exv10wj






Exhibit 10.J




RETIREMENT PLAN FOR MANAGEMENT EMPLOYEES




OF



BREWSTER INC.

As amended and restated

effective January 1, 2010



December, 2009








 









 








RETIREMENT PLAN FOR MANAGEMENT EMPLOYEES OF

BREWSTER INC.




FOREWORD


Effective April 15, 1982, the Canadian Greyhound Employees Retirement Income Plan was amended to
provide for the participation of designated Employees of Brewster Transport Company Limited.



Effective May 31, 1996 those designated Employees of Brewster Transport Company Limited who were
Members of the Canadian Greyhound Employees Retirement Income Plan (the “Prior Plan”) terminated
membership in said plan and became Members of the Retirement Plan for Management Employees of
Brewster Transport Company Limited, effective June 1, 1996.



For the purpose of determining the eligibility and the amount of benefits under the Retirement Plan
for Management Employees of Brewster Transport Company Limited (the “Plan”), Continuous Service and
Credited Service under the Prior Plan shall be recognized. In no event will benefits accrued to
May 31, 1996 with respect to membership in the Prior Plan be less under this Plan.



Appropriate assets with respect to benefits accrued prior to May 31, 1996, as determined by an
Actuary and approved by government regulatory authorities, were transferred from the pension Fund
of the Prior Plan to the pension fund of this Plan.



The Plan has been amended from time to time thereafter and effective January 1, 2000 it was amended
and restated to allow Members to make money purchase contributions for the purpose of enhancing
their benefits under the Plan and to reflect the merger of The Pension Plan for the Employees of
Banff Lifts Ltd. (the “Banff Lifts Plan”) into the Plan. The benefits for members of the Banff
Lifts Plan for service to December 31, 1999 will be determined pursuant to the terms of the Banff
Lifts Plan as it read on December 31, 1999 and the benefits of the members for service after
December 31, 1999 will be based on the provisions of this Plan. The terms of the Banff Lifts Plan
on December 31, 1999 are attached as Appendix A.



Effective February 1, 2000, Banff Lifts Ltd. amalgamated with Cascade Holdings (Banff) Inc. to form
Brewster Inc. Effective on that date, employees of Banff Lifts Ltd. became employees of Banff
Sulphur Mountain Gondola an operating division of Brewster Inc.



The Plan is hereby amended and restated effective January 1, 2010, to incorporate prior amendments
and to close the Plan to new members. Any employee hired by the Company on or after January 1,
2010, will not become a Member of the Plan.



Except as otherwise required by applicable legislation, the rights and entitlements of any Member
who retired, died or otherwise terminated employment before January 1, 2010 shall be governed by
the terms of the Plan as in effect at the date of termination of employment.



The Plan, as contained herein, is subject to continued registration with Canada Revenue Agency, so
that the Company is entitled to deduct its contributions as expenses under the Income Tax Act or
any other applicable tax laws, and with Alberta Finance and Enterprise.




			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009







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ARTICLE 1




DEFINITIONS


Wherever used in this Plan, the following terms will have the meanings given below unless the
context clearly indicates otherwise.





	1.01	 	“Act” means the Employment Pension Plans Act of Alberta and any future legislation
amending, supplementing, superseding or incorporating it, and any regulations issued pursuant
to it or such other provincial pension benefits legislation as may be applicable to a Member
in the circumstances.
	 
	1.02	 	“Actuarial Equivalent” means a benefit of equal value computed on an actuarial basis
that is consistent with the basis applicable to the calculation of a Commuted Value in respect
of the Member, as adopted by the Company, as recommended by the Actuary, subject to the Act
and the Income Tax Rules.
	 
	1.03	 	“Actuary” means the actuary appointed by the Company for the purposes of the Plan.
Such actuary must be a fellow of the Canadian Institute of Actuaries.
	 
	1.04	 	“Ancillary Value” means the value determined pursuant to Section 5.04.
	 
	1.05	 	“Banff Lifts Member” means a Member who was participating in the Banff Lifts Plan on
December 31, 1999 and who became a Member of this Plan effective January 1, 2000.
	 
	1.06	 	“Banff Lifts Pension” means the pension determined by reference to Section 5.05.
	 
	1.07	 	“Banff Lifts Plan” means the Pension Plan for the Employees of Banff Lifts Ltd. as it
read on December 31, 1999.
	 
	1.08	 	“Beneficiary” of a Member means the person designated pursuant to Section 9.05.
	 
	1.09	 	“Commuted Value” means, in relation to benefits that a person has a present or future
entitlement to receive, a lump sum amount which is the actuarial present value on any
specified date of those benefits computed at the rate of interest and using the actuarial
tables and other assumptions as may be adopted by the Company or an authorized officer of the
Company, subject to the requirements of the Act and the Income Tax Rules.
	 
	1.10	 	“Company” means Brewster Inc. and associated subsidiaries. The term “Company” as used
in Article 15 regarding administration and Article 17 regarding the power to amend or
terminate the Plan means Brewster Inc. only and does not include any associated subsidiaries.
	 
	1.11	 	“Continuous Service” means service determined pursuant to Section 3.01.
	 
	1.12	 	“Credited Return” in respect of Money Purchase Contributions means the rate of return
earned by the applicable portion of the Pension Fund (net of expenses) in which the
contribution is invested from the date of contribution until the date of computation.





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	1.13	 	“Credited Service” means service credited pursuant to Section 3.02, 3.03, 3.04 and
3.05.
	 
	1.14	 	“Defined Benefit Account” means the account established within the Pension Fund
pursuant to Section 12.01(a).
	 
	1.15	 	“Defined Benefit Pension” means the pension determined by reference to Section 5.03.
	 
	1.16	 	“Early Retirement Date” of a Member means the date determined pursuant to Section
4.02.
	 
	1.17	 	“Earnings” of a Member means basic salary or wages paid to the Member by the Company
and will exclude overtime pay, bonuses and any other additional remuneration or taxable
benefits. For the purposes of any applicable benefit calculations, it will be assumed that a
Disabled Member receives Earnings at the same rate as was in effect on the date of his Total
Disability and a Member on a Leave of Absence receives Earnings at the same rate as was in
effect on the date that the Leave of Absence commenced.
	 
	1.18	 	“Employee” means a person who is employed by Brewster Inc. prior to January 1, 2010
and is designated by the Company as being employed in a managerial or supervisory capacity
(“Brewster Employee“); or between January 1, 2000 and January 31, 2000 inclusive a
person who is employed by Banff Lifts Ltd., and effective February 1, 2000 and after a person
employed in the Banff Sulphur Mountain Gondola division of Brewster Inc. (“Banff Gondola
Employee“)
	 
	1.19	 	“Highest Average Earnings” of a Member means the average of the Member’s highest
annual Earnings in any three (3) calendar years of Credited Service, including Compensation in
any calendar years of Continuous Service under the Banff Lifts Plan, determined as at the date
of termination of Continuous Service, death, retirement, Plan termination, whichever occurs
first. For Members with less than three (3) calendar years of Credited Service, Highest
Average Earnings means the aggregate of the Member’s monthly Earnings received while an
Employee divided by the number of months of his Credited Service.
	 
	 	 	For the sole purpose of determining Highest Average Earnings, the Earnings of a Member who
is employed on a less than full-time basis, shall be annualized for each Plan Year of less
than full-time employment. To annualize such a Member’s Earnings, the actual Earnings
received by the Member while employed on a less than full-time basis in the Plan Year shall
be multiplied by the ratio of the hours regularly scheduled to be worked by full-time
Members to the Member’s actual hours worked on a less than full-time basis in the Plan Year.
	 
	1.20	 	“Funding Agent” means the trust company or insurance company appointed by the Company
pursuant to Section 12.01 for the purpose of holding and administering the Pension Fund.
	 
	1.21	 	“Funding Agreement” means an agreement between the Company and a Funding Agent
pursuant to Section 12.01.
	 
	1.22	 	“Income Tax Rules” means the provisions of the Income Tax Act of Canada and the
Regulations thereunder.
	 
	1.23	 	“Leave of Absence” means a period of temporary suspension of employment not exceeding
fifty-two (52) weeks. It shall also mean a temporary period of suspension of employment not
exceeding fifty-two (52) weeks where a Member is on pregnancy, parental or other statutory
leave.





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	1.24	 	“Member” means a person who has enrolled in the Plan pursuant to Article 2 and who is
entitled to receive a benefit under the Plan. “Active Member” means a Member who is
an Employee other than a Disabled Member or Suspended Member. “Deferred Member” means
a Member who is no longer an Employee and who is entitled to receive a deferred pension
pursuant to Article 7. “Disabled Member” means a Member who is Totally Disabled and
is accruing benefits under the Plan pursuant to Section 3.03. “Retired Member” means
a Member who is receiving a pension pursuant to the terms of the Plan.
	 
	1.25	 	“Money Purchase Account” of a Member means the account established in his name
pursuant to Section 12.01(b).
	 
	1.26	 	“Money Purchase Contributions” means the contributions made by the Member pursuant to
Section 14.01.
	 
	1.27	 	“Money Purchase Pension” means a pension determined by reference to Section 5.02.
	 
	1.28	 	“MP Factor” means the factor determined pursuant to Section 5.02.
	 
	1.29	 	“Normal Retirement Date” of a Member means the first day of the month coincident with
or next following the Member’s 65th birthday.
	 
	1.30	 	“Pension Fund” means all sums of money and other property acquired by the Funding
Agent to hold for the purposes of this Plan, and all earnings and profits thereon, and
proceeds, investments and reinvestments thereof, less payments made by the Funding Agent from
the said fund as authorized herein.
	 
	1.31	 	“Plan” means the Retirement Plan for Management Employees of Brewster Inc., as set
forth in this document and as the same may be amended from time to time.
	 
	1.32	 	“Plan Factors” means such standards and procedures for determining amounts of
pension, Commuted Values of pensions and other standards and procedures of a like nature as
are adopted from time to time by the Company or an authorized officer of the Company and which
shall produce values in accordance with those prescribed by the Act and the Income Tax Rules.
	 
	1.33	 	“Plan Year” means June 1, 1996 to December 31, 1996 with respect to the first year of
operation and thereafter means the period commencing on each January 1 and ending on the
following December 31.
	 
	1.34	 	“Postponed Retirement Date” of a Member means the date determined pursuant to Section
4.03.
	 
	1.35	 	“Predecessor Company” means Banff Lifts Ltd.
	 
	1.36	 	“Present Value Factor” means, in respect of an annual pension amount, the present
value for $1.00 of such pension determined on an actuarial basis that is consistent with the
basis that applicable to the calculation of a Commuted Value in respect of the Member, using
the methods and assumptions adopted by the Company, subject to the Act and the Income Tax
Rules.






	 	(a)	 	“Spouse” of a Member means a person who, at the relevant time, was
married to the Member and had not been living separate and apart from the Member for 3
or more consecutive years, or





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	 	(b)	 	if there is no person to whom sub clause (a) applies, a person who, immediately
preceding the relevant time, had lived with the Member in a conjugal relationship






	 	(i)	 	for a continuous period of at least 3 years, or
	 
	 	(ii)	 	of some permanence, if there is a child by the relationship by
birth or adoption.






	1.37	 	“Totally Disabled” means, in respect of a Member, suffering from a mental or physical
condition that, as determined by the Company on the basis of the certification of a licensed
medical doctor prevents the Member permanently or in the foreseeable future from performing
the assigned duties of his job or any other job for which he is reasonably suited by virtue of
his education, training or experience and there is no reasonable expectation that he will
recover. “Total Disability” has a corresponding meaning.
	 
	1.38	 	“YMPE” means, in any year, the Year’s Maximum Pensionable Earnings established for
that year under the provisions of the Canada Pension Plan or the Quebec Pension Plan,
whichever is applicable to the Member concerned.





ARTICLE 2




ELIGIBILITY AND PARTICIPATION




	2.01	 	Continuing Members
	 
	 	 	A person who is a Member of the Plan on December 31, 2009 and who does not break Continuous
Service on January 1, 2010 shall remain a Member of the Plan on January 1, 2010.
	 
	 	 	An employee of Banff Lifts Ltd. who was participating in the Banff Lifts Plan on December
31, 1999 and who became a Banff Gondola Employee on January 1, 2000 became an Active Member
of the Plan on January 1, 2000.
	 
	2.02	 	New Members
	 
	 	 	Effective January 1, 2010, the Plan is closed to new Members. Any Employee hired after
December 31, 2009, will not be entitled to become a Member.
	 
	 	 	Each full-time Employee hired before January 1, 2010, who is not a Member on December 31,
2009,shall become an Active Member of the Plan on the first day of the month following date
of hire.
	 
	 	 	Each Employee employed on a less than full-time basis, hired before January 1, 2010, but not
a Member on December 31, 2009, shall become a Member of the Plan at any time after
completing at least two (2) years of employment with the Company and having earned at least
thirty-five percent (35%) of the YMPE in each of two (2) consecutive calendar years.
	 
	2.03	 	Waiver
	 
	 	 	The Company may waive the eligibility requirements for any Employee.





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	2.04	 	Enrollment
	 
	 	 	Each full-time Employee, shall file with the Company or its agent an enrollment form
provided by the Company for this purpose. Any other Employee, who meets the eligibility
requirements set forth above shall file such an enrollment form in the same manner as a
full-time Employee.
	 
	2.05	 	Continuing Participation as a Member
	 
	 	 	An Active Member may not terminate membership in the Plan while
employed by the Company as an Employee. In addition, a Member who is
or becomes employed on a less than full-time basis shall not cease to
be a Member or to accrue pension benefits under the Plan only because
he earns less than thirty-five percent (35%) of the YMPE in each of
two (2) consecutive calendar years.
	 
	2.06	 	Re-Employment — Deferred Member
	 
	 	 	If a former Employee, other than a person described in Article 2.07,
is subsequently re-employed by the Company, the Employee shall for
purposes of the Plan be treated as a new Employee, except that any
right to a deferred pension he may have as a result of his prior
period of Credited Service shall not be affected by this provision
and such deferred pension shall not be allowed to commence during the
period of re-employment. For greater certainty, any pension earned
after the date of re-employment shall be calculated based only on
Credited Service after that date.
	 
	2.07	 	Re-Employment – Retired Member
	 
	 	 	If a Retired Member is re-employed by the Company, he shall continue
to receive his pension but he shall not be permitted to again join
the Plan nor shall he accrue further pension benefits during the
period of re-employment.





ARTICLE 3




SERVICE




	3.01	 	Continuous Service
	 
	 	 	Continuous Service of a Member means the most recent period of
continuous uninterrupted employment as an Employee with the Company
including any employment with the Predecessor Company and any Leave
of Absence. The following breaks in the continuity of employment
shall be ignored:






	 	(a)	 	a period of absence from employment following termination thereof if followed
by reinstatement with past service unimpaired; and
	 
	 	(b)	 	a period of layoff, furlough or other absence if followed by return to service
with past service unimpaired.





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	3.02	 	Credited Service
	 
	 	 	Credited Service means that period of a Member’s Continuous Service
in Canada during which he is an Active Member of the Plan plus any
service credited pursuant to Section 3.03 or 3.04 and any Credited
Service accrued under the Canadian Greyhound Employees Retirement
Income Plan by a Member who transferred to this Plan effective June
1, 1996 but excluding any period of “Pensionable Service” which a
Banff Lifts Member accrued under the Banff Lifts Plan. Credited
Service shall be determined from the records of the Company in
accordance with such rules and regulations as may from time to time
be in effect.
	 
	 	 	Subject to the Act and the Income Tax Rules, a Member who is absent
due to a Leave of Absence will continue to accrue Credited Service
under the Plan. Notwithstanding any other provisions of the Plan, in
no event will a Member receive Credited Service for periods of Leave
of Absence in excess of five years of full-time equivalent
remuneration, plus three years of full-time equivalent remuneration
for periods of parenting, throughout his period of employment with
the Company after December 31, 1990, in accordance with the Act and
the Income Tax Rules.
	 
	3.03	 	Credited Service while Totally Disabled
	 
	 	 	If an Active Member becomes Totally Disabled, the Member’s Continuous
Service shall not be broken, the Member shall become a Disabled
Member and the Member shall continue to accrue Credited Service until
the earliest of:






	 	(a)	 	the date he ceases to be Totally Disabled;
	 
	 	(b)	 	the date he dies;
	 
	 	(c)	 	the date he retires pursuant to the Plan;
	 
	 	(d)	 	his Normal Retirement Date; and
	 
	 	(e)	 	the date the Plan is terminated in respect of the class of employees in which
the member last worked.






	 	 	Upon the earliest of the above-noted dates, the Disabled Member’s Continuous Service shall
be broken unless the Member returns to active employment as an Employee at that time.
Credited Service accrued pursuant to this Section shall accrue at the same rate as the
Disabled Member was accruing Credited Service immediately prior to becoming disabled.
	 
	 	 	The Company may, by written notice, require a Disabled Member to submit to medical
examination at any time prior to his Normal Retirement Date in order to determine such
Disabled Member’s eligibility for continued accrual of Credited Service, provided that such
examinations may not be required more frequently than semi-annually. If:






	 	(a)	 	on the basis of a medical examination the Company finds that the Member is no
longer Totally Disabled;
	 
	 	(b)	 	the Member engages in gainful employment other than for purposes of
occupational therapy directed toward physical rehabilitation; or





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	 	(c)	 	such Member refuses to submit to a medical examination;






	 	 	as determined by the Company, accrual of Credited Service under this
Section shall cease effective on: (i) the date when the Company finds
that the Member is no longer Totally Disabled, (ii) the date when the
Member engaged in gainful employment for purposes other than
occupational therapy, or (iii) the date when the Company last issued
written notice requesting the Member to submit to medical
examination, whichever is applicable. At such time, if the Member
does not return to employment with the Company, he shall be deemed to
have broken Continuous Service and his entitlement under the Plan
shall be determined pursuant to Article 4, 7 or 9, whichever is
applicable.
	 
	 	 	A Member may continue to contribute pursuant to Section 14.01 in
respect of a period of Credited Service provided under this Section.
	 
	3.04	 	Prior Service Transferred into Plan
	 
	 	 	Credited Service shall include any period of service, as approved by
the Company and deemed permissible under the Income Tax Rules, during
which the Member was in employment with the Company or a predecessor
employer and for which the Member has paid contributions in full into
the Fund and/or for which the Member has made a qualifying transfer
under the terms of the Income Tax Rules into the Fund. The amount of
contribution and/or qualifying transfer shall be determined by the
Actuary in accordance with the Plan Factors. Additional benefits
resulting from the crediting of this service shall be subject to the
provisions of Article 10.
	 
	3.05	 	Determination and Measurement of Credited Service
	 
	 	 	Credited Service shall be expressed as a period of years and
fractions thereof, rounded to three decimals. For a Member who is
employed on a less than full-time basis, Credited Service shall be
determined for each Plan Year of less than full-time employment by
multiplying the Member’s period of Credited Service as defined
pursuant to Section 3.02, 3.03 and 3.04 by the ratio of such Member’s
actual hours worked on a less than full-time basis during the Plan
Year to the hours regularly scheduled to be worked by full-time
Members during that time period.





ARTICLE 4




RETIREMENT




	4.01	 	Normal Retirement
	 
	 	 	Subject to Sections 4.02 and 4.03, an Active Member or Disabled
Member shall retire on his Normal Retirement Date. A Member who
retires on his Normal Retirement Date shall receive a retirement
pension
calculated pursuant to Section 6.01.





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	4.02	 	Early Retirement
	 
	 	 	An Active Member or Disabled Member may elect to retire
prior to his Normal Retirement Date on the first day of
any month coincident with or following attainment of
his fiftieth (50th) birthday. The date selected by the
Member for early commencement of his pension under the
Plan shall be his Early Retirement Date. A Member who
elects early retirement shall receive, commencing on
his Early Retirement Date, a retirement pension
calculated pursuant to Section 6.02.
	 
	4.03	 	Postponed Retirement
	 
	 	 	An Active Member may, with the consent of the Company,
remain in active employment beyond the Member’s Normal
Retirement Date. The retirement pension of a Member
who postpones retirement beyond his Normal Retirement
Date shall commence on the first day of the month
coincident with or next following the earliest of:






	 	(a)	 	the first day of the month coincident with or following the date on which the
Member retires from active employment with the Company;
	 
	 	(b)	 	the first day of any month selected by the Member; and
	 
	 	(c)	 	the first day of December in the year in which the Member attains age 69 or
such later date as may be permitted under the Income Tax Rules;






	 	 	and such date shall be the Member’s Postponed Retirement Date. A Member who retires on his
Postponed Retirement Date shall receive, commencing on such Postponed Retirement Date, a
retirement pension calculated pursuant to Section 6.04. A Member shall not accrue further
Credited Service after his Postponed Retirement Date.





ARTICLE 5




PENSION FORMULA




	5.01	 	Amount of Pension
	 
	 	 	Subject to Article 10, the benefits of a Member under this Plan shall
be the Member’s Defined Benefit Pension and Money Purchase Pension,
plus the Banff Lifts Pension if applicable, determined by reference
to the provisions of this Article.
	 
	5.02	 	Money Purchase Pension
	 
	 	 	For the purposes of the offset under Section 5.03(b), a Money Purchase Pension shall be
calculated for a Member equal to the annual pension payable at the Member’s Normal
Retirement Date which can be provided by the balance of his Money Purchase Account when such
balance is applied to produce a pension with a Present Value Factor (the “MP Factor”) equal
to the following:




(X + Y) Z

     Y





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.
	 	December 2009





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	 	where
	 	X equals:	 	the balance in the Money Purchase Account of the Member;
	 	 
	 	 	 	 
	 	 
	 	Y equals:	 	Z multiplied by the annual amount of Defined Benefit Pension determined under Section 5.03(a);
	 	 
	 	 	 	 
	 	 
	 	Z equals:	 	the Present Value Factor for $1.00 of lifetime pension (payable commencing when the Member reaches Normal
Retirement Date) pursuant to the terms of the Plan, determined as if payable as a Defined Benefit Pension
payable in the normal form under Section 8.01, or in the form required under Section 8.04 if applicable,
and without any indexing under Article 11,







	 	 	provided that such MP Factor shall not exceed the Present Value
Factor of a lifetime pension with the maximum level of ancillary
benefits offered under Section 5.04 (including any applicable
bridging benefits), reflecting the limitations contained in Section
6.02(e), 6.06, 8.02, 8.05, Article 10 and Section 11.01.
	 
	5.03	 	Defined Benefit Pension
	 
	 	 	A Member’s annual Defined Benefit Pension shall be equal to:






	 	(a)	 	2% of the Member’s Highest Average Earnings multiplied by the Member’s Credited
Service (provided that such pension shall not exceed the amount determined by reference
to Section 10.01);






	 	 	REDUCED BY






	 	(b)	 	the annual amount of Money Purchase Pension determined pursuant to Section
5.02;






	 	 	provided that the resulting amount shall not be less than zero.
	 
	 	 	However, if a Member retires pursuant to Section 4.01, 4.02 or 4.03, and does not elect to
transfer his Money Purchase Account out of the Pension Fund pursuant to Section 6.05, or if
the Member is entitled to a deferred pension pursuant to Section 7.02 and the Member does
not elect to transfer his Money Purchase Account out of the Pension Fund pursuant to Section
7.05, then the following rules shall apply.






	 	(c)	 	The Member’s Defined Benefit Pension which, pursuant to Section 6.01, 6.02,
6.04, or 7.02, is calculated by reference to the first paragraph of this Section 5.03
shall be determined without the offset provided under Section 5.03(b).
	 
	 	(d)	 	The redetermination of the Member’s Defined Benefit Pension pursuant to (c)
above shall be subject to certification by the Minister of Revenue of any past service
pension adjustment that arises due to such redetermination, as reduced by any
qualifying transfer arising from the transfer described in (e) below.
	 
	 	(e)	 	The balance of the Member’s Money Purchase Account, not exceeding the limit
contained in the last paragraph of Section 5.04, Part B (Member Transfers Money
Purchase Account to Defined Benefit
Account), shall be transferred to the Defined Benefit Account as of the date of
pension commencement chosen by the Member. However, if the balance of the Member’s
Money Purchase Account exceeds the limit contained in the last paragraph of Section
5.04, Part B, then a portion of the Member’s Money





			
	 	 	 
	Retirement Plan For Management Employees of 

Brewster Inc.	 	December 2009





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	 	 	 	Purchase Account equal to such
limit shall be transferred to the Defined Benefit Account and the remainder of the
Money Purchase Account shall be paid to the Member in cash.






	5.04	 	Ancillary Value and Enhancement of Pension
	 
	 	 	The provisions of Part A or Part B below, as applicable, determine
the enhancement of a Member’s pension.
	 
	 	 	Part A: Member Transfers Money Purchase Account outside Plan
	 
	 	 	If a Member has a Money Purchase Account and elects to transfer that Money Purchase Account
out of the Pension Fund pursuant to Section 6.05 or 7.05, then the Member shall be credited
with an Ancillary Value equal to:






	 	(a)	 	the value Y determined pursuant to Section 5.02;






	 	 	MINUS






	 	(b)	 	the annual Defined Benefit Pension determined pursuant to Section 5.03 after
the offset provided under Section 5.03(b), multiplied by the factor Z determined
pursuant to Section 5.02.






	 	 	The Member may elect to allocate his Ancillary Value to provide one or more of the following
enhancements to his Defined Benefit Pension by completing and filing an election form in the
manner prescribed by the Company:






	 	(c)	 	If the Member’s pension would be subject to a reduction for early retirement
under Section 6.02(c) that early retirement reduction may be lessened, or waived
entirely if possible, pursuant to Section 6.02(e) subject to the minimum reduction
required under Section 6.02(e).
	 
	 	(d)	 	If the Member does not have a Spouse or if the mandatory joint and survivor
form is waived pursuant to Section 8.06, then the Member’s pension may be guaranteed
pursuant to Section 8.02 but the guarantee period shall not exceed 180 months. If the
Member does have a Spouse, the benefit may be paid in the form of a joint and
two-thirds survivor pension pursuant to Section 8.05 which is unreduced or reduced on a
less than actuarial basis and which may include a guarantee of 60 months.
	 
	 	(e)	 	The Member’s pension and any bridging benefits may be granted indexing pursuant
to the provisions of Article 11.
	 
	 	(f)	 	The Member may elect to receive a bridging benefit payable from his Early
Retirement Date pursuant to Section 6.03, but subject to the limits imposed by Article
10.






	 	 	The Member must complete and file such election with the Company no later than the date of
pension commencement chosen by the Member or the Member shall be deemed to have elected to
allocate his Ancillary Value to each of (c), (d), (e) and (f) above in turn in descending
order. If the Ancillary Value is not exhausted by one item the balance of the Ancillary
Value shall be allocated to each subsequent item in turn until the Ancillary Value is
exhausted or until the maximum allocation has occurred under all of (c), (d), (e) and (f).
	 
	 	 	Part B: Member Transfers Money Purchase Account to Defined Benefit Account






			
	 	 	 
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	 	 	If a Member retires pursuant to Section 4.01, 4.02 or 4.03, and does not elect to transfer
his Money Purchase Account out of the Pension Fund pursuant to Section 6.05, or if the
Member is entitled to a deferred pension pursuant to Section 7.02 and the Member does not
elect to transfer his Money Purchase Account out of the Pension Fund pursuant to Section
7.05, then:






	 	(a)	 	the Member shall be credited with an Ancillary Value equal to the balance of
his Money Purchase Account transferred pursuant to Section 5.03(e); and
	 
	 	(b)	 	the following provisions of Part B of this Section shall apply to that Member.






	 	 	The Member may elect to allocate his Ancillary Value to provide one or more of the following
enhancements to his Defined Benefit Pension by completing and filing an election form in the
manner prescribed by the Company:






	 	(c)	 	If the Member’s pension would be subject to a reduction for early retirement
under Section 6.02(c), then that early retirement reduction may be lessened, or waived
entirely if possible, pursuant to Section 6.02(e), subject to the minimum reduction
required under Section 6.02(e).
	 
	 	(d)	 	If the Member does not have a Spouse or if the mandatory joint and survivor
form is waived pursuant to Section 8.06, then the Member’s pension may be guaranteed
pursuant to Section 8.02 but the guarantee period shall not exceed 180 months. If the
Member does have a Spouse, the Member’s pension may be paid in the form of a joint and
two-thirds survivor pension pursuant to Section 8.05 which is unreduced or reduced on a
less than actuarial basis and which may include a guarantee of 60 months.
	 
	 	(e)	 	The Member’s pension and any bridging benefits may be granted indexing pursuant
to the provisions of Article 11.
	 
	 	(f)	 	The Member may elect to receive a bridging benefit payable from his Early
Retirement Date pursuant to Section 6.03, but subject to the limits imposed by Article
10.






	 	 	The Member must complete and file such election with the Company no later than the date of
pension commencement chosen by the Member or the Member shall be deemed to have elected to
allocate his Ancillary Value to each of (c), (d), (e) and (f) above in turn in descending
order. If the Ancillary Value is not exhausted by one item the balance of the Ancillary
Value shall be allocated to each subsequent item in turn until the Ancillary Value is
exhausted or until the maximum allocation has occurred under all of (c), (d), (e) and (f).
	 
	 	 	A Member’s Ancillary Value shall be allocated to provide enhancements under (c), (d), (e)
and (f) to the fullest extent possible. However, the amount transferred from the Member’s
Money Purchase Account to the Defined Benefit Account pursuant to the second paragraph of
Section 5.03 shall not exceed the Commuted Value of the offset to the Defined Benefit
Pension determined under Section 5.03(b) when valued using the MP Factor determined for the
Member pursuant to Section 5.02.
	 
	5.05	 	Banff Lifts Pension
	 
	 	 	A Member’s annual Banff Lifts Pension shall be calculated based on the applicable terms of
the Banff Lifts Plan attached as Appendix A, and determining the “Final Earnings” and
“Indexed Compensation” of the Member (as those terms are used in Appendix A) at the time the
Member retires or otherwise terminates employment with the Company as if he had continued to
participate in the Banff Lifts Plan until that date and using “Pensionable Service” accrued
under the Banff Lifts Plan to December 31, 1999.





			
	 	 	 
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ARTICLE 6




RETIREMENT PENSION




	6.01	 	Normal Retirement Pension
	 
	 	 	A Member who retires on his Normal Retirement Date shall receive a
retirement pension calculated pursuant to Section 5.01, 5.02, 5.03
and 5.04 based on the Member’s Credited Service and Highest Average
Earnings on his Normal Retirement Date and the value of his Money
Purchase Account at that time.
	 
	 	 	In addition, if the Member is a Banff Lifts Member he shall receive
his Banff Lifts Pension calculated pursuant to Section 5.05.
	 
	6.02	 	Early Retirement Pension
	 
	 	 	A Member who retires on his Early Retirement Date shall receive a
retirement pension based on the Member’s Credited Service and Highest
Average Earnings on his Early Retirement Date and the value of his
Money Purchase Account at that time, and calculated according to the
following procedure:






	 	(a)	 	The Member’s MP Factor shall be calculated by reference to Section 5.02 except
that the formula for the MP Factor shall be modified to read as:




(X + YE) Z

     Y




	 	 	 	 	 
	where	 	X, Y and Z are determined pursuant to Section 5.02; and
	 
	 	 	 	 
	 

	 	YE equals:
	 	the Commuted Value of the benefits
payable commencing on the Member’s
Early Retirement Date, determined
as if payable as a Defined Benefit
Pension without the offset
provided under Section 5.03(b),
payable in the normal form under
Section 8.01, or the joint and
survivor form required pursuant to
Section 8.04 if applicable, and
without any indexing under Article
11, and after reduction pursuant
to the reduction factor specified
in Section 6.02(c),







	 	 	 	provided that such MP Factor shall not exceed the Present Value Factor of a lifetime
pension with the maximum level of ancillary benefits offered under Section 5.04
(including any applicable bridging benefits), reflecting the limitations contained
in Section 6.02(e), 6.06, 8.02, 8.05, Article 10 and Section 11.01.
	 
	 	 	 	The Member’s Money Purchase Pension offset pursuant to Section 5.02 shall then be
calculated based on this MP Factor.
	 
	 	(b)	 	The Member’s Defined Benefit Pension shall be calculated pursuant to Section
5.03 and:





			
	 	 	 
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	 	(i)	 	if the Member elects to transfer his Money Purchase Account out
of the Pension Fund pursuant to Section 6.05, then the offset under Section
5.03(b) shall be based on the amount calculated under Section 6.02(a); and
	 
	 	(ii)	 	if the Member does not elect to transfer his Money Purchase
Account out of the Pension Fund pursuant to Section 6.05, then the transfer
from the Member’s Money Purchase Account to the Defined Benefit Account
described in Section 5.03(e) shall occur and, subject to Section 5.03(c) and
(d), the Money Purchase Pension offset under Section 5.03(b) shall not apply.






	 	(c)	 	The Member’s Defined Benefit Pension calculated under (b) above shall then be
reduced by five-twelfths of one percent (5/12%) for each month that his Early
Retirement Date precedes the first day of the month following his 60th birthday subject
to the minimum reduction required under the Income Tax Rules.
	 
	 	(d)	 	The Member’s Ancillary Value shall be determined as:






	 	(i)	 	if the conditions in subsection (b)(i) apply:






	 	(A)	 	the value YE determined pursuant to
Section 6.02(c);






	 	 	 	MINUS






	 	(B)	 	the Commuted Value of the monthly Defined
Benefit Pension determined pursuant to Section 6.02(c); and






	 	(ii)	 	if the conditions in subsection (b)(ii) apply, the balance of
his Money Purchase Account transferred pursuant to
Section 5.03(e).






	 	(e)	 	Notwithstanding (c) above, if the Member elects (or is deemed to elect) to
apply all or part of his Ancillary Value pursuant to subsection (c) of either Part A or
Part B of Section 5.04 to lessen the early retirement reduction applicable to his
Defined Benefit Pension, then the early retirement reduction otherwise applicable shall
be lessened to the extent selected by the Member subject to the following conditions:
(i) the Commuted Value of the diminishment of the early retirement reduction shall
equal the Ancillary Value allocated pursuant to that subsection (c); and (ii) the
Defined Benefit Pension must be reduced by at least 0.25% for each month that the
Member’s Early Retirement Date precedes the earliest of:






	 	(i)	 	the date the Member would attain age 60;
	 
	 	(ii)	 	the date the age and early retirement eligibility service of
the Member would total 80 years; and
	 
	 	(iii)	 	the date the Member would accrue 30 years of early retirement
eligibility service;






	 	 	 	if the Member continued to participate in the Plan. For the purposes of this
paragraph “early retirement eligibility service” has the meaning given to that term
under the Income Tax Rules.





			
	 	 	 
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	 	 	In addition, if the Member is a Banff Lifts Member then he shall
receive his Banff Lifts Pension calculated by reference to Section
5.05 and reduced as required by the applicable provisions of Appendix
A regarding early retirement.
	 
	6.03	 	Bridging Benefit






	 	(a)	 	If the Member elects (or is deemed to elect) to apply all or part of his
Ancillary Value pursuant to subsection (f) of either Part A or Part B of Section 5.04
to provide a bridging benefit, then the Member shall receive a bridging benefit payable
under the defined benefit provisions of the Plan. The amount of such bridging benefit
shall be selected by the Member subject to the condition that the Commuted Value of the
bridging benefit shall equal the Ancillary Value allocated pursuant to that subsection.
	 
	 	(b)	 	The bridging benefits determined pursuant to subsection (a) shall be payable
commencing no earlier than the Member’s Early Retirement Date and shall cease with the
payment for the month in which the Member dies or attains age 65, whichever occurs
earlier. However, the bridging benefit may continue to the payment for the month in
which the Member would have attained age 65 if the Member elects to apply Ancillary
Value to secure such a survivor option for the bridging benefit.
	 
	 	(c)	 	The bridging benefits payable under this Section 6.03 are subject to the
limitations contained in Article 10.






	6.04	 	Postponed Retirement Pension
	 
	 	 	A Member who retires on a Postponed Retirement Date shall be entitled
to receive, commencing on such Postponed Retirement Date, an annual
retirement pension calculated by reference to Article 5 based on the
Member’s Credited Service and Highest Average Earnings on his
Postponed Retirement Date. The Member’s Money Purchase Pension
offset shall be based on the value of his Money Purchase Account on
his Postponed Retirement Date and calculated pursuant to Section 5.02
subject to the following modifications:






	 	(a)	 	The Member’s MP Factor shall be calculated pursuant to Section 5.02 assuming a
pension commencing at the Member’s Postponed Retirement Date.
	 
	 	(b)	 	Factor Z shall be based on a Present Value Factor for a lifetime pension
commencing on the Member’s Postponed Retirement Date.






	 	 	In addition, if the Member is a Banff Lifts Member then he shall
receive his Banff Lifts Pension calculated by reference to Section
5.05 and adjusted as required by the applicable provisions of
Appendix A regarding postponed retirement.
	 
	6.05	 	Portability of Pension
	 
	 	 	A Member who is entitled to a pension under Section 6.01, 6.02 or
6.04 may, despite eligibility for an immediate pension and after
determining any offset of his Defined Benefit Pension pursuant to
Section 5.03 and allocating his Ancillary Value pursuant to Section
5.04, elect to transfer either the Commuted Value of his





			
	 	 	 
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	 	December 2009





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	 	 	Defined Benefit Pension (including any associated bridge benefits) plus the balance of his
Money Purchase Account, or the balance his Money Purchase Account out of the Pension Fund
to:






	 	(a)	 	another registered pension fund meeting the requirements prescribed under the
Act, if the administrator of that fund agrees to accept the payment;
	 
	 	(b)	 	a company licensed to provide annuities in Canada, for the purchase of a life
annuity that will commence no earlier than age 55;
	 
	 	(c)	 	a locked-in retirement account in the name of the Member provided that the
Spouse of such Member executes and files with the Company a waiver in the form required
under the Act;
	 
	 	(d)	 	a life income fund in the name of the Member provided that the Spouse of such
Member executes and files with the Company a waiver in the form required under the Act;
or
	 
	 	(e)	 	another retirement savings arrangement meeting the requirements prescribed
under the Act;






	 	 	provided that notice of such election is given to the Company within the time limits
prescribed under the Act (or as otherwise permitted by the Company) and that such transfer
is carried out in accordance with the requirements of the Act and the Income Tax Rules.
	 
	 	 	The Member may elect to receive the balance of his Money Purchase Account in a cash lump sum
or to transfer it to an unlocked registered retirement savings plan rather than transferring
it to one of the locked-in portability vehicles listed above.
	 
	 	 	A Member who elects a transfer of the Commuted Value of his Defined Benefit Pension or a
transfer or payment of the balance of his Money Purchase Account shall take that transfer or
payment in full satisfaction of such rights under the Plan and upon completion of such
transfer or payment shall have no further entitlement in respect of such benefits under the
Plan.





ARTICLE 7




TERMINATION OF EMPLOYMENT




	7.01	 	Non Vested Termination
	 
	 	 	If an Active Member or Disabled Member breaks Continuous Service for
any reason other than death or retirement before completing two years
of Continuous Service the Member shall receive a lump sum amount
equal to the balance of the Member’s Money Purchase Account or he may
elect to transfer said balance to a registered retirement savings
plan in his name.
	 
	 	 	In addition, if the Member is a Banff Lifts Member termination
benefits may be payable pursuant to the applicable terms of Appendix
A regarding termination of employment.





			
	 	 	 
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	7.02	 	Deferred Pension
	 
	 	 	If an Active Member or Disabled Member breaks Continuous Service for
any reason other than death or retirement after completing two years
of Continuous Service the Member shall become a Deferred Member and
shall be entitled to receive a deferred pension commencing on the
Member’s Normal Retirement Date. Such deferred pension shall be
calculated and determined by reference to Article 5 at the time that
the Member breaks Continuous Service. The calculation shall be based
on the Member’s Credited Service and Highest Average Earnings on the
date he breaks Continuous Service and the value of his Money Purchase
Account at his Normal Retirement Date.
	 
	 	 	The redetermination of the Member’s Defined Benefit Pension and the transfer of his Money
Purchase Account to the Defined Benefit Account pursuant to Section 5.03(c), (d) and (e)
shall occur as of the Member’s Normal Retirement Date. The Member must complete an election
allocating his Ancillary Value pursuant to Part A or Part B of Section 5.04, as applicable,
and file such election with the Company on or prior to his Normal Retirement Date or the
Member shall be deemed to have elected to allocate his Ancillary Value to each of Section
5.04(c), (d), (e) and (f) in turn in descending order. If the Ancillary Value is not
exhausted by one item, the balance of the Ancillary Value shall be allocated to each
subsequent item in turn until the Ancillary Value is exhausted or until the maximum
allocation has occurred under all of subsections(c), (d), (e) and (f).
	 
	 	 	In addition, if the Member is a Banff Lifts Member a deferred pension
or termination benefit may be payable pursuant to the applicable
terms of Appendix A regarding termination of employment.
	 
	7.03	 	Early Commencement
	 
	 	 	A Deferred Member may elect to begin receiving his deferred pension on the first day of any
month after he will attain age 50. A Deferred Member who wishes to begin receiving his
deferred pension prior to his Normal Retirement Date must apply, in writing, to the Company,
at least 60 days prior to the date when the Deferred Member wishes payment of the pension to
commence.
	 
	 	 	The Member’s Defined Benefit Pension shall be actuarially reduced to reflect commencement
prior to Normal Retirement Date except as modified by any allocation pursuant to subsection
(c) of either Part A or Part B of Section 5.04. However, if the Deferred Member had
attained age 50 before he broke Continuous Service, then the amount of any reduction to his
Defined Benefit Pension for early commencement shall be determined pursuant to Section
6.02(c) as if the Deferred Member was retiring early (based on his Credited Service and
Highest Average Earnings at the date the Member breaks Continuous Service and the value of
his Money Purchase Account on the date of pension commencement), as modified by any
allocation pursuant to subsection (c) of either Part A or Part B of Section 5.04. The
redetermination of the Member’s Defined Benefit Pension and the transfer of his Money
Purchase Account to the Defined Benefit Account pursuant to Section 5.03(c), (d) and (e)
shall occur as of the date chosen for pension commencement. The Deferred Member who elects
to commence his deferred pension early must allocate his Ancillary Value calculated pursuant
to Section 6.02 in accordance with Section 5.04 by the time his pension is to commence or he
shall be deemed to allocate his Ancillary Value pursuant to the default provisions of
Section 5.04.
	 
	 	 	A Member who elects to commence his deferred pension prior to his Normal Retirement Date
will also receive any bridging benefit which he has elected to receive or is deemed to elect
pursuant to subsection (f) of either Part A or Part B of Section 5.04.





			
	 	 	 
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	 	 	The amount of any deferred Banff Lifts Pension payable to a Banff Lifts Member shall be
determined pursuant to the applicable terms of Appendix A regarding early commencement of
benefits.
	 
	7.04	 	Application for Pension
	 
	 	 	A Deferred Member entitled to a deferred pension shall make
application, in writing, to the Company, at least 60 days prior to
the date when the Deferred Member wishes payment of the pension to
commence.
	 
	7.05	 	Portability
	 
	 	 	A Member who breaks Continuous Service and who is entitled to a
deferred pension under the terms of this Plan may, after determining
any offset of his Defined Benefit Pension pursuant to Section 5.03
and allocating his Ancillary Value pursuant to Section 5.04, elect to
transfer either the Commuted Value of the deferred Defined Benefit
Pension (including any associated bridge benefits) plus the balance
of his Money Purchase Account, or the balance his Money Purchase
Account out of the Pension Fund to:






	 	(a)	 	another registered pension fund meeting the requirements prescribed under the
Act, if the administrator of that fund agrees to accept the payment;
	 
	 	(b)	 	a company licensed to provide annuities in Canada, for the purchase of a life
annuity that will commence no earlier than age 55;
	 
	 	(c)	 	a locked-in retirement account in the name of the Member;
	 
	 	(d)	 	a life income fund or locked-in retirement income fund in the name of the
Member provided that the Member had attained age 50 and the Spouse of such Member
executes and files with the Company a waiver in the form required under the Act; or
	 
	 	(e)	 	another prescribed retirement savings arrangement in the name of the Member;






	 	 	provided that notice of such election is given to the Company within the time limits
prescribed under the Act (or as otherwise permitted by the Company) and that such transfer
is completed in accordance with the requirements of the Act and the Income Tax Rules.
	 
	 	 	The Member may elect to receive the balance of his Money Purchase Account in a cash lump sum
or to transfer it to an unlocked registered retirement savings plan in lieu of transferring
it to one of the locked-in portability vehicles listed above.
	 
	 	 	A Member who elects a transfer of the Commuted Value of his deferred Defined Benefit Pension
or a transfer or payment of the balance of his Money Purchase Account shall take that
transfer or payment in full satisfaction of such rights under the Plan and upon the
completion of such transfer or payment shall have no further entitlement in respect of such
benefits under the Plan.





			
	 	 	 
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	 	December 2009





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ARTICLE 8




NORMAL AND OPTIONAL FORMS OF PENSION




	8.01	 	Normal Form of Pension
	 
	 	 	Subject to the other provisions of this Article:






	 	(a)	 	a Member’s annual pension shall be payable in equal monthly instalments for the
lifetime of the Member beginning on the Member’s retirement date and ending with the
payment immediately preceding his death, and
	 
	 	(b)	 	a Member’s Banff Lifts Pension shall be payable pursuant to the applicable
terms of Appendix A regarding normal forms.






	8.02	 	Enhanced Form of Pension
	 
	 	 	Notwithstanding the provisions of Section 8.01, if a Member elects
(or is deemed to elect) to apply all or part of his Ancillary Value
pursuant to subsection (d) of either Part A or Part B of Section 5.04
to provide a form of guarantee then the Member’s Defined Benefit
Pension shall be guaranteed for a number of months. The length of
the guarantee shall be determined so that the Commuted Value of the
Defined Benefit Pension with the guarantee is equal to the Commuted
Value of the Defined Benefit Pension payable without a guarantee plus
the Ancillary Value allocated to provide the guarantee. The
guarantee period shall be measured in whole months and the total
period guaranteed under this Article 8 shall not exceed 180 months.
	 
	8.03	 	Commutation of Guarantee
	 
	 	 	If a Member dies before the guaranteed number of payments have been
made, the monthly instalments shall then be paid to the Member’s
Beneficiary until the guaranteed number of payments have been
completed. Alternatively, if the Beneficiary elects, the Company
may, at its discretion, commute the remaining payments and pay the
Commuted Value of such remaining payments to the Member’s Beneficiary
in a lump sum in satisfaction of the guarantee.
	 
	8.04	 	Mandatory Joint and Survivor Form of Pension
	 
	 	 	Notwithstanding the preceding provisions of this Article 8, if a
Member has a Spouse on the date that payment of the Member’s pension
commences then the amount of the Member’s Defined Benefit Pension
shall be reduced and paid in the form of a joint and 60% survivor
pension without guarantee. This joint and survivor pension shall be
payable in equal monthly installments for the Member’s lifetime and
after the Member’s death, the pension shall continue to be paid to
the Member’s Spouse for the Spouse’s remaining lifetime, in equal
monthly installments, equal to sixty percent (60%) of the amount of
the monthly installment that was paid to the Member immediately prior
to his death. The joint and survivor pension shall be the Actuarial
Equivalent of the normal form of pension which would otherwise be
payable under Section 8.01. However, if the Member retires on or
after his Normal Retirement Date, no actuarial reduction applies and
the amount of Defined





			
	 	 	 
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	 	December 2009





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	 	 	Benefit Pension payable to the Member shall be the amount determined by reference to Article 5 with 60% of such amount payable to
the Spouse for her lifetime on the death of the Member.
	 
	 	 	The form and amount of the Banff Lifts Pension payable to a Banff Lifts Member shall be determined
pursuant to the applicable terms of Appendix A regarding normal forms.
	 
	8.05	 	Enhanced Joint and Two-Thirds Survivor Form of Pension
	 
	 	 	Notwithstanding the provisions of Section 8.04, if a Member with a Spouse on the date that payment of his
pension commences elects (or is deemed to elect) to apply all or part of his Ancillary Value pursuant to
subsection (d) of either Part A or Part B of Section 5.04 to provide an unreduced (or partially reduced,
as applicable):






	 	(a)	 	joint and two-thirds survivor pension without guarantee then the Member’s
Defined Benefit Pension shall be paid to the Member in equal monthly instalments until
the Member dies at which time two-thirds of the amount paid to the Member shall be paid
to the Member’s surviving Spouse, if any, for the remaining lifetime of such Spouse; or
	 
	 	(b)	 	joint and two-thirds survivor pension with a five year guarantee then the
Member’s Defined Benefit Pension shall be paid to the Member in equal monthly
instalments until the Member dies at which time two-thirds of the amount paid to the
Member shall be paid to the Member’s surviving Spouse, if any, for the remaining
lifetime of such Spouse, provided that:






	 	(i)	 	if the Member dies before he has received sixty payments then
the amount payable to the surviving Spouse for the remainder of such sixty
months shall not be less than the amount payable to the Member; and
	 
	 	(ii)	 	if the Spouse dies before the Member and the surviving Spouse
have received a total of sixty payments between them then the payments shall
continue to the Beneficiary of the Member for the remainder of such sixty
months.






	 	 	The reduction, if any, to be applied to the Defined Benefit Pension payable to the Member
shall be determined by reference to the Member’s Ancillary Value. If the Member’s Ancillary
Value allocated for this purpose equals the difference in Commuted Value between an
unreduced joint and two-thirds survivor pension (with a five year guarantee if applicable)
and a joint and two-thirds survivor pension (with a five year guarantee if applicable) that
is actuarially equivalent to the mandatory form of pension that would otherwise be payable
under Section 8.04, then the Defined Benefit Pension payable to the Member shall be
unreduced. If the Member’s Ancillary Value allocated for this purpose is less than such
difference in Commuted Value, then the Defined Benefit Pension payable to the Member shall
be reduced to the extent required to ensure that the Commuted Value of such reduced pension
with its joint and two-thirds survivor pension (and five year guarantee if applicable) is
equal to the Ancillary Value allocated pursuant to the applicable subsection (d) of Section
5.04 plus the Commuted Value of a joint and two-thirds survivor pension, with a five year
guarantee if applicable, that is actuarially equivalent to the mandatory form of pension
that would otherwise be payable pursuant to Section 8.04.





			
	 	 	 
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	8.06	 	Waiver of Joint and Survivor Form of Pension
	 
	 	 	The requirement to pay a pension in the joint and survivor form pursuant to Section 8.04
shall not apply if the Member elects an enhanced joint and survivor form pursuant to Section
8.05 or if Member and the Spouse of such Member execute and file with the Company a waiver
in the form required under the Act or a certified copy of a domestic contract containing
such waiver. The waiver must be filed within the time prescribed under the Act. The Spouse
of a Member who has elected a waiver pursuant to this Section 8.06 is deemed to be the
Member’s Beneficiary for any remaining guaranteed pension payments payable in the event of
the Member’s death unless the Spouse also waives such entitlement in the time, form and
manner required under the Act.
	 
	8.07	 	Optional Forms of Pension
	 
	 	 	Subject to the requirement to provide a waiver if Section 8.04
applies, a Member may, with the approval of the Company, elect to
receive an alternative pension form as follows:






	 	(a)	 	a life annuity guaranteed for either five (5), ten (10), or fifteen (15) years;
or
	 
	 	(b)	 	a life annuity guaranteed to himself and to an individual he has designated as
a joint annuitant provided that such joint annuitant is the Member’s Spouse or the
Member’s dependent as defined in the Income Tax Rules. Any benefit payable to a
Member’s dependent shall not continue beyond the eligible survivor benefit period as
stated in the Income Tax Rules and shall not exceed sixty-six and two thirds percent
(66 2/3%) of the Member’s benefit.






	 	 	An alternative pension form will be the Actuarial Equivalent of the pension which would
otherwise have been provided under Section 8.01 or 8.04, as applicable.





ARTICLE 9




BENEFITS ON DEATH




	9.01	 	Pre-Retirement Death Benefit
	 
	 	 	If an Active Member or Disabled Member dies before beginning to
receive a pension under the Plan or if a Deferred Member dies before
beginning to receive a pension under the Plan then a pre-retirement
death benefit shall be paid to the surviving Spouse of the Member.






	 	(a)	 	The pre-retirement death benefit of an Active Member or Disabled Member shall
be equal to the Commuted Value of the deferred pension calculated pursuant to Article 7
as if the Member had broken Continuous Service immediately prior to his death. The
redetermination of the Member’s Defined Benefit Pension and the transfer of his Money
Purchase Account to the Defined Benefit Account pursuant to Section 5.03(c), (d) and
(e) shall apply as of the Member’s date of death, and his Ancillary Value shall be
allocated at the time of his death pursuant to the default allocation prescribed in Section 5.04. However, if the Member was eligible to retire on the
date of his death 





			
	 	 	 
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	 	December 2009





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	 	 	 	then the pre-retirement death benefit shall equal the Commuted
Value of the immediate pension that would have been payable pursuant to Article 7 as
if the Member had retired immediately prior to his death. The redetermination of
the Member’s Defined Benefit Pension and the transfer of his Money Purchase Account
to the Defined Benefit Account pursuant to Section 5.03(c), (d) and (e) shall apply
as of the Member’s date of death, and his Ancillary Value shall be allocated
pursuant to the default allocation prescribed in Section 5.04.
	 
	 	 	 	The pre-retirement death benefit in the case of a Deferred Member shall be equal to
the Commuted Value of the Member’s deferred pension.
	 
	 	(b)	 	Any pre-retirement death benefit payable to a Banff Lifts Member shall be
determined pursuant to the applicable terms of Appendix A regarding death prior to
retirement.






	9.02	 	Form of Pre-Retirement Death Benefit
	 
	 	 	Subject to the requirements of the Act, a Spouse entitled to receive
a pre-retirement death benefit pursuant to Section 9.02 may elect to
receive the benefit in the form of:






	 	(a)	 	an immediate pension payable for the lifetime of the Spouse;
	 
	 	(b)	 	a deferred pension payable for the lifetime of the Spouse commencing or on the
first day of any month on or after the date the Spouse attains age fifty-five (55), but
before the end of the calendar year in which the Spouse attains age sixty-nine (69) or,
if later, within one (1) year after the death of the Member; or
	 
	 	(c)	 	transfer to another registered pension plan of which the Spouse is a Member, if
that plan permits;
	 
	 	(d)	 	a transfer to the Spouse’s locked-in retirement account.






	 	 	The form of any pre-retirement death benefit payable to a Banff Lifts
Member shall be determined pursuant to the applicable terms of
Appendix A regarding death prior to retirement.
	 
	 	 	The Spouse shall elect the form of such pre-retirement death benefits
within 90 days of receipt, from the Company, of notice of
entitlement, failing which the Spouse shall be deemed to have elected
a pension with monthly payments commencing on the first of the month
coincident with or next following the Spouse’s sixty-fifth (65th)
birthday.
	 
	9.03	 	Payment to Beneficiary
	 
	 	 	If a Member does not have a Spouse at the time of death then the
pre-retirement death benefit payable under Section 9.02 shall be paid
to the Beneficiary in a lump sum.





			
	 	 	 
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	9.04	 	Death After Retirement
	 
	 	 	If a Retired Member dies then the death benefit, if any, shall be the
remaining monthly payments or other benefit payable in accordance
with the form of pension in effect pursuant to Article 8.
	 
	9.05	 	Designation of Beneficiary
	 
	 	 	Subject to the Act, each Member may, from time to time, designate a
person or persons to receive the benefits which may be payable to a
beneficiary under the Plan in the event of the death of the Member.
Each such designation shall revoke all prior designations by such
Member, shall be in writing on a form provided for that purpose and
filed with the Company, and may name one or more primary
beneficiaries. If the Member has not designated a Beneficiary or
such Beneficiary pre-deceases the Member then any death benefit
payable to a Beneficiary shall be paid to the estate of the Member.
	 
	9.06	 	Spousal Waiver
	 
	 	 	The Spouse of a Member, who is entitled under the Act to relinquish entitlement to the death
benefits payable under Section 9.01, may do so before the death of the Member by completing
and filing with the Company a waiver in the form and manner prescribed under the Act. In
such case, any pre-retirement death benefits shall be payable as if the Member had no
Spouse. Notwithstanding any other provision of the Plan, a Spouse who has waived his
entitlement under this Section 9.06 cannot be designated as the Member’s Beneficiary for the
purposes of benefits payable from the Plan on the death of a Member prior to pension
commencement.
	 
	ARTICLE 10
	 
	LIMITATIONS ON BENEFITS
	 
	10.01	 	Maximum Lifetime Pension Amount in Year of Commencement
	 
	 	 	Notwithstanding the other provisions of the Plan, the annual
lifetime pension payable to a Member under this Plan in the year of
commencement (including any benefit payable to a Spouse or former
Spouse of the Member pursuant to Section 18.04) (and excluding any
portion of a pension resulting solely from an actuarial increase in
respect of deferral after the Member’s Normal Retirement Date, any
Money Purchase Pension or Banff Lifts Pension) shall not exceed the
lesser of:






	 	(a)	 	the defined benefit limit for the year in which the pension commences; and
	 
	 	(b)	 	2% of the Member’s highest average compensation indexed to the year of
commencement pursuant to the Income Tax Rules;






	 	 	multiplied by the Member’s Credited Service. For the
purposes of this paragraph “defined benefit limit”
and “highest average compensation” shall have the
meanings given to those terms under the Income Tax
Rules, Credited Service in respect of the period
prior to January 1, 1992 shall not exceed 35 years,
and the phrase
“defined benefit limit” in subparagraph (a) shall be read as “2/3 or the
defined benefit limit” in respect of






			
	 	 	 
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	 	 	Credited Service granted pursuant to
Section 3.04 for periods prior to January 1, 1990 that were not previously
counted as pensionable service under a registered pension plan.
	 
	 	 	Any Banff Lifts Pension payable to a Member shall be
limited by the applicable terms of Appendix A
regarding maximum retirement benefits.
	 
	10.02	 	Maximum Early Retirement Pension
	 
	 	 	The maximum lifetime pension determined pursuant to
Section 10.01 shall be reduced by one-quarter of one
percent (0.25%) for each complete month by which
commencement of the pension precedes the earliest of:






	 	(a)	 	the date the Member would attain age 60;
	 
	 	(b)	 	the date the age and early retirement eligibility service of the Member would
total 80 years; and
	 
	 	(c)	 	the date the Member would accrue 30 years of early retirement eligibility
service;






	 	 	if the Member continued to participate in the Plan until that date.
For the purposes of this paragraph “early retirement eligibility
service” has the meaning given to that term under the Income Tax
Rules.
	 
	10.03	 	Bridging Benefit Limits
	 
	 	 	Notwithstanding the other provisions of the Plan, the annual bridging benefit payable to a
Member under the terms of this Plan shall not exceed the maximum amount permitted under the
Income Tax Rules.
	 
	 	 	The sum of the annual bridging benefit and lifetime pension payable to a Member under the
terms of this Plan for Credited Service from January 1, 1992 shall not, in the year of
commencement, exceed the sum of:






	 	(a)	 	the defined benefit limit for the year of commencement multiplied by the
Member’s Credited Service from January 1, 1992; and
	 
	 	(b)	 	25% of the average of the YMPE for the year of commencement and the two
immediately preceding years multiplied by a fraction the numerator of which is the
Member’s Credited Service (not exceeding 35 years) accrued after December 31, 1991 and
the denominator of which is 35.






	10.04	 	Maximum Pension in Years Following Commencement
	 
	 	 	Notwithstanding the other provisions of the Plan, the annual
lifetime pension and associated bridging benefits payable under this
Plan to a Member whose benefits are indexed pursuant to Article 11
in any year following the year of commencement (including any
benefit payable to a Spouse or former Spouse of the Member pursuant
to Section 18.04) (and excluding any portion of a pension resulting
solely from an actuarial increase in respect of deferral after the
Member’s Normal Retirement Date and any Money Purchase Pension or
Banff Lifts Pension) shall not exceed the amount determined under
Section 10.01 and 10.02 in the case of the lifetime pension and
under Section 10.03 in the case of the bridging benefits, multiplied
by the cumulative percentage increase in the Consumer Price Index
(as published by Statistics Canada under the authority of the
Statistics
Act) from the month in which the benefit commenced to the beginning of the current year.
The annual lifetime





			
	 	 	 
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	 	 	pension and associated bridging benefits payable under this Plan to a
Member whose benefits are not indexed pursuant to Article 11 shall not increase after
payment commences.
	 
	 	 	Any Banff Lifts Pension payable to a Member shall be limited by the applicable terms of
Appendix A regarding maximum retirement benefits.





ARTICLE 11




INDEXING ADJUSTMENTS




	11.01	 	Adjustment to Member’s Pension
	 
	 	 	If a Member elects (or is deemed to elect) to apply all or part of
his Ancillary Value pursuant to subsection (e) of either Part A or
Part B of Section 5.04 to provide indexing for his Defined Benefit
Pension, and associated bridging benefits if applicable, then such
pension and benefits shall be indexed at a fixed annual rate to the
extent that the Commuted Value of the indexing is equal to the
Ancillary Value allocated to provide the indexing. Such indexing
shall not exceed:






	 	(a)	 	in respect the period from the Member’s break in Continuous Service to the end
of the month before payment of his pension commences, the percentage increase in the
Average Industrial Wage during that period; and
	 
	 	(b)	 	in respect of the period beginning with the first day of the in which payment
of his pension commences, 4% per annum.






	 	 	The monthly indexed Defined Benefit Pension, and associated bridging benefits if applicable,
shall be increased effective the first day of each January following the Member’s break in
Continuous Service by the addition of an amount which is the product of:






	 	(a)	 	the monthly amount of such pension, and associated bridging benefits if
applicable, which is payable or being paid at the end of the preceding year; and
	 
	 	(b)	 	the annual rate of indexing determined under the first paragraph of this
Section.






	 	 	In the first year of indexing only, the result shall be further multiplied by a fraction,
the numerator of which is the number of calendar months between the commencement date of the
pension and the December 31 of the same year and the denominator of which is 12.
	 
	 	 	A Banff Lifts Pension shall be indexed pursuant to the applicable terms of Appendix A
regarding cost of living increases.
	 
	11.02	 	Adjustment to Survivor Benefit
	 
	 	 	The monthly amount of a post-retirement survivor pension being paid
to a Spouse in respect of a deceased Retired Member’s pension which
was indexed pursuant to Section 11.01 shall be indexed as follows.
Such





			
	 	 	 
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	 	 	pension shall be increased effective the first day of January
in each year following commencement of the survivor pension by the
addition of an amount which is the product of:






	 	(a)	 	the monthly amount of survivor pension in respect of such pension being paid at
the end of the preceding year; and
	 
	 	(b)	 	the annual rate of indexing that was applicable to the Retired Member’s pension
under Section 11.01.






	 	 	If the Retired Member’s pension on which the survivor pension is based commenced payment
later than the first day of January in the preceding year, the result shall be further
multiplied by a fraction, the numerator of which is the number of the calendar months
between the commencement date of the Retired Member’s pension and the December 31 of the
same year and the denominator of which is 12.
	 
	 	 	The adjustment pursuant to this Section shall also apply to any guaranteed pension payments
made to a Beneficiary following the death of a Retired Member which are based on a pension
that was indexed pursuant to Section 11.01.





ARTICLE 12




FUNDING




	12.01	 	Pension Fund
	 
	 	 	The Company shall establish and maintain a Pension Fund with a
Funding Agent pursuant to a Funding Agreement for the purpose of
funding the benefits under this Plan. The Company may amend or
revoke the Funding Agreement, remove the Funding Agent and appoint
an additional and/or a successor Funding Agent as it may deem
appropriate. All contributions by the Company and Members shall be
deposited into the Pension Fund.
	 
	 	 	The Pension Fund shall contain one Defined Benefit Account, and a
Money Purchase Account for each Member who contributes pursuant to
Section 14.01 as follows:






	 	(a)	 	Defined Benefit Account The Defined Benefit Account shall consist of
the assets in the Pension Fund not allocated to the Money Purchase Accounts.
	 
	 	(b)	 	Money Purchase Account A separate account shall be maintained for each
Member contributing pursuant to Section 14.01 which shall represent the portion of the
Pension Fund attributable to the Money Purchase Contributions made by the Member .





			
	 	 	 
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	12.02	 	Investment of Pension Fund
	 
	 	 	The assets of the Pension Fund shall be invested in accordance with
the terms of the Funding Agreement, the Income Tax Rules and the
Act. The Company shall adopt a statement of investment policies and
goals and the Pension Fund shall be invested in compliance with such
statement. The Company shall direct the investment of the Defined
Benefit Account and the Members with Money Purchase Accounts shall
direct the investment of their Money Purchase Accounts in the
investment options made available under the terms of the Funding
Agreement. The earnings, gains and losses arising within each such
investment option shall be determined in accordance with the terms
of the Funding Agreement and allocated to the Defined Benefit
Account and the applicable Money Purchase Accounts not less
frequently than monthly.
	 
	12.03	 	Sole Liability of Pension Fund Assets
	 
	 	 	Any Member or other person having any claim under the Plan must look
solely to the assets of the Pension Fund for such benefit. Neither
the Company, nor any of its directors or officers, shall be liable,
in their individual or other capacities, to any person for the
payment of any benefits under the provisions of the Plan, or under
the Funding Agreement.
	 
	12.04	 	Use of Excess Assets
	 
	 	 	Subject to the Act, if the assets in the Defined Benefit Account
exceed the liabilities attributable to benefits payable from that
account then the Company may, in its discretion:






	 	(a)	 	apply such excess assets against any funding required of the Company as
permitted under Section 13.01;
	 
	 	(b)	 	receive on an ongoing basis, upon obtaining any necessary prior approval of the
applicable regulatory authorities, any portion of such excess assets that may be
refunded under the Act; or
	 
	 	(c)	 	utilize such excess assets for any other purpose as the Company may direct and
as permitted under the Act and the Income Tax Rules.






	12.05	 	Return of Contributions to Avoid Revocation
	 
	 	 	Any contributions made to the Pension Fund by the Company or a
Member may be returned to the Company or the Member, as applicable,
together with Credited Return thereon in the case of any Member
Contributions, to the extent such return is required to avoid
revocation of the registration of the Plan under the Income Tax Act
(Canada). No monies shall be returned without any required prior
approval of the appropriate pension regulatory authorities and with
such reporting for tax purposes as may be required under the Income
Tax Rules.





			
	 	 	 
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ARTICLE 13




COMPANY CONTRIBUTIONS




	13.01	 	Company Contributions to Defined Benefit Account
	 
	 	 	The Company shall, from time to time as required by the Act and the
Income Tax Rules, make quarterly contributions to the Defined
Benefit Account of such amounts which, based on the advice of the
Actuary, are required to provide an appropriate level of funding for
the benefits payable from the Defined Benefit Account in respect of
the following:






	 	(a)	 	the normal actuarial cost of defined benefits currently accruing to Members in
accordance with the provisions of the Plan; and
	 
	 	(b)	 	for the proper amortization of any unfunded actuarial liability or solvency
deficiency in relation to the Defined Benefit Account;






	 	 	both in accordance with requirements of the Act, after taking into
account the assets of the Pension Fund, the earnings thereon, and
all other relevant factors.
	 
	 	 	If at any time, while the Plan continues in existence, the Actuary
certifies that the assets of the Fund exceed the actuarial
liabilities of the Plan in respect of benefits defined in the Plan,
such excess assets or any portion of such assets may be used by the
Company to reduce its contribution obligation under this Section.
	 
	13.02	 	Remittance of Contributions
	 
	 	 	The Company shall remit to the Funding Agent for deposit in the Fund
within thirty (30) days after the period on which they are due, as
recommended by the Actuary in the last actuarial report filed in
accordance with the Act.





ARTICLE 14




MEMBER CONTRIBUTIONS




	14.01	 	Member Contributions
	 
	 	 	An Active Member or Disabled Member may elect to contribute to his Money Purchase Account.
Such Member contributions shall be made by way of payroll deduction in the case of an Active
Member. A Member may elect to continue to contribute during a Leave of Absence for which
Credited Service accrues pursuant to Section 3.02, or during a period of Total Disability
for which Credited Service accrues pursuant to Section 3.03 and in such case the
contributions shall be made by way of direct payment from the Member to the Company subject
to such rules as the Company may prescribe.





			
	 	 	 
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	14.02	 	Amount of Member Contributions
	 
	 	 	A Member who elects to contribute to his Money Purchase Account
shall select the level of such contribution which shall be a
percentage of his eligible earnings set at a whole or half integer.
A Member’s contributions shall not, in a calendar year, exceed the
lesser of (a) and (b) below:






	 	(a)	 	the lesser of:






	 	(i)	 	the money purchase limit for the year; and
	 
	 	(ii)	 	18% of the Member’s Earnings for the year.






	 	 	 	For the purposes of this subsection, “money purchase limit” shall have the meaning
given to that term under the Income Tax Rules; and
	 
	 	(b)	 	the amount of pension credit that the Member would have received for accrual of
a defined benefit pension pursuant to the formula in Section 5.03(a) without the offset
under Section 5.03(b)






	14.03	 	Manner and Frequency of Electing Contribution Rate
	 
	 	 	A Member who wishes to elect to contribute and select the level of such contributions shall complete the forms prescribed
by the Company and such election shall be effective as of the date prescribed by the Company. An Employee who fails to
make such election shall be deemed to have elected to make no contributions.
	 
	 	 	An Active Member or Disabled Member who is contributing to the Plan may revoke the election or change the level of
contribution once in each calendar year. An Active Member or Disabled Member who is not contributing to the Plan may
elect to contribute once in each calendar year. Any change, election or revocation shall be made not later than 30 days
before the end of the calendar year and shall be effective on the first day of the next calendar year.
	 
	14.04	 	Repayment of Excess Money Purchase Contributions
	 
	 	 	If the contributions to a Money Purchase Account in respect of a Member for a calendar year exceed the limit set out in
Section 14.02, the excess portion shall be repaid to the Member, subject to any required prior approval of a regulatory
authority. Following such repayment, the balance of the Money Purchase Account shall be adjusted to reflect this
reduction. Such repayment shall be made no later than the last day of February in the year following the year in which
the excess arose.
	 
	14.05	 	Interest Credited on Member Contribution to Defined Benefit Provision
	 
	 	 	In respect of the Member contributions and/or qualifying transfers made in accordance with Section 3.04, an account for
these monies shall be set up and credited at each Plan Year end with any investment earnings net of all investment
expenses incurred in the operation of the Defined Benefit Account (herein referred to as the net rate of interest). The
net rate of interest shall be computed by valuing all investments of the Defined Benefit Account at their market value.
As such, the net rate of interest includes all interest and dividend income of the Defined Benefit Account and all
realized and unrealized capital gains and losses on the 





			
	 	 	 
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	 	 	investments of the Defined Benefit Account from the first of the month following the date of payment into the
Defined Benefit Account to the month end prior to the date of payment of a benefit in
respect of such contributions.
	 
	 	 	Member contributions, including qualifying transfers if any, with interest in excess of
fifty (50%) percent of the Commuted Value of the pension benefit that has accrued to the
Member, shall be paid in cash to the Member upon the retirement or termination of service of
the Member.
	 
	 	 	Member contributions, including qualifying transfers if any, with interest in excess of
fifty (50%) percent of the Commuted Value of the pension benefit that has accrued to the
Member, shall be paid in cash to the Member’s Spouse or if no Spouse paid to the Member’s
Beneficiary upon the death of the Member prior to retirement.





ARTICLE 15




ADMINISTRATION




	15.01	 	Administrator
	 
	 	 	The Company shall be the administrator of the Plan for the purposes
of the Act and the Income Tax Rules. The Company shall decide all
matters and questions in respect of the operation, administration
and interpretation of the Plan. As such, the Company shall be
entitled to determine conclusively a Member’s eligibility, Earnings
and periods of continuous employment, membership or service or
Credited Service. All interpretations and decisions shall be
applied as nearly as may be possible in a uniform manner to all
Members similarly situated.
	 
	 	 	The Company shall maintain, or cause another person to maintain,
such records and data as the Actuary may require for the purpose of
completing actuarial valuations and estimates of required
contributions.
	 
	 	 	The Company shall be entitled to rely conclusively upon all tables,
valuations, certifications, opinions and reports which shall be
furnished by an Actuary, accountant, legal counsel or other
professional person who shall be employed or engaged for such
purposes.
	 
	15.02	 	Actuarial Procedure and Assumptions
	 
	 	 	The Company shall from time to time appoint an Actuary, to serve at
the pleasure of the Company, who shall provide technical advice in
all matters in connection with the Plan requiring actuarial
computations and valuations. The Company shall from time to time,
in consultation with the Actuary, adopt such rates of interest and
mortality, service and other tables as may be required in connection
with the administration of the Plan whether in connection with
computations of benefits, contributions by the Company, or
otherwise. On the basis of such tables as the Actuary may adopt,
the Actuary shall make a triennial valuation of the assets and
liabilities of the Plan and such intermediate valuations as the
Company may direct.





			
	 	 	 
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	15.03	 	Administration Expenses
	 
	 	 	Any expenses arising in respect of the administration of the Plan
and Pension Fund, but limited to the fees and other expenses and
charges of any Actuary, auditor or agent employed by the Company in
connection with the Plan’s or Pension Fund’s administration may be
paid from the Pension Fund.
	 
	15.04	 	Limitation of Liability and Indemnity
	 
	 	 	The Company shall save harmless any employees who are involved in
the administration of the Plan from the effects and consequences of
their acts, omissions and conduct in their formal capacity to the
extent permitted by law, except for their own willful and
intentional malfeasance or misconduct.
	 
	15.05	 	Purchase of Annuities
	 
	 	 	Pension benefits shall normally be paid from the Pension Fund, however, the Company may
arrange to purchase an annuity or annuities to provide some or all of such pension benefits.
	 
	15.06	 	Requirements for Payment of Benefits
	 
	 	 	A pension or an annuity under the Plan shall be granted by the
Company only upon application in the manner prescribed by the
Company, and after submission of satisfactory proof of age of the
Member and, if applicable, of the Spouse or joint annuitant.
	 
	 	 	Age may be proved by an official birth certificate issued by the
appropriate public authority. If the Member is unable to obtain an
official birth certificate, evidence of age satisfactory to the
Company must be produced.
	 
	 	 	Payment of any benefit under the Plan other than a pension or
annuity shall be made only upon application in the manner prescribed
by the Company and upon submission of any relevant supporting
evidence as the Company in its discretion may require.
	 
	 	 	Any person receiving or claiming a pension or an annuity under the Plan shall, on request of
the Company, furnish to the Company satisfactory evidence of his continuing right thereto.
	 
	 	 	Notwithstanding anything in the Plan to the contrary, no cash
settlement shall be paid under the terms of the Plan where such
payment would be contrary to the provisions of the Act and the
Income Tax Rules.
	 
	15.07	 	Timing of Payment or Transfer
	 
	 	 	Where a Member becomes entitled to receive a refund of his Money Purchase Account, or to
have a benefit paid from the Plan in a lump sum or transferred from the Plan, the payment of
the balance of the Money Purchase Account, or the payment or transfer of the benefit as the
case may be, shall be made within 60 days after the event giving rise to the payment or
transfer, or the completion and filing of all documents required to authorize the making of
the payment, including any evidence required under Section 15.06 whichever is later.
	 
	15.08	 	Annual Listing of Account Transfers
	 
	 	 	Following the end of each fiscal year, the Company shall provide to Canada Revenue Agency a
listing of each Member whose Money Purchase Account was transferred to the Defined Benefit
Account during the fiscal





			
	 	 	 
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	 	 	year, along with confirmation whether any portion of such Money
Purchase Account was transferred elsewhere.





			
	 	 	 
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ARTICLE 16




DISCLOSURE




	16.01	 	Plan Summary
	 
	 	 	The Company shall provide each Employee eligible for membership
within sixty (60) days his date of employment with:






	 	(a)	 	a written explanation of the terms and conditions of the Plan applicable to
him;
	 
	 	(b)	 	a written explanation of his rights and obligations in respect of the Plan; and
	 
	 	(c)	 	any other information required by the Act and the Income Tax Rules.






	16.02	 	Notice of Amendment
	 
	 	 	The Company shall provide each Member, Former Member or other
person, who is or will be affected by an amendment made to the Plan,
with a written explanation of such amendment within sixty (60) days
after the registration of the amendment. If the requirement of
providing such written explanation within the above period is
dispensed with in accordance with the Act, the Company may provide
the explanation with the next annual statement.
	 
	16.03	 	Annual Statement
	 
	 	 	The Company shall provide each Active Member with an annual
statement and a statement on his retirement or termination of
Continuous Service, and a statement shall be provided to the
surviving Spouse or Beneficiary on the death of a Member other than
a Retired Member. Each such statement shall contain the information
prescribed under the Act. Further, the Company shall provide a
Member or other person entitled to payment from the Plan with such
other information as may be required by the Act. If any statement
made in such explanation conflicts with the provisions of the Plan,
the provisions of the Plan shall govern.
	 
	16.04	 	Inspection of Documents
	 
	 	 	A copy of the Plan and any other information required to be made
available by the Act shall be made available within thirty (30) days
of the written request by any person entitled to a benefit under the
Plan or the person’s authorized agent, at the person’s current or
former place of employment or such other location as may be agreed
upon by the Company and such person. Any person entitled to inspect
Plan documents in accordance with this Section shall be entitled to
make such inspection only once in each calendar year.
	 
	16.05	 	Other Information
	 
	 	 	The Company shall provide such other information regarding the Plan
as is required by the Act and the Income Tax Rules.





			
	 	 	 
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	16.06	 	Limitation
	 
	 	 	Such explanation, statement or other information provided shall have
no effect on the rights or obligations of any person under the Plan
and shall not be referred to in interpreting or giving effect to the
provisions of the Plan. The Company shall not be liable for any
loss or damage claimed by any person to have been caused by any
error or omission in such explanation, statement or other
information.





ARTICLE 17




FUTURE OF THE PLAN




	17.01	 	Power to Amend
	 
	 	 	The Company reserves the right to amend or discontinue the Plan,
either in whole or in part, at any time or times, subject to the
Income Tax Rules and the provisions of the Act. Without limiting
the generality of the foregoing, such right to amend shall include
the right to merge the Plan with another pension plan or plans, to
divide the Plan, to transfer assets from the Pension Fund to the
pension fund of another registered pension plan which assumes
liabilities from the Plan, or to convert the Plan to a money
purchase pension plan.
	 
	17.02	 	No Reduction in Benefits
	 
	 	 	No amendment to the Plan shall operate to reduce the amount or the
value of the benefits which have accrued to Members prior to the
date of such amendment, provided that the Plan may be amended to
reduce benefits payable under the terms of the Plan, or to return
contributions, where such amendment is necessary to avoid the
revocation of the registration of the Plan under the Income Tax Act
(Canada) and prior approval has been granted by the applicable
provincial regulatory authorities.
	 
	 	 	If the Plan is terminated, the Company shall not be obligated to
make any further contributions to the Plan with respect to service
after the date of such termination of the Plan except as required
under the Act.
	 
	17.03	 	Application of Assets on Termination
	 
	 	 	If the Plan is terminated or otherwise discontinued, all Members
will be 100% vested in the Defined Benefit Pension and Banff Lifts
Pension accrued to the date of termination and the assets of the
Defined Benefit Account, after providing for the expenses of the
Plan attributable thereto, shall be applied, to the extent
sufficient, to provide for the accrued Defined Benefit Pensions and
Banff Lifts Pensions of Members, Spouses and Beneficiaries as
determined by the Company, on the advice of the Actuary and subject
to the requirements of the Act.
	 
	 	 	The Money Purchase Account of a Member affected by the termination
shall be transferred to the Defined Benefit Account to eliminate the
Money Purchase Pension offset pursuant to Section 5.03 or
transferred out of the Pension Fund pursuant to Section 6.05 or
7.05, as elected by the Member.





			
	 	 	 
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	 	 	If the assets of the Defined Benefit Account are insufficient to
fully provide for all accrued Defined Benefit Pensions and Banff
Lifts Pensions attributable thereto and a solvency deficiency, as
defined under the terms of the Act, exists when the Plan is
terminated, the Company shall amortize such solvency deficiency in
accordance with the Act. If due to insolvency the Company is unable
contribute all amounts required under the Act, then the assets of
the Defined Benefit Account shall be applied to provide benefits for
affected Members, Spouses, and Beneficiaries on a pro rata basis in
accordance with their respective interest in the Plan as determined
by the Company, on the advice of the Actuary and in a manner
approved by the Alberta Superintendent of Pensions. Payment of the
accrued Defined Benefit Pensions and Banff Lifts Pensions of
Members, Spouses and Beneficiaries shall be made in accordance with
the Act.
	 
	 	 	Any surplus assets which remain in the Defined Benefit Account after
the satisfaction of all accrued defined benefits as set out above
shall be returned to the Company. Any distribution of funds will be
conditional upon the prior approval of the applicable regulatory
authorities.
	 
	17.04	 	Application of Assets on Partial Termination
	 
	 	 	If the Company’s participation in the Plan is partially terminated,
all Members affected by the partial termination will be 100% vested
in the Defined Benefit Pension and Banff Lifts Pension accrued to
the date of partial termination and a portion of the Defined Benefit
Account shall be allocated in respect of that part of the Plan which
is being terminated. The portion of the Defined Benefit Account to
be allocated shall be determined by the Company in an equitable
manner on the advice of the Actuary subject to the Act. Such
portion of the Defined Benefit Account shall be applied in
accordance with the provisions of Section 17.03 for the benefit of
the Members, Spouses and Beneficiaries affected by the partial
termination.
	 
	 	 	If the assets of the Defined Benefit Account allocated to the
partial windup are insufficient to fully provide for all accrued
Defined Benefit Pensions and Banff Lifts Pensions of Members
affected by the partial windup and a solvency deficiency, as defined
under the terms of the Act, exists in respect of the partial
termination, the Company shall amortize such solvency deficiency in
accordance with the Act. If due to insolvency the Company is unable
contribute all amounts required under the Act then the assets of the
Defined Benefit Account allocated to the partial windup shall be
applied to provide benefits for affected Members, Spouses, and
Beneficiaries on a pro rata basis in accordance with their
respective interest in the Plan as determined by the Company, on the
advice of the Actuary and in a manner approved by the Alberta
Superintendent of Pensions. Payment of the accrued Defined Benefit
Pensions and Banff Lifts Pensions of Members, Spouses and
Beneficiaries shall be made in accordance with the Act.
	 
	 	 	Any surplus assets remaining from such allocated portion after the
satisfaction of all accrued benefits of all persons affected by the
partial termination shall be paid to the Company or applied as the
Company may otherwise direct. Any such distribution shall be
conditional upon prior approval of the applicable regulatory
authorities.
	 
	 	 	The Money Purchase Accounts of Members affected by the partial
termination shall be allocated to the partial termination and
transferred to the Defined Benefit Account to eliminate the Money
Purchase Pension offset pursuant to Section 5.03 or transferred out
of the Pension Fund pursuant to Section 6.05 or 7.05, as elected by
the Member.





			
	 	 	 
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	17.05	 	Provision of Benefits on Windup
	 
	 	 	The benefits determined in accordance with the provisions of Section
17.03 or 17.04 may be provided by means of:






	 	(a)	 	the purchase of annuity contracts from a company or companies licensed to
provide annuities in Canada;
	 
	 	(b)	 	the transfer of benefits to registered pension plans which meet the
requirements prescribed under the Act and which are willing to accept such transfers,
registered retirement savings plans or registered retirement income funds;
	 
	 	(c)	 	the continuation of the Pension Fund; or
	 
	 	(d)	 	the payment of cash refunds;






	 	 	all as determined by the Company, subject to the requirements of the Act.
	 
	17.06	 	No Liability for Application on Windup
	 
	 	 	No liabilities shall attach to the Employer or to the liquidator or trustee in bankruptcy, as the case may be, in
connection with any application of the pension funds in accordance with the provisions of this Article 17 provided such
application was made in good faith and in accordance with the provisions of the Act and the Income Tax Rules.





ARTICLE 18




MISCELLANEOUS PROVISIONS




	18.01	 	Non Alienation of Benefits
	 
	 	 	Except as specifically provided in Section 18.04, benefits payable
under the Plan may not be assigned, charged, anticipated,
surrendered, commuted or given as security and any attempt to do so
shall be void. Except as provided under the Act no benefit payable
under the Plan shall be in any manner liable for, or subject to,
execution, seizure or attachment or liable for, or subject to, the
debts, contracts, or liabilities of the person entitled to such
benefit.
	 
	18.02	 	Rights of Members
	 
	 	 	Nothing in the Plan shall be deemed to give any Employee the right
to be retained in the employ of the Company and the provisions of
the Plan shall not interfere with the rights of the Company to
discipline its employees.





			
	 	 	 
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	18.03	 	Small Pensions
	 
	 	 	If at the earliest of a Member’s retirement, termination of employment or death, or upon
Plan termination, the corresponding annual amount of the Defined Benefit Pension and Banff
Lifts Pension payable under the Plan at the Normal Retirement Date does not exceed 4% of the
YMPE or if the Commuted Value of such benefits does not exceed 20% of the YMPE for the
calendar year in which the event occurs, the Member, or the Member’s Spouse, as the case may
be, may elect to receive payment of the amount as a lump sum cash payment or may elect to
transfer the amount to a registered retirement savings plan in full discharge of all
obligations under the Plan. A Member or the Member’s Spouse, as the case may be, who has
deferred commencement of his pension may request payment of the amount referred to in this
section at any time and the threshold shall be determined based on the YMPE for the year in
which the request is made.
	 
	18.04	 	Marriage Breakdown 
	 
	 	 	Subject to the Act, when a matrimonial property order from a court of competent jurisdiction
or a written matrimonial property agreement requiring division of the benefits of a Member
with a Spouse or former Spouse due to breakdown of marriage has been received by the
Company, such division shall be made in accordance with such order or agreement, as
determined by the Company and subject to the limitations and requirements of the Act and
applicable provincial family relations legislation. A Member’s benefit entitlement shall be
adjusted to the extent required to reflect such division. When a Member becomes entitled to
exercise the options available under Section 7.05, a Spouse or former Spouse entitled to a
division of benefits pursuant to this Section shall also be entitled to exercise the options
available under Section 7.05 in respect of the portion of the benefit allocated to the
Spouse, subject to the requirements of the Act. Where permitted under the Act, a Spouse
entitled to a division under this Section may exercise the options available under Section
7.05 in respect of the portion of the benefit allocated to the Spouse at the time of such
division.
	 
	18.05	 	Diminished Life Expectancy
	 
	 	 	Notwithstanding the locking-in provisions of the Plan and the provisions of Section 18.01,
if a Member provides evidence to the Company that his life expectancy is considerably
shortened by reason of a terminal illness or a disability, the Company may permit payment of
the Commuted Value of the Member’s benefit in a lump sum or may provide for payment of the
benefit in quarterly or annual instalments.
	 
	18.06	 	Lawful Currency
	 
	 	 	All contributions and benefit payments under this Plan shall be made in the lawful currency of Canada.
	 
	18.07	 	Limitation of Recourse
	 
	 	 	No Member, retired Member, Former Member, Beneficiary, Spouse or joint Annuitant, shall have
any recourse under any provisions of this Plan against any past, present or future director,
officer, shareholder or Employee of the Company and all such directors, officers,
shareholders and Employees shall be free from all liability hereunder as a condition hereof.
	 
	18.08	 	Pension Increases
	 
	 	 	The Company may from time to time in its discretion elect to grant increases in pensions for
the purpose of offsetting, in whole or in part, increases in the cost of living. Such
increases may be granted to Retired
Members, Spouses or Beneficiaries, or may be applied to any deferred pension entitlements of
Deferred





			
	 	 	 
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	 	 	Members but shall not be granted in respect of the twelve (12) month period
immediately following the date of retirement, death, or termination. Such increases once
granted shall not be discontinued. The fact of granting of increases pursuant to this
sub-Article, if any, shall not obligate the Company to grant further increases in the
future. Any pension increase must be in accordance with the Act and the Income Tax Rules.
	 
	18.09	 	Headings
	 
	 	 	The division of this Plan into Articles and Sections and the insertion of headings are for
convenience of reference only and shall not affect the construction or interpretation of
this Plan.
	 
	18.10	 	Gender
	 
	 	 	Words importing the singular include the plural, as appropriate, and vice-versa; words
importing the masculine gender include the feminine gender.
	 
	18.11	 	Commutation for Non-Residents
	 
	 	 	Notwithstanding any other provision of the Plan, if a Member has ceased to accrue Continuous
Service and is no longer a resident of Canada for purposes of the Income Tax Act, or in the
event of the Member’s death or marriage breakdown, the Member’s Spouse or Beneficiary, as
the case may be, may elect to receive the Commuted Value of the benefits payable to such
person under the Plan as a lump sum cash payment, provided that the appropriate forms are
completed and filed as required by the Act, in full discharge of all obligations under the
Plan.
	 
	18.12	 	Mandatory Transfer of Small Benefit
	 
	 	 	If at the earliest of the Member’s retirement, termination of employment, or death, the
Commuted Value of the Defined Benefit Pension and Banff Lifts Pension payable under the Plan
does not exceed 20% of the YMPE for the calendar year in which the event occurs, the Company
may require the Member or the Member’s Spouse, as the case may be, to receive the Commuted
Value as a lump sum cash payment or to transfer the Commuted Value to one of the options
described in Section 7.05, in full discharge of all obligations under the Plan.
	 
	18.13	 	50% Unlocking
	 
	 	 	Notwithstanding any other provision of the Plan, on or after November 1, 2006,






	 	(a)	 	a Member who has elected to transfer the Commuted Value of the benefits payable
under the Plan to an annuity, a locked-in retirement account or to a life income fund
under Section 6.05 or 7.05, and who has attained at least age 50; or
	 
	 	(b)	 	a Spouse who has elected to transfer the Commuted Value of the benefits payable
under the Plan to a locked-in retirement account under Section 9.02 or to an annuity,
locked-in retirement account or a life income fund under Section 7.05 and 18.04, and
who has attained at least age 50,





			
	 	 	 
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	 	 	 	may elect, in the prescribed form and manner, (i) to receive up to 50% of the Commuted Value
of the benefits payable under the Plan as a lump sum cash payment; or (ii) to transfer up to
50% of the Commuted Value of the benefits payable under the Plan to a registered retirement
savings plan on a non-locked in basis.





			
	 	 	 
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APPENDIX A




BANFF LIFTS PLAN


This Appendix contains the text of the Pension Plan for the Employees of Banff Lifts Ltd. as it
read on December 31, 1999. Relevant terms of the Banff Lifts Plan shall apply to Banff Lifts
Members in respect of the Pensionable Service that they accrued under the terms of the Banff Lifts
Plan to December 31, 1999. For the purposes of this Appendix, the Retirement Plan for Management
Employees of Brewster Inc. shall be referred to as the Brewster Inc. Plan.



The relevant terms of the Banff Lifts Plan are listed below:





	•	 	Applicable definitions that are used in relevant provisions of Articles 4, 5, 6, 7, 8 or 9
	 
	•	 	The provisions of Article 4 regarding voluntary contributions and the deposit of a refund
from another plan to the extent that such contributions or deposits have occurred by December
31, 1999. No further contributions or deposits are permitted after December 31, 1999.
	 
	•	 	The provisions of Article 5 (early retirement)
	 
	•	 	The provisions of Article 6 (determination of amount of retirement benefit)
	 
	•	 	The provisions of Article 7 (pre-retirement death benefits)
	 
	•	 	The provisions of Article 8 (termination of employment)
	 
	•	 	The provisions of Article 9 (forms of retirement benefits)
	 
	•	 	Appendix 1 (listing of pensionable service)




Notwithstanding the above, effective January 1, 2000, certain provisions of the Banff Lifts Plan
shall be interpreted as follows:





	1.	 	Subsection 2.1 “Commuted Value” shall mean the definition of Commuted Value as stated in
Section 1.09 of this Plan.
	 
	2.	 	Subsection 2.1 “Spouse” shall mean the definition of Spouse as stated in Section 1.37 of this
Plan.
	 
	3.	 	Subsection 2.1 “Defined Benefit Limit” has the meaning given under the provisions of the
Income Tax Act of Canada and the Regulations thereunder as they apply to registered pension
plans.
	 
	4.	 	Section 18.04 “Marriage Breakdown” of this Plan shall be applied with respect to the
appropriate benefits of the Banff Lifts Plan.
	 
	5.	 	References to “5 years of Continuous Service” or “5 years of continuous service” throughout
the Banff Lifts Plan shall mean “2 years of Continuous Service”.





			
	 	 	 
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	6.	 	Reference to “the first day of the month following attainment of age 55” in subsection 5.2
shall mean “the first day of the month coincident with or following attainment of age 50” and
the phrase “who has completed at least 5 years of Continuous Service” shall be deleted.
	 
	7.	 	Reference to “seventy-first (71st) birthday in subsection 5.3 shall mean
“sixty-ninth (69th) birthday”.
	 
	8.	 	Reference to “reduced by 1/2%” in subsection 6.2 shall mean “reduced by five-twelfths of one
percent (5/12%).
	 
	9.	 	The following words are added to the end of the paragraph in Section 6.2:
	 
	 	 	“, provided that such reduction shall not result in a pension that has a value less than the
Actuarial Equivalent Value of the Member’s accrued pension payable at the Member’s normal
retirement date.”
	 
	10.	 	Subsection 6.5 shall mean “A Member who is entitled to a pension in accordance with the
provisions of Sections 5 and 6 shall be eligible to transfer the Commuted Value of his pension
on a similar basis as those options and requirements as described in Section 6.05 of the
Brewster Inc. Plan.
	 
	11.	 	Reference to “age 55” in subsection 8.3 shall mean “age 50”.







			
	 	 	 
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