1%

28 2%

27 3%

26 4%

25 5%

Example. Generally, if you retire after earning 30 years of Credited Service but before reaching age

60, benefits are reduced by 6% for each year prior to 60 that you begin receiving benefits. However,

if you had at least 25 years of Credited Service as of January 1, 2011, you would be eligible for the

transition benefit and would have your Thirty-Year Pension benefit reduced, if at all, by the

transition benefit’s early reduction factors based on an Unreduced Age of 60. For example, if you

earned 28 years of Credited Service by January 1, 2011 and begin receiving benefits at the age of 55

after having earned 30 years of Credited Service, your benefits will be reduced by 10% (2% x 5

years) – rather than being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be reduced if paid before age 65. Your Vested Pension will be

calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially-reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 60

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, and on and after January 1, 2011.
DB1/ 72954048.23 61

What is my Future Service Benefit for service on and after January 1, 2011?

For each year of Future Service Credit you earn on and after January 1, 2011, you will earn a monthly benefit

equal to a percentage of the bearing employer contributions made on your behalf for each Plan Year. That

percentage is 0.30% under Alternative Schedule C as of January 1, 2011.

Schedule C requires minimum annual contribution rate increases that are “non-benefit bearing.” Any

contribution rate increases above those that are required will be “100% benefit bearing.”

 Non-benefit bearing means that the contribution rate that is used to calculate your benefits for each

year beginning with 2011 is your employer’s final contribution rate in effect in 2010. Any later

contribution rate increases are not taken into account to calculate your future benefit accruals.

 100% benefit bearing means that all of those contributions are multiplied by 0.30% to calculate your

future benefit accruals.

Additionally, for each year of Future Service Credit you earn beginning January 1, 2011, you earn a monthly

benefit equal to 0.40% (instead of 0.30%) of the total employer contributions made on your behalf after the

earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Please note: This supplemental accrual rate is only available if you were eligible to receive it prior to

January 1, 2011.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.
DB1/ 72954048.23 62

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to: (a)

$199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.
DB1/ 72954048.23 63

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity unless you elect an alternate form of benefit described below. A Single Life

Annuity provides you with a monthly pension for your lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.
DB1/ 72954048.23 64

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.

Years Certain Annuity

You can choose a Years Certain Annuity for terms of five years (60 months) or 10 years (120 months).

Specifically:

(1) A Five Year Certain Annuity provides you with a reduced monthly pension for your lifetime.

If you die before receiving 60 monthly payments, your survivor (determined under the

section titled “What if I die before I retire?”) will receive the remainder of those payments.

(2) The 10 Year Certain Annuity works the same way as the Five Year Certain Annuity except

the reduced monthly amount will be less than the Five Year Certain Annuity because it is

guaranteed to provide at least 120 monthly payments to you and/or your survivor.

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.

100% Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a 100% Joint and Survivor Annuity

that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal to 100% of the

reduced monthly pension paid to you while you were alive.

Joint and Survivor Annuity With a Pop-Up

If you are married on the effective date of your pension, you may elect a Joint and Survivor Annuity with a

“Pop-Up.” This form of payment provides reduced monthly payments for your lifetime. If you die before

your spouse, monthly payments will be made to your spouse in an amount equal to a selected percent of the

monthly benefit paid to you during your lifetime. (You may elect to have 50%, 75%, or 100% of your

pension continued to your spouse.) If your spouse should die before you, however, your benefit will be

increased at that time, i.e., pop up, to the amount you would have received if you had elected the Single Life

Annuity at retirement.
DB1/ 72954048.23 65

ALTERNATIVE SCHEDULE D

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

Thirty Year Pension and Special Transition Benefit

Age Requirement For A Thirty-Year Pension

You are eligible to receive an unreduced Thirty-Year Pension upon reaching age 57 prior to retirement

(“Unreduced Age”) in addition to earning 30 years of Credited Service.

Transition Benefit

Generally, if you retire with 30 years of Credited Service, but prior to reaching the Unreduced Age, your

benefits will be reduced by 6% for each year prior to the Unreduced Age. However, there is a transition

benefit. Under the transition benefit, if you earned at least 25 years of Credited Service as of January 1,

2011, and retire after earning at least 30 years of Credited Service but prior to attaining the Unreduced Age,

you will not have your Thirty-Year Pension benefit reduced by as much as it otherwise would be. In that

instance, you would have the following early reduction factors applied to your benefit:
DB1/ 72954048.23 66

Years of Credited Service

as of January 1, 2011

Reduction Per Year

from Unreduced Age

30 0%

29 1%

28 2%

27 3%

26 4%

25 5%

Example. Generally, if you retire after earning 30 years of Credited Service but before reaching age

57, benefits are reduced by 6% for each year prior to 57 that you begin receiving benefits. However,

if you had at least 25 years of Credited Service as of January 1, 2011, you would be eligible for the

transition benefit and would have your Thirty-Year Pension benefit reduced, if at all, by the

transition benefit’s early reduction factors based on an Unreduced Age of 57. For example, if you

earned 28 years of Credited Service by January 1, 2011 and begin receiving benefits at the age of 52

after having earned 30 years of Credited Service, your benefits will be reduced by 10% (2% x 5

years) – rather than being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be reduced if paid before age 65. Your Vested Pension will be

calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially-reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 67

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, and on and after January 1, 2011.
DB1/ 72954048.23 68

What is my Future Service Benefit for service on and after January 1, 2011?

For each year of Future Service Credit you earn on and after January 1, 2011, you will earn a monthly benefit

equal to a percentage of the bearing employer contributions made on your behalf for each Plan Year. That

percentage is 0.50% under Alternative Schedule D as of January 1, 2011.

Schedule D requires minimum annual contribution rate increases that are “1.00% bearing.” Any contribution

rate increases above those that are required will be “100% benefit bearing.”

 1% bearing means that the contribution rate that is used to calculate your benefits for each year

beginning with 2011 is your employer’s contribution rate that was in effect in 2010, increased by 1%

for each year beyond 2010.

 100% benefit bearing means that all of those contributions are multiplied by 0.50% to calculate your

future benefit accruals.

Additionally, for each year of Future Service Credit you earn beginning January 1, 2011, you earn a monthly

benefit equal to 0.67% (instead of 0.50%) of the total employer contributions made on your behalf after the

earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Please note: This supplemental accrual rate is only available if you were eligible to receive it prior to

January 1, 2011.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.
DB1/ 72954048.23 69

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to: (a)

$199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.
DB1/ 72954048.23 70

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity unless you elect an alternate form of benefit described below. A Single Life

Annuity provides you with a monthly pension for your lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.
DB1/ 72954048.23 71

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.

Years Certain Annuity

You can choose a Years Certain Annuity for terms of five years (60 months) or 10 years (120 months).

Specifically:

(1) A Five Year Certain Annuity provides you with a reduced monthly pension for your lifetime.

If you die before receiving 60 monthly payments, your survivor (determined under the

section titled “What if I die before I retire?”) will receive the remainder of those payments.

(2) The 10 Year Certain Annuity works the same way as the Five Year Certain Annuity except

the reduced monthly amount will be less than the Five Year Certain Annuity because it is

guaranteed to provide at least 120 monthly payments to you and/or your survivor.

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.

100% Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a 100% Joint and Survivor Annuity

that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal to 100% of the

reduced monthly pension paid to you while you were alive.

Joint and Survivor Annuity With a Pop-Up

If you are married on the effective date of your pension, you may elect a Joint and Survivor Annuity with a

“Pop-Up.” This form of payment provides reduced monthly payments for your lifetime. If you die before

your spouse, monthly payments will be made to your spouse in an amount equal to a selected percent of the

monthly benefit paid to you during your lifetime. (You may elect to have 50%, 75%, or 100% of your

pension continued to your spouse.) If your spouse should die before you, however, your benefit will be

increased, i.e., pop up, to the amount you would have received if you had elected the Single Life Annuity at

retirement.
DB1/ 72954048.23 72

ALTERNATIVE SCHEDULE E

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

Thirty Year Pension and Special Transition Benefit

Age Requirement For A Thirty-Year Pension

You are eligible to receive an unreduced Thirty-Year Pension upon reaching age 55 prior to retirement

(“Unreduced Age”) in addition to earning 30 years of Credited Service.

Transition Benefit

Generally, if you retire with 30 years of Credited Service, but prior to reaching the Unreduced Age, your

benefits will be reduced by 6% for each year prior to the Unreduced Age. However, there is a transition

benefit. Under the transition benefit, if you earned at least 25 years of Credited Service as of January 1,

2011, and retire after earning at least 30 years of Credited Service but prior to attaining the Unreduced Age,

you will not have your Thirty-Year Pension benefit reduced by as much as it otherwise would be. In that

instance, you would have the following early reduction factors applied to your benefit:
DB1/ 72954048.23 73

Years of Credited Service

as of January 1, 2011

Reduction Per Year

from Unreduced Age

30 0%

29 1%

28 2%

27 3%

26 4%

25 5%

Example. Generally, if you retire after earning 30 years of Credited Service but before reaching age

55, benefits are reduced by 6% for each year prior to 55 that you begin receiving benefits. However,

if you had at least 25 years of Credited Service as of January 1, 2011, you would be eligible for the

transition benefit and would have your Thirty-Year Pension benefit reduced, if at all, by the

transition benefit’s early reduction factors based on an Unreduced Age of 55. For example, if you

earned 28 years of Credited Service by January 1, 2011 and begin receiving benefits at the age of 50

after having earned 30 years of Credited Service, your benefits will be reduced by 10% (2% x 5

years) – rather than being reduced by 30% (6% x 5 years) as otherwise provided under this Schedule.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be reduced if paid before age 65. Your Vested Pension will be

calculated by reducing the Normal Pension benefit by 6% for each year prior to age 65 that you begin

receiving benefits. However, if the amount of the actuarially-reduced Normal Pension to which you would

have been entitled upon attaining age 65 based upon your Credited Service as of the date of your retirement

results in a greater benefit, you will receive that benefit.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 74

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, and on and after January 1, 2011.
DB1/ 72954048.23 75

What is my Future Service Benefit for service on and after January 1, 2011?

For each year of Future Service Credit you earn on and after January 1, 2011, you will earn a monthly benefit

equal to a percentage of the bearing employer contributions made on your behalf for each Plan Year. That

percentage is 0.50% under Alternative Schedule E as of January 1, 2011.

Schedule E requires minimum annual contribution rate increases that are “1.00% bearing.” Any contribution

rate increases above those that are required will be “100% benefit bearing.”

 1% bearing means that the contribution rate that is used to calculate your benefits for each year

beginning with 2011 is your employer’s contribution rate that was in effect in 2010, increased by 1%

for each year beyond 2010.

 100% benefit bearing means that all of those contributions are multiplied by 0.50% to calculate your

future benefit accruals.

Additionally, for each year of Future Service Credit you earn beginning January 1, 2011, you earn a monthly

benefit equal to 0.67% (instead of 0.50%) of the total employer contributions made on your behalf after the

earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Please note: This supplemental accrual rate is only available if you were eligible to receive it prior to

January 1, 2011.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Thirty Year

Pension, but not earlier than January 1, 2004; and (b) the date you reach your unreduced

Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Thirty Year Pension, but not earlier

than January 1, 2004.
DB1/ 72954048.23 76

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to: (a)

$199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your
DB1/ 72954048.23 77

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity unless you elect an alternate form of benefit described below. A Single Life

Annuity provides you with a monthly pension for your lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a
DB1/ 72954048.23 78

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.

Years Certain Annuity

You can choose a Years Certain Annuity for terms of five years (60 months) or 10 years (120 months).

Specifically:

(1) A Five Year Certain Annuity provides you with a reduced monthly pension for your lifetime.

If you die before receiving 60 monthly payments, your survivor (determined under the

section titled “What if I die before I retire?”) will receive the remainder of those payments.

(2) The 10 Year Certain Annuity works the same way as the Five Year Certain Annuity except

the reduced monthly amount will be less than the Five Year Certain Annuity because it is

guaranteed to provide at least 120 monthly payments to you and/or your survivor.

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.

100% Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a 100% Joint and Survivor Annuity

that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal to 100% of the

reduced monthly pension paid to you while you were alive.

Joint and Survivor Annuity With a Pop-Up

If you are married on the effective date of your pension, you may elect a Joint and Survivor Annuity with a

“Pop-Up.” This form of payment provides reduced monthly payments for your lifetime. If you die before

your spouse, monthly payments will be made to your spouse in an amount equal to a selected percent of the

monthly benefit paid to you during your lifetime. (You may elect to have 50%, 75%, or 100% of your

pension continued to your spouse.) If your spouse should die before you, however, your benefit will be

increased, i.e., pop up, to the amount you would have received if you had elected the Single Life Annuity at

retirement.
DB1/ 72954048.23 79

ALTERNATIVE SCHEDULE F

HOW DO I BECOME COVERED BY THIS SCHEDULE?

You become covered by Alternative Schedule F if, on or after June 1, 2012, your Employer withdraws from

the Plan and pays an agreed-upon amount of its withdrawal liability. In addition, your employer would have

agreed to immediately re-enter the Plan in a “new employer” pool under this Alternative Schedule F. Once

an Employer becomes covered under Alternative Schedule F, that Employer must remain under this Schedule

for at least five years.

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

Calculation of your Early Pension is based on the provisions of the Schedule that you were covered under

immediately before being covered by Alternative Schedule F.

Thirty Year Pension and Special Transition Benefit

Whether you are eligible for these benefits is based on the provisions of the Schedule that you were covered

under immediately before being covered by Alternative Schedule F.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.
DB1/ 72954048.23 80

Calculation of your Vested Pension is based on the provisions of the Schedule that you were covered under

immediately before being covered by Alternative Schedule F.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.
DB1/ 72954048.23 81

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, between January 1, 2011 and the day before

you become covered by Schedule F, and on and after the date that you become covered by Schedule F.

What is my Future Service Benefit for service on and after the date I become covered by Schedule F?

For each year of Future Service Credit you earn on and after the date you become covered by Schedule F,

you will earn a monthly benefit equal to a percentage of the total employer contributions made on your

behalf for each Plan Year. That percentage is 1.00% under Alternative Schedule F as of June 1, 2012.

Under Schedule F, all contribution rate increases are “100% benefit bearing.” 100% benefit bearing means

that all of those contributions are multiplied by 1.00% to calculate your future benefit accruals.

What is my Future Service Benefit for service between January 1, 2011 and the day before I become covered

by Schedule F?

For each year of Future Service Credit you earned between January 1, 2011 and the day before you become

covered under Schedule F, you will earn a monthly benefit equal to a percentage of the bearing employer

contributions made on your behalf for each Plan Year. The percentage will be dictated by the Alternative

Schedule (or Schedules) under which your Employer contributed prior to Schedule F. See the applicable

Alternative Schedule for additional information.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or
DB1/ 72954048.23 82

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to:

(a) $199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.
DB1/ 72954048.23 83

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity unless you elect an alternate form of benefit described below. A Single Life

Annuity provides you with a monthly pension for your lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Availability of any alternative forms to receive your benefit is contingent upon those provided on the

Schedule that you were covered under immediately before being covered by Alternative Schedule F.
DB1/ 72954048.23 84

ALTERNATIVE SCHEDULE G

WHAT TYPES OF PENSIONS AND BENEFITS ARE PROVIDED UNDER THIS SCHEDULE?

Normal Pension

You are eligible for a Normal Pension upon reaching Normal Retirement Age. You reach your Normal

Retirement Age when you are at least age 65, and have either five years of participation in the Plan or five

years of Future Service Credit. If you were a participant in the former Local 478 Plan, you may be eligible

for a Normal Pension when you reach age 64. The Normal Pension is not reduced for age.

If you remain in Covered Employment beyond age 65 (age 64 for certain former Local 478 Plan

participants), you will continue to earn Future Service Credit, but your benefit generally will not begin until

you actually retire. Please refer to the section titled “What Happens If I Work After Retirement” for more

information.

Early Pension

You are eligible for an Early Pension at any age if you have earned at least 15 years of combined Past and

Future Service Credit, five of which must be years of Future Service Credit.

The Early Pension is based on the amount of the Normal Pension you have earned. Your Early Pension will

be actuarially reduced to reflect the fact that it is being paid before age 65.

Vested Pension

You are eligible for a Vested Pension beginning at age 65 if you incurred a Break in Service and have at least

five years of Future Service Credit. If you do not have at least one hour of service on or after January 1,

1999 (or after January 1, 1989 for non-union participants), you must have at least 10 years of Future Service

Credit to be eligible for a Vested Pension beginning at age 65.

You are eligible for a Vested Pension beginning before age 65 if you incurred a Break in Service and have at

least 15 years of combined Past and Future Service Credit with at least five years of Future Service Credit.

The amount of your Vested Pension will be reduced if paid before age 65. Your Vested Pension will be

actuarially reduced to reflect the fact that it is being paid before age 65.

HOW IS MY PENSION CALCULATED?

Every pension under the Plan is based on the amount of your Normal Pension which is determined by adding

your Past Service Benefit and your Future Service Benefit.

How do I determine my benefit if I participated in a plan that merged into this Plan?

If you previously participated in a plan that merged into this Plan, all or a portion of your benefit may be

determined under the terms of your previous plan. Please refer to “Appendix A - Former Plans” for

information about the benefits payable to participants in plans that were merged into this Plan.
DB1/ 72954048.23 85

What is my “Benefit Factor”?

Your Benefit Factor is necessary to determine the amount of your Past and Future Service Benefit for years

prior to 2004. The Benefit Factor applicable to you depends on your employer’s contribution rate and your

hours of service. The Benefit Factor applicable to you is located in “Appendix B - Minimum Benefit

Factor Table 1” if:

(1) you were an active participant on and after April 1, 2001;

(2) a Contributing Employer is required to make contributions to the Plan on your behalf on and

after April 1, 2001; and

(3) you did not incur a Break in Service Year in 2000.

If you incurred a Break in Service Year in 2000, your Benefit Factor is determined under “Appendix B -

Minimum Benefit Factor Table 1” if you accumulated the minimum service hours at the corresponding

employer contribution rate listed in Minimum Benefit Factor Table 1 after March 31, 2001.

Benefit Factors applicable to other retirements are found in “Appendix C - Minimum Benefit Factor

Table 2”.

What is my Past Service Benefit?

If you receive Past Service Credit and your employer first becomes obligated to contribute to the Plan in

2004 or later, your Past Service Benefit will equal your years of Past Service Credit multiplied by $1.00 for

each $.05 of the contribution rate in effect on the date your Contributing Employer became obligated to

contribute to the Plan. If you receive Past Service Credit and your employer first became obligated to

contribute to the Plan before 2004, your Past Service Benefit will be equal to your Benefit Factor multiplied

by your Past Service Credit.

Example for employers first obligated to contribute in 2004 or later: Assume you retire and

apply for a pension, and your Contributing Employer has only been obligated to contribute to the

Plan since 2004 (or later). If you had five years of Past Service Credit, and if the contribution rate in

effect when your employer became a Contributing Employer equaled $1.25, your Past Service

Benefit would equal 5 x $25 ($1.00 x 1.25/$.05) = $125, which is a monthly benefit payable at age

65.

Example for employers obligated to contribute before 2004: Assume you retire and apply for a

pension, and your Contributing Employer has been obligated to contribute to the Plan since before

2004. Your highest rate of contributions in effect for at least 8,000 hours was $1.15/hour. Under

tables found in Appendix B, your Benefit Factor would be $65. If you had five years of Past Service

Credit, your Past Service Benefit would be 5 x $65 or $325, which is a monthly benefit payable at

age 65.

What is my Future Service Benefit?

Your total Future Service Benefit is equal to the sum of the benefit you earned with respect to your service

before 2004, between January 1, 2004 and December 31, 2010, between January 1, 2011 and the day before

you become covered by Schedule G, and on and after the date that you become covered by Schedule G.
DB1/ 72954048.23 86

What is my Future Service Benefit for service on and after the date I become covered under Schedule G?

For each year of Future Service Credit you earn on and after the date you become covered by Schedule G,

you will earn a monthly benefit equal to a percentage of the bearing employer contributions made on your

behalf for each Plan Year. That percentage is 0.25% under Alternative Schedule G as of January 1, 2013.

Schedule G requires minimum annual contribution rate increases that are “non-benefit bearing.” Any

contribution rate increases above those that are required will be “100% benefit bearing.”

 Non-benefit bearing means that the contribution rate that is used to calculate your benefits for each

year beginning with 2013 is the contribution rate in effect when your employer first agreed to

comply with Alternative Schedule G. Any later contribution rate increases are not taken into account

to calculate your future benefit accruals.

 100% benefit bearing means that all of those contributions are multiplied by 0.25% to calculate your

future benefit accruals.

What is my Future Service Benefit for service between January 1, 2011 and the day before I become covered

under Schedule G?

For each year of Future Service Credit you earned between January 1, 2011 and the day before you become

covered under Schedule G, you will earn a monthly benefit equal to a percentage of the bearing employer

contributions made on your behalf for each Plan Year. The percentage will be dictated by the Alternative

Schedule (or Schedules) under which your Employer contributed prior to Schedule G. See the applicable

Alternative Schedule for additional information.

What is my Future Service Benefit for service between January 1, 2004 and December 31, 2010?

For each year of Future Service Credit you earned between January 1, 2004 and December 31, 2010, you will

earn a monthly benefit equal to 1.3% of the total employer contributions made on your behalf for each year.

Example of accruals: If your contribution rate was $7.715 and there were 2,080 hours of contributions

made on your behalf for 2007, your accrual for 2007 would equal: $7.715 x .013 x 2,080 = $208.61. If

your contribution rate was $2.35 and there were 2,080 hours of contributions made on your behalf

during 2007, your accrual for 2007 would equal: $2.35 x .013 x 2,080 = $63.54.

Additionally, for each year of Future Service Credit you earned between October 1, 2007 and December 31,

2010, you earned a monthly benefit equal to 1.73% (instead of 1.3%) of the total employer contributions

made on your behalf after the earlier of:

(1) the midpoint of the period between (a) the date you first become eligible for a Regular

Pension or a Thirty Year Pension, but not earlier than January 1, 2004; and (b) the date you

reach your unreduced Social Security retirement age; or

(2) 5 years following the date you first became eligible for a Regular Pension or a Thirty Year

Pension, but not earlier than January 1, 2004.

Example of enhanced accruals for service after September 2007 and before January 2011: If your

contribution rate was $7.715 and there were 2,080 hours of contributions made on your behalf for 2008

under the enhanced formula described above, your accrual for 2008 would equal: $7.715 x .0173 x
DB1/ 72954048.23 87

2,080 = $277.62. If your contribution rate was $2.35 and there were 2,080 hours of contributions made

on your behalf during 2008 under the enhanced formula described above, your accrual for 2008 would

equal: $2.35 x .0173 x 2,080 = $84.56.

What is my Future Service Benefit for service before 2004?

For Future Service Credit earned before 2004, you earned a monthly benefit equal to the greater of:

(1) 2.6% of the total employer contributions made on your behalf for the year, plus

(a) If you have 6,000 hours of contributions at the rate of $4.095 or higher, an additional

benefit equal to $10.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080; or

(b) If you have 4,000 hours of contributions at the rate of $4.345 or higher, an additional

benefit equal to $20.17 multiplied by a fraction (less than or equal to 1) where the

numerator is actual hours of contributions made on your behalf at that rate for the

year and the denominator is 2,080.

(2) Your Benefit Factor multiplied by the Future Service Credit you earned that year.

The monthly benefit determined above cannot exceed the Benefit Cap. The “Benefit Cap” is equal to:

(a) $199.83, (b) $210 if you have 6,000 hours of contributions at an employer contribution rate of $4.095 or

higher and have 2,080 hours of contributions for the year, or (c) $220 if you have 4,000 hours of

contributions at an employer contribution rate of $4.345 or higher and have 2,080 hours of contributions for

the year.

Example of accruals for service before 2004: If your contribution rate is $6.115 and there were

2,080 hours of contributions made on your behalf for 2003, your accrual for 2003 under the formula

above would be capped at $220 (assuming you had 4,000 total hours at that contribution level).

Alternatively, if your contribution rate is $2.35 and there were 2,080 hours of contributions made on

your behalf during 2003, your accrual for 2003 would equal: $2.35 x .026 x 2,080 = $127.09.

How might section 415 of the Internal Revenue Code affect my pension benefits?

Congress has imposed pension limits that could affect you. Your annual pension cannot exceed $205,000 in

2013. If you retire prior to age 62, the $205,000 limit will be reduced based upon your age at retirement.

The limit is adjusted periodically for inflation. Thus, if your pension is reduced because of the limit, it will

be adjusted upward each time the corresponding limit is adjusted until your pension equals, or is less than,

the limit. Please contact the Fund Office if you have questions about how the Code section 415 limit might

apply to you.

HOW ARE PENSIONS PAID?

There are several ways for you to receive your pension. When you apply for your pension, you will need to

elect a form of payment that will determine the amount of your monthly benefit during your lifetime. Your

payment election will also determine the benefit, if any, your spouse (as defined by the Plan) or your other

survivors may receive after your death.
DB1/ 72954048.23 88

The form of payment you choose may be changed at any time prior to the effective date of your pension.

After that date, your form of payment cannot be changed.

Normal Form of Benefit

Single Life Annuity

If you are not married on the effective date of your pension, your pension benefit will be paid to you in the

form of a Single Life Annuity. A Single Life Annuity provides you with a monthly pension for your

lifetime, and payments will stop upon your death.

Qualified Joint and 50% Survivor Annuity

If you are married on the effective date of your pension, the Plan is legally required to pay your pension in

the form of a Qualified Joint and 50% Survivor Annuity, unless you and your spouse (as defined by the Plan)

together elect an alternate form of benefit described below. A Qualified Joint and 50% Survivor Annuity

provides reduced monthly benefit payments for your lifetime and, after your death, a monthly payment to

your spouse equal to 50% of the monthly benefit paid to you while you were alive.

Example: Assume you retire at age 60 and have earned a benefit of $1,000 per month payable in the

Single Life Annuity form of benefit. Your spouse is 57 years old. Under the Qualified Joint and

50% Survivor Annuity form of benefit, your monthly pension will be reduced to $908.00 for as long

as you live. When you die, monthly payments of $454.00 will continue to your spouse for his or her

lifetime.

Lump Sum Payment of Small Benefits

Whether or not you are married, if the lump sum value of your pension benefit does not exceed $5,000 on the

effective date of your pension, you can only elect to have your pension benefit paid to you in one lump sum

payment. However, in the event that your benefit is being paid for any reason other than an affirmative

election by you or your beneficiary (such as a required minimum distribution commencing after you turn age

701⁄2), payment will be made to you in a series of installments if necessary so that no more than $1,000 will

constitute an eligible rollover distribution. The lump sum value of your pension is calculated in accordance

with the requirements of the Internal Revenue Code.

Alternate Forms of Benefit

Instead of the normal form of payment described above, you may elect to receive your pension benefit in one

of the alternate forms described below. If you are married on the effective date of your pension and you

want to receive one of the alternate forms of benefit described below, your spouse (as defined by the Plan)

must consent in writing on the forms provided by the Fund Office. Your spouse’s consent must be

notarized.

Single Life Annuity

If you are married on the effective date of your pension and you and your spouse (as defined by the Plan)

together elect a Single Life Annuity form of benefit, your pension benefit will be paid to you in the form of a

Single Life Annuity that provides you with a monthly pension for your lifetime, and payments will stop upon

your death with no benefit paid to your surviving spouse.
DB1/ 72954048.23 89

Qualified Optional Joint and Survivor Annuity

If you are married on the effective date of your pension, you may elect a Qualified Optional Joint and

Survivor Annuity that provides your surviving spouse (as defined by the Plan) with a monthly benefit equal

to 75% of the reduced monthly pension paid to you while you were alive.
DB1/ 72954048.23 90

OTHER INFORMATION

Plan Administration

The Plan is administered by a Board of Trustees that has equal representation by the Union and the

Contributing Employers. All questions relating to the eligibility of employees and the amount of benefits

payable in each case will be determined by the Trustees in accordance with Plan provisions. The Trustees

have the sole discretionary authority to interpret the Plan’s provisions.

The Trustees are responsible for interpreting the Plan and for making determinations under the Plan. To

carry out this responsibility, the Trustees have exclusive authority and discretion: to determine whether an

individual is eligible for any benefits under the Plan; to determine the amount of benefits, if any, an

individual is entitled to from the Plan; to determine or find facts that are relevant to any claim for benefits

from the Plan; to interpret all of this booklet’s provisions; to interpret the provisions of any Collective

Bargaining Agreement or written Participation Agreement involving or impacting this Plan; to interpret all

the provisions of any other document or instrument involving or impacting the Plan; and, to interpret all of

the terms used in this booklet and in all of the other previously-mentioned agreements, documents, and

instruments.

All such interpretations and determinations made by the Trustees, or their designee, are final and binding

upon any individual claiming benefits under the Plan and upon all Employees and Contributing Employers,

the Union and any party who has executed any agreement with the Trustees or the Union; will be given

deference in all courts of law, to the greatest extent allowed by applicable law; and will not be overturned or

set aside by any court of law unless the court finds that the Trustees, or their designee, abused their discretion

in making such determination or rendering such interpretation. Benefits under this Plan will be paid only if

the Trustees decide in their discretion that you are entitled to them.

The following individuals are currently the Trustees of the Plan:
DB1/ 72954048.23 91

Labor Trustees Employer Trustees

John Bulgaro, Co-Chairman

Teamsters Local Union No. 294

Labor Temple

890 Third Street

Albany, NY 12206

Michael S. Scalzo, Sr., Co-Chairman

ABF Freight System, Inc.

7 Depot Hill Road

Enfield, CT 06082

Brian K. Hammond

Teamsters Local Union No. 687

14 Elm Street

Potsdam, NY 13676

Robert Schaeffer

Executive Director

Transport Employers Association

29 Reed Street

Marcellus, NY 13108

Mark D. May

Teamsters Local Union No. 317

566 Spencer Street

Syracuse, NY 13204

Daniel W. Schmidt

New Penn Motor Express, Inc.

625 South 5th Avenue

Lebanon, PA 17042

Tom J. Ventura

YRC Worldwide Inc.

10990 Roe Avenue

Overland, KS 66207

You may obtain a complete list of the Contributing Employers and local unions that contribute to this Plan

by writing to the Fund Office. If you write to the Fund Office, you might also be able to review or obtain

copies of the employer participation agreements by which these employers contribute. The Fund Office will

also help you determine whether a particular employer or union contributes to the Plan, if you submit a

written request for that information.

Duration of Plan

While it is hoped and believed that the Plan will be continued indefinitely, the Trustees, in their sole

discretion, reserve the right to change or to terminate the Plan at any time. In the unlikely event that

circumstances cause the Plan to be terminated, the entire trust fund will be used to pay administrative

expenses and provide benefits to Plan participants in accordance with applicable law.

Pension Benefit Guaranty Corporation (“PBGC”) Insurance

Your pension benefits under this Plan are insured by the Pension Benefit Guaranty Corporation (the

“PBGC”), a federal insurance agency. A multiemployer plan is a collectively bargained pension

arrangement involving two or more unrelated employers, usually in a common industry.

Under the multiemployer plan program, the PBGC provides financial assistance through loans to plans that

are insolvent. A multiemployer plan is considered insolvent if the plan is unable to pay benefits (at least

equal to the PBGC’s guaranteed benefit limit) when due.
DB1/ 72954048.23 92

The maximum benefit that the PBGC guarantees is set by law. Under the multiemployer program, the PBGC

guarantee equals a participant’s years of service multiplied by (1) 100% of the first $11 of the monthly

benefit accrual rate and (2) 75% of the next $33. The PBGC’s maximum guarantee limit is $35.75 per month

times a participant’s years of service. For example, the maximum annual guarantee for a retiree with 30

years of service would be $12,870.

The PBGC guarantee generally covers: (1) normal and early retirement benefits; (2) disability benefits if you

become disabled before the Plan is insolvent; and (3) certain benefits for your survivors.

The PBGC guarantee generally does not cover: (1) benefits greater than the maximum guaranteed amount

set by law; (2) benefit increases and new benefits based on Plan provisions that have been in place for fewer

than five years at the earlier of: (i) the date the Plan terminates or (ii) the time the Plan becomes insolvent;

(3) benefits that are not vested because you have not worked long enough; (4) benefits for which you have

not met all of the requirements at the time the Plan becomes insolvent; and (5) non-pension benefits, such as

health insurance, life insurance, certain death benefits, vacation pay and severance pay. The PBGC

guarantee also does not cover preretirement survivor annuities paid due to a participant’s death on or after the

date the Plan terminates.

For more information about the PBGC and the benefits it guarantees, inquire at the Fund Office, or contact

the PBGC’s Technical Assistance Branch, 1200 K Street N.W., Washington, D.C. 20005-4026, or call (202)

326-4000 (not a toll-free number) or 1-800-400-7242 (toll-free number). TTY/TDD users may call the

federal relay service toll-free at 1-800-877-8339 and ask to be connected to 1-800-400-7242. Additional

information about the PBGC’s pension insurance program is available through the PBGC’s website on the

Internet at http://www.pbgc.gov.

Rights of Participants

As a participant in the Plan described in this SPD you are entitled to certain rights and protections under the

Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that all Plan participants shall

be entitled to:

Receive Information About Your Plan and Benefits

 Examine, without charge, at the Fund Office and at other specified locations, such as worksites and

union halls, all documents governing the Plan, including insurance contracts and collective bargaining

agreements, and a copy of the latest annual report (Form 5500 series) filed by the Plan with the U.S.

Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security

Administration.

 Obtain, upon written request to the Fund Office, copies of documents governing the operation of the

Plan, including insurance contracts and employer participation agreements, and copies of the latest

annual report (Form 5500 series) and updated summary plan description. The Fund Office may make a

reasonable charge for the copies.

 Receive the Plan’s Annual Funding Notice. The Plan is required by law to furnish each participant with

a copy of this report.

 Obtain a statement telling you whether you have a right to receive a pension at normal retirement age

(age 65 for all participants other than certain Local 478 Plan employees, for whom normal retirement age

is age 64) and if so, what your benefits would be at normal retirement age if you stop working under the
DB1/ 72954048.23 93

Plan now. If you do not have a right to a pension, the statement will tell you how many more years you

have to work to get a right to a pension. This statement must be requested in writing and is not required

to be given more than once every 12 months. The Plan must provide the statement free of charge.

Prudent Actions by Plan Fiduciaries

In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are

responsible for the operation of the employee benefit plan. The people who operate your Plan, called

“fiduciaries” of the Plan, have a duty to do so prudently and in the interest of you and other Plan participants

and beneficiaries. No one, including your employer, your union, or any other person, may fire you or

otherwise discriminate against you in any way to prevent you from obtaining a pension benefit or exercising

your rights under ERISA.

Enforce Your Rights

If your claim for a pension benefit is denied or ignored in whole or in part, you have a right to know why this

was done, to obtain copies of documents relating to the decision without charge and to appeal the denial, all

within certain time schedules.

Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request a copy of

plan documents or the latest annual report from the Plan and do not receive them within 30 days, you may

file suit in a Federal court. In such a case, the court may require the plan administrator to provide the

material and pay you up to $110 a day until you receive the materials, unless the materials were not sent

because of reasons beyond the control of the Fund Office. If you have a claim for benefits which is denied or

ignored, in whole or in part, you may file suit in a state or Federal court. In addition, if you disagree with the

Plan’s decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit

in Federal court. If it should happen that Plan fiduciaries misuse the Plan’s money, or if you are

discriminated against for asserting your rights, you may seek assistance from the United States Department

of Labor, or you may file suit in a Federal court. The court will decide who should pay court costs and legal

fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you

lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous.

All such suits must be commenced and heard in the United States District Court for the Northern District of

New York. Any suit commenced or initiated in any other venue must be transferred to the United States

District Court for Northern District of New York.

Assistance with Your Questions

If you have any questions about your Plan, you should contact the Fund Office. If questions arise about this

statement or about your rights under ERISA or if you need assistance in obtaining documents from the Fund

Office, you should contact the nearest office of the Employee Benefits Security Administration, U.S.

Department of Labor, listed in your telephone directory, or the Division of Technical Assistance and

Inquiries, Employee Benefits Security Administration, United States Department of Labor, 200 Constitution

Avenue, N.W., Washington, D.C. 20210. You may also obtain certain publications about your rights and

responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security

Administration.

The previous section is required by the United States Department of Labor. Its inclusion in this SPD should

not be construed as offering legal advice.
DB1/ 72954048.23 94

APPENDIX A - FORMER PLANS

The information in this “Appendix A - Former Plans” describes special rules for participants in the

following pension plans that were merged into this Plan.

 The Pension Fund of the Albany Area Trucking and Allied Industries, Local 294 IBT (the

“former Local 294 Plan”)

 The Local 478 Trucking and Allied Industries Pension Fund (the “former Local 478 Plan”)

 The Local 264 Bakery Division Pension Fund (the “former Local 264 Bakery Plan”)

 The P&C Foods Pension Plan for Represented Employees (the “former P&C Plan”)

 The Penn Traffic Company Cash Balance Plan (the “PTC Plan”)

 The Local No. 264 Brewery Division Pension Plan (the “former Local 264 Brewery Plan”)

 The Brewery and Related Workers Pension Plan of the Rochester, N.Y. Area (the “former Local

791 Plan”)

 The Income Replacement Plan for the Milk, Ice Cream Drivers and Dairy Employees of

Teamsters Local No. 264 (the “former Local 264 IRP”)

Each question shown in bold below corresponds to a question in the main body of this booklet that refers to

special rules for participants in these former plans.

When do I become an active participant in this Plan if I participated in a plan that merged into this

Plan?

If you were a participant in a pension plan that merged into this Plan, the time that you become a participant

in this Plan is determined as follows:

If you participated

in this plan:

And you: You are an active

participant in the Plan:

Former Local 294 Plan Were an active participant in the

former Local 294 Plan

As of the date you complete 1 hour of

service with a Contributing Employer to

this Plan on or after August 1, 1997 and

before January 1, 1998.

Former Local 478 Plan Earned 400 hours of service under

the former Local 478 Plan in 1999

As of the date you complete 1 hour of

service with a Contributing Employer to

this Plan on or after January 1, 2000

Former Local 264

Bakery Plan

Were actively in covered

employment on December 31, 1999

by a contributing employer to the

former Local 264 Bakery Plan

On January 1, 2000

Former P&C Plan Are listed on Exhibit A of the P&C

Merger Agreement (please see Fund

Office for more details)

On January 1, 2001

Former PTC Plan Are listed on Exhibit A of the PTC On April 1, 2002
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If you participated

in this plan:

And you: You are an active

participant in the Plan:

Merger Agreement (please see Fund

Office for more details)

Former Local 264

Brewery Plan

Were actively in covered

employment on December 31, 2000

by a contributing employer to the

Teamsters Local 264 Brewery Plan

On January 1, 2001

Former Local 791 Plan Were actively in covered

employment by a contributing

employer to the Former Local 791

Plan on April 30, 2004

On May 1, 2004

Former Local 264 IRP Were not an active participant on

January 1, 2006

As of the date you complete 1 hour of

service with a Contributing Employer to

this Plan on or after January 1, 2006

Do I earn Future Service Credit if I participated in a plan that merged into the Plan?

The following rules apply when determining the Future Service Credit of participants in plans that merged

into this Plan:

Former Local 294 Plan

If you are a former Local 294 Plan participant who became an active participant in this Plan based on the

special participation rule described above, service that was rendered prior to August 1, 1997 and recognized

under the terms of the former Local 294 Plan is considered as Future Service Credit under this Plan. You

will also retain the hours in excess of 2,080 hours included as of July 31, 1997 in your “bank,” as determined

under the provisions of the former Local 294 Plan. No additional hours may be added to this bank after

July 31, 1997. You may use such banked hours in the same manner as provided under the terms of the

former Local 294 Plan.

Former Local 478 Plan

If you are a former Local 478 Plan participant who became an active participant in this Plan based on the

special participation rule described above, service rendered prior to January 1, 2000 and recognized under the

terms of the former Local 478 Plan is treated as Future Service Credit under this Plan.

Former Local 264 Bakery Plan

If you are a former Local 264 Bakery Plan participant who became an active participant in this Plan based on

the special participation rule described above, service that was rendered prior to January 1, 2000 and

recognized under the terms of the former Local 264 Bakery Plan is treated as Future Service Credit under

this Plan.

Former P&C Plan

If you are a former P&C Plan participant who became an active participant in this Plan based on the special

participation rule described above, service that was rendered prior to January 1, 2001 and recognized under

the terms of the P&C Plan is treated as Future Service Credit under this Plan. If you were an active
DB1/ 72954048.23 96

participant in the former P&C Plan, and before January 1, 2001 you ceased to be employed by a contributing

employer to the former P&C Plan and immediately thereafter became an active participant in this Plan,

service recognized under the terms of the P&C Plan is treated as Future Service Credit under this Plan.

Former PTC Plan

If you are a former PTC Plan participant who became an active participant in this Plan based on the special

participation rule described above, service that was rendered prior to April 1, 2002 and recognized under the

terms of the P & C Maintenance Plan is treated as Future Service Credit under this Plan.

Former Local 264 Brewery Plan

If you are a former Local 264 Brewery participant who became an active participant in this Plan based on the

special participation rule described above, service that was rendered prior to January 1, 2001 and recognized

under the terms of the former Local 264 Brewery Plan is treated as Future Service Credit under this Plan. If

you were an active participant in the former Local 264 Brewery Plan, and before January 1, 2001 you ceased

to be employed by a contributing employer to the former Local 264 Brewery Plan and immediately thereafter

became an active participant in this Plan, service recognized under the terms of the former Local 264

Brewery Plan is treated as Future Service Credit under this Plan.

Former Local 791 Plan

If you are a former Local 791 Plan participant who became an active participant in this Plan based on the

special participation rule described above, service that was rendered prior to May 1, 2004 and recognized

under the terms of the former Local 791 Plan is treated as Future Service Credit under this Plan.

Former Local 264 IRP

If you are a former Local 264 IRP participant who became an active participant in this Plan prior to

January 1, 2006 or a vested Local 264 IRP participant who becomes eligible to participate in this Plan after

January 1, 2006 and has not had a Break in Service, service that was rendered prior to January 1, 2006 and

recognized under the terms of the former Local 264 IRP is treated as Future Service Credit under this Plan.

How are my pension benefits calculated if I was a participant in a plan that merged into this Plan?

Former Local 294 Plan

If you are an active participant in the former Local 294 Plan, your Normal Pension will be determined as

follows:

(1) The benefit earned under the former Local 294 Plan formula based upon your

service under that plan through July 31, 1997.

plus

(2) The greater of (a) or (b):

(a) If you began participating in the former Local 294 Plan before August 1,

1971 and had completed more than 15 years of service under the Local 294

Plan (including Past and Future Service Credit) as of July 31, 1997, a benefit
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equal to (i) the number of years of service you earned under the former

Local 294 Plan over 15 years, multiplied by (ii) the amount determined

under (1) above, multiplied by (iii) 2-1/2%; or

(b) If you had completed more than 20 years of service under the former Local

294 Plan (including Past and Future Service Credit) as of July 31, 1997, a

benefit equal to (i) the number of years of service you earned under the

former Local 294 Plan over 20 years, multiplied by (ii) the amount

determined under (1) above, multiplied by (iii) 2-1/2%.

plus

(3) A Future Service Benefit for each year of Future Service Credit on or after

December 31, 1996 as determined under this Plan’s formula (see applicable

Alternative Schedule in this booklet).

Former Local 478 Plan

If you are a former Local 478 Plan participant and you became an active participant in this Plan based on the

special participation rule described above, your Normal Pension will be determined as follows:

(1) A past service benefit equal to $55 ($45 for persons classified as “Plan C”

participants under the former Local 478 Plan) multiplied by the years of credited

service you accrued under the former Local 478 Plan before to January 1, 2000, not

to exceed 35.

plus

(2) A future service benefit equal to $100 ($90 for persons classified as “Plan C”

participants under the Local 478 Plan) multiplied by the years of Future Service

Credit accrued after December 31, 1999 and before January 1, 2005.

plus

(3) A Future Service Benefit for each year of Future Service Credit after December 31,

2004 as determined under this Plan’s formula in effect for each such year (see

applicable Alternative Schedule in this booklet).

Former Local 264 Bakery Plan

If you are a former Local 264 Bakery Plan participant and you became an active participant in this Plan

based on the special participation rule described above, your Normal Pension will be determined as follows:

(1) A past service benefit equal to $35 multiplied by the number of years of credited

service accrued under the Local 264 Bakery Plan, not to exceed 35.

plus
DB1/ 72954048.23 98

(2) A future service benefit for each year of Future Service Credit after December 31,

1999 and prior to January 1, 2004 equal to $65, or if more, the amount determined

under this Plan’s formula in effect for each such year.

plus

(3) A Future Service Benefit for each year of Future Service Credit after December 31,

2003 and prior to January 1, 2011 equal to $65, or if more, the amount determined

under this Plan’s formula for each such year. For each year of Future Service Credit

earned after December 31, 2010, the future service benefit will equal the amount

determined under this Plan’s formula for each such year (see applicable Alternative

Schedule in this booklet).

Former P&C Plan

Driver or Maintenance Worker

If you are a former P&C Plan participant who was a driver or maintenance worker (as set forth in Exhibit A

to the P&C Merger Agreement) and you became an active participant in this Plan based on the special

participation rule described above, your Normal Pension will be determined as follows:

(1) A past service benefit equal to $60 multiplied by the number of years of credited

service accrued under the P&C Plan.

plus

(2) A future service benefit equal to $65 multiplied by the number of years of Future

Service Credit accrued between January 1, 2001 and December 31, 2010. For each

year of Future Service Credit earned after December 31, 2010, the future service

benefit will equal the amount determined under this Plan’s formula for each such

year (see applicable Alternative Schedule in this booklet).

If you have 6,000 hours of contributions to this Plan, your monthly amount of Normal Pension is equal to the

following:

(a) A past service benefit equal to $65 multiplied by the number of years of credited

service under the P&C Plan plus the years of Future Service Credit accrued under

the Plan up to the date on which you attain 6,000 hours of contributions.

plus

(b) A future service benefit for each year of Future Service Credit accrued after the date

on which you attain 6,000 hours of contributions equal to the amount determined

under this Plan (see applicable Alternative Schedule in this booklet).

After you have 6,000 hours of contributions to this Plan, if contributions were made under this Plan at a

contribution rate sufficient to cause the benefit factor to exceed the benefit factor in (a) above ($65), the

higher benefit factor will be used in (a) for all years of credited service under the P&C Plan and any years of

Future Service Credit under this Plan prior to the date you accumulate 6,000 hours of contributions and prior

to January 1, 2011.
DB1/ 72954048.23 99

Recycling Center Worker

If you are a former P&C Plan participant who was a recycling center worker (as set forth in Exhibit A to the

P&C Merger Agreement) and you became an active participant in this Plan based on the special participation

rule described above, your Normal Pension equals:

(1) $50 multiplied by the sum of the number of years of credited service accrued under the P&C

Plan and the number of years of Future Service Credit accrued between January 1, 2001 and

December 31, 2010;

plus

2) A future service benefit for each year of Future Service Credit after December 31, 2010

equal to the amount determined under this Plan’s formula for each such year (see applicable

Alternative Schedule in this booklet).

PTC Plan

If you were a participant in the former PTC Plan, your Normal Pension for a P & C Maintenance Employee

will be determined as follows:

(1) A past service benefit equal to 110% of the P & C Maintenance Employee’s accrued

monthly benefit under the P & C Maintenance Plan as of March 31, 2002, where the accrued

monthly benefit is determined by converting the cash balances under the P & C Maintenance

Plan as of March 31, 2002 into a monthly benefit using the 30-year Treasury rate for August

2001 and the mortality table specified in Code section 417(e) in effect on March 31, 2002.

plus

(2) A future service benefit equal to $60 multiplied by the number of years of Future Service

Credit accrued during the period beginning April 1, 2002 and ending March 31, 2005.

If you were a P & C Maintenance Employee on behalf of whom a Contributing Employer has continuously

made contributions from April 1, 2002 through April 1, 2005, the monthly amount of your Normal Pension

will be determined as follows:

(1) $60 multiplied by the number of years of credited service accrued under the P & C

Maintenance Plan plus the number of years of Future Service Credit accrued under

the Plan through March 31, 2005.

plus

(2) A future service benefit for each year of Future Service Credit after April 1, 2005

equal to the amount determined under this Plan’s formula for each such year (see

applicable Alternative Schedule in this booklet).
DB1/ 72954048.23 100

Former Local 264 Brewery Plan

If you were an active participant in the Local 264 Brewery Plan as of December 31, 2000, and you became

an active participant in this Plan based on the special participation rule described above, your Normal

Pension will be determined as follows:

(1) A past service benefit equal to 120% of your monthly pension benefit determined

under the Local 264 Brewery Plan as of December 31, 2000.

plus

(2) A future service benefit for each year of Future Service Credit beginning after

December 31, 2000 and ending December 31, 2010 equal to 1.1% of the employer

contributions required to be made on your behalf for that year. The 1.1% shall

increase by 0.1% for 2010. For each year of Future Service Credit earned after

December 31, 2010, the future service benefit will equal a percentage (determined

by this Plan’s provisions - see applicable Alternative Schedule in this booklet) of the

employer contributions required to be made on your behalf for the year.

Former Local 791 Plan

If you were an active participant in the Local 791 Plan as of April 30, 2004, and you became an active

participant in this Plan based on the special participation rule described above, your Normal Pension is

determined as follows:

(1) A past service benefit equal to $70 multiplied by the number of years of credited

service accrued through April 30, 2004.

plus

(2) A future service benefit for each year of Future Service Credit beginning after

May 1, 2004 equal to the amount determined under this Plan’s formula for each such

year (see applicable Alternative Schedule in this booklet).

Under the former Local 791 Plan, you also had a right to receive an unreduced pension after 25 years of

service (the “25 Year Rule”), which accrued at a rate of $60 per year of credited service. However, as of

January 1, 2011, the types of pension benefits that are you eligible for are governed by the Rehabilitation

Plan. (See “What Types Of Pensions and Benefit are Provided by the Plan” for more information).

Former Local 264 IRP

If you were an active participant in the Local 264 IRP as of December 31, 2005, your Normal Pension will

be determined as follows:

(1) A past service benefit equal to your benefit earned under the former Local 264 IRP

as of December 31, 2005.

plus
DB1/ 72954048.23 101

(2) A future service benefit for each year of Future Service Credit earned on or before

December 31, 2003 equal to 2.6% of the employer contributions required to be made

on your behalf for that year.

plus

(3) A future service benefit for each year of Future Service Credit earned on or after

January 1, 2004, as determined under this Plan’s formula in effect for each such year

(see applicable Alternative Schedule in this booklet).
DB1/ 72954048.23 102

APPENDIX B - MINIMUM BENEFIT FACTOR TABLE 1

The information in this Minimum Benefit Factor Table 1 describes the Benefit Factors applicable to you if:

 you were an active participant on and after April 1, 2001;

 a Contributing Employer is required to make contributions to the Plan on your behalf on or after

April 1, 2001; and

 you did not incur a Break in Service Year in 2000.

Additionally, if you did incur a Break in Service Year in 2000, your Benefit Factor is still determined under

this Minimum Benefit Factor Table 1 if you accumulated the minimum service hours, after March 31, 2001,

at the corresponding employer contribution rate listed in this Minimum Benefit Factor Table 1.

EMPLOYER CONTRIBUTION RATE MINIMUM SERVICE

HOURS AT

HIGHEST

CONTRIBUTION RATE

BENEFIT FACTOR FOR

APPLICABLE YEARS OF

SERVICE CREDIT**

At Least But Less Than

$0.000 $0.075 8,000 $1.50

$0.075 $0.150 8,000 $3.00

$0.150 $0.225 8,000 $5.00

$0.225 $0.250 8,000 $6.00

$0.250 $0.300 8,000 $7.00

$0.300 $0.325 8,000 $9.00

$0.325 $0.350 8,000 $10.00

$0.350 $0.550 8,000 $12.00

$0.550 $0.700 8,000 $16.00

$0.700 $0.850 8,000 $20.00

$0.850 $1.150 8,000 $35.00

$1.150 $1.750 8,000 $65.00

$1.750 $2.350 2,000 $75.00*

$2.350 $4.095 2,000 $100.00*

$4.095 and higher 2,000 $110.00

$4.095 and higher 4,000 $120.00

$4.095 and higher 6,000 $150.00

* To be eligible for these benefit factors, you must either (1) be at the corresponding employer contribution

rate on April 1, 2001, not have incurred a Break in Service Year in 2000 and have accumulated at least 2,000

minimum service hours at that employer contribution rate; or (2) subsequently reach that employer

contribution rate level and accumulate at least 2,000 minimum service hours at that rate.

** If the employer contribution rate of your Contributing Employer is reduced, you will only be eligible to

receive the Benefit Factor associated with the reduced employer contribution rate for the Plan Years in which

such reduced contributions are made
DB1/ 72954048.23 103

APPENDIX C - MINIMUM BENEFIT FACTOR TABLE 2

The information in this Minimum Benefit Factor Table 2 is applicable to all retirements not described in

Appendix B (“Minimum Benefit Factor Table 1”).

SERVICE HOURS

AT CONTRIBUTION

RATE*

FOR RETIREMENTS

EFFECTIVE**

BENEFIT FACTOR

FOR EACH YEAR

OF SERVICE

CREDIT***

At Least But Less Than

$0.000 $0.075 4,000 09/01/96 to 12/31/97 $1.50

$0.000 $0.075 8,000 01/01/98 to 03/31/01 $1.50

$0.075 $0.150 4,000 09/01/96 to 12/31/97 $3.00

$0.075 $0.150 8,000 01/01/98 to 03/31/01 $3.00

$0.150 $0.225 4,000 09/01/96 to 12/31/97 $5.00

$0.150 $0.225 8,000 01/01/98 to 03/31/01 $5.00

$0.225 $0.250 4,000 09/01/96 to 12/31/97 $6.00

$0.225 $0.250 8,000 01/01/98 to 03/31/01 $6.00

$0.250 $0.300 4,000 09/01/96 to 12/31/97 $7.00

$0.250 $0.300 8,000 01/01/98 to 03/31/01 $7.00

$0.300 $0.325 4,000 09/01/96 to 12/31/97 $9.00

$0.300 $0.325 8,000 01/01/98 to 03/31/01 $9.00

$0.325 $0.350 4,000 09/01/96 to 12/31/97 $10.00

$0.325 $0.350 8,000 01/01/98 to 03/31/01 $10.00

$0.350 $0.550 4,000 09/01/96 to 12/31/97 $12.00

$0.350 $0.550 8,000 01/01/98 to 03/31/01 $12.00

$0.550 $0.700 4,000 09/01/96 to 12/31/97 $16.00

$0.550 $0.700 8,000 01/01/98 to 03/31/01 $16.00

$0.700 $0.850 4,000 09/01/96 to 12/31/97 $20.00

$0.700 $0.850 8,000 01/01/98 to 03/31/01 $20.00

$0.850 $1.150 4,000 09/01/96 to 12/31/97 $35.00

$0.850 $1.150 8,000 01/01/98 to 03/31/01 $35.00

$1.150 $3.695 4,000 09/01/96 to 12/31/97 $60.00

$1.150 $3.695 8,000 01/01/98 to 03/31/01 $65.00

$3.695 and higher 4,000 09/01/96 to 12/31/96 $60.00

$3.695 and higher 4,000 01/01/97 to 12/31/97 $70.00

$3.695 and higher 8,000 01/01/98 to 12/31/98 $70.00

$3.695 $4.095 8,000 01/01/99 to 03/31/01 $70.00

$4.095 and higher 2,000 01/01/99 to 03/31/01 $90.00

$4.095 and higher 4,000 01/01/99 to 3/31/01 $110.00

$4.095 and higher 6,000 01/01/99 to 12/31/00 $120.00

$4.095 and higher 6,000 01/01/00 to 03/31/01 $150.00

* The employer contribution rates applicable to retirements before January 1, 1998 are the highest average

rates of the employer contributions in effect for the applicable minimum service hours. The employer
DB1/ 72954048.23 104

contribution rates applicable to retirements on or after January 1, 1998 are the highest rates of employer

contributions for the applicable minimum service hours.

** These benefit factors only apply if you (i) were actively at work on September 1, 1996; (ii) have not had a

Break-in-Service Year as of January 1, 1997; or (iii) were an Active Participant on and after January 1, 1999

and retired effective between January 1, 1999 and March 31, 2001. If you do not satisfy any of these criteria

and you received Future Service Credit for employer contributions made before January 1, 1997, the benefit

factor for contributions made on your behalf by a Contributing Employer on or after January 1, 1997 shall be

determined in accordance with the minimum service hours requirement.

*** If the employer contribution rate of your Contributing Employer is reduced, you will only be eligible to

receive the benefit factor associated with the reduced employer contribution rate for the Plan Years in which

such reduced contributions are made.