Exhibit
10.15


 


	
  ARTICLE

  	
   

  	
  INDEX

  SUBJECT

  	
   

  
	
  11

  	
   

  	
   

  	
  Arbitration Procedure

  	
   

  
	
   

  	
   

  	
   

  	
  Assignability

  	
   

  
	
  14

  	
   

  	
   

  	
  Bereavement Pay

  	
   

  
	
  10

  	
   

  	
   

  	
  Call Time

  	
   

  
	
  D

  	
   

  	
   

  	
  Check-Off

  	
   

  
	
  16

  	
   

  	
   

  	
  Discharge Notice

  	
   

  
	
  D

  	
   

  	
   

  	
  Dues, Fees – Union

  	
   

  
	
  22

  	
   

  	
   

  	
  Duplication of compensation

  	
   

  
	
  22

  	
   

  	
   

  	
  Educational Assistance

  	
   

  
	
  A

  	
   

  	
   

  	
  Employees Covered

  	
   

  
	
  22

  	
   

  	
   

  	
  Equal Pay Equal Work

  	
   

  
	
  11

  	
   

  	
   

  	
  Grievance Committee

  	
   

  
	
  12

  	
   

  	
   

  	
  Health and Safety

  	
   

  
	
  2

  	
   

  	
   

  	
  Holidays/Holiday Pay

  	
   

  
	
  1

  	
   

  	
   

  	
  Hours of work

  	
   

  
	
  23

  	
   

  	
   

  	
  Insurance Program Changes

  	
   

  
	
  6

  	
   

  	
   

  	
  Job Posting

  	
   

  
	
  15

  	
   

  	
   

  	
  Jury Duty

  	
   

  
	
  8

  	
   

  	
   

  	
  Layoff-Recalls

  	
   

  
	
  13

  	
   

  	
   

  	
  Leadperson

  	
   

  
	
  9

  	
   

  	
   

  	
  Leave of Absense

  	
   

  
	
  19

  	
   

  	
   

  	
  Lockouts

  	
   

  
	
  18

  	
   

  	
   

  	
  Management

  	
   

  
	
  C

  	
   

  	
   

  	
  Membership in Union

  	
   

  
	
   

  	
   

  	
   

  	
  Memos of Understanding

  	
   

  
	
  9

  	
   

  	
   

  	
  Military Service

  	
   

  
	
  21

  	
   

  	
   

  	
  Non-covered Employees

  	
   

  
	
  22

  	
   

  	
   

  	
  Non-discrimination

  	
   

  
	
  1

  	
   

  	
   

  	
  Overtime

  	
   

  
	
  20

  	
   

  	
   

  	
  Paid Sick or Personal Leave

  	
   

  
	
  22

  	
   

  	
   

  	
  Part Time Employees

  	
   

  
	
  24

  	
   

  	
   

  	
  Plant Closure Agreement

  	
   

  
	
   

  	
   

  	
   

  	
  Preamble

  	
   

  
	
  23

  	
   

  	
   

  	
  Premium Conversion

  	
   

  
	
  5

  	
   

  	
   

  	
  Probationary Employees

  	
   

  
	
  8

  	
   

  	
   

  	
  Recall

  	
   

  
	
  B

  	
   

  	
   

  	
  Recognition Clause

  	
   

  
	
  5

  	
   

  	
   

  	
  Seniority

  	
   

  
	
  3

  	
   

  	
   

  	
  Shift Premium

  	
   

  
	
  22

  	
   

  	
   

  	
  Subcontracting

  	
   

  
	
  8

  	
   

  	
   

  	
  Super Seniority

  	
   

  
	
  22

  	
   

  	
   

  	
  Supervisory Representatives

  	
   

  
	
  7

  	
   

  	
   

  	
  Temporary Transfers

  	
   

  
	
  25

  	
   

  	
   

  	
  Termination Date

  	
   

  
	
  5

  	
   

  	
   

  	
  Trans. Out of Bargaining Unit

  	
   

  
	
  22

  	
   

  	
   

  	
  Union Business

  	
   

  
	
  17

  	
   

  	
   

  	
  Union Cooperation

  	
   

  
	
  C

  	
   

  	
   

  	
  Union Security

  	
   

  
	
  4

  	
   

  	
   

  	
  Vacations

  	
   

  



 





















 


	
  3

  	
   

  	
  Wages and Rates of Pay

  	
   

  
	
  Appendix A

  	
  Wage Schedules

  	
   

  



 


TABLE OF CONTENTS


 


	
  ARTICLE 

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Preamble

  	
   

  	
   

  	
   

  
	
  Assignability

  	
   

  	
   

  	
   

  
	
  A

  	
   

  	
  Employees
  Covered By This Agreement

  	
   

  
	
  B

  	
   

  	
  Recognition

  	
   

  
	
  C

  	
   

  	
  Union Security

  	
   

  
	
  D

  	
   

  	
  Check-Off

  	
   

  
	
  1

  	
   

  	
  Hours and Overtime

  	
   

  
	
  2

  	
   

  	
  Holidays

  	
   

  
	
  3

  	
   

  	
  Wages and Rates of Pay

  	
   

  
	
  4

  	
   

  	
  Vacations

  	
   

  
	
  5

  	
   

  	
  Seniority

  	
   

  
	
  6

  	
   

  	
  Job Posting

  	
   

  
	
  7

  	
   

  	
  Temporary Transfers

  	
   

  
	
  8

  	
   

  	
  Layoff-Recalls

  	
   

  
	
  9

  	
   

  	
  Leave of absence – Emergency Time Off

  	
   

  
	
  10

  	
   

  	
  Call time

  	
   

  
	
  11

  	
   

  	
  Committeepersons, Grievance and Arbitration
  Procedure

  	
   

  
	
  12

  	
   

  	
  Health and Safety

  	
   

  
	
  13

  	
   

  	
  Leadperson’s Scope

  	
   

  
	
  14

  	
   

  	
  Bereavement Pay

  	
   

  
	
  15

  	
   

  	
  Jury Duty

  	
   

  
	
  16

  	
   

  	
  Notice of Discharge

  	
   

  
	
  17

  	
   

  	
  Union Cooperation

  	
   

  
	
  18

  	
   

  	
  Management

  	
   

  
	
  19

  	
   

  	
  No Strikes or Lockouts

  	
   

  
	
  20

  	
   

  	
  Paid Sick and/or Personal Leave Allowance

  	
   

  
	
  21

  	
   

  	
  Non-Covered Employees

  	
   

  
	
  22

  	
   

  	
  General Provisions

  	
   

  
	
  23

  	
   

  	
  Insurance Programs

  	
   

  
	
  24

  	
   

  	
  Plant Closure Agreement

  	
   

  
	
  25

  	
   

  	
  Termination Date

  	
   

  
	
   

  	
   

  	
  Memoranda of Understanding

  	
   

  
	
  Appendix A

  	
   

  	
  Wage Schedules

  	
   

  



 


2





















 


STATEMENT OF EEO POLICY


 


It is
the policy of Heim Bearings and the UAW to uphold and maintain a continuing nondiscriminatory “Equal
Employment Opportunity” policy. Our goal shall be a realistic attempt to insure
genuine equal opportunity, in every sense of its meaning, in every operational
area.


 


“Equal Employment Opportunity” will be maintained for all
present employees, as well as applicants applying for positions with this
company, through the following Corporation policy: “It is the policy through a
positive and continuing program, to provide equal opportunity in employment for
all qualified persons, to prohibit discrimination in employment because of age,
race, creed, color, sex, handicap, national origin, disabled veterans and
veterans of the Vietnam era, and to promote the full realization of equal
employment opportunity. The program also extends to and encompasses the providing of equal
opportunity in employment for all qualified personnel without regard to
politics or marital status.


 


It
is our intent to incorporate a strong EEO policy throughout virtually every
personnel activity or function to assure
full utilization of all available human resources and to review these policies
on a semi-annual basis.”


 





















 


PREAMBLE


 


This
Agreement is entered into this 11th day of
February, 2005 by and between Heim Bearing division, Roller Bearing
Company, hereinafter called the COMPANY, AND THE INTERNATIONAL UNION, UNITED
AUTOMOBILE, AEROSPACE AND AGRICULTURAL IMPLEMENT WORKERS OF AMERICA, U.A.W.,
AND AMALGAMATED LOCAL 376, UAW,
the certified bargaining representative of all employees in the appropriate unit, a signatory party hereto,
hereinafter referred to as the UNION.


 


ASSIGNABILITY


 


This Agreement shall be
binding upon the Successors and Assignees of the parties hereto, and no provisions, terms, or obligations herein contained
shall be affected, modified, altered or changed in any respect
whatsoever by any change in the regular status, ownership or management of
either party herein, provided the plant and
facilities of the Company remain within the State of Connecticut. In the event
the present owners sell or assign the plant, or sell their interest in the
business, the present owners agree to make this Agreement a condition of such
sale or assignment, provided such sale or assignment contemplates that the
plant and facilities of the Company will remain within the State of
Connecticut, and the present owners shall be relieved of any personal liability whatsoever under the
Agreement thereafter.


 


ARTICLE A

EMPLOYEES COVERED BY
THIS

AGREEMENT


 


Section
1.                                            The Company recognizes the Union as the sole
and exclusive bargaining agency of the following
employees: all production and maintenance employees, including stockroom
employees and tool clerks, also shipping and receiving clerks, excluding,
however, engineering and clerical employees and supervisory employees as
defined in the Labor-Management Relations Act of 1947, and any amendments
thereto.


 


ARTICLE B

RECOGNITION


 


Section 1.                                            The Union represents that
it has been authorized by a majority of the Company’s employees in a unit
appropriate for such purposes, as the representative designated or selected for
the purpose
of collective bargaining in respect to rates of pay, wages, hours of
employment, or other conditions of employment.


 


ARTICLE
C

UNION SECURITY


 


Section 1.                                            All present employees
within the Bargaining Unit on the effective date of this Agreement shall,
within thirty days thereafter, as a condition of employment, become and/or
remain members of the Union in good standing to the extent of paying membership
dues and initiation fees.


 


2





















 


Section 2.                                            Employees in the
bargaining Unit who have not on the effective date of this Agreement completed
thirty days of employment with the Company shall, as a condition of employment, within thirty days after the
effective date of this Agreement or at the expiration of thirty days of employment, whichever period is longer,
become and remain members of the Union in good standing to the extent of paying
membership dues and initiation fees.


 


Section
3.                                            All new employees hired during the life of
this Agreement shall, as a condition of employment, within thirty days after
date of hire or thirty days after the signing of this Agreement, whichever period is longer, become and remain members of the
Union in good standing to the extent of paying membership dues and
initiation fees.


 


Section
4.                                            The Company will give to each present
employee a printed copy of this Agreement.


 


Section 5.                                            The
Company will give a printed copy of this agreement, together with an
authorization form for check-off of dues to all new hires.


 


ARTICLE
D

CHECK-OFF


 


Section 1.                                            The Company shall
deduct, for employees covered by this Agreement who are members of the Union,
their Union membership dues and initiation fees levied against all Union members in accordance
with the Constitution and Bylaws of the Union and promptly remit the same, together with a
list of employees for whom deductions were made, to the Financial Secretary of the Union
who is authorized to receive said payments, provided that the Company has received from such employees individual
and voluntary signed authorizations. Authorization cards shall be in the
following form:


 


AUTHORIZATION
FOR CHECK-OFF OF DUES


 


To Heim Bearings Division,
Roller Bearing Company, Inc.


 


Date


 


I hereby assign to Local
Union No. 376, International Union, United Automobile Aerospace and
Agricultural Implement Workers of America (UAW), from any wages earned or to be earned by me as
your employee (in my present or in any future employment by you), such sums as the Financial Officer of said Local
Union No. 376 may certify as due and owing from me as membership dues, including
an initiation or reinstatement fee and monthly dues in such sum as may be established from time to time as union dues
in accordance with the Constitution of the International Union, UAW. I
authorize and direct you to deduct such amounts from my pay and to remit
same to the Union at such times and in such manner as may be agreed upon
between you and the Union at any time while this authorization is in effect.


 


This assignment,
authorization and direction shall be irrevocable for the period of one (1) year
from the date of delivery hereof to you, or until the termination of the
collective agreement between the Company and the Union which is in force at the
time of delivery of this authorization, whichever occurs sooner; and I agree
and direct that this assignment, authorization and direction shall be
automatically renewed and shall be irrevocable for successive periods of one
(1) year each or for the period of each succeeding applicable collective period
of each


 


3





















 


succeeding applicable collective agreement
between the Company and the Union, whichever shall be shorter, unless written notice is given by me to the Company and the
Union, not more than twenty (20) days
and not less than ten (10) days prior to the expiration of each period of one
(1) year, or of each applicable collective agreement between the Company and
the Union whichever occurs sooner.


 


This authorization is
made pursuant to the provisions of Section 392 (c) of the Labor Management Relations Act
of 1947 and otherwise.


 


	
   

  	
   

  
	
  (Signature
  of Employee here)

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  (Type of print name of
  employee here)

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  (Date
  of sign.)

  	
  (Emp. Clock No.)

  
	
   

  	
   

  
	
   

  	
   

  
	
  (Address
  of Employee)

  	
   

  
	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  (City)

  	
  (State)

  	
  (Zip)

  
	
   

  	
   

  
	
   

  	
   

  
	
  (Soc.
  Sec. No.)

  	
  (Date
  of del. to Employer)

  



 


Section 2.               All deductions covered by this
Agreement shall be made in a manner agreed upon with the Union, except that
dues and initiation fees will be on a monthly basis. However, local practices,
relative to number of hours per month to be worked before dues deductions shall
be made, shall be in accord with the Constitution of the International Union.
If in any month full dues are not deducted, the Company and Union may agree
upon an orderly manner of collection in the succeeding month or months.


 


Section 3.               All sums deducted under the
Agreement shall be remitted to the Financial Secretary of the local Union,
prior to the first of the month following the deduction and the Company will
furnish the financial Secretary of the local Union, monthly, a record of those
for whom deductions have been made, together with the amount of such deductions
and also a record of all terminations and employees absent during the week of
the check-off.


 


4





















 


ARTICLE
1

HOURS
AND OVERTIME


 


Section 1.                                            The normal work week
shall be:


 


(a)                                  Forty (40) hours, based on eight (8) hours
per day, five (5) days per week, Monday through Friday inclusive.


 


(b)                                 The normal work week shall begin on Sunday
night at 11:00 p.m. with the start of the third (3rd) shift and end 168 hours
later.


 


(c)                                  The first day shall be the 24 hour period
beginning with the employees regular scheduled shift starting time.


 


(1)                                  First shift hours 6:00 a.m. to 2:30 p.m.


 


(2)                                  Second shift hours 3:30 p.m. to midnight


 


(3)                                  Third shift hours 11:00 p.m. to 7:00 a.m.


 


(d)                                 Third shift employees
will be entitled to a paid 20 minute lunch.


 


(e)                                  Friday will be the third
shift’s “Saturday” for overtime pay calculation purposes.


 


(f)                                    Saturday will be the
third shift’s “Sunday” for overtime pay calculation purposes.


 


(g)                                 Third shift employees will not be required to
work overtime prior to the start of the shift on Sunday night.


 


(h)                                 First and second shift employees presently
working twelve (12) hour shifts will revert to the schedules in paragraph (c) respectively in the event that the twelve
(12) hour shifts are discontinued for any reason.


 


Section 2.                                            Time and one-half shall
be paid for all work performed.


 


(a)                                  In excess of eight (8) hours in any one day.


 


(b)                                 In excess of forty (40)
hours in any one week.


 


(c)                                  On Saturdays as such.


 


(d)                                 Any employee called in to work outside of the
regularly scheduled shift hours shall be paid
not less than four (4) hours at his/her base rate as follows:


 


(1)                                  Time actually worked at
prevailing rate, plus


 


(2)                                  The remaining of the four (4) hours not
worked at straight time pay unless it is a premium
day and the premium rate shall prevail.


 


(e)                                  Double time will be paid
for all work performed on Sundays.


 


5





















 


Section 3.                                            Notification of
Overtime


 


(a)                                  Employees shall not be required to work
overtime when insufficient notice is given. Notification at any time prior to
the close of the prior day’s shift will be considered sufficient notice for
daily overtime.


 


(b)                                 Employees will be charged for all overtime
hours where proper notification has been given, whether the employee works or
not.


 


(c)                                  Employees shall not be required to work
Saturday or Sunday overtime when insufficient notice is given or when there is
a reasonable excuse for not working. Notice of Saturday of Sunday overtime must be given to the employee no later than the end
of the shift on the preceding Thursday.


 


Section
4.


 


(a)                                  Overtime will be equally distributed among
those employees within the departments by classification
provided they have the ability to perform the available overtime work.


 


(b)                                 Overtime
records will be maintained in each department next to the work instructions for
employees to inspect at any time. All records will be updated weekly.


 


(c)                                  Employees with the lowest overtime hours will
be asked to work first within their department by job classification.


 


(d)                                 Employees working overtime outside their
departments shall be charged for actual hours worked
back to their department for overtime equalization.


 


(e)                                  The company shall keep a record of overtime
worked and overtime refused by employees and
shall furnish the Union with a copy of such record at the end of each month. If
the difference in overtime hours
worked between the employee with the greatest number of overtime hours and the
other employees in the same work classification shall exceed ten (10)
hours at the end of every three (3) month period, such difference shall be paid
at time and one-half the other employee’s
regular hourly rate, except when such difference results from the other employee’s refusal to work in accordance with this
article.


 


Section 5.                                            Overtime hours available
will be recorded according to the following:


 


(a)                                  Overtime hours offered and refused will be
considered hours worked for the purpose of equalizing overtime.


 


(b)                                 Employees absent for any reason will be
charged for all overtime hours they would have been offered had they been at work.


 


Section 6.                                            There shall be no
duplication of compensation for overtime for the same hours worked by an employee by reason of daily,
weekly or other overtime provisions of any kind.


 


6





















 


ARTICLE 2

HOLIDAYS


 


Section 1.


 


(a)                                  Except as hereinafter
provided, all work done on the holidays set forth below shall be paid for at the rate of double time plus
holiday pay. The specified holidays shall also be considered as days worked for the purpose of computing overtime pay
only.


 


ML. King Day


Good Friday


Memorial Day


Independence Day


Labor
Day


Thanksgiving Day


Friday after Thanksgiving


Employee’s Birthday


 


The
Company will provide the following Christmas and New Year’s Holidays with pay
per the following schedule:


 


	
  2005 Dec, 26, 27, 28, 29, 30

  	
   

  	
  Jan, 2, 20006

  
	
  2006 Dec. 25, 26, 27, 28, 29,

  	
   

  	
  Jan. 1, 2007

  
	
  2007 Dec. 24, 25, 26, 27, 28, 31

  	
   

  	
   

  



 


(b)                                 It is understood between the parties that an
employee who is off work receiving sick and accident benefits during a week in
which a holiday falls will be paid such holiday pay in addition to S & A benefits. Similarly, employees receiving Workers’
Compensation will receive holiday pay for a period not to exceed the agreed
upon time limits for S & A coverage.


 


Section 2.                                            When a holiday falls on
a Saturday, it shall be celebrated on the preceding Friday. When a holiday falls on a Sunday,
such holiday shall be celebrated on the
following Monday, excluding Christmas and New Year’s week.


 


Section 3.                                            The holidays mentioned
above shall be with pay. Consequently, all employees shall receive an amount
equal to eight (8) hours pay at their hourly rate for the specified holiday even though no work is
performed. In order to be eligible for holiday pay, the employees must:


 


(a)                                  Have been in attendance on the work days
preceding and following the holiday unless the absence is for:


 


(1)                                  Death in the immediate
family as defined in Article 9.


 


(2)                                  Jury Duty.


 


(3)                                  Important Union business
on the part of stewards, Shop Committee persons, Officers or Appointees made known to and approved by the Company prior
to such holidays.


 


(4)                                  An employee who is laid off and again
recalled within thirty (30) days, during which
period a paid holiday falls, shall receive holiday pay for that holiday.


 


(5)                                  For other reasonable cause.


 


7





















 


(b)                                 Employees on twelve (12)
hour shifts will revert to their normal eight (8) hour shifts and will not be required to
work overtime on the day prior to Good Friday, Thanksgiving and Independence
Day.


 


Section 4.                                            When a holiday falls
within a scheduled vacation period, another day off be between Monday and
Friday will be granted for that vacation day not taken or paid for during the
vacation period.


 


Section 5.                                            Employees on leave of
absence shall not be entitled to any holiday pay during such leave.


 


ARTICLE
3

WAGES
AND RATES OF PAY


 


Section 1.


 


(a)                                  Effective
February 1, 2005, a general wage increase of 3.5%


 


Effective February 1, 2006, a
general wage increase of 3%


 


Effective February 1, 2007, a
general wage increase of 3%


 


The hourly rates of pay shown in Appendix A, and Appendix
B attached hereto and made a part hereof, shall remain in effect for the life of
this Agreement.


 


(b)                                    It is agreed that
during the period of this Agreement, each employee covered by this Agreement, shall receive
a guaranteed cost of living allowance which will be added to the employee’s straight
time hourly earnings as set forth in Appendix A of the Agreement. The guaranteed
cost of living increases will be as follows:


 




	
   

  	
   

  	
  Hired before 2/1/96

  	
   

  	
  Hired after 2/1/96

  	
   

  
	
  August 1,
  2005

  	
   

  	
  10 cents

  	
   

  	
  20 cents

  	
   

  
	
  August 7,
  2006

  	
   

  	
  10 cents

  	
   

  	
  15 cents

  	
   

  
	
  August 6,
  2007

  	
   

  	
  10 cents

  	
   

  	
  15 cents

  	
   

  






 


(c)                                  Should the effective
date of the increases mentioned above fall on a Monday, Tuesday or Wednesday, the increase
specified shall revert to Monday. Should the increases specified above fall on a Thursday
or Friday, the increases shall become effective on the following Monday.


 


Section 2.


 


Employees required to work on a shift other than the day
shift will be paid a shift premium equal to 10% of their hourly rate in addition to
their regular earnings for such hours worked.


 


8





















 


Section
3.


 


(a)                                  The Company and the Union have negotiated job
descriptions and evaluations by Labor Grade.
Such descriptions and evaluations are apart of this Agreement.


 


(b)                                 Newly hired employees
will start at the hire rate unless their training, knowledge or experience
justify hiring at a higher rate. They will progress to the maximum rate by receiving a twenty (20) cent per hour
increase after each sixty (60) days worked, payable starting in the nearest
Monday. It is recognized that the last raise may be less than twenty (20) cents per hour.


 


Employees, still in progression, who are successful
bidders on another job in a higher labor grade will receive a twenty (20) cent
per hour increase when they start the new job and then will progress in twenty
(20) cent increments after each sixty (60) days worked until they reach the
maximum. Rate changes will be made on the nearest Monday. The last raise may be less than twenty (20)
cents.


 


(c)                                  Employees who are promoted from the maximum
rate of one job to a higher paying job will
receive the maximum rate of the higher job on the date of promotion.


 


(d)                                 Employees who are at
maximum and have been transferred to a higher rated job and are later transferred back
to a lower rated job will receive the maximum of the lower rated job.


 


(e)                                  Employees who have not progressed to the
maximum and who move from a higher rated job to a lower rated job will go down
to a rate in the lower grade that is equivalent to the progression point that
they were in the higher rated job.


 


(f)                                    All employees currently
in Labor Grade 1 will be
promoted to Labor Grade 2.


 


ARTICLE 4

VACATIONS


 


Section 1.                                            Effective February 1,
1996, the continuous service requirements and earned vacation with pay at straight time as
detailed in the following vacation schedule table shall apply. The service
requirement will be based upon seniority as of August 1st of the vacation year.


 


Service Requirement Earned Vacation


 


	
  1 year but less than 2 years

  	
   

  	
  1
  week (40 hrs)

  
	
  2 years but less than 5 years

  	
   

  	
  2
  weeks (80 hrs)

  
	
  5
  years but less than 10 years

  	
   

  	
  2-1/2 weeks (100 hrs)

  
	
  10
  years but less than 15 years

  	
   

  	
  3 weeks (120 hrs)

  
	
  15
  years but less than 20 years

  	
   

  	
  3-1/2
  weeks (140 hrs)

  
	
  20 years but less than 25 years

  	
   

  	
  4
  weeks (160 hrs)

  
	
  25
  years and over

  	
   

  	
  5 weeks (200 hrs)

  



 


9





















 


Section 2.                                            A vacation shutdown
period of up to two weeks may be designated by the Company upon notice to the Union by January
31 of each calendar year. If an employee has scheduled
a vacation relying on the Company’s shutdown notice, the employee will not be compelled
to work.


 


Section 3.                                            Employees entitled to at
least two (2) weeks of vacation must take the same during the plant shutdown. Employees entitled
to more than two (2) weeks of vacation may take same at a time of their choice
but seniority and Company production schedules shall be taken into consideration.


 


Section 4.                                            Employees must have
worked a minimum of 1000 hours in order to qualify for full vacation pay as
provided in Section 1 above. Employees working less than 1000 hours shall be paid on a pro-rated basis. The period for
determining hours worked shall be from August 1 of the prior year through July 31 of the current year. Employees terminated
for any reason shall receive a pro-rated vacation pay. Absence due to sickness
or injury shall be counted as hours worked.


 


Section
5.                                            The Company agrees to provide a vacation
bonus of $100 to all employees with 20 years of service. The Company agrees to
provide a vacation bonus of $200 to all employees with 25 years service or more. The
vacation bonus shall be paid prior to Christmas.


 


Section
6.                                            Employees who are entitled to and wish to
schedule a vacation should notify their
supervisor in writing by March 15. Permission will be granted based upon
Company seniority and Company production schedules and specific written
responses will be made by April 1.


 


Once an employee’s vacation
has been approved, it will not be changed unless circumstances mandate a change and more senior employees may not
displace an employee’s approved vacation.


 


An
employee who does not request vacation by March 15 or who requests additional
vacation time must submit
a request in writing no later than three weeks prior to the time requested.
This three week notice requirement will not apply in emergencies.


 


Section 7.                                          The employee can elect, by June 30th  to be paid all of their
vacation time in a lump sum on or about August 1st, or as they take vacation
time.


 


ARTICLE 5

SENIORITY


 


Section
1.                                            A seniority list including date of birth,
hiring date, job classification, department, labor
grade, total points and social security number shall be maintained and a copy
shall be furnished to the Union quarterly.


 


(a)                                  The Company shall
furnish the Union with a monthly report showing the names and dates of new
hires, layoffs, recalls, quits, discharges, leaves of absence (granted and
expired) and adjustments in the seniority listings with respect to dates. Any
errors in the seniority lists, layoffs and recalls that are discovered due to
this submission shall be corrected immediately.


 


10





















 


(b)                                 The Shop Chairperson shall be notified
promptly of any additions or deletions.


 


Section 2.                                            Employees will lose their seniority status if
they:


 


(a)                                  Quit.


 


(b)                                 Are discharged for justifiable cause.


 


(c)                                  Do not report for work
within five (5) working days following a notification by certified letter of
restoration after a layoff, except where a reasonable excuse is provided.


 


(d)                                 Are absent without a leave of absence or
excused absence for three (3) consecutive working
days without notifying the Company, except where reasonable cause is provided.


 


(e)                                  Are on layoff in excess of thirty-six (36)
months. Probationary employees who are laid-off
will not be listed on the layoff list.


 


(f)                                    Are absent from work because of a
non-occupational disability for a continuous period in excess of eighteen (18)
months.


 


Section 3.                                            New employees shall be regarded as temporary
or probationary employees for the first sixty (60) calendar days of their
employment.


 


Section 4.                                            Employees advanced from hourly status to
salary status shall lose seniority and privileges
under this contract thirty (30) calendar days after such appointment unless
returned to the Bargaining Unit within said period.


 


Section 5.                                            Employees who are absent
from work because of illness or injury will be returned to their “original” job upon presenting the Company with a
copy of their unconditional medical release to return to work.


 


If
their “original” job is no longer available, they will exercise their contract rights in accordance with Article 8 of this
contract.


 


Jobs
that become vacant, because the employee in that job classification has been
absent from work because of injury or illness for a period of more than thirty
(30) days and,


 


In
the judgment of the Company, that job needs to be filled it shall be handled as
follows:


 


1.                                       The
Company shall offer recall rights to all eligible employees in an equal or
higher labor grade in accordance with Article 8, Section 1 (b) of the contract.


 


2.                                       If no employee(s) have recall rights as
describe in item 1 above, the Company, at
its discretion may post the job as “Temporary” job.


 


Bids
on the “Temporary” job shall be handled in accordance with Article 6 of the
contract.


 


11





















 


3.                                       If
there are no successful bids on the “Temporary” job, the Company shall offer
recall rights to all eligible employees in a lower labor grade.


 


4.                                       If there is a reduction
in force in a department where a “Temporary” job exists, the employee in the “Temporary”
job must be returned to the same
status he/she had prior to accepting the “Temporary” job before the layoff
commences.


 


5.                                       If
the “Temporary” job is not filled after the above three actions have been taken
and, in the judgement of the Company, the job needs to be filled, the Company
may hire “from the street” to fill the job with the understanding that it is a
“Temporary” job. The person hired from the street to fill the “Temporary” job
shall exercise his/her rights, if any, under Article 8 of the contract when
such “Temporary” job ceases to exist.


 


6.                                         When it is determined the disabled employee
will not or cannot return to work the
opening will be posted in accordance to Article 6.


 


ARTICLE 6

JOB POSTING


 


Section 1.                                            Job openings will be
filled based on plantwide seniority and basic qualifications regardless of shift.


 


(a)                                  New jobs and vacancies in existing jobs to
which no employee has recall rights will be posted
on the plant bulletin board for a period of three (3) working days. A general description
of each job responsibility will be shown on the posting.


 


(b)                                 If the same job opening occurs within a
period of thirty (30) days from the first date of an original job posting, no new posting will be required. The new job
opening will be filled from the original bidding list. If there are no
remaining qualified bidders on the original list, the new job opening shall be
posted immediately. However, a new posting will be required at the end of the
original thirty (30) day job posting.


 


(c)                                  During the posting period, eligible employees
may bid on the posted jobs by completing a
Bid Slip and submitting it to their Supervisor. The Company will notify the
Union in writing and state the reason for withdrawing the posting for any job.


 


(d)                                 Employees will be
eligible to bid on higher, equal or lower paying job provided:


 


(1)                                  They have completed the
probationary period.


 


(2)                                  Those who have bid and
been accepted on lower paying jobs under this procedure must remain in the new
department for a period of at least six (6) months before being eligible to again bid on another job outside their
department. However, these employees may bid
upward or lateral through all labor grades within their department at
any time.


 


12





















 


(e)                                  Following the closing of
the posting, bidders will be considered and interviewed by the Personnel Department for each job opening in
order of seniority; a Shop Commiteeperson shall
be present. The most senior employee who has the basic qualifications to
perform the required work will be
promoted to the job within a period of thirty (30) calendar days. Unsuccessful bidders will be notified by the
company in writing. A copy of the notice of disaward which will include the
grounds for disaward will be given to the Shop Chairperson. Bidders may
withdraw their bids at any time before starting the new job by signing a refusal slip provided by the Company, a
copy of which will be given to the Shop Chairperson.


 


(f)                                    Job openings in a “Training
Program” will also be filled under this procedure.


 


(g)                                 Should an employee with
basic qualifications grieve the Company’s selection in filling the vacancy, the employee must be shown the
basic requirements of the job and have the assistance of the Leadperson and/or
Supervisor for a five (5) day period in order to prove his/her ability to meet
the basic qualifications.


 


(h)                                 The shop chairperson or an appointee will be
notified prior to all permanent transfers and promotions
within the Bargaining Unit.


 


ARTICLE
7

TEMPORARY TRANSFERS


 


Section 1.                                            The Union will be
notified at the time when temporary transfers become necessary.


 


Temporary work assignments:


(a)                                  Employees may be
temporarily transferred from one department to another for a period not to exceed six (6) days per month, and
provided that during the transfer, the job he/she left shall not be filled and
he/she shall be returned to his/her permanent job upon completion of temporary
assignment or for longer periods of time if agreed by the Union and the Company.


 


(b)                                 Employees shall be transferred by seniority,
lowest senior person first within the department to a lower rated job.


 


(c)                                  Employees shall be
transferred by seniority, highest senior person first within the department to a higher rated job.


 


(d)                                 No employee will be
required to perform work in a higher labor grade on any basis (temporary or permanent) unless they
are paid according to the prevailing rate of
pay on said higher labor grade. No employee will be forced or coerced into
taking a promotion.


 


(e)                                  No employee will be
required to perform work in a lower labor grade on a temporary basis at the rate of pay in said
lower labor grade. That is, employees will
be guaranteed their former (higher) rate of pay while working on a temporary
transfer in a lower labor grade.


 


13





















 


(f)                                    The shop Committeeperson in the area involved
in a transfer will receive a copy of a
transfer notice. This transfer notice will state the department, job title and labor
grade to which the employee is being transferred. The Shopcommittee-person will
be notified immediately by a written transfer notice in any of the following
conditions:


 


A.                                     Any transfer lasting
more than one day.


 


B.                                     Any change in labor grade at any time.


 


(g)                                 Employees shall have the
privilege of exchanging shifts temporarily by individual arrangement provided they notify their supervisor in advance
and have the necessary qualifications to
perform the work. The change must be effected without additional cost or
penalty to the Company. If the period of such exchange of shifts is in
excess of one (1) week, the Company and the Union must mutually agree to such arrangements.


 


Section
2.                                            An employee with one (1) year of seniority or
more shall be permitted to use this seniority to exercise shift preference in
writing one week in advance to displace another
employee with less seniority in the same job classification and department on
another shift. The shift change option is limited to only one (1) time per
year.


 


ARTICLE 8

LAYOFF
RECALLS


 


Section 1.


 


(a)                                  All layoffs, recalls, transfers and
promotions within the Bargaining Unit shall be made on the basis of plantwide seniority provided the employee has the
basic qualifications to perform the required work.


 


(b)                                 When it becomes necessary to reduce the
workforce it shall be done as follows by
laying off all probationary and part-time employees first.


 


(c)                                  The Company shall, in
the event of layoff, provide notification to affected employees early enough to
furnish at least three (3) working days notice to the Shop Committee and employees affected by any
layoff for any period of time, or pay such
employees hourly base rates in lieu of said notice. This requirement shall not apply to interruption resulting from any
condition beyond the Company’s controls. All layoffs must commence on the last
working day of the week (Friday).


 


(d)                                 Employees in
classifications affected by layoff will have an option to accept a lay-off slip
stating lack-of-work or bump a junior service employee provided they have the basic
qualifications to perform the work. The initial notification mentioned in paragraph (c) will begin the
bumping process and employees must make
their bumping decision immediately. Upon request by the employee, the bumping
decision can be delayed, but not beyond two (2) hours and then is bound
by that choice.


 


14





















 


(e)                                  Employees will have five
(5) days in which to demonstrate their ability to perform a job in case of
layoff and recall. Employee must be shown basic requirements of job and have assistance of Leadperson and/or Foreperson
for a five (5) day period.


 


(f)                                    There shall be no upward bumping.


 


(g)                                 In the event of a
layoff, the Shop Chairperson, the members of the Shop Committee and Company
employees who are Executive Officers of the Local Union shall be accorded top seniority, but
they must have the basic qualifications to perform the available work.


 


(h)                                 Recalls shall be in
reverse order of layoff. The most senior employee with basic qualifications on
the layoff list will be recalled for available work. Employees recalled to fill
a temporary job vacancy may refuse this assignment without prejudicing their recall rights.


 


(i)                                     Employees affected by bumping procedure must
return to their original job when such opening occurs.


 


ARTICLE
9

LEAVE OF ABSENCE-EMERGENCY TIME OFF


 


Section 1.                                            When the requirements of
the Company will permit, employees upon written request on account of illness
or death in their immediate family or other reasonable cause approved by the
Company, will be granted a leave of absence without pay for a period of not
more than ninety (90) days, which shall be renewable if production requirements
permit. Any such employees on leave who engaged in other employment, or who fail
to report for work on the expiration of their leave, will be considered as having quit. All such leaves of
absences shall be granted in writing by the Company.


 


Section 2.                                            Employees granted a
leave of absence must prepay all insurance premiums prior to their departure
for said leave. This prepayment must also be made in the event the leave is extended by mutual
agreement.


 


Section 3.                                            Any employee who enters
the Armed Forces shall be entitled to a leave of absence, accumulations of
seniority and re-employment rights, in accordance with Federal and State Laws.
In addition, an employee who is a member of the Military Reserve or National Guard shall be granted
leave for annual training or special tour not to exceed three (3) weeks per
calendar year. Such employee during this period shall receive the difference in
pay, if any, between their normal rate of pay and wages paid by the service branch.


 


Section
4.                                            Seniority will be accumulated during leaves
of absences as described above.


 


Section
5.                                            Employees may be granted emergency time off
of not more than fourteen (14) calendar days
by contacting the Company by telephone or telegram within three (3) working
days giving the reasons for such request. Such time off will be granted for


 


15





















 


legitimate emergency
reasons. Extensions of emergency time off may be requested under the provisions of Section 1 of the Article 9.


 


Section
6.                                            Employees will be granted pregnancy leave of
absence and such leaves will be treated as
any other type of medical leave of absence.


 


ARTICLE 10

CALL TIME


 


Section 1.


 


(a)                                  Employees reporting for
work on their regular shift without notice from the Company that no work will be available for
them, shall be offered other work for at least four (4) hours or shall be paid
the base rate of their regular job for four (4) hours if there is no other work for them. If they refuse the work
offered, they shall forfeit the right to receive reporting pay.


 


(b)                                 Notice to the employees by the company will
be given not later that the end of their regular shift.


 


(c)                                  This Article shall not
apply where the lack of work is due to conditions beyond the control of the Company, or in the case of
an employee who has been absent and has not
given the Company adequate notice of return to work.


 


ARTICLE 11


COMMITTEE PERSONS, GRIEVANCE AND

ARBITRATION
PROCEDURE


 


Section
1.                                            In addition to the Shop Chairperson, the Union
shall have a Committee-Person for each sixty (60) employees, except that there
shall be a minimum of three (3) Committeepersons on the first shift, two (2) on
the second shift and one (1) on the third shift. The Union will provide the
Company with a current list of the Committeepersons and their departmental
responsibilities.


 


Section 2.                                            Time necessarily spent
during the normal working hours (and during scheduled overtime) by the Shop Chairperson, Committeeperson, grievant
and Union employees of the Company on negotiations, grievances or arbitration
hearings will be paid for by the Company. If
in the opinion of the Company such time becomes unreasonable, the Company will notify and confer with the Union.


 


(a)                                  The Company shall pay
the Shop Chairperson for all time spent during the normal working hours (and during scheduled overtime) on Union
business including the handling and investigations of grievances as set out in
this Agreement, for time spent on arbitration hearings and for negotiations.


 


Section 3.                                            A grievance is a
difference of opinion between the Company and the Union or an employee involving the
interpretation of application of the terms of this Agreement.


 


16





















 


Section 4.                                            Grievances shall be
processed as follows:


 


(a)                                  The grievance must be submitted within
fifteen (15) working days after the employee and the Union are aware of it.


 


(b)                                 The Shop Chairperson or Committeeperson and
employee shall discuss the grievance with
the immediate Supervisor of the department in which the grievance has occurred. If the immediate Supervisor’s
oral answer is not satisfactory, the grievance shall be submitted to
Step 1.


 


(c)                                  Step 1: The grievance
shall be reduced to writing and presented to the employee’s immediate Supervisor
by the Union within three (3) working days from the date of the oral answer.
The Supervisor shall write the answer on the grievance form and return three (3) copies to the Union Committeeperson
before the end of the third (3rd) working
day after receipt of the grievance. Failing a satisfactory settlement, the
Union will have three (3) working days in which to appeal to the
Supervisor for referral to Step 2.


 


(d)                                 Step 2. The Union Shop
Chairperson shall meet with the Company representative designated to handle the second step within three (3)
days from the date of the appeal. The
Company will give its written answer within three (3) working days after the
meeting. Failing a satisfactory settlement, the Union will have three (3)
working days in which to appeal to the Personnel Manager for referral to
Step 3.


 


(e)                                  Step 3: The President of
the Local Union and/or the Business Agent and/or the International Representative, together with
the Union Shop Committee shall take up the
grievance with the Committee of Management which shall include an executive of
the Company. This meeting will be scheduled within seven (7) working
days after the date of the appeal.


 


The
Company will have five (5) working days following the date of the meeting in which to make a written disposition of the
grievance. Failing a satisfactory settlement, the Union will have fourteen (14)
days in which to notify the Company in writing of its intent to
arbitrate the issue.


 


(f)                                    Upon receipt of the Union’s notice of their
intention to arbitrate, a prearbitration hearing
shall be scheduled within thirty (30) working days. After the pre-arbitration
hearing, the Company General Manager will have ten (10) working days to
answer. If the answer is not satisfactory, the Union will have thirty (30) days
following that answer in which to appeal for arbitration. If the Union does not appeal within said time limit, the grievance
shall be considered as being satisfactorily settled.


 


(g)                                 All of the above stated time limits may be
extended by mutual agreement.


 


(h)                                 The Grievant may be
present upon request of either party at any of the steps outlined above.


 


17





















 


(i)                                     If grievances are appealed to arbitration,
the parties will alternate between the American
Arbitration Association and the State Board of Mediation and Arbitration.


 


(j)                                     If submitted to the
Connecticut State Board of Mediation and Arbitration, the parties shall operate under the procedures
set forth by said Board, whose decision shall be final and binding upon the
parties.


 


(k)                                  If submitted to the
American Arbitration Association, the parties shall operate under the procedure set forth by the American
Arbitration Association, whose decision shall be final and binding upon the
parties.


 


(l)                                     The Arbitrator may
interpret this agreement and apply it to the particular case under consideration but shall, however, have
no authority to add to, subtract from or
modify the terms of this agreement in any way.


 


(m)                               The cost of Arbitration
shall be shared equally by the Company and the Union.


 


(n)                                 Arbitration cases
involving time study, job evaluation and job standards shall be submitted only
to the American Arbitration Association.


 


(o)                                 The Company shall not be
required to pay back pay for any period in excess of thirty (30) working days
prior to the time a written grievance is properly filed with the Company.


 


Section 5.                                            The local Union
President and/or two (2) appointees, and/or a representative of the International UAW Engineering Department, shall
be permitted to enter the plant for the
purpose of investigating, advising or negotiating on grievances. However, they
shall first make known their intent to the Company and shall receive permission
for said visit. This shall be restricted to entrance during working hours only.


 


ARTICLE 12

HEALTH AND SAFETY


 


Section 1.


 


(a)                                  The Company agrees it will provide proper
safety devices and sanitary conditions in the
plant. Failure to do so may be a matter of grievance. Furthermore, the Company agrees that it will pay the full cost of
Company mandated safety equipment.


 


(b)                                 Once each month starting
in February, 1989, at a time to be scheduled by management, a safety tour between two (2) members of management and two
(2) employee representatives of the Union
will make a plant safety tour. At the end of the tour, unsafe practices and conditions found in the plant will be
listed. Appropriate actions will be taken by management to correct unsafe
conditions found. This committee will jointly plan to prevent accidents,
investigate accidents, review accident
reports, and OSHA compliance. Regular meetings will be scheduled to facilitate the promotion of health and safety in
the plant.


 


18





















 


(c)                                  The Company will issue and fill out accident forms
on all injuries and give the Shop
Committeeperson a copy immediately.


 


Section 2.                                            The Company shall
provide first aid facilities and a qualified attendant to perform first aid duties.


 


Section
3.                                            Employees who are injured on the job can be
sent home and receive pay for the balance of their day only if authorized by
written instruction from the Medical Department
or the Company doctor. The Company will issue a form to be used in such cases,
a copy of which will be given to the employee’s Foreperson and to the Union.


 


Section 4.                                            Where possible,
employees sustaining injuries at work, or affected by occupational diseases during the course of
their employment, and who are physically handicapped
as a result thereof, shall be given other suitable employment as may be then available.


 


ARTICLE 13

LEADPERSON’S SCOPE


 


Section
1.                                            To relay general instructions from Foreperson
to operators with reference to product, operations, tools, equipment and duties.


 


Section 2.                                            All matters involving
personnel problems are to be handled by the Forepersons who have full supervisory authority
over all employees in their departments, including Leadpersons.


 


Section
3.                                            Leadpersons shall not have the right to hire,
fire, or recommend disciplinary action or recommend promotions or demotions.


 


ARTICLE 14

BEREAVEMENT PAY


 


Section
1.                                            Employees (including probationary) shall be
entitled to three (3) working days off with
pay in the event of a death within the “immediate family.”


 


Section
2.                                            Immediate family shall be limited to spouse,
child, mother, father, sister, brother, grandparent, mother or father-in-law,
brother or sister-in-law, daughter or son-in-law, legal guardian or stepchild.


 


19





















 


ARTICLE 15

JURY DUTY


 


Section 1.                                            Employees who have
completed their probationary period, and who are called and report for Jury
Duty on days they would have otherwise worked for the Company, shall be paid
regular wages for thirty (30) days. Should Jury Duty continue past 30 days, the employee shall be paid the
difference between the payment they receive for
such service and the amount calculated by multiplying eight (8) times their
regular hourly rate for each day involved limited, however, to Monday through
Friday.


 


Section 2.               In order to receive Jury Duty make-up payment, the
employees must give Management prior notice of said Duty and furnish evidence
that they actually performed such service, showing the amount of payment
received accordingly. These provisions are not applicable to employees who,
without being called, volunteer for Jury Duty.


 


ARTICLE 16

NOTICE
OF DISCHARGE


 


Section 1.                                            The Company agrees to
give immediate written notice to the Shop Committeeperson and the employee involved of all discharges and
suspensions made within the unit, except in
emergencies.


 


Section 2.                                            The Chairperson and/or
Committeeperson shall be present at time of employee discharge and suspension except in emergencies.


 


Section 3.                                            If an employee is
discharged or suspended, he/she shall have the right to a hearing within twenty-four
(24) hours after suspension or discharge. He/she shall be represented by the Shop Chairperson and
Committeeperson and/or Business Agent and/or International Representative.


 


Section 4.                                            When employees are
discharged or suspended and file a complaint claiming that they were unjustly discharged or
suspended, the Shop Committeeperson may invoke the grievance procedure at the third step within (5) days
after the discharge or suspension.


 


Section
5.                                            If, upon appeal, any
discharge or suspension shall be found to be unfair or discriminatory, the
employee will be reinstated with seniority rights unimpaired and will be given
retroactive pay for all time lost due to the discharge or suspension, less the earnings he/she may have received from
gainful employment or unemployment insurance obtained in the interim.


 


20





















 


ARTICLE
17

UNION COOPERATION


 


The
Union agrees that in exchange for a fair day’s pay for a fair day’s work, it
must maintain a high level of productivity. The Union and its members will
cooperate in attaining such a level of productivity as is consistent with the
health and welfare of its members.
The Union and its members will seek to assist in effectuating economies and the
utilization of improved methods and machinery.


 


ARTICLE 18

MANAGEMENT


 


It is
understood and agreed that with the exception of the specific provisions of
this contract, nothing in
this Agreement shall be considered to limit or restrict the Company in the
exercise of the customary functions of Management.


 


ARTICLE
19

NO STRIKES OR LOCKOUTS


 


Section 1.                                            The Union agrees that
there shall be no strikes during the term of this Agreement on any issues which may be the
subject of arbitration or on which the contract is silent.


 


Section
2.                                            The Company agrees that
there shall be no lockouts during the terms of this Agreement on any issues
which may be the subject of arbitration or on which the contract is silent.


 


ARTICLE 20


PAID SICK AND/OR


PERSONAL LEAVE ALLOWANCE


 


Section 1.                                            Each employee, upon
vacation eligibility date, shall be credited with six (6) days (48 hours) paid
sick and or personal leave allowance in accordance with the following provisions:


 


(a)                                  Employee must have worked at least 1000 hours
in the prior twelve (12) month period. The
period for determining hours worked shall be from August 1st of the prior year through July 31st of the current year.


 


(b)                                 In the event an employee
worked less than 1000 hours in said period, paid sick and/or personal leave
allowance will be credited in the same proportion as the hours worked are to 1000. New employees must have
worked at least 1000 hours in order to be eligible
for paid sick and/or personal leave allowance. Employees terminated for any reason
shall receive a pro-rated sick or personal pay.


 


Section 2.                                            Any employee with
credited sick and/or personal leave allowance, as provided in Section 1 above, may use such
allowance during the following twelve (12) month period for illness (when not
receiving accident and health insurance benefits), or personal reasons, but
provided that absence from work has been excused, is for not less


 


21





















 


than
four (4) continuous hours and has at least four (4) hours paid sick and/or
personal leave allowance
credit remaining. Employees shall notify the Company when electing to take
personal days off.


 


Section
3.                                            Paid sick and/or personal leave allowance
shall be computed on the basis of the
employee’s regular rate of pay as of the day of absence and shall be paid on
the pay check for said period so long as application for same has been
submitted on a timely basis. Application for
payment shall be made through the employee’s supervisor on forms so provided.


 


Section 4.                                            Unused sick and/or
personal leave allowance, at the time of the employee’s next eligibility date, will be paid to the employee in a
lump sum calculated on the basis of the
employee’s regular rate of pay at such time.


 


ARTICLE 21

NON-COVERED
EMPLOYEES


 


Section 1.               Persons
excluded from the Bargaining Unit shall not perform work of the type customarily performed by employees of
the Bargaining Unit, except in the following situations:


 


(a)                                  In emergencies when
employees are not available.


 


(b)                                 In the bona fide
instruction or training of employees.


 


(c)                                  Duties of an experimental nature or in the
case of vendors or warrantees, tryouts.


 


Section 2.                                            When it is determined
that bargaining Unit work has been performed by a non-bargaining unit employee in violation of Section 1, the employee
in the appropriate job description with the
least amount of accumulated overtime hours will receive pay at the applicable
rate for the hours of work performed.


 


Section 3.                                            The Company shall notify
the Union Chairperson and/or the Committee person in the section affected prior
to the assignment of any persons excluded from the Bargaining Unit to any of
the situations listed in Section 1.


 


Section 4.                                            Any grievance involving
interpretation of this Article may be submitted in writing directly to Step 3.


 


ARTICLE 22

GENERAL
PROVISIONS


 


Section
1.                                            The Company shall notify the Union of its
supervisory representatives; the Union shall
notify the Company of its Committee members operating under the Contract.


 


Section 2.                                            Employees will be paid
equal pay for equal work.


 


22





















 


Section
3.                                            The Company and the Union agree that they
will not discriminate against any employee
or applicant for employment because of age, race, color, religious creed, sex,
national origin, ancestry or physical disability, disabled veterans, and
veterans of the Vietnam era.


 


Section 4.                                            Part time employees
shall have seniority only among other part-time employees, and shall share in monetary benefits under the contract on a
prorated basis only, with the exception of general wage rates which they shall
share fully.


 


Section 5.                                            Officers, Stewards and Committee persons of the
Union shall be permitted to leave work in connection with official Union
business whenever authorized by the President or the Business Agent of the
Amalgamated Local Union, and members elected
or appointed to official Union conventions or conferences, or authorized by the
Local Union to attend any official Union functions shall be permitted to leave
work for such purposes provided permission shall be obtained in advance from
the Company, which permission will not unreasonably be withheld and provided
further that the Company shall not be liable for any pay during the
period of absence.


 


Section
6.                                            Except as provided herein, it is understood
between the parties that there shall be no duplication of Compensation for the
same hours for any reason.


 


Section
7.                                            The Company and the Union agree to institute
a mutually agreeable training or apprenticeship program.


 


Section 8.                                            The Company shall print
and distribute copies of this contract to all Bargaining Unit employees within one hundred twenty (120) days of the
effective date of this Agreement.


 


Section
9.                                            The Company will offer educational assistance
to any employee with three or more years of service under the following conditions:


 


(a)                                  Courses must be job related and approved by
Management prior to starting the program of
instruction for which payment will be made.


 


(b)                                 Courses must be successfully passed prior to
payment.


 


(c)                                  There will be a semester limitation of assistance
not to exceed $200 per individual, effective
February 1, 1992.


 


Section
10.                                      Bargaining unit work within the plant shall
not be sub-contracted when the work is
normally and usually performed by bargaining unit employees with appropriate
equipment and qualified employees are available, except where circumstances
demand or economics warrant it. If such decision is based on cost, the Company
will notify and discuss with the Union as soon as possible the reasons why it believes such action to be necessary, so the
parties may explore alternatives to such transfer of work.


 


23





















 


ARTICLE
23


INSURANCE PROGRAM


 


Section 1.                                            Health Maintenance
Organization


 


Each
employee covered by this Agreement shall have their hospital, medical,
surgical, and related
insurance coverage under the Health Net Charter HMO
$1,500 hospital/outpatient deductible per
covered family member per
calendar year (employee pays first
$400, and company pays the next $1,100). No change in current employee premium this year (through
2/28/06); 2002 contract formula applies thereafter.


 


Section 2.                                            The Company agrees to
provide insurance coverage as outlined in the Health Net plan description as
provided to all employees upon enrollment Details are explained in the insurance
contract.


 


Section 3.                                            Employee Contributions


 


Effective
3/1/05 the employee contribution will be $45.49 per week.


 


Effective
3/1/06 the employee contribution will be $45.49 per week plus 50% of the
premium increase up to a maximum of $5.00 from the prior contribution.


 


Effective
3/1/07 the employee contribution will be the existing contribution plus 50% of
the premium
increase up to a maximum of $5.00 from the prior contribution.


 


If
during the life of the contract the projected cost of premium increases would
result in an increase of more than $5.00 above the previous year’s employee
contribution, the Company and the Union will meet to develop an alternate plan
which will not result in an increase in Company cost. If the parties agree on a plan which results
in a lesser premium cost the parties will share the savings.


 


If the
parties do not agree on an alternate plan, the Company and the employee will
share the increased cost of the premium on a 50%/50% basis.


 


Premium Conversion


 


Current
tax laws allow us to provide you with a tax-advantaged way to pay your share of
Medical
premiums. You may elect to contribute toward the cost of your coverage on a
pre-tax basis. That means your premiums will be deducted from your paycheck
before Social
Security, federal, and state taxes are taken out. This lowers your taxable
income and, in effect, lowers your share of the premiums.


 


24





















 


Section 4.                                            Accident and Sickness
weekly benefits for employees with accidents or sickness will be paid as follows:


 


2/1/05 - $255 per week


2/1/06 - $265 per week


2/1/07 - $275 per week


 


Section 5.                                            The
Company shall pay $40 per month per employee for dental
insurance to Local 376, UAW Dental Plan effective February
1, 2005.
Effective February 1, 2007 the Company shall pay $30 per
month per employee.


 


Section
6.                                            Employees who retire early may continue their
life and/or medical insurance at group rates until age sixty-five (65). In
order to receive retiree life paid for by
the company and $50/month towards retiree medical and/or Medicare Part B Reimbursement
paid for by the Company at age sixty-five (65), the employee must elect to carry the retiree life and/or medical insurance
until age sixty-five (65).


 


Section 7.                                          Employees who retire on
or after 2/1/96 are entitled to $50 per month paid for by the Company toward both medical and/or Medicare Part B
reimbursement when they reach age sixty-five (65).


 


Section
8.                                          The Company will provide Life Insurance
Coverage and Accidental Death and Dismemberment Coverage in the following
amounts:


 


February 1, 2005 - $22,000


February 1, 2006 - $23,000


February 1, 2007 - $24,000


 


Section 9.                                          The Pension Plan Monthly
Benefit shall be increased from $23.25
as follows for employees retiring after: 2/1/05:
$24.00; 2/1//06: $24.75; 2/1/07: $25.50. Employees hired on or after March
1, 2005 will not
be covered by the defined benefit pension plan, but will
instead be entitled to participate in the Company’s 401k plan, which includes a 25% match on the
first 4% of the employee’s contribution.


 


Section 10.                                      Survivor
Income Benefit Insurance - If you should die the Company shall pay a monthly benefit of $100 to your
spouse commencing on the first day of the calendar
month following the date of death and on the first day of each month thereafter
until 24 such monthly payments have been made. No survivor Income Benefit shall
be subject in any manner to assignment, pledge, attachment of
encumbrance of any kind, nor subject to the
debts or liability of any eligible survivor except as required by applicable law.


 


Section 11.                                      Prescription
Safety Glasses


 


The following prescription safety glass program is in
effect for employees only:


 


	
  Expenses Covered

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Every 12 months:

  	
   

  	
  Up to:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Lenses (per
  lens)

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Single Vision

  	
   

  	
  $

  	
  10.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Bifocal

  	
   

  	
  $

  	
  15.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Trifocal

  	
   

  	
  $

  	
  20.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Contact Lens

  	
   

  	
  $

  	
  15.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Every 24 months:

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Frames

  	
   

  	
  $

  	
  14.00

  	
   

  



 


25





















 


Section
12.                                      Provisions Applicable to Coverage
if you cease active work because of certain specified reasons -If you cease work because of non-occupational
disability, all your coverage except insurance for Death or
Dismemberment by Accidental means and Weekly Accident and Sickness insurance
will be continued during absence due to such disability up to a maximum of 18
months from the end of the calendar month in
which you last worked. This provision runs concurrently with your COBRA Rights.


 


Section 13.                                      Layoff or
Leave of Absence -Your insurance for Death or Dismemberment by Accidental Means and your Weekly
Accident and Sickness Insurance will terminate on the date you cease active work, and
all your other coverage will be continued during such lay-off up to the end of
the calendar month in which you cease work. If your lay-off continues beyond that
period, you may elect on or before the 15th day of the next
calendar month to continue all of your insurance other than your insurance for Death or
Dismemberment by Accidental means and your Weekly Accident and Sickness insurance
for not more than the next 18 months by paying the full cost of the coverage
thus continued for you. Failure to make such contribution on or before the 15th day of
any month will terminate such insurance at the end of the last month for which
payment has been made. If your are on lay-off, this provision will run
concurrently with your COBRA rights under COBRA.


 


Section 14.                                      What Happens
to Your Insurance at Retirement - All employees retiring under the Pension Plan, upon attaining
their normal retirement date, will receive $4,000 of life insurance.


 


If an employee retires early under
the Pension Plan and pays the required contributions for the amount of life insurance he is entitled to as a retiree,
until attainment of age 65, the Company
will then continue this amount of life insurance at no cost to the employee.


 


ARTICLE
24

PLANT
CLOSURE AGREEMENT


 


An
employee whose employment is terminated as a direct result of the plant being
closed shall receive:


 


(a)                                  Separation pay in an amount
equal to $200 for each year of continuous service;


 


(b)                                 Any vacation benefits
accrued but not yet paid, and


 


(c)                                  The
continuation of the hospital, medical, surgical, dental and life insurance in
effect at the time of their termination for four (4) months.


 


26





















 


ARTICLE
25

TERMINATION DATE


 


This
Agreement shall commence February 1, 2005 and terminate midnight, January 31,
2008.


 


This
Agreement shall be in full force and effect for a period of three (3) years
from the date hereof and for additional periods of one (1) year thereafter
except that should either party
hereto intend to terminate this Agreement or modify any portion of any of the
terms hereof, it shall give written notice
by certified mail to the other party not less than sixty (60) no more
than seventy-five (75) days prior to its expiration date.


 


Should
notice of termination be given by either party as herein provided, this
Contract shall terminate
as of its expiration date.


 


Should
either party hereto give the other party such written notice requesting
amendment or modification
of this Agreement, such notice shall be specific as to the amendments or modifications proposed. Negotiations on such
proposed amendments or modifications shall begin not later than twenty
(20) days after the date of mailing of such notice. During such negotiation,
this Agreement shall remain in full force and effect except that should
negotiations extend beyond the termination date then either party, upon ten
(10) days notice to the other in writing and
by certified mail may terminate the Contract in which event this
Agreement shall terminate on the tenth day after mailing of such notice.


 


Notice shall be in writing
and shall be sent by certified mail addressed, if to the Union, to the International Union, United Automobile,
Aerospace and Agricultural Implement Workers or America, UAW, and Amalgamated
Local 376, 30 Elmwood Court, Newington, Connecticut and if to the
Company, to The Heim Bearings Division of Roller Bearing Company, 60 Round Hill
Road, Fairfield, Connecticut, 06430.


 


27





















 


IN WITNESS WHEREOF, the parties hereto have caused their names to be
subscribed by their duly authorized officers and representative this


 


	
  INTERNATIONAL UNION,

  UNITED AUTOMOBILE, AEROSPACE

  AND AGRICULTURAL IMPLEMENT

  WORKERS OF AMERICA, UAW

  AND AMALGAMATED LOCAL 376



  	
  HEIM BEARINGS DIVISION

  OF RBC BEARINGS

  
	
   

  	
   

  
	
   

  	
   

  
	
  /s/ Wendel Askew

  	
   

  	
  /s/ Jamie King

  	
   

  
	
  Wendel Askew, Chairperson

  	
   

  	
  Jamie King

  	
   

  
	
   

  	
   

  	
  Plant Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Mary Pereira

  	
   

  	
  /s/ Pam Kaczer

  	
   

  
	
  Mary Pereira, Committee person

  	
   

  	
  Pam Kaczer

  	
   

  
	
   

  	
   

  	
  Human Resources Manager

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ron Jarkes

  	
   

  	
  /s/ Robert W. Crawford

  	
   

  
	
  Ron Jarkes, Committee person

  	
   

  	
  Robert W. Crawford

  	
   

  
	
   

  	
   

  	
  Director, Risk Management

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  /s/ Carmen Burnham

  	
   

  	
   

  
	
  Carmen Burnham,

  	
   

  	
   

  
	
  Business Agent, UAW Local 376

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  /s/ Russell See

  	
   

  	
   

  
	
  Russell See

  	
   

  	
   

  
	
  President, UAW Local 376

  	
   

  	
   

  



 


28





















 


APPENDIX A


WAGE
SCHEDULE 2005


HIRED
BEFORE 2/1/96


 


	
   

  	
   

  	
  2/1/2005

  3.5% INCREASE

  	
   

  	
  8/1/2005

  .10¢ COLA

  	
   

  	
  2/6/2006

  3.0% INCREASE

  	
   

  	
  8/7/2006

  .10¢ COLA

  	
   

  	
  2/5/2007

  3.0% INCREASE

  	
   

  	
  8/6/2007

  .10¢ COLA

  	
   

  
	
  LABOR

  GRADE

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  
	
  12

  	
   

  	
  19.19

  	
   

  	
  21.69

  	
   

  	
  19.29

  	
   

  	
  21.79

  	
   

  	
  19.87

  	
   

  	
  22.44

  	
   

  	
  19.97

  	
   

  	
  22.54

  	
   

  	
  20.57

  	
   

  	
  23.22

  	
   

  	
  20.67

  	
   

  	
  23.32

  	
   

  
	
  11

  	
   

  	
  18.41

  	
   

  	
  20.95

  	
   

  	
  18.51

  	
   

  	
  21.05

  	
   

  	
  19.07

  	
   

  	
  21.68

  	
   

  	
  19.17

  	
   

  	
  21.78

  	
   

  	
  19.75

  	
   

  	
  22.43

  	
   

  	
  19.85

  	
   

  	
  22.53

  	
   

  
	
  10

  	
   

  	
  17.68

  	
   

  	
  20.17

  	
   

  	
  17.78

  	
   

  	
  20.27

  	
   

  	
  18.31

  	
   

  	
  20.88

  	
   

  	
  18.41

  	
   

  	
  20.98

  	
   

  	
  18.96

  	
   

  	
  21.61

  	
   

  	
  19.06

  	
   

  	
  21.71

  	
   

  
	
  9

  	
   

  	
  16.92

  	
   

  	
  19.58

  	
   

  	
  17.02

  	
   

  	
  19.68

  	
   

  	
  17.53

  	
   

  	
  20.27

  	
   

  	
  17.63

  	
   

  	
  20.37

  	
   

  	
  18.16

  	
   

  	
  20.98

  	
   

  	
  18.26

  	
   

  	
  21.08

  	
   

  
	
  8

  	
   

  	
  16.16

  	
   

  	
  18.67

  	
   

  	
  16.26

  	
   

  	
  18.77

  	
   

  	
  16.75

  	
   

  	
  19.33

  	
   

  	
  16.85

  	
   

  	
  19.43

  	
   

  	
  17.36

  	
   

  	
  20.01

  	
   

  	
  17.46

  	
   

  	
  20.11

  	
   

  
	
  7

  	
   

  	
  15.33

  	
   

  	
  17.84

  	
   

  	
  15.43

  	
   

  	
  17.94

  	
   

  	
  15.89

  	
   

  	
  18.48

  	
   

  	
  15.99

  	
   

  	
  18.58

  	
   

  	
  16.47

  	
   

  	
  19.14

  	
   

  	
  16.57

  	
   

  	
  19.24

  	
   

  
	
  6

  	
   

  	
  15.00

  	
   

  	
  17.52

  	
   

  	
  15.10

  	
   

  	
  17.62

  	
   

  	
  15.55

  	
   

  	
  18.15

  	
   

  	
  15.65

  	
   

  	
  18.25

  	
   

  	
  16.12

  	
   

  	
  18.80

  	
   

  	
  16.22

  	
   

  	
  18.90

  	
   

  
	
  5

  	
   

  	
  14.27

  	
   

  	
  16.83

  	
   

  	
  14.37

  	
   

  	
  16.93

  	
   

  	
  14.80

  	
   

  	
  17.44

  	
   

  	
  14.90

  	
   

  	
  17.54

  	
   

  	
  15.35

  	
   

  	
  18.07

  	
   

  	
  15.45

  	
   

  	
  18.17

  	
   

  
	
  4

  	
   

  	
  13.80

  	
   

  	
  16.30

  	
   

  	
  13.90

  	
   

  	
  16.40

  	
   

  	
  14.32

  	
   

  	
  16.89

  	
   

  	
  14.42

  	
   

  	
  16.99

  	
   

  	
  14.85

  	
   

  	
  17.50

  	
   

  	
  14.95

  	
   

  	
  17.60

  	
   

  
	
  3

  	
   

  	
  13.40

  	
   

  	
  15.91

  	
   

  	
  13.50

  	
   

  	
  16.01

  	
   

  	
  13.91

  	
   

  	
  16.49

  	
   

  	
  14.01

  	
   

  	
  16.59

  	
   

  	
  14.43

  	
   

  	
  17.09

  	
   

  	
  14.53

  	
   

  	
  17.19

  	
   

  
	
  2

  	
   

  	
  13.18

  	
   

  	
  15.71

  	
   

  	
  13.28

  	
   

  	
  15.81

  	
   

  	
  13.68

  	
   

  	
  16.28

  	
   

  	
  13.78

  	
   

  	
  16.38

  	
   

  	
  14.19

  	
   

  	
  16.87

  	
   

  	
  14.29

  	
   

  	
  16.97

  	
   

  



 





















 


APPENDIX
B


WAGE
SCHEDULE 2005


HIRED
AFTER 2/1/96


 


	
   

  	
   

  	
  2/1/2005

  3.5% INCREASE

  	
   

  	
  8/1/2005

  .10¢ COLA-LG 10-12

  .20¢ COLA-LG 2-9

  	
   

  	
  2/6/2006

  3.0% INCREASE

  	
   

  	
  8/7/2006

  .10¢ COLA-LG 10-12

  .15¢ COLA-LG 2-9

  	
   

  	
  2/5/2007

  3.0% INCREASE

  	
   

  	
  8/6/2007

  .10¢ COLA-LG 10-12

  .15¢ COLA-LG 2-9

  	
   

  
	
  LABOR

  GRADE

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  
	
  12

  	
   

  	
  19.19

  	
   

  	
  21.69

  	
   

  	
  19.29

  	
   

  	
  21.79

  	
   

  	
  19.87

  	
   

  	
  22.44

  	
   

  	
  19.97

  	
   

  	
  22.54

  	
   

  	
  20.57

  	
   

  	
  23.22

  	
   

  	
  20.67

  	
   

  	
  23.32

  	
   

  
	
  11

  	
   

  	
  18.41

  	
   

  	
  20.95

  	
   

  	
  18.51

  	
   

  	
  21.05

  	
   

  	
  19.07

  	
   

  	
  21.68

  	
   

  	
  19.17

  	
   

  	
  21.78

  	
   

  	
  19.75

  	
   

  	
  22.43

  	
   

  	
  19.85

  	
   

  	
  22.53

  	
   

  
	
  10

  	
   

  	
  17.68

  	
   

  	
  20.17

  	
   

  	
  17.78

  	
   

  	
  20.27

  	
   

  	
  18.31

  	
   

  	
  20.88

  	
   

  	
  18.41

  	
   

  	
  20.98

  	
   

  	
  18.96

  	
   

  	
  21.61

  	
   

  	
  19.06

  	
   

  	
  21.71

  	
   

  
	
  9

  	
   

  	
  15.63

  	
   

  	
  16.85

  	
   

  	
  15.83

  	
   

  	
  17.05

  	
   

  	
  16.30

  	
   

  	
  17.56

  	
   

  	
  16.45

  	
   

  	
  17.71

  	
   

  	
  16.94

  	
   

  	
  18.24

  	
   

  	
  17.09

  	
   

  	
  18.39

  	
   

  
	
  8

  	
   

  	
  14.75

  	
   

  	
  15.95

  	
   

  	
  14.95

  	
   

  	
  16.15

  	
   

  	
  15.40

  	
   

  	
  16.63

  	
   

  	
  15.55

  	
   

  	
  16.78

  	
   

  	
  16.02

  	
   

  	
  17.28

  	
   

  	
  16.17

  	
   

  	
  17.43

  	
   

  
	
  7

  	
   

  	
  13.24

  	
   

  	
  14.41

  	
   

  	
  13.44

  	
   

  	
  14.61

  	
   

  	
  13.84

  	
   

  	
  15.05

  	
   

  	
  13.99

  	
   

  	
  15.20

  	
   

  	
  14.41

  	
   

  	
  15.66

  	
   

  	
  14.56

  	
   

  	
  15.81

  	
   

  
	
  6

  	
   

  	
  12.93

  	
   

  	
  14.13

  	
   

  	
  13.13

  	
   

  	
  14.33

  	
   

  	
  13.52

  	
   

  	
  14.76

  	
   

  	
  13.67

  	
   

  	
  14.91

  	
   

  	
  14.08

  	
   

  	
  15.36

  	
   

  	
  14.23

  	
   

  	
  15.51

  	
   

  
	
  5

  	
   

  	
  12.21

  	
   

  	
  13.44

  	
   

  	
  12.41

  	
   

  	
  13.64

  	
   

  	
  12.78

  	
   

  	
  14.05

  	
   

  	
  12.93

  	
   

  	
  14.20

  	
   

  	
  13.32

  	
   

  	
  14.63

  	
   

  	
  13.47

  	
   

  	
  14.78

  	
   

  
	
  4

  	
   

  	
  11.76

  	
   

  	
  12.97

  	
   

  	
  11.96

  	
   

  	
  13.17

  	
   

  	
  12.32

  	
   

  	
  13.57

  	
   

  	
  12.47

  	
   

  	
  13.72

  	
   

  	
  12.84

  	
   

  	
  14.13

  	
   

  	
  12.99

  	
   

  	
  14.28

  	
   

  
	
  3

  	
   

  	
  11.40

  	
   

  	
  12.58

  	
   

  	
  11.60

  	
   

  	
  12.78

  	
   

  	
  11.95

  	
   

  	
  13.16

  	
   

  	
  12.10

  	
   

  	
  13.31

  	
   

  	
  12.46

  	
   

  	
  13.71

  	
   

  	
  12.61

  	
   

  	
  13.86

  	
   

  
	
  2

  	
   

  	
  11.16

  	
   

  	
  12.37

  	
   

  	
  11.36

  	
   

  	
  12.57

  	
   

  	
  11.70

  	
   

  	
  12.95

  	
   

  	
  11.85

  	
   

  	
  13.10

  	
   

  	
  12.21

  	
   

  	
  13.49

  	
   

  	
  12.36

  	
   

  	
  13.64

  	
   

  



 





















 


APPENDIX
C


WAGE
SCHEDULE 2005


HIRED
AFTER 3/1/05


 


	
   

  	
   

  	
  Starting rate as of

  3/1/2005

  	
   

  	
  8/1/2005

  .20¢ COLA

  	
   

  	
  2/6/2006

  INCREASE

  	
   

  	
  8/7/2006

  .15¢ COLA

  	
   

  	
  2/5/2007

  INCREASE

  	
   

  	
  8/6/2007

  .15¢ COLA

  	
   

  
	
  LABOR

  GRADE

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  	
  BASE

  HIRE

  	
   

  	
  RATE

  MAXIMUM

  	
   

  
	
  7

  	
   

  	
  12.24

  	
   

  	
  13.41

  	
   

  	
  12.44

  	
   

  	
  13.61

  	
   

  	
  12.84

  	
   

  	
  14.05

  	
   

  	
  12.99

  	
   

  	
  14.20

  	
   

  	
  13.41

  	
   

  	
  14.66

  	
   

  	
  13.56

  	
   

  	
  14.81

  	
   

  
	
  6

  	
   

  	
  11.93

  	
   

  	
  13.13

  	
   

  	
  12.13

  	
   

  	
  13.33

  	
   

  	
  12.52

  	
   

  	
  13.76

  	
   

  	
  12.67

  	
   

  	
  13.91

  	
   

  	
  13.08

  	
   

  	
  14.36

  	
   

  	
  13.23

  	
   

  	
  14.51

  	
   

  
	
  5

  	
   

  	
  11.21

  	
   

  	
  12.44

  	
   

  	
  11.41

  	
   

  	
  12.64

  	
   

  	
  11.78

  	
   

  	
  13.05

  	
   

  	
  11.93

  	
   

  	
  13.20

  	
   

  	
  12.32

  	
   

  	
  13.63

  	
   

  	
  12.47

  	
   

  	
  13.78

  	
   

  
	
  4

  	
   

  	
  10.76

  	
   

  	
  11.97

  	
   

  	
  10.96

  	
   

  	
  12.17

  	
   

  	
  11.32

  	
   

  	
  12.57

  	
   

  	
  11.47

  	
   

  	
  12.72

  	
   

  	
  11.84

  	
   

  	
  13.13

  	
   

  	
  11.99

  	
   

  	
  13.28

  	
   

  
	
  3

  	
   

  	
  10.40

  	
   

  	
  11.58

  	
   

  	
  10.60

  	
   

  	
  11.78

  	
   

  	
  10.95

  	
   

  	
  12.16

  	
   

  	
  11.10

  	
   

  	
  12.31

  	
   

  	
  11.46

  	
   

  	
  12.71

  	
   

  	
  11.61

  	
   

  	
  12.86

  	
   

  
	
  2

  	
   

  	
  10.16

  	
   

  	
  11.37

  	
   

  	
  10.36

  	
   

  	
  11.57

  	
   

  	
  10.70

  	
   

  	
  11.95

  	
   

  	
  10.85

  	
   

  	
  12.10

  	
   

  	
  11.21

  	
   

  	
  12.49

  	
   

  	
  11.36

  	
   

  	
  12.64

  	
   

  



 


LABOR GRADES 8 & 9 - SEE WAGE SCHEDULE
HIRED AFTER 2/1/96


LABOR GRADES 10, 11, 12 - SEE WAGE SCHEDULE
HIRED BEFORE 2/1/96


 


















 


SUMMARY PLAN DESCRIPTION


for the


HEIM
HOURLY 401(K) PLAN


 





















 


TABLE
OF CONTENTS


 


	
  INTRODUCTION

  	
   

  
	
   

  	
   

  
	
  About
  This Booklet

  	
   

  
	
  About The
  Plan

  	
   

  
	
   

  	
   

  
	
  PARTICIPATION

  	
   

  
	
   

  	
   

  
	
  Covered
  Employment

  	
   

  
	
  Hours of
  Service

  	
   

  
	
  Entering
  The Plan

  	
   

  
	
  Your Eligibility Service

  	
   

  
	
   

  	
   

  
	
  EMPLOYEE CONTRIBUTIONS

  	
   

  
	
   

  	
   

  
	
  Your 401(k) Contributions

  	
   

  
	
  Your Catch-Up Contributions

  	
   

  
	
  Your After - Tax
  Contributions

  	
   

  
	
   

  	
   

  
	
  EMPLOYER CONTRIBUTIONS

  	
   

  
	
   

  	
   

  
	
  Matching Contributions

  	
   

  
	
   

  	
   

  
	
  LIMITS ON CONTRIBUTIONS

  	
   

  
	
   

  	
   

  
	
  ROLLOVERS

  	
   

  
	
   

  	
   

  
	
  INVESTMENTS

  	
   

  
	
   

  	
   

  
	
  Self-Directed Accounts

  	
   

  
	
   

  	
   

  
	
  LOANS

  	
   

  
	
   

  	
   

  
	
  VESTING

  	
   

  
	
   

  	
   

  
	
  Your Vested Percentage

  	
   

  
	
  Your
  Vesting Service

  	
   

  
	
  Forfeitures

  	
   

  
	
   

  	
   

  
	
  DISTRIBUTIONS
  AFTER YOU CEASE TO BE AN EMPLOYEE

  	
   

  
	
   

  	
   

  
	
  To You

  	
   

  
	
  To
  Your Beneficiary

  	
   

  
	
   

  	
   

  
	
  BASIC PLAN INFORMATION

  	
   

  
	
   

  	
   

  
	
  CLAIMS PROCEDURE

  	
   

  
	
   

  	
   

  
	
  STATEMENT OF ERISA RIGHTS

  	
   

  
	
   

  	
   

  
	
  SPECIAL TAX
  NOTICE REGARDING PLAN PAYMENTS

  	
   

  
	
   

  	
   

  
	
  MISCELLANEOUS

  	
   

  



 


1





















 


INTRODUCTION


 


About This Booklet


 


It’s only a summary:


 


This booklet is a
summary of the HEIM Hourly 40l(k) Plan (the “plan”). It describes the plan as
in effect on March 1, 2005.


 


It is important to remember that this booklet is only
a summary of the plan and therefore provides only general information. The plan
operates under detailed plan documents that are available on request made to
the plan administrator.


 


A summary cannot deal with every conceivable set of
circumstances. If something is not covered in detail in this summary, or if
this summary can be read to be inconsistent “with the plan documents, the plan
documents will control.


 


Read the entire booklet:


 


It is important that you read the entire booklet.  Reading only portions can be confusing and
misleading.


 


Legal requirements:


 


The plan has been designed to comply with current
federal laws and regulations covering qualified retirement plans. Congress or
the IRS may change the rules in the future. The plan of course must comply with
any changes that may occur.


 


About The Plan


 


The plan:


 


We sponsor the plan to help our eligible employees
accumulate retirement income:


 


•                  You
do not pay income taxes on our contributions to the plan when they are made.


 


•                  You
do not pay income taxes on your 401(k) contributions to the plan when they are
made. (But, a few cities and states will tax these contributions.)


 


•                  You
also are not taxed on the investment gains on the contributions as they
accumulate.


 


•                  All
income taxes are postponed until you withdraw money from the plan.


 


The plan allows you to save for yourself in an amount
that you decide. The plan also provides for “matching contributions” that we
make on your behalf based on your contributions. Matching contributions make
your savings grow even faster.


 


All contributions to the plan go into a fund for
investment purposes. Your share of the fund is recorded in individual accounts.
Your accounts are adjusted for investment gains and losses, and also may be
charged with a share of the plan’s expenses.


 


When you retire or your employment ends for any other
reason, you become entitled to distribution from your vested accounts. If you
die, your beneficiary is entitled to the distribution.


 


Plan year:


 


The plan operates on the basis of a “plan year”. The
plan year is the twelve-consecutive-month period that ends each December 31.


 


2





















 


PARTICIPATION


 


Covered
Employment


 


Covered
employment:


 


To be eligible to participate in the plan, you must
first be working in “covered employment”.


 


•                  The
plan excludes:


 


•                  Employees
who are non-resident aliens and whose earned income is not from sources within
the United States or is exempt from U.S. income tax under a Tax Treaty


 


Hours of Service


 


Your “hours of service” are important for certain
purposes of the plan - the purposes will be described later in this summary. In
general, an hour of service is each hour for which you are paid or entitled to
payment from us. This includes both hours worked and certain paid time off,
such as vacation and sick days. However, you never receive more than 501 hours
of service for any single continuous period of paid time off.


 


If we do not record actual hours for your job, we will credit you
with 190 hours of service for each month in which you have one or more actual
hours of service.


 


Entering The Plan


 


Eligibility and entry:


 


To be eligible to participate in the plan, you must
first meet the following requirements:


 


•                  You
must be working in covered employment.


 


•                  You
must have completed 6 month(s) of elapsed time service.


 


Once you have satisfied the eligibility requirements,
you will become an active participant on an “entry date”. The entry dates are
the first day of each calendar month.


 


The plan has special rules covering entry by rehired
participants and by employees who are transferred into covered employment.


 


Your Eligibility Service


 


One year of service:


 


For eligibility purposes under the plan, you will be
credited with service from the date you start working for us until the date you
stop working for us (up to one year of a leave of absence is also counted).
This is called elapsed time service because we count the months that pass - or
elapse - during the time you work for us.


 


Breaks in service:


 


You will have a “break in service” if you are absent
from work for over one year. The plan has special rules delaying the start of a
break in service in the case of absences for such things as maternity,
paternity, or adoption of a child.


 


3





















 


If you terminate employment and have a break in
service before you satisfy the service requirement to participate in the
plan, you will be treated as a new hire on your return to employment.


 


If you have a break in service after you
satisfy the service requirement to participate, your prior service will be
reinstated immediately upon your return to employment. However, if you
terminate employment at a time when you have no vested interest in your
accounts attributable to employer contributions and you have 5 or more
consecutive breaks in service, your prior service will be disregarded for
purposes of determining your eligibility to participate in the plan - that is,
your prior service will not be reinstated upon a later return to employment
even if you were once a participant in the plan.


 


4





















 


EMPLOYEE CONTRIBUTIONS


 


Your 401(k) Contributions


 


40l (k) contributions:


 


The plan includes a 40l(k) arrangement under which
amounts that would otherwise be paid to you
in cash may instead be put into the plan as contributions on your behalf. These
contributions are called “401 (k) contributions.”


 


Your 401(k) contributions are “pre-tax” – that is, you
do not pay federal income taxes on the contributions at the time they are made.
Your 401(k) contributions are also exempt from state income tax in most states.
(Your contributions are subject to Social Security (FICA) taxes.) Income taxes,
including taxes on the investment income and gains on your contributions, are
deferred until you make withdrawals from the plan.


 


Your 401(k) contributions are credited to a separate
account called your “401(k) account” for investment purposes. (See the section
titled “INVESTMENTS”.)


 


You are
always 100% vested in your 401(k) account.


 


Catch-up
Contributions: Starting
on March 1, 2005, you may be able to make additional pre-tax contributions to
the plan, called “catch-up contributions”.  (See the section titled “EMPLOYEE
CONTRIBUTIONS - Your Catch-Up Contributions”.)


 


Eligibility and entry:


 


To be eligible to participate in the 401(k) arrangement,
you must have satisfied the eligibility requirements for the plan as a whole.
(See the section titled “PARTICIPATION - Entering the Plan”.)


 


Once you have satisfied the eligibility requirements,
you will become a participant (and become eligible to start 401(k)
contributions) on the next “entry date”. (See the section titled “PARTICIPATION
- Entering the Plan”.)


 


Starting 401(k) contributions:


 


You can start making 401(k) contributions on the date
you become a participant in the 40l(k) arrangement or on any later entry date.


 


Your pay reduction agreement:


 


You make your 401(k) contributions through a pay
reduction agreement. This is a two-part contract — you agree to reduce your pay
by a specific amount, and we agree that the amount that would have otherwise
been paid to you in cash will instead be paid into the plan as a 401(k)
contribution.


 


You must express your pay reduction amount as a whole
percentage of your current pay per payroll period, subject to the following
minimum and maximum:


 


•                  Minimum:
1% (if you choose to contribute, you must contribute at least this amount per
payroll period).


 


•                  Maximum:
25%  (a lower maximum may be imposed on
highly compensated employees).


 


Your total 401(k) contributions cannot exceed the
amount allowed under the tax laws for any calendar year (e.g., $14,000 for
2005).


 


Changing your rate of contribution or stopping
contributions:


 


You may change the rate of your contributions up or
down effective as of any entry date.


 


You may stop contributing entirely at any later date.
If you stop contributing, you may start your 401(k) contributions again as of
any subsequent entry date.


 


5





















 


To make a pay reduction
agreement, change your contribution percentage or stop contributing, yon must
follow the procedures established for this purpose by the plan administrator.


 


In-service withdrawals:


 


You may under appropriate circumstances withdraw money
from your 401(k) account while you are still employed by us.


 


Withdrawals are allowed for any
reason after you reach age 591⁄2.


 


Withdrawals are allowed at any time for hardship reasons. You are under a “hardship” for
purposes of the plan if (and only if) the withdrawal is necessary to:


 


•                  Pay
medical expenses for you, your spouse
or dependents.


 


•                  Purchase
a home that will be your primary residence (but not mortgage payments).


 


•                  Pay
tuition and related educational fees for the next 12 months of post-secondary
education for you, your spouse or dependents.


 


•                  Pay
amounts to prevent your eviction from, or foreclosure on, your principal
residence.


 


You can never withdraw more than is necessary to meet
the financial need resulting from the hardship. Also, under federal tax law,
you cannot withdraw any investment gains on your 401(k) contributions for
hardship reasons.


 


To make a hardship withdrawal, you must have already
obtained all withdrawals and distributions (other than hardship withdrawals),
and all nontaxable loans, that are currently available to you under all of our
plans.


 


Also, if you make a hardship
withdrawal, you will not be able to make any contributions to this plan (or any
other deferred compensation or option plan that we have) for 6 months after the
withdrawal.


 


Your Catch-Up Contributions


 


Catch-up Contributions:


 


Beginning on
October 1, 2004, the plan also allows certain participants to make additional
pre-tax contributions to the plan, called “catch-up contributions”. Eligible
participants may make catch-up contributions if their 401(k) contributions are
otherwise limited by a plan limit, as discussed above, or the tax laws. The tax
law limits include the yearly maximum 40l(k) deferral limit ($14,000 in 2005)
and special limits that may apply to your contributions if you are a highly
compensated employee. (See the section tided “LIMITS CONTRIBUTIONS”.)


 


Except as stated
below, catch-up contributions are administered in the same manner as your
401(k) contributions. (See the section titled “EMPLOYEE CONTRIBUTIONS - Your
40l(k) Contributions”.)


 


Note: Catch-up
contributions are not subject to federal income tax at the time they are made.
However, catch-up contributions may be subject to state income taxes. You
should consult with your tax advisor regarding these matters.


 


You are always 100% vested in
your catch-up contributions.


 


6





















 


Eligibility and entry:


 


To be eligible to make catch-up contributions, you
must first meet the following requirements:


 


•                  You
must be eligible to participate in the plan’s 401(k) arrangement. (See the section
titled “EMPLOYEE CONTRIBUTIONS - Your 401(k) Contributions”.)


 


•                  You
must be age 50 or older in order 10 make catch-up contributions for a
particular calendar year. If you will turn 50 during the calendar year, you are
deemed to satisfy this age requirement at the start of the year. (This age
requirement is set by federal law.)


 


Once you have satisfied the eligibility requirements,
you may start your catch-up contributions.


 


Starting your Catch-up Contributions:


 


To start contributions, change your contribution
amount or stop contributions, you must
follow the procedures established for this purpose by the plan administrator.
Typically, the requirements will be the same as for your 401(k) contributions. (See the section
titled “EMPLOYEE CONTRIBUTIONS - Your 401(k) Contributions”.)


 


Legal limits:


 


Your total catch-up contributions cannot exceed the
maximum amount allowed under the federal tax laws for a given calendar year. In
2005, the limit is $4,000. This amount is scheduled to increase by $1,000 each
year, until reaching $5,000 in 2006.


 


Note: Due to federal tax law requirements, amounts you
initially contribute as catch-up contributions may be reclassified as 401(k)
contributions if you do not actually reach a limit imposed on your 40l(k)
contributions by the plan or the tax laws. It is also possible that your 401(k)
contributions may be reclassified as catch-up contributions, instead of being
refunded to you if you exceed a plan or legal limit. (See the section titled “LIMITS
ON CONTRIBUTIONS”.)


 


Your After – Tax Contributions


 


After-tax contributions:


 


The plan also allows you to contribute money on an
after-tax basis - that is, after income and Social Security (FICA) taxes have
been paid on the money. These contributions are called “after-tax contributions.”


 


Although you have already paid tax on your after-tax
contributions, income taxes on the investment income and gains on those
contributions are deferred until you make withdrawals from the plan.


 


Your after-tax contributions are credited to a separate
account called your “after-tax account” for investment purposes. (See the
section titled “INVESTMENTS”.)


 


You
are always 100% vested in your after-tax account.


 


Eligibility and entry:


 


To be eligible to participate in the after-tax portion
of the plan, you must have satisfied the eligibility requirements for the plan
as a whole. (See the section titled “PARTICIPATION - Entering the Plan”.)


 


To be eligible to participate in the after-tax portion
of the plan, you must have satisfied the eligibility requirements for the plan
as a whole. (See the section titled “PARTICIPATION - Entering the Plan”.) Once
you have satisfied the eligibility requirements, you will become a participant
(and will be able to start making after-tax contributions) at the same time you
become a participant in the 401(k) portion of the plan. (See the section titled
“EMPLOYEE CONTRIBUTIONS -Your 401(k) contributions”.)


 


7





















 


Pay withholding contributions:


 


You may make your after-tax contributions through pay
withholding.


 


You must express your pay withholding amount as a
whole percentage of your current pay per payroll period, subject to the
following minimum and maximum:


 


•                  Minimum:
1% (if you choose to contribute, you must contribute at least this amount per
payroll period).


 


•                  Maximum:
10% (a lower maximum may be imposed on highly compensated employees). Also, in
combination, your 401(k) contributions and after-tax contributions may not
exceed 25% of your pay for any payroll period.


 


In-service withdrawals:


 


You may withdraw money from your after-tax account
while you are still employed by us.


 


Withdrawals are allowed at any time and for any reason.


 


8





















 


EMPLOYER
CONTRIBUTIONS


 


Matching Contributions


 


Matching contributions:


 


The plan provides for employer contributions that we
make based on your contributions to the plan. These contributions are called “matching
contributions.”


 


Income taxes on
matching contributions, including taxes on the investment income and gains on
such contributions, are deferred until you make withdrawals from the plan.


 


Matching contributions are credited to a separate
account called your “matching account” for investment purposes. (See the
section titled “INVESTMENTS.”)


 


Eligibility and entry:


 


To be eligible to participate in the matching portion
of the plan, you must have satisfied the eligibility requirements for the plan
as a whole. (See the section titled “PARTICIPATION - Entering the Plan”.)


 


Once you have satisfied the eligibility requirements,
you will become a participant on the next “entry date”. (See the section titled
“PARTICIPATION - Entering the Plan”.)


 


Matching contribution formula:


 


Matching contributions will be a discretionary amount
that we determine each plan year. Generally, we will announce the match formula
in advance of each year (the formula may change from year to year). If no
formula is announced, we will decide at the end of the year whether to make a
matching contribution according to a default formula specified in the plan or
not to make a matching contribution for that year.


 


Plan compensation:


 


Your matching contributions are dependent upon your “plan
compensation” for the plan year. In general, as an employee your plan
compensation includes all of the taxable compensation we pay you for current
services (it does not include deferred compensation payments or stock option
amounts). However, some special rules apply -


 


•                  Pre-entry date amounts – plan compensation does not include amounts paid prior to the entry date on
which you become a participant in the matching portion of the plan - that is,
if you enter the plan mid-year, your matching contributions will be based
solely on amounts you are paid as a participant after your entry date.


 


•                  40l (k) contributions – plan compensation includes the amount of your pre-tax contributions to “401(k)”
and “403 (b)” plans.


 


•                  Cafeteria contributions – plan compensation includes the amount of your pre-tax contributions by pay
reduction to “cafeteria” plans.


 


•                  Fringe benefits – plan compensation does not include reimbursements or other expense allowances,
fringe benefits (cash and non-cash), moving expenses, deferred compensation or
welfare benefits.


 


•                  IRS limit – plan compensation does not include amounts in excess of the maximum that is
permitted to be recognized by a qualified plan under the tax laws – that
maximum is $210,000 for year 2005 (indexed for inflation).


 


Any amounts you receive after you cease to be a
covered employee do not count as plan compensation.


 


9





















 


Requirements to receive a matching contribution:


 


To receive a matching contribution for a plan year:


 


•                  You
must have made match eligible contributions during the plan year.


 


•                  You
must be an active participant in the matching portion of the plan at some time
during the plan year. (See the discussion above titled “Eligibility and Entry”.)


 


•                  After
you become a participant in the matching portion of the plan, you will be an “active”
participant as long as you continue to work in covered employment.


 


•                  However,
you need not be employed by us on the last day of the plan year or have
completed any specified number of hours of service during the plan year.


 


In-service withdrawals:


 


You may under appropriate circumstances withdraw money
from your matching account while you are still employed by us.


 


Withdrawals are allowed for any
reason after you reach age 65.


 


Withdrawals are allowed at any time for hardship reasons. You are under a “hardship” for purposes
of the plan if (and only if) the withdrawal is necessary to:


 


•                  Pay
medical expenses for you, your spouse or dependents.


 


•                  Purchase
a home that will be your primary residence (but not mortgage payments).


 


•                  Pay
tuition and related educational fees for the next 12 months of post-secondary
education for you, your spouse or dependents.


 


•                  Pay
amounts to prevent your eviction from, or foreclosure on, your principal residence.


 


You can never withdraw more than is necessary to meet
the financial need resulting from the hardship.


 


To make a withdrawal, you must
follow the procedures established for this purpose by the plan administrator.


 


10





















 


LIMITS ON CONTRIBUTIONS


 


Limits on your contributions:


 


The tax laws limit the total amount which can be
contributed to the plan and any other plans maintained by us in any year. The
total contribution to your accounts in this plan, plus any other defined
contribution plans we may maintain, in any year is limited to the smaller of
$42,000 or 100% of your taxable compensation (including contributions by salary
reduction to “40l(k)”, other than catch-up contributions, and “cafeteria”
plans). However, contributions classified by the tax laws as catch-up
contributions are not considered when determining this yearly limit. (See the
section titled “EMPLOYEE CONTRIBUTIONS - Your Catch-up Contributions”.)”


 


Limits on contributions by and for highly compensated
participants:


 


The tax laws also may limit the amount you can
contribute to the plan and/or the amount of matching contributions you can
receive if you are in the group of highly compensated employees. In general,
you may be a “highly compensated employee” for a plan year if you earned more
than $90,000 (indexed for inflation) during the prior plan year or if you were
a more than 5% owner during the prior or current plan year.


 


If you are a highly compensated employee, the tax laws
set out a complicated formula which must be used to monitor the amount you and
all other participants are contributing and the matching contributions made
under the plan on your behalf. Estimates of the maximum amounts that can be
contributed may be made. Your contributions may be limited to satisfy those
estimates.


 


At the end of each plan year, the formula will be
applied to the aggregate amount actually contributed by or for all eligible
participants during the year. If the tax law limits have been exceeded, some
matching contributions may have to be removed from your matching account and
some of your contributions may have to be refunded to you. However, if you are
eligible to make catch-up contributions, all or a portion of the amount that
would have been refunded to you may be reclassified as catch-up contributions,
provided that you have not exceeded the catch-up limit for the year.


 


The plan also includes the option of correcting
violations of these limits by making additional contributions to the accounts
of eligible non-highly compensated participants, if we decide that is the most appropriate way to satisfy these
requirements for any plan year.


 


Annual limit on deferrals under all 401(k) plans:


 


Your 40l(k) contributions to the plan, plus any
amounts you defer under any other qualified plan which allows you to defer
compensation on a pre-tax basis, cannot be more than a specific dollar limit in
any calendar year - the limit is $14,000 for the year 2005 (it will be adjusted
for inflation in the future). Note that this limit includes any plan of any
other employer you may have, not just this plan. Note also that it is based on
the calendar year, regardless of the plan year. If you are eligible to make
catch-up contributions, you may contribute an additional amount above the
normal dollar limit for the year. Your catch-up contributions to the plan, plus
any amounts classified as catch-up contributions under any other qualified
plan, cannot be more than $4,000 in 2005. This limit increases by $1,000 per
year until it reaches $5,000 in 2006.


 


If you exceed this limit, you must decide how you want
to allocate the excess amounts among the plans. You must notify us before March
1 of the next calendar year of any excess allocated to this plan. The excess
amounts, plus investment earnings on those amounts, will be refunded to you and
will be taxable income to you.


 


11





















 


If you
defer more than the maximum allowed in any calendar year and do not take
appropriate steps for a refund of excess deferrals, you will be subject to
serious adverse income tax consequences.


 


12





















 


ROLLOVERS


 


Rollover contributions:


 


Under certain circumstances, you may rollover a
distribution you received from some other retirement plan into this plan. You
are eligible to make rollovers to this plan if you are an active participant in
the plan.


 


You can make a rollover in either of these ways:


 


•                  Traditional rollover -
you contribute money paid directly to you within 60 days of receiving it from
the other plan.


 


•                  Direct rollover - the money is transferred between the plans.


 


The plan accepts rollovers from the following sources:


 


•                  qualified
plans - you may roll over amounts attributable to employer contributions or
pre-tax deferrals.


 


•                  403(b)
annuity plans.


 


•                  certain
457(b) plans.


 


•                  conduit
IRAs - a conduit IRA is a traditional IRA that holds only amounts that you
received in an eligible distribution in the past from a qualified plan (plus
earnings on those amounts).


 


•                  after-tax
contributions you made to a previous employer’s qualified plan; after-tax
rollovers must be done as a direct rollover.


 


Any amounts that you rollover into this plan go into
the fund for investment purposes. These amounts are recorded in an individual
account called your “rollover account.” You are always 100% vested in your
rollover account.


 


The rules governing rollovers are complex. If you are
interested in making a rollover, contact the plan administrator for more
information.


 


In-service withdrawals:


 


You may withdraw money from your rollover account
while you are still employed by us. Withdrawals are allowed at any time and for
any reason.


 


13





















 


INVESTMENTS


 


All contributions to the plan go into a fund held for
investment purposes. Your share of the fund is recorded in your individual
accounts.


 


Self-Directed
Accounts


 


Your investment options:


 


You control the investment of certain or all of your
accounts among the investment options offered by the plan.


 


You will receive further information regarding the
available investment options and the procedures for making and changing your
investment selections. You also will receive from time to time detailed
descriptions and reports regarding the investment options. You should treat all
those materials as being part of this summary plan description.


 


We may add, delete, or change investment options from
time to time as conditions warrant.


 


Your responsibilities for investments:


 


The plan is designed to be a “section 404(c) plan,”
which means that it is your responsibility to monitor the investment options
and decide what investment mix is right for you. Plan fiduciaries may be
relieved of liability for any losses that result from your investment
instructions. We will not give you investment advice or manage your accounts
for you.


 


Your investment election will continue to apply until
you make a new election changing your options. If you die, your beneficiary
becomes responsible for selecting investments for his or her accounts.


 


Further information about investments:


 


To obtain further information about your investment
options, including copies of prospectuses, financial statements and reports,
expenses, listings of assets held, and values of shares or units, contact the
plan administrator.


 


You should invest your contributions in company stock
only if you feel it is the right investment for you, taking into account your
overall investment portfolio, including your participation in other stock-based
compensation plans of the company, if any. Company stock is not a diversified
investment - this means greater volatility and therefore, greater risk.”


 


14





















 


LOANS


 


You are allowed to borrow against your accounts in
accordance with a participant ban program established under the plan. The
following is a written description of the details of the participant loan
program, and you should treat that description as being part of this summary
plan description.


 


LOAN
POLICY


 


The
following describes the administrative procedures, terms and conditions for loans
under the HEIM Hourly 40l(k) Plan.


 


1.
Eligibility for a Loan


 


Loans will be granted for hardship reasons only,
including the following:


 


• expenses for
medical care incurred by the Participant, or his/her spouse or dependent,


• costs
directly related to the purchase or renovation of the principal residence of
the Participant,


• payment of
tuition and related educational fees for the next 12 months of post-secondary
education for the participant, or his/her spouse, child or dependent, and


• the need to
prevent the eviction of the Participant from his/her principal residence or the
foreclosure on the mortgage of the principal residence of the Participant.


 


2. Limitation on Amount


 


The amount of your loan (when added to the outstanding
balance of all other loans you have from the plan or any other plan of the
Employer) cannot be greater than the lesser of:


 


A.           $50,000 reduced by the
amount by which (l) the highest outstanding balance of all loans to you during
the one-year period ending on the day before the date on which the loan is
made, exceeds (2) the outstanding balance of all loans to you on the date on
which this loan is made; or


 


B.             The amount determined
according to the following chart:


 


	
   

  	
   

  	
   

  	
   

  
	
  Vested

  Account Balance

  	
   

  	
  Maximum Amount

  of Loan

  	
   

  
	
  $0 - $100,000

  	
   

  	
  50% of vested account balance

  	
   

  
	
  over $100,000

  	
   

  	
  $50,000

  	
   

  



 


The value of your account
balance and the amount available for a loan will be determined by the
Administrator.


 


3.              Limitation on Source


 


Loans may be made from all accounts of a participant.


 


4.              Minimum Loan Amount


 


The minimum loan amount is $1,000.


 


5.              Interest Rate


 


The interest rate charged on the loan will be 1% plus
the prime rate. The amount you take as a loan will be treated as an investment
choice. Accordingly, the interest you pay
on the loan will be credited to your plan balance as earnings.


 


15





















 


6.              Term of the Loan


 


Loans (other than a home purchase loan) must be repaid
over a period no longer than 5 years.


 


Loans for a home purchase must be repaid over a period
no longer than 10 years.


 


7.              Maximum Number of
Loans


 


The maximum number
of loans outstanding for a participant at any time is one.


 


8.              Security for Loan


 


Your account balance will act as the collateral for
the loan.


 


9.              Repayment


 


Repayment of your loan will be made through payroll
deduction (after-tax) as long as you are an active employee of the Employer. If
you are no longer an active employee, the entire outstanding balance of the
loan will become due. Repayment of the entire outstanding balance of the loan
must be made by certified check or money order sent to the Employer.


 


If you have separated from service and are more than
30 days late with any payment, the Employer reserves the right to treat the loan
as if it has been distributed to you. You will then be required to include the
distributed amount in your gross income for the year. If you are under age 591/2,
the distributed amount may also be subject to the IRS 10% early withdrawal
penalty tax.


 


If you are an active employee currently making loan
repayments through payroll deduction, you may prepay the loan in full at
anytime by a certified check, cashiers check, or money order mailed to your
employer or to Scudder. However, partial prepayments are not allowed.


 


10.       Paperless Loans by Phone:
(Not currently available)


 


You may request a loan by calling the Scudder Pilot
Voice Response System at (800) 541-7705 or through Scudder Interactive Account
on-line at http://university.scudder.com. You will receive a check in the
amount of the loan attached to the promissory note, an assignment of your plan
account, and a truth-in-lending disclosure statement.


 


16





















 


VESTING


 


Your Vested Percentage


 


Vesting:


 


“Vesting” refers to your right to receive a benefit
from your accounts. You are always fully - 100% - vested in any account other
than your matching account. You become 100% vested in this account upon the
occurrence of any of the following events:


 


•                  You
become 100% vested when you reach normal retirement age (provided you are
employed with us at that time).


 


Normal retirement age is
age 65. You may continue to work past normal retirement age if you choose.


 


•                  You
become 100% vested if your termination of employment occurs because of your
death - in that case, your
beneficiary becomes entitled to the full balance of your accounts.


 


•                  You
become 100% vested if your termination of employment occurs because of your
disability. For this purpose, “disability” means that you have a physical or
mental condition that makes you unable to engage in any substantial gainful
activity, and that can be expected to last for at least twelve months or result
in death.


 


Prior to occurrence of an event that results in 100%
vesting, your vested percentage is determined based on your service.


 


Vesting based on service - matching accounts:


 


Your “vested percentage” in your matching account
prior to an event that results in 100% vesting is determined under the
following schedule:


 


	
  Vesting Years

  	
   

  	
  Vested Percentage

  	
   

  
	
  1

  	
   

  	
  0%

  	
   

  	
   

  
	
  2

  	
   

  	
  50%

  	
   

  	
   

  
	
  3 or more

  	
   

  	
  100%

  	
   

  	
   

  



 


Please note that a different vesting schedule
continues to apply to matching contributions made before the 2002 plan year.
Consult your prior summary plan description for the vesting schedule and other
special rules that may apply.


 


Your Vesting
Service


 


Your “service”:


 


For vesting purposes under the plan, you will be
credited with one year of service for each plan year during which you complete
1000 or more hours of service.


 


Breaks in service:


 


You will have a “break in service” if you have 500 or
less hours of service in a plan year. The plan has special rules delaying the
start of a break in service in the case of absences for such things as
maternity, paternity, or adoption of a child.


 


If you terminate employment and have a break in
service, your prior service will be reinstated for vesting purposes immediately
upon your return to employment.


 


If you terminate employment at a time when you have no
vested interest in your accounts attributable to employer contributions and you
have 5 or more consecutive breaks in service, your prior service will be
disregarded for purposes of determining your vested percentage - that is, your
prior service will not be


 


17





















 


reinstated upon a later return to employment even if
you were once a participant in the plan.


 


Forfeitures


 


Forfeiture accounts:


 


If you are not 100% vested when your employment
terminates, the part of any account that is not vested will be transferred to a
“forfeiture account.” This transfer will occur when you have received full
distribution of your benefit, or when you have 5 consecutive breaks in-service.


 


The balance of the forfeiture account is applied in
accordance with rules established for this purpose under the plan.


 


Reemployment:


 


Once you have 5 consecutive breaks in service, any
forfeiture is permanently lost, even if you are later reemployed with us.


 


If you return to work with us before 5 consecutive
breaks in service, you may repay to the plan any distribution that you
received. If you make this repayment (or if you were 0% vested), the forfeited
amount will be reinstated to your account by the end of that plan year.
However, only the amount forfeited is reinstated; you do not receive any
interest or earnings for the period between the forfeiture and the
reinstatement.


 


18





















 


DISTRIBUTIONS AFTER YOU CEASE TO BE AN EMPLOYEE


 


To You


 


Benefit payments:


 


After your employment terminates, you become eligible
for a benefit from the plan equal to the vested balance of your accounts.


 


If your benefit is $5000.00 or less, it will be paid
in a single lump-sum as soon as administratively practicable after your
employment terminates.


 


In determining if your benefit is $5000.00 or less,
the plan will disregard any amount in your rollover account.


 


If your benefit is more than $5000.00, you can choose
when you wish to have your benefit paid within the limits set by the tax laws
and the plan. Your benefit will be paid as soon as administratively practicable
after you terminate employment and you request your distribution.


 


Payment deadline and minimum distributions:


 


Your benefit must be paid (or distributions must
commence) not later than the date minimum distributions are required to start
under the tax laws. Minimum distributions are required to start by the April
1st following the calendar year in which you reach age 701⁄2 or, if later, retire
(if you are more than a five percent owner, however, your payment must be made
by April 1st following the year you reach age 701⁄2).


 


Required minimum distributions under the plan are
calculated by using a table published by the IRS. However, if your spouse is
your sole beneficiary under the plan, the required minimum distributions are
calculated using the joint life expectancy of you and your spouse if that
produces smaller minimums than under the table.


 


Payment options:


 


Your benefit generally will be paid in the form of a
single lump-sum payout.


 


•                  A
lump-sum payout.


 


Your benefit will
be paid in cash.


 


Tax consequences and withholding:


 


You will be subject to income taxes when your benefit
is paid. Also, a payment made before age 591/2 may be subject to an additional 10%
penalty tax. Therefore, the time of payment is important. You should
consult with your tax advisor regarding these matters. (See also the
section titled “SPECIAL TAX NOTICE REGARDING PLAN PAYMENTS”.)


 


You can avoid the income and penalty taxes by making a
“rollover” to a traditional IRA (not a Roth or Education IRA), or another
employer’s plan, if you qualify.


 


Many distributions you receive from the plan will be
subject to withholding of 20% for federal income taxes. You can avoid mandatory
withholding only if you arrange
to have your benefit transferred directly to another qualified retirement plan
or to a traditional IRA.


 


To Your
Beneficiary


 


Death benefits:


 


When you die, the unpaid balance of all your vested
accounts will be paid to your beneficiary.


 


Under very limited circumstances, the plan may be or
become subject to special “survivor annuity” requirements that are described
later in this summary. If these annuity requirements apply to the plan, the
balance of your vested accounts may


 


19





















 


be required to be applied to purchase a “qualified
preretirement survivor annuity” for your spouse unless you waive that annuity
and your spouse consents to that waiver. (See the section titled “MISCELLANEOUS
- Annuity Requirements”.)


 


Selecting your beneficiary:


 


You can select a beneficiary by following the
procedures established for this purpose by the plan administrator. You may
change or revoke your beneficiary designation at any time in accordance with
those procedures.


 


If you have not designated a beneficiary prior to your
death, or if your designated beneficiary does not survive you, your beneficiary
will be your spouse or, if you have no surviving spouse, your estate.


 


Special rules for married participants:


 


If you are married, you are subject to some special
rules. In general, your spouse must be your beneficiary. If you wish to
designate someone else (including a trust for your spouse), your spouse must
consent to the additional or different beneficiary. The spouse’s consent must be in writing and must be notarized or
witnessed by a plan representative or a notary. There are limited exceptions
where the consent of your spouse need not be obtained, such as where your
spouse cannot be located.


 


If you are single, any beneficiary designation on file
will automatically be revoked when you get married and your spouse will become
your sole beneficiary until you file a new designation as described above.


 


If your marital status ever changes (you marry or
divorce, or have a legal separation), you should consider whether a new
beneficiary designation is appropriate.


 


Payment deadline and minimum distributions:


 


If you die before the date that minimum distributions
are required to start to you, the benefit payable to a beneficiary must be paid
by December 31 of the year in which falls the fifth anniversary of your death.


 


If you die after minimum distributions are required to
start to you, minimum distributions must continue in accordance with the method
that was being used to calculate minimum distributions before your death, or
your beneficiary may elect a more rapid payout.


 


If the total benefit payable to a beneficiary is less
than or equal to $5000.00, it will be paid in a lump sum as soon as
administratively practicable after your death.


 


In determining if the total benefit is $5000.00 or less,
the plan will disregard any amount in your rollover account. (This rule applies
to all distributions made after January 1, 2002.)


 


20





















 


BASIC PLAN INFORMATION


 


Name of plan:


 


HEIM Hourly 401(k) Plan


 


Type of plan:


 


The plan is a qualified profit sharing plan under
Section 401(a) of the Internal Revenue Code.


 


Plan sponsor and administrator;


 


HEIM is the “plan sponsor”. Communication to the
company should be directed as follows:


 


HEIM


60 Round Hill Road PO Box 430


Fairfield, Connecticut 06824


203-319-7754


 


The “plan administrator” for purposes of federal law
is a committee of individuals appointed by the company - the committee is called the Retirement Plan Committee.


 


Communication to the plan administrator should be
directed as follows:


 


Ms. Pam Goehringer


One Tribology Center


Oxford, CT 06478


203-267-7001


 


Participating employee:


 


The company is the only participating employer in the
plan.


 


Plan number:


 


The plan has been assigned the following
identification number: TDB.


 


Employer identification number:


 


The company’s federal employer identification number
is: 13-3426227.


 


Funding agent:


 


All or a portion of the plan assets are held in an
account with the following financial organization serving as a directed
trustee:


 


Scudder Trust Company


11 Northeastern Boulevard


Salem, N.H. 03079


 


Agent for Legal Process:


 


Legal process may be served on Heim Bearings at the
address for the company listed above.


 


Legal process may also be served on the trustee, at
the address listed above.


 


21





















 


CLAIMS
PROCEDURE


 


To receive a distribution or other benefit, you must
follow the procedures established by the plan administrator. You may be
required to file a paper form, or you may be required to exercise benefit
elections and other rights through a voice response system or other electronic
media (e.g., Internet).


 


The plan administrator will make factual
determinations on whether you are entitled to benefits and if so, the amount,
and will interpret the terms of the plan. The plan administrator’s
decisions are binding, subject to your claim and appeal rights described below.


 


Initial benefit claim:


 


If you follow the procedures described above but do
not receive a benefit you think you are entitled to, you or your authorized
representative may file a claim for benefit with the plan administrator. The
plan administrator will ordinarily respond within 90 days. However, the plan
administrator may extend this period for an additional 90 days by giving you
written notice of the extension, the reason why it is necessary and the date a
decision is expected. Your claim will be decided in accordance with the plan
and past benefit determinations.


 


If your claim is wholly or partially denied, you will
be notified in writing of the specific reasons for the denial, with specific
references to the relevant plan provisions upon which the decision is based,
and the procedures for appealing the decision.


 


Claims based on your account
statements:


 


You may receive periodic statements showing the
current value of your plan accounts. If you believe that a statement contains
an error you must, within 60 days, file a claim with the plan administrator.
The claim should describe the error and, if possible, the correction or
adjustment you seek. The plan administrator will respond within the rime
periods for an initial benefit claim.


 


Appeals:


 


If you disagree with the initial claim determination,
you or your authorized representative can, within 60 days, file an appeal with
the plan administrator. You or your representative may present written
statements and other documentation supporting your claim. Upon request to the
plan administrator, you may review all documents relevant to your claim. (You
may also receive copies of these documents free of charge.)


 


Your appeal will usually be decided within 60 days
after you file it or, if special circumstances require an extension, within 120
days. However, if a committee is responsible for reviewing appeals and it meets
at least quarterly, your appeal will be reviewed at the first meeting that is
at least 30 days after you file your appeal or, if special circumstances
require an extension, no later than the third meeting after you file your
appeal. If an extension is required, you will receive notice of the extension,
the reason why it is necessary and the date a decision is expected. Also, if
you need to provide more information for the determination, you will be
notified and the period for review will be tolled until the information is
provided.


 


Your claim will be decided in accordance with the plan
and past benefit determinations. Once a decision is reached, you will receive
written notice explaining the decision and the reasons for it, including specific
reference to the relevant plan provisions.


 


You may pursue legal action only after you have
completed the claims process. (See the section titled “STATEMENT OF ERISA
RIGHTS”.)


 


22





















 


STATEMENT OF ERISA RIGHTS


 


Statement of rights of plan participants:


 


As a participant in the plan you are entitled to
certain rights and protections under the Employee Retirement Income Security
Act of 1974 (“ERISA”).


 


Receive Information
About your Plan and Benefits. ERISA provides that all plan participants will be entitled to:


 


1.               Examine, without
charge, at the plan administrator’s 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 Disclaimer Room of the Pension and Welfare Benefits Administration.


 


2.               Obtain, upon written
request to the plan administrator, copies of documents governing the operation
of the plan, including insurance contracts and collective bargaining
agreements, and copies of the latest annual report (Form 5500 Series)  and updated summary plan description.  The plan administrator may make a reasonable
charge for the copies.


 


3.               Receive a summary
of the plan’s annual financial report. 
The plan administrator is required by law to furnish each participant
with a copy of this summary annual report.


 


4,               Obtain a statement
telling you whether you have a right to receive a benefit at normal retirement
age and if so, what your benefits would be at normal retirement age if you stop
working under the plan now. If you do not have a right to a benefit, the statement
will tell you how many more years you have to work to get a right to a
benefit.  This statement must be
requested in writing and is not required to be given more than once every
twelve months.  The plan must provide the
statement free of charge.


 


Prudent
Action 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
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 benefit or exercising your rights under ERISA.


 


Enforced
Your Rights. If
your claim for a benefit is denied or ignored, in whole or in pan, you have a
right to know why this was done, to obtain copies of documents relating to the
decision without charge, and to appeal any 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 materials 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 plan administrator. 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 U.S. 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.


 


23





















 


Assistance
with Your Questions. If
you have any questions about the plan, you should contact the plan
administrator. If you have any questions about this statement or about your
rights under ERISA, or if you need assistance in obtaining documents from the
plan administrator, you should contact the nearest office of the Pension and
Welfare Benefits Administration, U.S. Department of Labor, listed in your
telephone directory or the Division of Technical Assistance and Inquiries,
Pension and Welfare Benefits Administration, U.S. 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 Pension and Welfare Benefits Administration.


 


24





















 


SPECIAL TAX NOTICE REGARDING PLAN PAYMENTS


 


This notice explains how you can continue to defer
federal income tax on your retirement savings in the plan and contains
important information you will need before you decide how to receive your plan
benefits. This notice is provided to you by the plan administrator because all
or part of the payment that you will receive from the plan may be eligible for
rollover by you or the plan administrator to a traditional IRA or eligible
employer plan. Your payment cannot be rolled over to a Roth IRA, a SIMPLE IRA,
or a Coverdell Education Savings Account (formerly an Education IRA). An
eligible employer plan includes a plan qualified under section 401(a) of the
Internal Revenue Code, including a 401(k) plan, profit-sharing plan, defined
benefit plan, stock bonus plan, and money purchase plan; a section 403(a)
annuity plan; a section 403(b) tax-sheltered annuity; and an eligible section
457(b) plan maintained by a governmental employer (governmental 457 plan).


 


An eligible employer plan is not legally required to
accept a rollover. Before you decide to roll over your payment to another
employer plan, you should find out whether the plan accepts rollovers and, if
so, the types of distributions it accepts as a rollover. You should also find
out about any documents that are required to be completed before the receiving
plan will accept a rollover. Even if a plan accepts rollovers, it might not
accept rollovers of certain types of distributions, such as after-tax amounts.
If this is the case, and your distribution includes after-tax amounts, you may
wish instead to roll your distribution over to a traditional IRA or split your
rollover amount between the employer plan in which you will participate and a
traditional IRA. If an employer plan accepts your rollover, the plan may
restrict subsequent distributions of the rollover amount or may require your
spouse’s consent for any subsequent distribution. A subsequent distribution
from the plan that accepts your rollover may also be subject to different tax
treatment than distributions from this plan. Check with the administrator of
the plan that is to receive your rollover prior to making the rollover.


 


Summary:


 


This section of the summary contains important
information you will need before you decide to how to receive your benefits
from the plan.


 


A payment from the plan that is eligible for “rollover”
can be taken in two ways. You can have all
or any portion of
your payment either (1) PAID IN A “DIRECT ROLLOVER” or (2) PAID TO YOU. A
rollover is a payment of your plan benefits to your traditional individual
retirement arrangement (IRA) or to another qualified employer plan. This choice
will affect the tax you owe.


 


If you
choose a DIRECT ROLLOVER:


 


•                  Your
payment will not be taxed in the current year and no income tax will be
withheld.


 


•                  Your
payment will be made directly to your traditional IRA or, if you choose, to
another eligible employer plan that accepts your rollover. Your payment cannot
be rolled over to a Roth IRA, a SIMPLE IRA, or a Coverdell Education Savings
Account (formerly an Education IRA) because these are not traditional IRAs.


 


•                  The
taxable portion of your payment will be taxed later when you take it out of the
traditional IRA or the eligible employer plan. Depending on the type of plan,
the later distribution may be subject to different tax treatment than it would
be if you received a taxable distribution from this plan.


 


25





















 


If you choose to have your plan
benefit PAID TO YOU:


 


•                  You
will receive only 80% of the taxable amount of the payment, because the plan
administrator is required to withhold 20% of that amount and send it to the IRS
as income tax withholding to be credited against your taxes.


 


•                  The
taxable amount of your payment will be taxed in the current year unless you
roll it over. Under limited circumstances, you may be able to use special tax
rules that could reduce the tax you owe. However, if you receive the payment
before age 591⁄2 you may have to pay an additional 10% tax.


 


•                  You
can roll over all or part of the payment by paying it to your traditional IRA
or to an eligible employer plan that accepts your rollover within 60 calendar
days after you receive the payment. The amount rolled over will not be taxed
until you take it out of the traditional IRA or the eligible employer plan.


 


•                  If
you want to roll over 100% of the payment to a traditional IRA or an eligible
employer plan, you must find other money to
replace the 20% of the taxable portion that was withheld. If you roll over only the 80% that
you received, you will be taxed on the 20% that was withheld and that is not
rolled over.


 


Your
Right to Waive the 30-Day Notice Period. Generally, neither a direct rollover
nor a payment can be made from the plan until at least 30 days after your
receipt of this notice. Thus, after receiving this notice, you have at least 30
days to consider whether or not to have your withdrawal directly rolled over.
If you do not wish to wait until this 30-day notice period ends before your
election is processed, you may waive the notice period by making an affirmative
election indicating whether or not you wish to make a direct rollover, your
withdrawal will then be processed in accordance with your election as soon as
practical after it is received by the plan administrator.


 


Payments that can and cannot be rolled over by you:


 


Payments from the plan may be “eligible rollover
distributions.” This means that they can be rolled over to a traditional IRA or
to an eligible employer plan that accepts rollovers. Payments from a plan
cannot be rolled over to a Roth IRA, a SIMPLE IRA or a Coverdell Education
Savings Account (formerly an Education IRA). The plan administrator should be
able to tell you what portion of your payment is an eligible rollover
distribution.


 


After-tax
Contributions. If
you made after-tax contributions to the plan, these contributions may be rolled
into either a traditional IRA or to certain employer plans that accept
rollovers of the after-tax contributions. The following rules apply:


 


•                  Rollover
into a Traditional IRA. You can roll over your after-tax contributions to a
traditional IRA either directly or indirectly. Your plan administrator should
be able to tell you how much of your payment is the taxable portion and how
much is the after-tax portion.


 


If you roll over
after-tax contributions to a traditional IRA, it is your responsibility to keep
track of, and report to the IRS on the applicable forms, the amount of these
after-tax contributions. This will enable the nontaxable amount of any future
distributions from the traditional IRA to be determined.


 


Once you roll over your
after-tax contributions to a traditional IRA, those amounts cannot later be
rolled over to an employer plan.


 


•                  Rollover
into an Employer Plan. You can roll over after-tax contributions from an employer
plan that is qualified under Code section 401(a) or a section 403(a) annuity
plan to another such plan using a direct rollover if the other plan provides
separate accounting for amounts rolled over, including separate accounting for
the after-tax employee contributions and earnings on those contributions. You
can also roll over after-tax contributions from a section 403(b) tax-sheltered
annuity to another section 403(b) tax-sheltered annuity


 


26





















 


using a direct rollover
if the other tax-sheltered annuity provides separate accounting for amounts
rolled over, including separate accounting for the after-tax employee
contributions and earnings on those contributions. You cannot roll over
after-tax contributions to a governmental 457 plan. If you want to roll over
your after-tax contributions to an employer plan that accepts these rollovers,
you cannot have the after-tax contributions paid to you first. You must
instruct the plan administrator of this plan to make a direct rollover on your
behalf. Also, you cannot first roll over after-tax contributions to a
traditional IRA and then roll over that amount into an employer plan.


 


The following types of payments cannot
rolled over.


 


Payments
Spread Over Long Periods. You cannot roll over a payment if it is part of a series of
equal (or almost equal) payments that are made at least once a year and that
will last for


 


•                  your
lifetime (or your life expectancy), or


 


•                  your
lifetime and your beneficiary’s lifetime (or life expectancies), or


 


•                  a
period of ten years or more.


 


Required
Minimum Payments. Beginning
in the year you reach 701⁄2 or retire, if later, a certain portion of your
payment cannot be rolled over because it is treated as a “required minimum
payment” that must be paid by you. Special rules apply if you own more than 5%
of your employer.


 


Hardship
Distributions. A
hardship distribution cannot be rolled over.


 


Corrective
Distributions. A
distribution that is made to correct a failed nondiscrimination test or because
legal limits on certain contributions were exceeded cannot be rolled over.


 


Loans
Treated as Distributions. The amount of a plan loan that becomes a taxable deemed
distribution because of a default cannot be rolled over. However, a loan offset
amount is eligible for rollover, as discussed below. Ask the plan administrator
of this plan if distribution of your loan qualified for rollover treatment.


 


The plan administrator of this plan should be able to
tell you if your payment includes amounts which cannot be rolled over.


 


Direct rollover:


 


A direct rollover is a direct payment of the amount of
your plan benefits to a traditional IRA or an eligible employer plan that will
accept it. You can choose a direct rollover of all or any portion of your payment
that is an “eligible rollover distribution,” as described above. You are not
taxed on any taxable portion of your payment for which you choose a direct
rollover until you later take it out of the traditional IRA or eligible
employer plan. In addition, no income tax withholding is required for any
taxable portion of your plan benefits for which you choose a direct rollover.


 


Direct Rollover to a Traditional IRA.  You can open a traditional IRA to receive the
direct rollover. If you choose to have your payment made directly to a
traditional IRA, contact an IRA sponsor (usually a financial institution) to
find out how to have your payment made in a direct rollover to a traditional
IRA at that institution. If you are unsure of how to invest your money, you can
temporarily establish a traditional IRA to receive the payment. However, in
choosing a traditional IRA, you may wish to make sure that the traditional IRA
you choose will allow you to move all or a part of your payment to another
traditional IRA at a later date, without penalties or other limitations. See
IRS Publication 590, Individual Retirement Arrangements, for more information on traditional
IRAs (including limits on how often you can roll over between IRAs) .


 


Direct
Rollover to a Plan.  If you are employed by a new employer
that has an eligible employer plan, and you want a direct rollover to that
plan, ask the plan


 


27





















 


administrator of that plan whether it will accept your
rollover. An eligible employer plan is not legally required to accept a
rollover. If your new employer’s plan does not accept a rollover, you can
choose a direct rollover to a traditional IRA. If the employer plan accepts
your rollover, the plan may provide restrictions on the circumstances under
which you may later receive a distribution of the rollover amount or may
require spousal consent to any subsequent distribution. check with the plan
administrator of that plan before making your decision.


 


Direct
Rollover of a Series of Payments. If you receive a payment that can be rolled over to a
traditional IRA or an eligible employer plan that will accept it, and it is
paid in a series of payments for less than ten years, your choice to make or
not make a direct rollover for a payment will apply to all later payments in
the series until you change your election. You are free to change your election
for any later payment in the series.


 


Change in
Tax Treatment Resulting from a Direct Rollover. The tax treatment of any payment
from the eligible employer plan or traditional IRA receiving your direct
rollover might be different than if you received your benefit in a taxable
distribution directly from the plan. For example, if you were born before January 1, 1936, you might be entitled to
ten-year averaging or capital gain treatment, as explained below. However, if
you have your benefit rolled
over to a section 403(b) tax-sheltered annuity, a governmental 457 plan, or a
traditional IRA in a direct rollover, you benefit will no longer be eligible
for that special treatment. See the sections below entitled Additional 10% Tax if You Are under Age 591⁄2 and Special Tax Treatment if You Were Born before January
1, 1936.


 


Payment paid to you:


 


If your payment can be rolled over and the payment is
made to you in cash, it is subject to 20% federal income tax withholding on the
taxable portion (state tax withholding may also apply). The payment is taxed in
the year you receive it unless, within 60 days, you roll it over to a
traditional IRA or an eligible employer plan that accepts rollovers. If you do
not roll it over, special tax rules may apply.


 


Income tax withholding:


 


Mandatory
Withholding. If
any portion of your payment can be rolled over (as described above) and you do
not elect to make a direct rollover, the plan is required by law to withhold
20% of the taxable amount. This amount is sent to the IRS as federal income tax
withholding. For example, if you can roll over a taxable payment of $10,000,
only $8,000 will be paid to you because the plan must withhold $2,000 as income
tax. However, when you prepare your income tax return for the year, unless you
make a rollover within 60 days, you must report the full $10,000 as a taxable
payment from the plan. You will report the $2,000 as tax and it will be credited
against any income tax you owe for the year.


 


Voluntary
Withholding. If
any portion of your payment is taxable but cannot be rolled over, the mandatory
withholding rules described above do not apply. In this case, you may elect not
to have withholding apply to that portion. If you do nothing, an amount will be
taken out of this portion of your payment for federal income tax withholding.
To elect out of withholding, ask the plan administrator for the election form
and related information.


 


Sixty-Day
Rollover Option. If
you receive a payment that can be rolled over, you can still decide to roll
over all or part of it to a traditional IRA or to an eligible employer plan
that accepts rollovers. If you decide to roll over, you must contribute the amount of the payment you received to a
traditional IRA or eligible employer plan within 60 days after you receive the
payment. The portion
of your payment that is rolled over will not be taxed until you take it out of
the IRA or the eligible employer plan.


 


You can roll over up to 100% of your payment that can
be rolled over, including an amount equal to the 20% of the taxable portion
that was withheld. If you choose to roll over 100%, you must find other money
within the 60-day period to contribute to the IRA or the eligible employer plan
to replace the 20% that was


 


28





















 


withheld. On the other hand, if you roll over only the
80% of the taxable portion that you received, you will be taxed on the 20% that
was withheld.


 


Example The taxable portion of
your payment that can be rolled over is $10,000, and you choose to have it paid
to you. You will receive $8,000, and $2,000 will be sent to the IRS as income
tax withholding. Within 60 days after receiving the $8,000, you may roll over
the entire $10,000 to a traditional IRA or an eligible employer plan. To do
this, you roll over the $8,000 you received from the plan, and you will have to
find $2,000 from other sources (your savings, a loan, etc).
In this case, the entire $10,000 is not taxed until you take it out of the
traditional IRA or an eligible employer plan. If you roll over the entire
$10,000, when you file your income tax return you may get a refund of part or
all of the $2,000 withheld.


 


If, on the other hand, you roll over only $8,000, the
$2,000 you did not roll over is taxed in the year it was withheld. When you
file your income tax return you may get a refund of part of the $2,000
withheld. (However, any refund is likely to be larger if you roll over the
entire $10,000.)


 


Additional
10% Tax, If You Are Under Age 591⁄2.
If you receive a payment before you reach age 591⁄2 and you do
not roll it over, then, in addition to the regular income tax, you may have to
pay an extra tax equal to 10% of the taxable portion of the payment. The
additional 10% tax generally does not apply to (1) payments that are paid after
you separate from service with your employer during or after the year you reach
age 55, (2) payments that are
paid because you retire due to disability, (3) payments that are paid to you as
equal (or almost equal) payments over your life or life expectancy (or your and
your beneficiary’s lives or life expectancies), (4) dividends paid with respect
to stock by an employee stock ownership plan (ESOP) as described in Code
section 404(k), (5) payments that are paid directly to the government to
satisfy a federal tax levy, (6) payments that are paid to an alternate payee
under a qualified domestic relations order, or (7) payments that do not exceed
the amount of your deductible medical expenses. See IRS Form 5329 for more
information on the additional 10% tax.


 


The additional 10% tax will not apply to distributions
from a governmental 457 plan, except to the extent the distribution is
attributable to an amount you rolled over to that plan (adjusted for investment
returns) from another type of eligible employer plan or IRA. Any amounts rolled
over from a governmental 457 plan to another type of eligible employer plan or
to a traditional IRA will become subject to the additional 10% tax if it is
distributed to you before you reach age 591⁄2, unless one of the exceptions
applies.


 


Special
Tax Treatment If You Were Born before January 1, 1936). If you receive a payment from a plan
qualified under section 401(a) or a section 403(b) annuity plan that can
be rolled over and you do not roll it over to a traditional IRA or an eligible
employer plan, the payment will be taxed in the year you receive it. However,
if it qualifies as a “lump sum distribution,” it may be eligible for special
tax treatment. (See also Employer Stock or
Securities, below) A
lump sum distribution is a payment, within one year, of your entire balance
under the plan (and certain other similar plans of the company) that is payable
to you after you have reached age 591⁄2 or because you have separated from
service with your employer (or, in the case of a self-employed individual,
after you have reached age 591⁄2 or have become disabled). For a payment to be
treated as a lump sum distribution, you must have been a participant in the
plan for at least five years before the year in which you received the
distribution. The special tax treatment for lump sum distributions that may be
available to you is described below.


 


•                  Ten Year Averaging. If you receive a lump
sum distribution and you were born before January 1, 1936, you can make a
one-time election to figure the tax on the payment by using “10-year averaging”
(using 1986 tax rates). Ten-year averaging often reduces the tax you owe.


 


•                  Capital Gain Treatment. If you receive a lump sum
distribution and you were born before January 1, 1936, and you were a
participant in the plan before 1974, you may elect to have the part of your
payment that is attributable to


 


29





















 


your pre-1974
participation in the plan (if any) taxed as long-term capital gain at a rate of
20%.


 


There are other limits on the special tax treatment
for lump sum distributions. For example, you can generally elect this special
tax treatment only once in your lifetime, and the election applies to all lump
sum distributions that you receive
in that same year. You may not elect this special tax treatment if you rolled
amounts into this plan from a 403(b) tax-sheltered annuity contract, a
governmental 457 plan, or from an IRA not originally attributable to a
qualified employer plan. If you have previously rolled over a distribution from
this plan (or certain other similar plans of the employer), you cannot use this
special averaging treatment for later payments from the plan. If you roll over
your payment to a traditional IRA, governmental 457 plan, or 403(b)
tax-sheltered annuity, you will not be able to use this special tax treatment
for later payments from that IRA, plan or annuity. Also, if you roll over only
a portion of your payment to a
traditional IRA, governmental 457 plan, or 403(b) tax-sheltered annuity, this
special tax treatment is not available for the rest of the payment. See IRS
Form 4972 for additional information on lump sum distributions and how you
elect the special tax treatment.


 


Surviving spouses, alternate payees, and other
beneficiaries:


 


In general, the rules summarized above that apply to
payments to employees also apply to payments to surviving spouses of employees
and to spouses or former spouses who are “alternate payees.” (The rules
summarized above do not apply to other alternate payees.) You are an alternate
payee if your interest in the plan results from a “qualified domestic relations
order,” which is an order issued by a court, usually in connection with a
divorce or legal separation.


 


If you are a surviving spouse or an alternate payee,
you may choose to have a payment that can be rolled over, as described above, paid
in a direct rollover to a traditional IRA or to an eligible employer plan or
paid to you. If you have the payment paid to you, you can keep it or roll it
over yourself to a traditional IRA or to an eligible employer plan. Thus, you
have the same choices as the employee.


 


If you are a beneficiary other than the surviving
spouse or an alternate payee described above, you cannot choose a direct
rollover, and you cannot roll over the payment yourself.


 


If you are a surviving spouse, an alternate payee, or
another beneficiary, your payment is generally not subject to the additional 10%
tax described above, even if you are younger than age 591⁄2.


 


If you are a surviving spouse, an alternate payee, or
another beneficiary, you may be able to use the special tax treatment for lump
sum distributions, and the special rule for payments that include employer
stock, as described above. If you receive a payment because of the employee’s
death, you may be able to treat the payment as a lump sum distribution if the
employee met the appropriate age requirements, whether or not the employee had
5 years of participation in the plan.


 


How to obtain additional information:


 


This section summarizes only the federal (not state or
local) tax rules that might apply to your payment The rules described above are
complex and contain many conditions and exceptions that are not included in
this notice. Therefore, you may want to consult with a professional tax advisor
before you take a payment of your benefits from the plan. Also, you
can find more specific information on the tax treatment of payments from
qualified retirement plans in IRS Publication 575, Pension and Annuity Income, and IRS Publication 590, Individual
Retirement: Arrangements. These
publications are available from your local IRS office or by calling
1-800-TAX-FORMS.


 


30





















 


MISCELLANEOUS


 


Saver’s tax credit:


 


If your married adjusted gross income does not exceed
$50,000 (less if you are not married filing jointly), you may be able to pay
less tax by contributing to this plan.


 


If you make 40l(k) contributions to the plan, you may
be eligible for a tax credit, called the “saver’s credit.” This credit could
reduce the federal income tax you pay. The amount of the credit you can get is
based on the contributions you make and your credit rate under the saver’s tax
credit provisions. The credit rate can be as low as 10% or as high as 50%,
depending on your adjusted gross income — the lower your income, the higher the
credit rate. The credit rate also depends on your filing status.


 


The maximum contribution taken into account for the
credit is $2,000 for an individual. If you are married filing jointly, the
maximum contribution taken into account for the credit is $2,000 each for you
and your spouse.


 


The credit is available to you if you:


 


•                  are
18 or older,


 


•                  are
not a full-time student,


 


•                  are
not claimed as a dependent on someone else’s tax return, and


 


•                  have
adjusted gross income (shown on your tax return for the year of the credit)
that does not exceed;


 


•                  $50,000
if you are married filing jointly;


•                  $37300
if you are a head of household with a qualifying person, or


•                  $25,000
if you are single or married filing separately.


 


Example:
Susan and John are married and file their federal income tax return jointly.
For 2002, their adjusted gross income would have been $34,000 if they had not
made any retirement contributions. During 2002, Susan elected to make $2,000 in
401(k) contributions to this plan, and John made a deductible contribution of
$2,000 to an IRA. As a result
of these two contributions, their 2002 adjusted gross income is $30,000
($34,000 - $4,000 = $30,000). If their federal income tax would have been
$3,000 (after applying any other credits to which they are entitled) without
having made these retirement contributions, then their federal income tax as a
result of making the $4,000 retirement contributions will be only $400 after
application of the saver’s credit and other tax benefits for the retirement
contributions. Thus, by saving $4,000 for their retirement, Susan and John have
also reduced their taxes by $2,600.


 


The annual contribution eligible for the credit may
have to be reduced by any taxable distributions from a retirement plan or IRA
that you or your spouse receive during the year you claim the credit, during
the two preceding years, or during the period after the end of the year for
which you claim the credit and before the due date for filing your return for
that year. A distribution from a Roth IRA that is not rolled over is taken into
account for this reduction, even if the distribution is not taxable. After
these reductions, the maximum annual contribution eligible for the credit per
person is $2,000.


 


Example:
Mark’s adjusted gross income for 2002 is low enough for him to be eligible for
the credit that year and he defers $3,000 of his pay to the plan during 2002.
During 2001, Mark took a $400 hardship withdrawal from the plan and during 2002
he takes an $800 IRA withdrawal Mark’s 2002 saver’s credit will be based on
contributions of $1,800 ($3,000 - $400 - $800).


 


The amount of your saver’s credit will not change the
amount of your refundable tax credits. A refundable tax credit, such as the
earned income credit or the


 


31





















 


refundable amount of your child tax credit, is an
amount that you would receive
as a refund even if you did not otherwise owe any taxes.


 


The amount of your
saver’s credit in any year cannot exceed the amount of tax that you would otherwise pay (not counting
any refundable credits or the adoption credit) in any year. If your tax
liability is reduced to zero because of other nonrefundable credits, such as
the Hope Scholarship Credit, then you will not be entitled to the saver’s
credit.


 


Credit
Rates


 


	
  If your income tax filing status is

  “married filing joint” and

  yours adjusted gross income is:

  	
   

  	
  Your

  Saver’s Credit Rate is:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  $0-$30,000

  	
   

  	
  50% of contribution

  	
   

  
	
  $30,001-$32,500

  	
   

  	
  20% of contribution

  	
   

  
	
  $32,501-$50,000

  	
   

  	
  10% of contribution

  	
   

  
	
  Over $50,000

  	
   

  	
  credit not available

  	
   

  



 


	
  If your income tax filing status is

  “head of household” and

  yours adjusted gross income is:

  	
   

  	
  Your

  Saver’s Credit Rate is:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  $0-$22,500

  	
   

  	
  50% of contribution

  	
   

  
	
  $22,501-$24,375

  	
   

  	
  20% of contribution

  	
   

  
	
  $24,376-$37,500

  	
   

  	
  10% of contribution

  	
   

  
	
  Over $37,500

  	
   

  	
  credit not available

  	
   

  



 


	
  If your income tax filing status is

  “single,” “ married filing separate,”

  or” qualifying widow(er)” and

  yours adjusted gross income is:

  	
   

  	
  Your

  Saver’s Credit Rate is:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  $0-$15,000

  	
   

  	
  50% of contribution

  	
   

  
	
  $15,001-$16,250

  	
   

  	
  20% of contribution

  	
   

  
	
  $16,251-$25,000

  	
   

  	
  10% of contribution

  	
   

  
	
  Over $25,000

  	
   

  	
  credit not available

  	
   

  



 


No insurance of benefits:


 


Benefits under certain kinds of pension plans are
insured by the Pension Benefit Guaranty Corporation (the “PBGC”), a corporation
organized under federal law. However, the PBGC does not insure the
benefits under plans such as this plan where your benefit is based on the value
of your accounts.


 


Amendment and termination:


 


We have retained the right to amend or terminate the
plan at any time for any reason. Any such action may be taken in a written
document by the company’s board of directors (or person authorized by the
board) or other governing body or person with respect to the company. The board
of directors or other governing body or person also may delegate authority to
take such action to another person (e.g., an
officer) or a committee. No amendment or termination will take away vested
benefits. Any participants employed by us when the plan terminates will be 100%
vested in all their accounts.


 


If the plan is terminated, the fund will continue to
operate until all benefits have been paid. Any money that is unallocated when
the plan is terminated will first be used to pay termination expenses deemed
appropriate by the company. Any money remaining will be allocated to plan
participants based on their plan compensation for the plan year.


 


Administrative matters;


 


The plan allows the plan administrator to correct any
errors that may occur in administering the plan, including collecting any
overpayment back from the person who received it. Erroneous contributions can
be returned to the company.


 


32





















 


Contributions can also be returned if the plan or the
contribution fails to meet certain tax law requirements.


 


The plan administrator and any
other person who has authority with respect to the management or administration
of the plan or the investment or control of plan assets may exercise that
authority in the person’s full discretion, subject only to the duties imposed
under law. It is intended that the exercise of authority be given deference in
all courts of law to the greatest extent allowed under law.


 


Claims of creditors and qualified domestic relations
orders:


 


You cannot assign your account balance or plan
benefits to anyone else and your account balance and plan benefits are
generally not subject to claims of creditors. However, the plan will comply
with any “qualified domestic relations order” that assigns pan or all of your account balance or plan benefit
to a separated spouse, former spouse or to your dependents. The plan will also
honor federal tax liens to the extent required by law.


 


The plan has detailed procedures to determine whether
a domestic relations order is qualified and how a qualified domestic relations
order will be administered. You and your beneficiaries may receive these
procedures, free of charge, by requesting a copy from the plan administrator.


 


Accounting matters:


 


Accounts are valued on the “valuation date(s)”
established for the plan. The accounts are adjusted for any contributions,
forfeitures, investment gains and losses, benefit payments, and expenses as of
each valuation date.


 


Benefit payments ordinarily are based on the value of
your accounts determined as of the most recent valuation date preceding the
payment date. In some cases, payments from the plan may have to be delayed
until the accounts have been valued.


 


“Top-Heavy requirements:


 


Federal law requires that the plan contain provisions
that will take effect if it ever becomes a “top-heavy” plan. A top-heavy plan
is a plan in which the ratio of the account balances and accrued benefits of
certain officers and owners (called “key employees”) to the account balances
and accrued benefits of all employees is 60% or more. In calculating this
ratio, other plans maintained by the company and by certain companies related
to the company may be required or permitted to be considered together with this
plan. The account balances and accrued benefits on the last day of the prior
plan year and any account balances and benefits distributed in that year and
the four years prior to that year are added together.


 


The top-heavy provisions include a minimum
contribution formula with special eligibility rules. The minimum contribution
may be satisfied under this plan or another plan of the company, if any,
according to the rules of the plan. No hours of service requirement would apply
to any minimum contribution for any plan year
that the plan is top-heavy.


 


The top-heavy provisions also include an accelerated
vesting schedule that will apply if the otherwise applicable vesting schedule
does not satisfy the top-heavy minimum.


 


33