3. Effective for limitation years beginning on or after July 1, 2007, Section 4.7 of the Planis amended to read in its entirety as follows:“4.7 Maximum Benefit Limitation.(A) Limitations Imposed by Section 415 of the Internal Revenue Code:(1) The limitations of this Section 4.7(A) shall apply on and after January 1, 2008,except as otherwise provided herein.(2) The Annual Benefit otherwise payable to a Member under the Plan at any time shallnot exceed the Maximum Permissible Benefit. If the benefit the Member would otherwiseaccrue in a Limitation Year would produce an Annual Benefit in excess of the MaximumPermissible Benefit, the benefit shall be limited (or the rate of accrual reduced) to abenefit that does not exceed the Maximum Permissible Benefit.(3) If the Member is, or has ever been, a participant in another qualified definedbenefit plan (without regard to whether the plan has been terminated) maintained by theemployer or a predecessor employer, the sum of the Member’s Annual Benefits from all suchplans may not exceed the Maximum Permissible Benefit. Where the Member’s employer-providedbenefits under all such defined benefit plans (determined as of the same age) would exceedthe Maximum Permissible Benefit applicable at that age, the maximum monthly retirementincome applicable to all such defined benefit plans of the employer shall be determined andallocated on a pro rata basis in proportion to the actuarially equivalent amount ofretirement income otherwise accrued under each such defined benefit plan so that theMaximum Permissible Benefit is not exceeded.(4) The application of the provisions of this section shall not cause the MaximumPermissible Benefit for any Member to be less than the Member’s accrued benefit under allthe defined benefit plans of the employer or a predecessor employer as of the end of thelast Limitation Year beginning beforeJuly 1, 2007 under provisions of the plans that were both adopted and in effect beforeApril 5, 2007. The preceding sentence applies only if the provisions of such definedbenefit plans that were both adopted and in effect before April 5, 2007 satisfied theapplicable requirements of statutory provisions, regulations, and other published guidancerelating to Section 415 of the Internal Revenue Code in effect as of the end of the lastLimitation Year beginning before July 1, 2007, as described in Section 1.415(a)-1(g)(4) ofthe Treasury regulations.
 
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(5) The limitations of this Section 4.7(A) shall be determined and applied taking intoaccount the rules in Section 4.7(A)(7).(6) Definitions.(a) “Annual Benefit” shall mean a benefit that is payable annually in the form of astraight life annuity. Except as provided below, where a benefit is payable in a formother than a straight life annuity, the benefit shall be adjusted to an actuariallyequivalent straight life annuity that begins at the same time as such other form of benefitand is payable on the first day of each month, before applying the limitations of thisSection 4.7(A). For a Member who has or will have distributions commencing at more thanone annuity starting date, the Annual Benefit shall be determined as of each such annuitystarting date (and shall satisfy the limitations of this Section 4.7(A) as of each suchdate), actuarially adjusting for past and future distributions of benefits commencing atthe other annuity starting dates. For this purpose, the determination of whether a newstarting date has occurred shall be made without regard to Section 1.401(a)-20, Q&A 10(d),and with regard to Section 1.415(b)-1(b)(1)(iii)(B) and (C) of the Treasury regulations.No actuarial adjustment to the benefit shall be made for (1) survivor benefits payableto a surviving spouse under a qualified joint and survivor annuity to the extent suchbenefits would not be payable if the Member’s benefit were paid in another form; (2)benefits that are not directly related to retirement benefits (such as a qualifieddisability benefit, preretirement incidental death benefits, and postretirement medicalbenefits); or (3) the inclusion in the form of benefit of an automatic benefit increasefeature, provided the form of benefit is not subject to Section 417(e)(3) of the InternalRevenue Code and would otherwise satisfy the limitations of this Section 4.7(A), and thePlan provides that the amount payable under the form of benefit in any Limitation Yearshall not exceed the limits of this Section 4.7(A) applicable at the annuity starting date,as increased in subsequent years pursuant to Section 415(d) of the Internal Revenue Code.For this purpose, an automatic benefit increase feature is included in a form of benefit ifthe form of benefit provides for automatic, periodic increases to the benefits paid in thatform.The determination of the Annual Benefit shall take into account Social Securitysupplements described in Section 411(a)(9) of the Internal Revenue Code and benefitstransferred from another defined benefit plan, other than transfers of distributablebenefits pursuant to Section 1.411(d)-4, Q&A-3(c), of the Treasuryregulations, but shall disregard benefits attributable to employee contributions orrollover contributions.
 
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Effective for distributions in Plan Years beginning after December 31, 2003, thedetermination of actuarial equivalence of forms of benefit other than a straight lifeannuity shall be made in accordance with Section 4.7(A)(6)(a)(i) or (ii) below. (i) Benefit Forms Not Subject to Section 417(e)(3) of theInternal Revenue Code: The straight life annuity that is actuariallyequivalent to the Member’s form of benefit shall be determined under thissubsection (i) if the form of the Member’s benefit is either (1) anondecreasing annuity (other than a straight life annuity) payable for aperiod of not less than the life of the Member (or, in the case of a qualifiedpre-retirement survivor annuity, the life of the surviving spouse), or (2) anannuity that decreases during the life of the Member merely because of (a) thedeath of the survivor annuitant (but only if the reduction is not below 50% ofthe benefit payable before the death of the survivor annuitant), or (b) thecessation or reduction of Social Security supplements or qualified disabilitypayments (as defined in Section 401(a)(11) of the Internal Revenue Code). (A) Limitation Years beginning before July1, 2007. For Limitation Years beginning before July 1, 2007, theactuarially equivalent straight life annuity is equal to the annualamount of the straight life annuity commencing at the same annuitystarting date that has the same actuarial present value as theMember’s form of benefit computed using whichever of the followingproduces the greater annual amount: (I) the interest rate specifiedin Section 1.2(a) of the Plan (hereinafter referred to as the “PlanInterest Rate”) and the mortality table (or other tabular factor)specified in Section 1.2(a) of the Plan (hereinafter referred to asthe “Plan Mortality Table”) for adjusting benefits in the same form;and (II) a 5 percent interest rate assumption and the applicablemortality table prescribed in Revenue Ruling 2001-62 for that annuitystarting date. (B) Limitation Years beginning on or afterJuly 1, 2007. For Limitation Years beginning on or after July 1,2007, the actuarially equivalent straight life annuity is equal tothe greater of (I) the annual amount of the straight life annuity (ifany) payable to the Member under the Plan commencing at the sameannuity starting date as the Member’s form of benefit; and (II) theannual amount of the straight life annuity commencing at the sameannuity starting date thathas the same actuarial present value as the Member’s form ofbenefit, computed using a 5 percent interest rate assumption andthe Applicable Mortality Table defined in Section 1.2 of the Planfor that annuity starting date.
 
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 (ii) Benefit Forms Subject to Section 417(e)(3) of theInternal Revenue Code: The straight life annuity that is actuariallyequivalent to the Member’s form of benefit shall be determined under thissubsection (ii) if the form of the Member’s benefit is other than a benefitform described in subsection (i) above. In this case, the actuariallyequivalent straight life annuity shall be determined as follows: (A) Annuity Starting Date in Plan YearsBeginning After 2005. If the annuity starting date of theMember’s form of benefit is in a Plan Year beginning after 2005, theactuarially equivalent straight life annuity is equal to the greatestof (I) the annual amount of the straight life annuity commencing atthe same annuity starting date that has the same actuarial presentvalue as the Member’s form of benefit, computed using the PlanInterest Rate specified in Section 1.2(a) of the Plan and the PlanMortality Table (or other tabular factor) specified in Section 1.2(a)of the Plan for adjusting benefits in the same form; (II) the annualamount of the straight life annuity commencing at the same annuitystarting date that has the same actuarial present value as theMember’s form of benefit, computed using a 5.5 percent interest rateassumption and the applicable mortality table prescribed in RevenueRuling 2001-62; and (III) the annual amount of the straight lifeannuity commencing at the same annuity starting date that has thesame actuarial present value as the Member’s form of benefit,computed using the applicable interest rate defined in Section 1.4 ofthe Plan for that annuity starting date (hereinafter referred to asthe “Applicable Interest Rate”) and the applicable mortality tableprescribed in Revenue Ruling 2001-62, divided by 1.05. (B) Annuity Starting Date in Plan YearsBeginning in 2004 or 2005. If the annuity starting date of theMember’s form of benefit is in a Plan Year beginning in 2004 or 2005,the actuarially equivalent straight life annuity is equal to theannual amount of the straight life annuity commencing at the sameannuity starting date that has the same actuarial present value asthe Member’s form of benefit, computed using whichever of thefollowing produces the greater annual amount: (I) the Plan InterestRate specified in Section 1.2(a) of the Plan and the Plan MortalityTable (orother tabular factor) specified in Section 1.2(a) of the Plan foradjusting benefits in the same form; and (II) a 5.5 percentinterest rate assumption and the applicable mortality tableprescribed in Revenue Ruling 2001-62.
 
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(b) “IRC 415 Compensation” shall mean wages, salaries, and fees for professionalservices and other amounts received (without regard to whether or not an amount is paid incash) for personal services actually rendered in the course of employment with the Employermaintaining the Plan to the extent that the amounts are includible in gross income(including, but not limited to, commissions paid salespersons, compensation for services onthe basis of a percentage of profits, commissions on insurance premiums, tips, bonuses,fringe benefits, and reimbursements, or other expense allowances under a nonaccountableplan [as described in Section 1.62-2(c) of the Treasury regulations]), and excluding thefollowing: (i) Employer contributions (other than elective contributionsdescribed in Sections 402(e)(3), 408(k)(6), 408(p)(2)(A)(i), or 457(b) of theInternal Revenue Code) to a plan of deferred compensation (including asimplified employee pension described in Section 408(k) or a simple retirementaccount described in Section 408(p) of the Internal Revenue Code, and whetheror not qualified) to the extent such contributions are not includible in theEmployee’s gross income for the taxable year in which contributed, and anydistributions (whether or not includible in gross income when distributed)from a plan of deferred compensation (whether or not qualified), other than,amounts received during the year by an Employee pursuant to a nonqualifiedunfunded deferred compensation plan to the extent includible in gross income; (ii) amounts realized from the exercise of a nonstatutory stockoption (that is, an option other than a statutory stock option as defined inSection 1.421-1(b) of the Treasury regulations), or when restricted stock (orproperty) held by the Employee either becomes freely transferable or is nolonger subject to a substantial risk of forfeiture; (iii) amounts realized from the sale, exchange or otherdisposition of stock acquired under a statutory stock option; (iv) other amounts that receive special tax benefits, such aspremiums for group-term life insurance (but only to the extent that thepremiums are not includible in the gross income of the Employee and are notsalary reduction amounts that are described in Section 125 of the InternalRevenue Code); and (v) other items of remuneration that are similar to any of theitems listed in (i) through (iv).For any self-employed individual, IRC 415 Compensation shall mean earned income.
 
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Except as provided herein, for Limitation Years beginning after December 31, 1991,IRC 415 Compensation for a Limitation Year is the IRC 415 Compensation actually paid ormade available during such Limitation Year. IRC 415 Compensation for a Limitation Yearshall include amounts earned but not paid during the Limitation Year solely because of thetiming of pay periods and pay dates, provided the amounts are paid during the first fewweeks of the next Limitation Year, the amounts are included on a uniform and consistentbasis with respect to all similarly situated employees, and no compensation is included inmore than one Limitation Year.For Limitation Years beginning on or after July 1, 2007, IRC 415 Compensation for aLimitation Year shall also include compensation paid by the later of 2 1/2 months after anEmployee’s severance from employment with the employer maintaining the Plan or the end ofthe Limitation Year that includes the date of the Employee’s severance from employment withthe employer maintaining the Plan, if: (i) the payment is regular compensation for services during theEmployee’s regular working hours, or compensation for services outside theEmployee’s regular working hours (such as overtime or shift differential),commissions, bonuses, or other similar payments, and, absent a severance fromemployment, the payments would have been paid to the Employee while theEmployee continued in employment with the Employer; (ii) the payment is for unused accrued bona fide sick, vacation orother leave that the Employee would have been able to use if employment hadcontinued; or (iii) the payment is received by the Employee pursuant to anonqualified unfunded deferred compensation plan and would have been paid atthe same time if employment had continued, but only to the extent includiblein gross income.Any payments not described above shall not be considered IRC 415 Compensation if paidafter severance from employment, even if they are paid by the later of 21/2 months after thedate of severance from employment or the end of the Limitation Year that includes the dateof severance from employment, except, (1) payments to an individual who does not currentlyperform services for the employer by reason of qualified military service (within themeaning of Section 414(u)(1) of the Internal Revenue Code) to the extent these payments donot exceed the amounts the individual would have received if the individual hadcontinued to perform services for the employer rather than entering qualified militaryservice, or (2) compensation paid to a Member who is permanently and totally disabled, asdefined in Section 22(e)(3) of the Internal Revenue Code, provided that salary continuationapplies to all Members who are permanently and totally disabled for a fixed or determinableperiod, or the Member was not a Highly Compensated Employee immediately before becomingdisabled.
 
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Back pay, within the meaning of Section 1.415(c)-2(g)(8) of the Treasury regulations,shall be treated as IRC 415 Compensation for the Limitation Year to which the back payrelates to the extent the back pay represents wages and compensation that would otherwisebe included under this definition.For Limitation Years beginning after December 31, 1997, IRC 415 Compensation paid ormade available during such Limitation Year shall include amounts that would otherwise beincluded in IRC 415 Compensation but for an election under Section 125(a), 402(e)(3),402(h)(1)(B), 402(k), or 457(b) of the Internal Revenue Code.For Limitation Years beginning after December 31, 2000, IRC 415 Compensation shallalso include any elective amounts that are not includible in the gross income of theEmployee by reason of Section 132(f)(4) of the Internal Revenue Code.For Limitation Years beginning after December 31, 2001, IRC 415 Compensation shallalso include deemed Section 125 compensation. Deemed Section 125 compensation is an amountthat is excludable under Section 106 of the Internal Revenue Code that is not available toa participant in cash in lieu of group health coverage under a Section 125 arrangementsolely because the Member is unable to certify that he or she has other health coverage.Amounts are deemed Section 125 compensation only if the employer does not request orotherwise collect information regarding the Member’s other health coverage as part of theenrollment process for the health plan.IRC 415 Compensation shall not include amounts paid as compensation to a nonresidentalien, as defined in Section 7701(b)(1)(B) of the Internal Revenue Code, who is not aMember in the Plan to the extent the compensation is excludable from gross income and isnot effectively connected with the conduct of a trade or business within the United States.(c) “Defined Benefit Compensation Limitation” shall mean 100 percent of a Member’sHigh Three-Year Average Compensation, payable in the form of a straight life annuity.
 
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In the case of a Member who has had a severance from employment with the employer, theDefined Benefit Compensation Limitation applicable to the Member in any Limitation Yearbeginning after the date of severance shall be automatically adjusted by multiplying thelimitation applicable to the Member in the prior Limitation Year by the annual adjustmentfactor under Section 415(d) ofthe Internal Revenue Code; provided, however, if the Employer maintains a plan for thepurpose of restoring benefits that certain Members may not receive under the Plan due tothe limitations on contributions and benefits imposed by Section 415 of the InternalRevenue Code and/or due to the limitations imposed on compensation under Section 401(a)(17)of said Code, and if the Member or his Beneficiary receives or has received a benefit orbenefits under such restoration plan and a portion of such benefit or benefits would beduplicated by the cost-of-living adjustment provided under this paragraph, then suchcost-of-living adjustment that would represent a duplication of benefits shall not apply tothe Member or Beneficiary unless the value of the benefit payable from the restoration planthat would cause such duplication of benefits under the Plan is returned to the Employer bythe Member or Beneficiary within 60 days of the effective date of such cost-of-livingadjustment or the date that such cost-of-living adjustment is announced by the InternalRevenue Service, whichever date is later; and provided further, however, that such 60-dayperiod may be extended by the Committee if, in its opinion, reasonable cause exists forsuch an extension. The adjusted compensation limit shall apply to Limitation Years endingwith or within the calendar year of the date of the adjustment, but a Member’s benefitsshall not reflect the adjusted limit prior to January 1 of that calendar year.In the case of a Member who is rehired after a severance from employment, the DefinedBenefit Compensation Limitation is the greater of 100 percent of the Member’s HighThree-Year Average Compensation, as determined prior to the severance from employment, asadjusted pursuant to the preceding paragraph, if applicable; or 100 percent of the Member’sHigh Three-Year Average Compensation, as determined after the severance from employmentunder subsection (g) below.(d) “Defined Benefit Dollar Limitation” shall mean, effective for Limitation Yearsending after December 31, 2001, $160,000, automatically adjusted under Section 415(d) ofthe Internal Revenue Code effective January 1 of each year, and payable in the form of astraight life annuity. The new limitation shall apply to Limitation Years ending with orwithin the calendar year of the date of the adjustment, but a Member’s benefits shall notreflect the adjusted limit prior to January 1 of that calendar year. The automatic annualadjustment of the Defined Benefit Dollar Limitation shall apply to Members who have had aseparation from employment.(e) “employer” shall mean the employer that adopts this Plan, and all members of acontrolled group of corporations, as defined in Section 414(b) of the Internal RevenueCode, as modified by Section 415(h), all commonly controlled trades or businesses (asdefined in Section 414(c) of the Internal Revenue Code, as modified, except in the case ofa brother-sister group of trades or businesses under common control, by Section 415(h)), oraffiliated service groups (as defined in Section 414(m)) of which the adopting employer isa part, and any other entity required to be aggregated with the employer pursuant toSection 414(o) of the Internal Revenue Code.
 
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(f) “Formerly Affiliated Plan of the Employer” shall mean a plan that, immediatelyprior to the cessation of affiliation, was actually maintained by the employer and,immediately after the cessation of affiliation, is not actually maintained by the employer.For this purpose, cessation of affiliation means the event that causes an entity to nolonger be considered the employer, such as the sale of a member of the controlled group ofcorporations, as defined in Section 414(b) of the Internal Revenue Code, as modified bySection 415(h), to an unrelated corporation, or that causes a plan to not actually bemaintained by the employer, such as transfer of plan sponsorship outside a controlledgroup.(g) “High Three-Year Average Compensation” shall mean the average compensation for thethree consecutive years of service (or, if the Member has less than three consecutive yearsof service, the Member’s longest consecutive period of service, including fractions ofyears, but not less than one year) with the employer that produces the highest average. Ayear of service with the employer is the 12-consecutive month period that begins onJanuary 1 of each calendar year. In the case of a Member who is rehired by the employerafter a severance from employment, the Member’s high three-year average compensation shallbe calculated by excluding all years for which the Member performs no services for andreceives no compensation from the employer (the break period) and by treating the yearsimmediately preceding and following the break period as consecutive. A Member’scompensation for a year of service shall not include compensation in excess of thelimitation under Section 401(a)(17) of the Internal Revenue Code that is in effect for thecalendar year in which such year of service begins.(h) “Limitation Year” shall mean the calendar year unless a different 12-month periodhas been elected by the employer in accordance with regulations or rulings issued by theInternal Revenue Service. All qualified plans maintained by the employer must use the sameLimitation Year. If the Limitation Year is amended to a different 12-consecutive monthperiod, the new Limitation Year must begin on a date within the Limitation Year in whichthe amendment is made.(i) “Maximum Permissible Benefit” shall mean the lesser of the Defined Benefit DollarLimitation or the Defined Benefit Compensation Limitation (both adjusted where required asprovided below). (i) Adjustment for Less Than 10 Years of Participation orService: If the Member has less than 10 Years of Participation in thePlan, the Defined Benefit Dollar Limitation shall be multiplied by a fraction,the numerator of which is the number of Years (or part thereof, but not lessthan one year) of Participation in the Plan, and the denominator of which is10. In the case of a Member who has less than 10 Years of Service with theemployer, the Defined Benefit Compensation Limitation shall be multiplied by afraction, the numerator of which is the number of Years (or part thereof, butnotless than 1 year) of Service with the employer, and the denominator ofwhich is 10.
 
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 (ii) Adjustment of Defined Benefit Dollar Limitation forBenefit Commencement Before Age 62 or after Age 65: Effective forbenefits commencing in Limitation Years ending after December 31, 2001, theDefined Benefit Dollar Limitation shall be adjusted if the annuity startingdate of the Member’s benefit is before age 62 or after age 65. If the annuitystarting date is before age 62, the Defined Benefit Dollar Limitation shall beadjusted under subsection (A) below, as modified by subsection (C) below inthis subsection (ii). If the annuity starting date is after age 65, theDefined Benefit Dollar Limitation shall be adjusted under subsection (B)below, as modified by subsection (C) below in this subsection (ii). (A) Adjustment of Defined Benefit DollarLimitation for Benefit Commencement Before Age 62:I. Limitation Years Beginning Before July 1, 2007. If theannuity starting date for the Member’s benefit is prior to age 62 andoccurs in a Limitation Year beginning before July 1, 2007, the DefinedBenefit Dollar Limitation for the Member’s annuity starting date is theannual amount of a benefit payable in the form of a straight life annuitycommencing at the Member’s annuity starting date that is the actuarialequivalent of the Defined Benefit Dollar Limitation (adjusted for Years ofParticipation less than 10, if required) with actuarial equivalencecomputed using whichever of the following produces the smaller annualamount: (a) the Plan Interest Rate specified in Section 1.2(a) of the Planand the Plan Mortality Table (or other tabular factor) specified inSection 1.2(a) of the Plan; or (b) a 5-percent interest rate assumptionand the applicable mortality table as prescribed in Revenue Ruling2001-62.II. Limitation Years Beginning on or After July 1, 2007.(a) Plan Does Not Have Immediately Commencing StraightLife Annuity Payable at Both Age 62 and the Age of BenefitCommencement. If the annuity starting date for the Member’sbenefit is prior to age 62 and occurs in a Limitation Yearbeginning on or after July 1, 2007, and the Plan does not have animmediately commencing straight life annuity payable at both age62 and the age of benefit commencement, the Defined Benefit DollarLimitation for the Member’s annuity starting date is the annualamount of a benefit payable in the form of astraight life annuity commencing at the Member’s annuitystarting date that is the actuarial equivalent of the DefinedBenefit Dollar Limitation (adjusted for Years of Participationless than 10, if required) with actuarial equivalence computedusing a 5 percent interest rate assumption and the ApplicableMortality Table for the annuity starting date (and expressing theMember’s age based on completed calendar months as of the annuitystarting date).
 
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(b) Plan Has Immediately Commencing Straight Life AnnuityPayable at Both Age 62 and the Age of Benefit Commencement. Ifthe annuity starting date for the Member’s benefit is prior to age62 and occurs in a Limitation Year beginning on or after July 1,2007, and the Plan has an immediately commencing straight lifeannuity payable at both age 62 and the age of benefitcommencement, the Defined Benefit Dollar Limitation for theMember’s annuity starting date is the lesser of the limitationdetermined under subsection (a) immediately above and the DefinedBenefit Dollar Limitation (adjusted for Years of Participationless than 10, if required) multiplied by the ratio of the annualamount of the immediately commencing straight life annuity underthe Plan at the Member’s annuity starting date to the annualamount of the immediately commencing straight life annuity underthe Plan at age 62, both determined without applying thelimitations of this Section 4.7(A). (B) Adjustment of Defined Benefit DollarLimitation for Benefit Commencement After Age 65:I. Limitation Years Beginning Before July 1, 2007. If theannuity starting date for the Member’s benefit is after age 65 and occursin a Limitation Year beginning before July 1, 2007, the Defined BenefitDollar Limitation for the Member’s annuity starting date is the annualamount of a benefit payable in the form of a straight life annuitycommencing at the Member’s annuity starting date that is the actuarialequivalent of the Defined Benefit Dollar Limitation (adjusted for Years ofParticipation less than 10, if required) with actuarial equivalencecomputed using whichever of the following produces the smaller annualamount: (1) the Plan Interest Rate specified in Section 1.2(a) of the Planand the Plan Mortality Table (or other tabular factor) specified inSection 1.2(a) of the Plan; or (2) a 5-percent interest rate assumptionand the applicable mortality table as prescribed in Revenue Ruling2001-62.
 
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II. Limitation Years Beginning After July 1, 2007.(a) Plan Does Not Have Immediately Commencing StraightLife Annuity Payable at Both Age 65 and the Age of BenefitCommencement. If the annuity starting date for the Member’sbenefit is after age 65 and occurs in a Limitation Year beginningon or after July 1, 2007, and the Plan does not have animmediately commencing straight life annuity payable at both age65 and the age of benefit commencement, the Defined Benefit DollarLimitation at the Member’s annuity starting date is the annualamount of a benefit payable in the form of a straight life annuitycommencing at the Member’s annuity starting date that is theactuarial equivalent of the Defined Benefit Dollar Limitation(adjusted for Years of Participation less than 10, if required),with actuarial equivalence computed using a 5 percent interestrate assumption and the Applicable Mortality Table for thatannuity starting date (and expressing the Member’s age based oncompleted calendar months as of the annuity starting date).(b) Plan Has Immediately Commencing Straight Life AnnuityPayable at Both Age 65 and the Age of Benefit Commencement.If the annuity starting date for the Member’s benefit is after age65 and occurs in a Limitation Year beginning on or after July 1,2007, and the Plan has an immediately commencing straight lifeannuity payable at both age 65 and the age of benefitcommencement, the Defined Benefit Dollar Limitation at theMember’s annuity starting date is the lesser of the limitationdetermined under subsection (a) immediately above and the DefinedBenefit Dollar Limitation (adjusted for Years of Participationless than 10, if required) multiplied by the ratio of the annualamount of the adjusted immediately commencing straight lifeannuity under the Plan at the Member’s annuity starting date tothe annual amount of the adjusted immediately commencing straightlife annuity under the Plan at age 65, both determined withoutapplying the limitations of this Section 4.7(A). For thispurpose, the adjusted immediately commencing straight life annuityunder the Plan at the Member’s annuity starting date is the annualamount of such annuity payable to the Member, computeddisregarding the Member’s accruals after age 65 but includingactuarial adjustments even if those actuarial adjustments are usedto offset accruals; and the adjusted immediately commencingstraight life annuity under the Plan at age 65 is the annualamount of such annuity thatwould be payable under the Plan to a hypothetical participantwho is age 65 and has the same accrued benefit as the Member.
 
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 (C) Notwithstanding the other requirements ofthis subsection (ii), no adjustment shall be made to the DefinedBenefit Dollar Limitation to reflect the probability of a Member’sdeath between the annuity starting date and age 62, or between age 65and the annuity starting date, as applicable, if benefits are notforfeited upon the death of the Member prior to the annuity startingdate. To the extent benefits are forfeited upon death before theannuity starting date, such an adjustment shall be made. For thispurpose, no forfeiture shall be treated as occurring upon theMember’s death if the Plan does not charge Members for providing aqualified preretirement survivor annuity, as defined inSection 417(c) of the Internal Revenue Code, upon the Member’s death. (iii) Minimum Benefit Permitted: Notwithstanding anythingelse in this section to the contrary, the benefit otherwise accrued or payableto a Member under this Plan shall be deemed not to exceed the MaximumPermissible Benefit if: (A) the retirement benefits payable for aLimitation Year under any form of benefit with respect to such Memberunder this Plan and under all other defined benefit plans (withoutregard to whether a Plan has been terminated) ever maintained by theemployer do not exceed $10,000 multiplied by a fraction, thenumerator of which is the Member’s number of Years (or part thereof,but not less than one year) of Service (not to exceed 10) with theemployer, and the denominator of which is 10; and (B) the employer (or a predecessor employer)has not at any time maintained a defined contribution plan in whichthe Member participated (for this purpose, mandatory employeecontributions under a defined benefit plan, individual medicalaccounts under Section 401(h) of the Internal Revenue Code, andaccounts for postretirement medical benefits established underSection 419A(d)(1) of the Internal Revenue Code are not considered aseparate defined contribution plan).(j) “Predecessor Employer” shall mean, if the employer maintains a plan that providesa benefit which the Member accrued while performing services for a former employer, theformer employer with respect to the Member in the plan. A former entity that antedates theemployer is also apredecessor employer with respect to a participant if, under the facts andcircumstances, the employer constitutes a continuation of all or a portion of the trade orbusiness of the former entity.
 
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(k) “Severance from Employment” shall mean the Employee ceases to be an employee ofthe employer maintaining the Plan. An Employee does not have a severance from employmentif, in connection with a change of employment, the Employee’s new employer maintains thePlan with respect to the Employee.(l) “Year of Participation.” The Member shall be credited with a Year ofParticipation (computed to fractional parts of a year) for each accrual computation periodfor which the following conditions are met: (1) the Member is credited with at least thenumber of hours of service (or period of service if the elapsed time method is used) forbenefit accrual purposes, required under the terms of the Plan in order to accrue a benefitfor the accrual computation period, and (2) the Member is included as a participant underthe eligibility provisions of the Plan for at least one day of the accrual computationperiod. If these two conditions are met, the portion of a Year of Participation credited tothe Member shall equal the amount of benefit accrual service credited to the Member forsuch accrual computation period. A Member who is permanently and totally disabled withinthe meaning of Section 415(c)(3)(C)(i) of the Internal Revenue Code for an accrualcomputation period shall receive a Year of Participation with respect to that period. Inaddition, for a Member to receive a Year of Participation (or part thereof) for an accrualcomputation period, the Plan must be established no later than the last day of such accrualcomputation period. In no event shall more than one Year of Participation be credited forany 12-month period.(m) “Year of Service.” For purposes of Section 4.1(A)(6)(g), the Member shall becredited with a Year of Service (computed to fractional parts of a year) for each accrualcomputation period for which the Member is credited with at least the number of hours ofservice (or period of service if the elapsed time method is used) for benefit accrualpurposes, required under the terms of the Plan in order to accrue a benefit for the accrualcomputation period, taking into account only service with the employer or a predecessoremployer.(7) Other Rules.(a) Benefits Under Terminated Plans. If a defined benefit plan maintained bythe employer has terminated with sufficient assets for the payment of benefit liabilitiesof all plan participants and a Member in the Plan has not yet commenced benefits under thePlan, the benefits provided pursuant to the annuities purchased to provide the Member’sbenefits under the terminated plan at each possible annuity starting date shall be takeninto account in applying the limitations of this Section 4.7(A). If there are notsufficient assets for the payment of all participants’ benefit liabilities, the benefitstaken into account shallbe the benefits that are actually provided to the Member under the terminated plan.
 
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(b) Benefits Transferred From the Plan. If a Member’s benefits under adefined benefit plan maintained by the employer are transferred to another defined benefitplan maintained by the employer and the transfer is not a transfer of distributablebenefits pursuant to Section 1.411(d)-4, Q&A-3(c), of the Treasury regulations, thetransferred benefits are not treated as being provided under the transferor plan (but aretaken into account as benefits provided under the transferee plan). If a Member’s benefitsunder a defined benefit plan maintained by the employer are transferred to another definedbenefit plan that is not maintained by the employer and the transfer is not a transfer ofdistributable benefits pursuant to Section 1.411(d)-4, Q&A-3(c), of the Treasuryregulations, the transferred benefits are treated by the employer’s plan as if suchbenefits were provided under annuities purchased to provide benefits under a planmaintained by the employer that terminated immediately prior to the transfer withsufficient assets to pay all Members’ benefit liabilities under the plan. If a Member’sbenefits under a defined benefit plan maintained by the employer are transferred to anotherdefined benefit plan in a transfer of distributable benefits pursuant toSection 1.411(d)-4, Q&A-3(c), of the Treasury regulations, the amount transferred istreated as a benefit paid from the transferor plan.(c) Formerly Affiliated Plans of the Employer. A Formerly Affiliated Plan ofthe Employer shall be treated as a plan maintained by the employer, but the FormerlyAffiliated Plan of the Employer shall be treated as if it had terminated immediately priorto the cessation of affiliation with sufficient assets to pay Members’ benefit liabilitiesunder the plan and had purchased annuities to provide benefits.(d) Plans of a Predecessor Employer. If the employer maintains a definedbenefit plan that provides benefits accrued by a Member while performing services for apredecessor employer, the Member’s benefits under a plan maintained by the predecessoremployer shall be treated as provided under a plan maintained by the employer. However, forthis purpose, the plan of the predecessor employer shall be treated as if it had terminatedimmediately prior to the event giving rise to the predecessor employer relationship withsufficient assets to pay Members’ benefit liabilities under the plan, and had purchasedannuities to provide benefits; the employer and the predecessor employer shall be treatedas if they were a single employer immediately prior to such event and as unrelatedemployers immediately after the event; and if the event giving rise to the predecessorrelationship is a benefit transfer, the transferred benefits shall be excluded indetermining the benefits provided under the plan of the predecessor employer.(e) Special Rules. The limitations of this Section 4.7(A) shall be determinedand applied taking into account the rules in Section 1.415(f)-1(d), (e) and (h) of theTreasury regulations.
 
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(f) Aggregation with Multiemployer Plans.(i) If the employer maintains a multiemployer plan, as defined in Section 414(f) ofthe Internal Revenue Code, and the multiemployer plan so provides, only the benefits underthe multiemployer plan that are provided by the employer shall be treated as benefitsprovided under a plan maintained by the employer for purposes of this Section 4.7(A).(ii) Effective for Limitation Years ending after December 31, 2001, a multiemployerplan shall be disregarded for purposes of applying the compensation limitation of Sections4.7(A)(6)(c) and 4.7(A)(6)(i)(i) to a plan which is not a multiemployer plan.(B) Compliance With Section 415 of the Internal Revenue Code:The provisions set forth in Section 4.7(A) are intended to conform the Plan to theFinal Treasury Regulations under Section 415 of the Internal Revenue Code of 1986, asamended, that were released in April, 2007.”IN WITNESS WHEREOF, the undersigned has caused this Amendment to be executed on this _____ dayof December, 2008.      SITHE ENERGIES, INC.