Common use of Participant Deferrals Clause in Contracts

Participant Deferrals. (a) Subject to the Joinder Agreement, Participants may elect to have a portion of their Compensation deferred and to have these Deferrals contributed to the Plan by the Employer. Deferrals shall be withheld from a Participant's paychecks in accordance with the rules established by the Plan Administrator. A Participant's Deferrals cannot exceed in any one taxable year the amount determined in Subsection (c), and Deferrals shall cease at such time as the limit determined in Subsection (c) has been reached. All Deferrals shall be paid by the Employer to the Trustee as soon as practicable, but in no event more than 90 days after the date on which such Deferrals were withheld from the Participant's Compensation; provided, however, that in no event shall Deferrals for a Plan Year be paid by the Employer to the Trustee later than 30 days after the end of the Plan Year. A Participant who does not make an authorization under Subsection (a) when he first joins the Plan may make one at any later date. The effective date of such an authorization shall be the Entry Date following the date on which the Plan Administrator receives the authorization form. If the contribution rate of Participants who are Highly Compensation Employees must be reduced as provided in this Section and/or Section 4.3, the Plan Administrator shall advise each affected Participant of his reduced contribution rate(s). (b) The Recordkeeper shall establish on its books a 401(k) Account in the name of each Participant who elects to make Deferrals. A Participant's 401(k) Account shall be credited with his Deferrals, credited or debited with gains or losses of the Trust Fund, debited for the purchase of life insurance, and debited for distributions. (c) A Participant's maximum allowable Deferral shall not exceed the lowest of: (1) the maximum amount permitted under the Joinder Agreement; (2) the amount which, when added to his Annual Additions for the Limitation Year (as determined in accordance with Section 5.2 before taking the Deferral into account) equals the Participant's maximum allowable Annual Additions for such Limitation Year; (3) the maximum Deferral allowable under Subsection (d); and (4) for years beginning on or after January 1, 1987, $7,000, or such other amount permitted under section 402(g) of the Code for such year. (d) For Plan Years beginning on or after January 1, 1987, the Actual Deferral Percentage of Highly Compensated Employees shall not exceed the Actual Deferral Percentage of Non-Highly Compensated Employees by more than the applicable amount set forth in the following ADP Test: If the Non-Highly The Actual Deferral Compensated Employees Percentage of the Highly Have an Actual Compensated Employees Deferral Percentage of: Shall Not Exceed: ---------------------- ----------------- 0% 0% More than 0% but 2.0 times the Non- less than 2% Highly Compensated Employees' Actual Deferral Percentage 2% to 8% The Non-Highly Compensated Employees' Actual Deferral Percentage plus two percentage points More than 8% 1.25 times the Non-Highly Compensated Employees' Actual Deferral Percentage (e) If the Actual Deferral Percentage of Highly Compensated Employees for a Plan Year would exceed the maximum Deferral rate permissible, the Employer shall, to the extent permitted under applicable Regulations promulgated by the Secretary of the Treasury, require one or more Highly Compensated Employees who are Participants in the Plan to adjust their Deferral rates so that the Actual Deferral Percentage of Highly Compensated Employees will not exceed the maximum Deferral rate permissible. The Employer shall prescribe adjustment to Deferral rates in a uniform and nondiscriminating manner. In the alternative, the Employer may make a Qualified Nonelective Contribution or a Qualified Matching Contribution for Non-Highly Compensated Employees; provided, however, that such Contribution shall not cause the Participants' annual Deferrals to exceed the maximum allowable limits as determined in accordance with Subsection (c) (1) In the event that the Plan does not satisfy the tests set forth in Subsection (d) as of the last day of a given Plan Year, the Employer shall direct the Trustee to distribute to each Highly Compensated Employee his Excess Contributions, plus any income attributable thereto. For purposes of this Subsection, the Deferral rate of each Highly Compensated Employee shall be reduced, beginning with the Deferral rate of the Highly Compensated Employee with the highest Deferral rate, to the extent required to enable the Plan to satisfy the ADP Test of Subsection (d), but not below the Deferral rate as adjusted by this Subsection of the Highly Compensated Employee with the next highest Deferral rate. This leveling process shall be repeated until the Plan satisfies the ADP Test. (2) For the purposes of this Section, in the event that the Plan does not satisfy the ADP Test set forth in Subsection (d) as of the last day of a given Plan Year, the income (or loss) allocable to Excess Contributions is the sum of (A) income or loss allocable to the Participant's 401(k) Account for the Plan Year multiplied by a fraction, the numerator of which is such Participant's Excess Contributions for the year and the denominator of which is the Participant's 401(k) Account balance attributable to Deferrals without regard to any income or loss occurring during such Plan Year; and (B) ten percent of the amount determined under (A) multiplied by the number of whole calendar months between the end of the Plan Year and the date of distribution counting the month of distribution if distribution occurs after the 15th of such month. (3) Excess Contributions shall be distributed as soon as is administratively practicable after receipt of such direction, but in no event later than the last day of the Plan Year following the Plan Year in which the Excess Contributions were contributed to the Plan. (g) Excess Contributions shall be treated as Annual Additions under the Plan. (h) The amount of Excess Contributions to be distributed under Subsection (f) shall be reduced by the amount of Excess Deferrals which exceed the limits of Subsection (c) (4) that have been distributed to a Participant. (i) No nondeductible voluntary Employee contributions shall be permitted. (j) In the case or a Highly Compensated Employee whose contribution rate is determined under the family aggregation rules of Code section 414(q)(6), the family group shall be treated as one Highly Compensated Employee for purposes of determining the maximum permissible contribution rate under Subsection (f). After the amount of Excess Contributions for the family group has been determined, such amount shall be ratably apportioned among the members of the family group on the basis of the Deferrals (and amounts treated as Deferrals) of each family member that is combined to determine the combined Actual Deferral Percentage. (k) Matching Contributions which are attributable to Excess Contributions shall be forfeited and shall be used as Matching Contributions.

Participant Deferrals. (a) Subject An employee who is eligible to participate for the Joinder Agreement, Participants may elect first time and who wishes to have a portion of their Compensation deferred and to have these Deferrals contributed to participate in the Plan by the Employer. Deferrals shall be withheld from a Participant's paychecks in accordance must execute and file with the rules established by Company the Plan Administrator. A Participant's Deferrals cannot exceed in any one taxable year appropriate Deferred Compensation Agreement or Deferred Compensation Election before the amount determined in Subsection (c), and Deferrals shall cease at such time as the limit determined in Subsection (c) has been reached. All Deferrals shall be paid by the Employer to the Trustee as soon as practicable, but in no event more than 90 days after the date on which such Deferrals were withheld from the Participant's Compensation; provided, however, that in no event shall Deferrals for a Plan Year be paid by the Employer to the Trustee later than 30 days after the end start of the Plan YearYear to which it applies. A No Deferred Compensation Agreement or Deferred Compensation Election may take effect after the start of the Plan Year to which it applies. Any Participant who does not make already has an authorization Account balance under Subsection (a) when he first joins the Plan may make one at any later date. The effective date and is eligible to contribute for a subsequent Plan Year must execute and file their Deferred Compensation Election, if any, before the start of such an authorization shall be the Entry Date following the date on which the Plan Administrator receives the authorization formYear to which that deferred Election applies. If the contribution rate of Participants who are Highly Deferred Compensation Employees Elections must be reduced made affirmatively and separately for each Plan Year; such Elections will not renew automatically. Each Deferred Compensation Agreement or Election shall specify, in such manner as provided in this Section and/or Section 4.3the Administrator may allow, either the Plan Administrator shall advise each affected Participant percentage or dollar amount of his reduced contribution rate(s)Compensation to be deferred. (b) The Recordkeeper shall establish on its books Any employee eligible to participate for a 401(k) Account in given Plan Year may separately make and file a Deferred Bonus Election stating the name percentage or dollar amount of each Participant who elects Bonus, if any, to make Deferralsbe deferred for that Plan Year. A Participant's 401(kDeferred Bonus Election may be executed and filed with the Company no later than six (6) Account shall be credited with his Deferrals, credited or debited with gains or losses months prior to the end of the Trust Fundcalendar year for which the Bonus is earned, debited provided that the employee has provided services covered by the performance Bonus since the start of that calendar year (or the date as of which the performance criteria are established for that year, if later) and, at the purchase time the deferred election is made, the Bonus is not substantially certain to be paid and is not readily ascertainable. The conditions stated in this paragraph shall apply only to the extent required by applicable regulations under Code Section 409A; otherwise a Deferred Bonus Election may be made by the six (6) month advance deadline stated above without regard to the other conditions of life insurance, and debited for distributionsthis paragraph. (c) A Participant's maximum allowable Deferral shall not exceed the lowest of: (1) the maximum amount permitted under the Joinder Agreement; (2) the amount which, when added An eligible employee or Inactive Participant who fails to his Annual Additions for the Limitation Year (as determined file a Deferred Compensation Agreement or Election in accordance with this Section 5.2 before taking the Deferral into account) equals the Participant's maximum allowable Annual Additions 4.1 for such Limitation Year; (3) the maximum Deferral allowable under Subsection (d); and (4) for years beginning on or after January 1, 1987, $7,000, or such other amount permitted under section 402(g) of the Code for such year. (d) For a particular Plan Years beginning on or after January 1, 1987, the Actual Deferral Percentage of Highly Compensated Employees Year shall not exceed the Actual Deferral Percentage of Non-Highly Compensated Employees by more than the applicable amount set forth in the following ADP Test: If the Non-Highly The Actual Deferral Compensated Employees Percentage of the Highly Have an Actual Compensated Employees Deferral Percentage of: Shall Not Exceed: ---------------------- ----------------- 0% 0% More than 0% be eligible to become a Contributing Participant for that Plan Year, but 2.0 times the Non- less than 2% Highly Compensated Employees' Actual Deferral Percentage 2% his or her eligibility to 8% The Non-Highly Compensated Employees' Actual Deferral Percentage plus two percentage points More than 8% 1.25 times the Non-Highly Compensated Employees' Actual Deferral Percentage (e) If the Actual Deferral Percentage of Highly Compensated Employees contribute for a subsequent Plan Year would exceed the maximum Deferral rate permissibleYear, the Employer shallas determined under Section 3.1, to the extent permitted under applicable Regulations promulgated by the Secretary of the Treasury, require one or more Highly Compensated Employees who are Participants in the Plan to adjust their Deferral rates so that the Actual Deferral Percentage of Highly Compensated Employees will not exceed the maximum Deferral rate permissible. The Employer shall prescribe adjustment to Deferral rates in a uniform and nondiscriminating manner. In the alternative, the Employer may make a Qualified Nonelective Contribution or a Qualified Matching Contribution for Non-Highly Compensated Employees; provided, however, that such Contribution shall not cause the Participants' annual Deferrals be affected by such failure to exceed the maximum allowable limits as determined in accordance with Subsection (c) (1) In the event that the contribute for any prior Plan does Year. A Contributing Participant may suspend, but not satisfy the tests set forth in Subsection (d) as of the last day of otherwise modify, his or her deferral Election for a given Plan Year, Year once the Employer shall direct the Trustee to distribute to each Highly Compensated Employee his Excess Contributions, plus any income attributable thereto. For purposes of this Subsection, the Deferral rate of each Highly Compensated Employee shall be reduced, beginning with the Deferral rate of the Highly Compensated Employee with the highest Deferral rate, to the extent required to enable the Plan to satisfy the ADP Test of Subsection (d), but not below the Deferral rate as adjusted by this Subsection of the Highly Compensated Employee with the next highest Deferral rate. This leveling process shall be repeated until the Plan satisfies the ADP Test. (2) For the purposes of this Section, in the event original Election for that the Plan does not satisfy the ADP Test set forth in Subsection (d) as of the last day of a given Plan Year, the income (or loss) allocable to Excess Contributions is the sum of (A) income or loss allocable to the Participant's 401(k) Account for the Plan Year multiplied by a fraction, the numerator of which is such Participant's Excess Contributions for the year and the denominator of which is the Participant's 401(k) Account balance attributable to Deferrals without regard to any income or loss occurring during such Plan Year; and (B) ten percent of the amount determined under (A) multiplied by the number of whole calendar months between the end of the Plan Year and the date of distribution counting the month of distribution if distribution occurs after the 15th of such monthhas taken effect. (3) Excess Contributions shall be distributed as soon as is administratively practicable after receipt of such direction, but in no event later than the last day of the Plan Year following the Plan Year in which the Excess Contributions were contributed to the Plan. (g) Excess Contributions shall be treated as Annual Additions under the Plan. (h) The amount of Excess Contributions to be distributed under Subsection (f) shall be reduced by the amount of Excess Deferrals which exceed the limits of Subsection (c) (4) that have been distributed to a Participant. (i) No nondeductible voluntary Employee contributions shall be permitted. (j) In the case or a Highly Compensated Employee whose contribution rate is determined under the family aggregation rules of Code section 414(q)(6), the family group shall be treated as one Highly Compensated Employee for purposes of determining the maximum permissible contribution rate under Subsection (f). After the amount of Excess Contributions for the family group has been determined, such amount shall be ratably apportioned among the members of the family group on the basis of the Deferrals (and amounts treated as Deferrals) of each family member that is combined to determine the combined Actual Deferral Percentage. (k) Matching Contributions which are attributable to Excess Contributions shall be forfeited and shall be used as Matching Contributions.

Participant Deferrals. (a) Subject to the Joinder Agreement, Participants A Participant may elect to have defer a portion of their his Compensation deferred and to have these Deferrals contributed to by filing an Enrollment Form with the Committee. The Enrollment Form must be filed on or before the first day of the Plan by Year in which the Employer. Deferrals shall deferral is to be withheld from a Participant's paychecks made, unless the Participant was not eligible to participate in accordance with the rules established by the Plan Administrator. A Participant's Deferrals cannot exceed on such date, in any one taxable year which case the amount determined in Subsection (c), and Deferrals shall cease at such time as the limit determined in Subsection (c) has been reached. All Deferrals shall Enrollment Form must be paid by the Employer to the Trustee as soon as practicable, but in no event more than 90 filed within 30 days after the date on which such Participant became eligible to participate. (b) The amount of a Participant's Deferred Contributions made pursuant to the Plan shall equal the amount of Participant Deferrals were withheld from which would have been credited to the Participant's CompensationDeferral Account pursuant to Section 3.01(a) of the Retirement/Savings Plan but could not be so credited due to restrictions imposed by the Code, including without limitation restrictions under Sections 401(a)(17), 401(k)(3), 402(g) and 415(c). The amount of a Participant's Deferred Contribution shall be determined by reference to the Participant's elected Deferral Percentage under the Retirement/Savings Plan as of the first day of the Plan Year or, if the Participant was not eligible to participate in this Plan on such date, on the first day on which the Participant was eligible to participate in this Plan, without regard to any change in the Participant's Deferral Percentage under the Retirement/Savings Plan which subsequently becomes effective in such Plan Year. An election to participate in this Plan for any Plan Year shall be irrevocable; provided, however, that in no event a Participant's Deferred Contributions shall Deferrals be suspended for a Plan Year be paid by the Employer to the Trustee later than 30 days after the end period of the Plan Year. A Participant who does not make an authorization under Subsection twelve (a12) when he first joins the Plan may make one at any later date. The effective date of such an authorization shall be the Entry Date months following the date on the Participant receives a hardship withdrawal pursuant to Section 5.01 of the Retirement/Savings Plan or Section 5.04 of the Plan. Notwithstanding anything herein to the contrary, a Participant shall not be permitted to defer Compensation which is earned or payable prior to the Plan Administrator receives execution and delivery of the authorization form. If the contribution rate of Participants who are Highly Compensation Employees must be reduced as provided in this Section and/or Section 4.3, the Plan Administrator shall advise each affected Participant of his reduced contribution rate(s). (b) The Recordkeeper shall establish on its books a 401(k) Account in the name of each Participant who elects to make Deferrals. A Participant's 401(k) Account shall be credited with his Deferrals, credited or debited with gains or losses of the Trust Fund, debited for the purchase of life insurance, and debited for distributionsEnrollment Agreement. (c) A Participant's maximum allowable Deferral Deferred Contributions shall not exceed the lowest of: (1) the maximum amount permitted under the Joinder Agreement; (2) the amount which, when added to his Annual Additions for the Limitation Year (as determined in accordance with Section 5.2 before taking the Deferral into account) equals be deducted through payroll withholding from the Participant's maximum allowable Annual Additions for such Limitation Year; (3) the maximum Deferral allowable under Subsection (d); and (4) for years beginning on or after January 1, 1987, $7,000, or such other amount permitted under section 402(g) of the Code for such year. (d) For Plan Years beginning on or after January 1, 1987, the Actual Deferral Percentage of Highly Compensated Employees shall not exceed the Actual Deferral Percentage of Non-Highly Compensated Employees by more than the applicable amount set forth in the following ADP Test: If the Non-Highly The Actual Deferral Compensated Employees Percentage of the Highly Have an Actual Compensated Employees Deferral Percentage of: Shall Not Exceed: ---------------------- ----------------- 0% 0% More than 0% but 2.0 times the Non- less than 2% Highly Compensated Employees' Actual Deferral Percentage 2% to 8% The Non-Highly Compensated Employees' Actual Deferral Percentage plus two percentage points More than 8% 1.25 times the Non-Highly Compensated Employees' Actual Deferral Percentage (e) If the Actual Deferral Percentage of Highly Compensated Employees for a Plan Year would exceed the maximum Deferral rate permissible, the Employer shall, to the extent permitted under applicable Regulations promulgated regular compensation payable by the Secretary of the Treasury, require one or more Highly Compensated Employees who are Participants in the Plan to adjust their Deferral rates so that the Actual Deferral Percentage of Highly Compensated Employees will not exceed the maximum Deferral rate permissible. The Employer shall prescribe adjustment to Deferral rates in a uniform Company and nondiscriminating manner. In the alternative, the Employer may make a Qualified Nonelective Contribution or a Qualified Matching Contribution for Non-Highly Compensated Employees; provided, however, that such Contribution shall not cause the Participants' annual Deferrals to exceed the maximum allowable limits as determined in accordance with Subsection (c) (1) In the event that the Plan does not satisfy the tests set forth in Subsection (d) as of the last day of a given Plan Year, the Employer shall direct the Trustee to distribute to each Highly Compensated Employee his Excess Contributions, plus any income attributable thereto. For purposes of this Subsection, the Deferral rate of each Highly Compensated Employee shall be reduced, beginning with the Deferral rate of the Highly Compensated Employee with the highest Deferral rate, to the extent required to enable the Plan to satisfy the ADP Test of Subsection (d), but not below the Deferral rate as adjusted by this Subsection of the Highly Compensated Employee with the next highest Deferral rate. This leveling process shall be repeated until the Plan satisfies the ADP Test. (2) For the purposes of this Section, in the event that the Plan does not satisfy the ADP Test set forth in Subsection (d) as of the last day of a given Plan Year, the income (or loss) allocable to Excess Contributions is the sum of (A) income or loss allocable credited to the Participant's 401(k) Account for the Plan Year multiplied by a fraction, the numerator of which is such Participant's Excess Contributions for the year and the denominator of which is the Participant's 401(k) Account balance attributable to Deferrals without regard to any income on or loss occurring during such Plan Year; and (B) ten percent of the amount determined under (A) multiplied by the number of whole calendar months between the end of the Plan Year and about the date of distribution counting or dates such amount would have been credited to his account in the month of distribution Retirement/Savings Plan, if distribution occurs after such amounts had in fact been credited to his account in the 15th of such month. (3) Excess Contributions shall be distributed as soon as is administratively practicable after receipt of such direction, but in no event later than the last day of the Plan Year following the Plan Year in which the Excess Contributions were contributed to the Retirement/Savings Plan. (g) Excess Contributions shall be treated as Annual Additions under the Plan. (h) The amount of Excess Contributions to be distributed under Subsection (f) shall be reduced by the amount of Excess Deferrals which exceed the limits of Subsection (c) (4) that have been distributed to a Participant. (i) No nondeductible voluntary Employee contributions shall be permitted. (j) In the case or a Highly Compensated Employee whose contribution rate is determined under the family aggregation rules of Code section 414(q)(6), the family group shall be treated as one Highly Compensated Employee for purposes of determining the maximum permissible contribution rate under Subsection (f). After the amount of Excess Contributions for the family group has been determined, such amount shall be ratably apportioned among the members of the family group on the basis of the Deferrals (and amounts treated as Deferrals) of each family member that is combined to determine the combined Actual Deferral Percentage. (k) Matching Contributions which are attributable to Excess Contributions shall be forfeited and shall be used as Matching Contributions.