EXHIBIT 10.6
SUNTRUST BANK
NONSTANDARDIZED 401(K) PLAN
By executing this 401(k) plan Adoption Agreement (the "Agreement") under the
SunTrust Bank Prototype Plan, the Employer agrees to establish or continue a
401(k) plan for its Employees. The 401(k) plan adopted by the Employer consists
of the Basic Plan Document #02 (the "BPD") and the elections made under this
Agreement (collectively referred to as the "Plan"). A Related Employer may
jointly co-sponsor the Plan by signing a Co-Sponsor Adoption Page, which is
attached to this Agreement. (See Section 22.164 of the BPD for the definition of
a Related Employer.) THIS PLAN IS EFFECTIVE AS OF THE EFFECTIVE DATE IDENTIFIED
ON THE SIGNATURE PAGE OF THIS AGREEMENT.
1. EMPLOYER INFORMATION
a. NAME AND ADDRESS OF EMPLOYER EXECUTING THE SIGNATURE PAGE OF THIS
AGREEMENT: Books-A-Million, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇ ▇▇▇▇▇
b. EMPLOYER IDENTIFICATION NUMBER (EIN) FOR THE EMPLOYER: ▇▇-▇▇▇▇▇▇▇
c. BUSINESS ENTITY OF EMPLOYER (optional):
[X] (1) C-Corporation [ ] (2) S-Corporation
[ ] (3) Limited Liability Corporation [ ] (4) Sole Proprietorship
[ ] (5) Partnership [ ] (6) Limited Liability Partnership
[ ] (7) Government [ ] (8) Other ___________
d. LAST DAY OF EMPLOYER'S TAXABLE YEAR (optional): January 31
e. DOES THE EMPLOYER HAVE ANY RELATED EMPLOYERS (as defined in Section
22.164 of the BPD)?
[X] (1) Yes [ ] (2) No
f. IF e. IS YES, LIST THE RELATED EMPLOYERS (optional):
American Internet Service, Inc.
American Wholesale Book Company, Inc.
NetCentral, Inc.
▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, Inc.
[NOTE: This Plan will cover Employees of a Related Employer only if
such Related Employer executes a Co-Sponsor Adoption Page. Failure to
cover the Employees of a Related Employer may result in a violation of
the minimum coverage rules under Code Section 410(b). See Section 1.3
of the BPD.]
2. PLAN INFORMATION
a. NAME OF PLAN: Books-A-Million, Inc. 401(k) Profit Sharing Plan
b. PLAN NUMBER (as identified on the Form 5500 series filing for the
Plan): 001
c. TRUST IDENTIFICATION NUMBER (optional): _____________________________
d. PLAN YEAR: [Check (1) or (2). Selection (3) may be selected in addition
to (1) or (2) to identify a Short Plan Year.]
[X] (1) The calendar year.
[ ] (2) The 12-consecutive month period ending _______.
[X] (3) The Plan has a Short Plan Year beginning February 1, 2003 and
ending December 31, 2003 .
3. TYPES OF CONTRIBUTIONS
The following types of contributions are authorized under this Plan.
The selections made below should correspond with the selections made
under Parts 4A, 4B, 4C, 4D and 4E of this Agreement.
[X] a. SECTION 401(k) DEFERRALS (see Part 4A).
[X] b. EMPLOYER MATCHING CONTRIBUTIONS (see Part 4B).
? 2001 SunTrust Bank
1
[ ] c. EMPLOYER NONELECTIVE CONTRIBUTIONS (see Part 4C).
[ ] d. EMPLOYEE AFTER-TAX CONTRIBUTIONS (see Part 4D).
[ ] e. SAFE HARBOR MATCHING CONTRIBUTIONS (see Part 4E, #27).
[ ] f. SAFE HARBOR NONELECTIVE CONTRIBUTIONS (see Part 4E, #28).
[ ] g. NONE. This Plan is a Frozen Plan Effective ____________
(see Section 2.1(d) of the BPD).
PART 1 - ELIGIBILITY CONDITIONS
(See Article 1 of the BPD)
4. EXCLUDED EMPLOYEES. [Check a. or any combination of b. - f. for those
contributions the Employer elects to make under Part 4 of this
Agreement. See Section 1.2 of the BPD for rules regarding the
determination of Excluded Employees for Employee After-Tax
Contributions, QNECs, QMACs and Safe Harbor Contributions.]
(1) (2) (3)
SECTION 401(k) EMPLOYER EMPLOYER
DEFERRALS MATCH NONELECTIVE
a. [X] [X] [ ] No excluded categories of Employees.
b. [ ] [ ] [ ] Union Employees (see Section 22.202 of the BPD).
c. [ ] [ ] [ ] Nonresident Alien Employees (see Section 22.124 of the BPD).
d. [ ] [ ] [ ] Leased Employees (see Section 1.2(b) of the BPD).
e. [ ] [ ] [ ] Highly Compensated Employees (see Section 22.99 of the BPD).
f. [ ] [ ] [ ] (Describe Excluded Employees): _____________________________
5. MINIMUM AGE AND SERVICE CONDITIONS FOR BECOMING AN ELIGIBLE
PARTICIPANT. [Check a. or check b. and/or any one of c. - e. for those
contributions the Employer elects to make under Part 4 of this
Agreement. Selection f. may be checked instead of or in addition to any
selections under b. - e. See Section 1.4 of the BPD for the application
of the minimum age and service conditions for purposes of Employee
After - Tax Contributions, QNECs, QMACs and Safe Harbor Contributions.
See Part 7 of this Agreement for special service crediting rules.]
(1) (2) (3)
SECTION 401 EMPLOYER EMPLOYER
(k)DEFERRALS MATCH NONELECTIVE
a. [ ] [ ] [ ] None (conditions are met on Employment Commencement Date).
b. [X] [X] [ ] Age 21 (cannot exceed age 21).
c. [ ] [ ] [ ] One Year of Service.
d. [X] [X] [ ] 6 consecutive months (not more than 12) during which the Employee
completes at least 1 Hours of Service (cannot exceed 1,000). If an
Employee does not satisfy this requirement in the first designated
period of months following his/her Employment Commencement Date, such
Employee will be deemed to satisfy this condition upon completing a Year
of Service (as defined in Section 1.4(b) of the BPD).
e. N/A [ ] [ ] Two Years of Service. [Full and immediate vesting must be selected under
Part 6 of this Agreement.]
f. [ ] [ ] [ ] (Describe eligibility conditions): _____________________________________
[NOTE: Any conditions provided under f. must be described in a manner
that precludes Employer discretion and must satisfy the
nondiscrimination requirements of Section 1.401(a)(4) of the regulations,
and may not cause the Plan to violate the provisions of Code
Section 410(a).]
? 2001 SunTrust Bank
2
[ ]6. DUAL ELIGIBILITY. Any Employee (other than an Excluded Employee) who is
employed on the date designated under a. or b. below, as applicable, is
deemed to be an Eligible Participant as of the later of the date
identified under this #6 or the Effective Date of this Plan, without
regard to any Entry Date selected under Part 2. See Section 1.4(d)(2)
of the BPD. [NOTE: If this #6 is checked, also check a. or b. If this
#6 is not checked, the provisions of Section 1.4(d)(1) of the BPD
apply.]
[ ] a. The Effective Date of this Plan.
[ ] b. (Identify date) _______________________________
[NOTE: Any date specified under b. may not cause the Plan to violate
the provisions of Code Section 410(a). See Section 1.4 of the BPD.]
PART 2 - COMMENCEMENT OF PARTICIPATION
(See Section 1.5 of the BPD)
7. ENTRY DATE UPON WHICH PARTICIPATION BEGINS AFTER COMPLETING MINIMUM AGE
AND SERVICE CONDITIONS UNDER PART 1, #5 ABOVE. [Check one of a. - e.
for those contributions the Employer elects to make under Part 4 of
this Agreement. See Section 1.5 of the BPD for determining the Entry
Date applicable to Employee After-Tax Contributions, QNECs, QMACs and
Safe Harbor Contributions.]
(1) (2) (3)
SECTION 401(k) EMPLOYER EMPLOYER
DEFERRALS MATCH NONELECTIVE
a. [ ] [ ] [ ] The next following Entry Date (as defined in #8 below).
b. [X] [X] [ ] The Entry Date (as defined in #8 below) coinciding with or next
following the completion of the age and service conditions.
c. N/A [ ] [ ] The nearest Entry Date (as defined in #8 below).
d. N/A [ ] [ ] The preceding Entry Date (as defined in #8 below).
e. [ ] [ ] [ ] The date the age and service conditions are satisfied. [Also
check #8.e. below for the same type of contribution(s) checked here.]
8. DEFINITION OF ENTRY DATE. [Check one of a. - e. for those contributions
the Employer elects to make under Part 4 of this Agreement. Selection
f. may be checked instead of or in addition to a. - e. See Section 1.5
of the BPD for determining the Entry Date applicable to Employee
After-Tax Contributions, QNECs, QMACs and Safe Harbor Contributions.]
(1) (2) (3)
SECTION 401(k) EMPLOYER EMPLOYER
DEFERRALS MATCH NONELECTIVE
a. [ ] [ ] [ ] The first day of the Plan Year and the first day of 7th month of
the Plan Year.
b. [ ] [ ] [ ] The first day of each quarter of the Plan Year.
c. [ ] [ ] [ ] The first day of each month of the Plan Year.
d. [ ] [ ] [ ] The first day of the Plan Year. [If #7.a. or #7.b. above is checked
for the same type of contribution as checked here, see the restrictions
in Section 1.5(b) of the BPD.]
e. [X] [X] [ ] The date the conditions in Part 1, #5. above are satisfied. [This
e. should be checked for a particular type of contribution only if
#7.e. above is also checked for that type of contribution.]
f. [ ] [ ] [ ] (Describe Entry Date) ______________________
[NOTE: Any Entry Date designated in f. must comply with the
requirements of Code Section 410(a)(4) and must satisfy the nondiscrimination
requirements under Section 1.401(a)(4) of the regulations. See Section 1.5(a)
of the BPD.]
? 2001 SunTrust Bank
3
PART 3 - COMPENSATION DEFINITIONS
(See Sections 22.102 and 22.197 of the BPD)
9. DEFINITION OF TOTAL COMPENSATION:
[X] a. W-2 Wages.
[ ] b. Withholding Wages.
[ ] c. Code Section 415 Safe Harbor Compensation.
[NOTE: Each of the above definitions is increased for Elective
Deferrals (as defined in Section 22.61 of the BPD, for pre-tax
contributions to a cafeteria plan or a Code Section 457 plan, and for
qualified transportation fringes under Code Section 132(f)(4). See
Section 22.197 of the BPD.]
10. DEFINITION OF INCLUDED COMPENSATION for allocation of contributions or
forfeitures: [Check a. or b. for those contributions the Employer
elects under Part 4 of this Agreement. If b. is selected for a
particular contribution, also check any combination of c. through j.
for that type of contribution. See Section 22.102 of the BPD for
determining Included Compensation for Employee After-Tax Contributions,
QNECs, QMACs and Safe Harbor Contributions.]
(1) (2) (3)
SECTION 401(k) EMPLOYER EMPLOYER
DEFERRALS MATCH NONELECTIVE
a. [X] [X] [ ] Total Compensation, as defined in #9 above.
b. [ ] [ ] [ ] Total Compensation, as defined in #9 above, with the
following exclusions:
c. N/A [ ] [ ] Elective Deferrals, pre-tax contributions to a cafeteria plan
or a Code Section 457 plan, and qualified transportation fringes under
Code Section 132(f)(4) are excluded. See Section 22.102 of the BPD.
d. [ ] [ ] [ ] Fringe benefits, expense reimbursements, deferred compensation,
welfare benefits are excluded.
e. [ ] [ ] [ ] Compensation above $_____ is excluded.
f. [ ] [ ] [ ] Bonuses are excluded.
g. [ ] [ ] [ ] Commissions are excluded.
h. [ ] [ ] [ ] Overtime is excluded.
i. [ ] [ ] [ ] Amounts paid for services performed for a Related Employer that
does not execute the Co-Sponsor Adoption Page under this Agreement
are excluded.
j. [ ] [ ] [ ] (Describe modifications to Included Compensation): _____
[NOTE: Unless otherwise provided under j., any exclusions selected
under f. through j. above do not apply to Nonhighly Compensated
Employees in determining allocations under the Permitted Disparity
Method under Part 4C, #21.b. of this Agreement or for purposes of
applying the Safe Harbor 401(k) Plan provisions under Part 4E of this
Agreement.]
[ ] 11. SPECIAL RULES.
[ ] a. HIGHLY COMPENSATED EMPLOYEES ONLY. For all purposes under the
Plan, the modifications to Included Compensation elected in
#10.f. through #10.j. above will apply only to Highly
Compensated Employees.
[ ] b. MEASUREMENT PERIOD (SEE THE OPERATING RULES UNDER SECTION
2.2(c)(3) OF THE BPD). Instead of the Plan Year, Included
Compensation is determined on the basis of the period under (1)
or (2) below.
[ ] (1) The calendar year ending in the Plan Year.
[ ] (2) The 12-month period ending on __________ which ends
during the Plan Year.
[NOTE: If this selection b. is checked, Included Compensation
will be determined on the basis of the period designated in (1)
or (2) for all contribution types. If this selection b. is not
checked, Included Compensation is based on the Plan Year. See
Part 4 for the ability to use partial year Included
Compensation.]
? 2001 SunTrust Bank
4
[PRACTITIONER TIP: If #11.b is checked, it is recommended that
the Limitation Year for purposes of applying the Annual Additions
Limitation under Code Section 415 correspond to the period used
to determine Included Compensation. This modification to the
Limitation Year may be made in Part 13, #69.a. of this
Agreement.]
PART 4A - SECTION 401(k) DEFERRALS
(See Section 2.3(a) of the BPD)
[X] Check this selection and complete the applicable sections of this Part
4A to allow for Section 401(k) Deferrals under the Plan.
[X] 12. SECTION 401(k) DEFERRAL LIMIT. 15 % of Included Compensation. [If this
#12 is NOT checked, the Code Section 402(g) deferral limit described in
Section 17.1 of the BPD and the Annual Additions Limitation under
Article 7 of the BPD still apply.]
[X] a.APPLICABLE PERIOD. The limitation selected under #12 applies with
respect to Included Compensation earned during:
[X] (1) the Plan Year.
[ ] (2) the portion of the Plan Year in which the Employee is an
Eligible Participant.
[ ] (3) each separate payroll period during which the Employee is
an Eligible Participant.
[NOTE: If Part 3, #11.b. is checked, any period selected under
this a. will be determined as if the Plan Year were the period
designated under Part 3, #11.b. See Section 2.2(c)(3) of the
BPD.]
[ ] b.LIMIT APPLICABLE ONLY TO HIGHLY COMPENSATED EMPLOYEES. [If this
b. is not checked, any limitation selected under #12 applies to
all Eligible Participants.]
[ ] (1) The limitation selected under #12 applies only to Highly
Compensated Employees.
[ ] (2) The limitation selected under #12 applies only to
Nonhighly Compensated Employees. Highly Compensated
Employees may defer up to ____% of Included Compensation
(as determined under a. above). [The percentage inserted
in this (2) for Highly Compensated Employees must be
lower than the percentage inserted in #12 for Nonhighly
Compensated Employees.]
[X] 13. MINIMUM DEFERRAL RATE: [If this #13 is not checked, no minimum
deferral rate applies to Section 401(k) Deferrals under the Plan.]
[X] a. 1 % of Included Compensation for a payroll period.
[ ] b. $ ___ for a payroll period.
[ ] 14. AUTOMATIC DEFERRAL ELECTION. (See Section 2.3(a)(2) of the BPD.) An
Eligible Participant will automatically defer ____ % of Included
Compensation for each payroll period, unless the Eligible Participant
makes a contrary Salary Reduction Agreement election on or after ____.
This automatic deferral election will apply to:
[ ] a. all Eligible Participants.
[ ] b. only those Employees who become Eligible Participants on or
after the following date:
________________________________________________________________
[ ] 15. EFFECTIVE DATE. If this Plan is being adopted as a new 401(k) plan or
to add a 401(k) feature to an existing plan, Eligible Participants may
begin making Section 401(k) Deferrals as of:_____
? 2001 SunTrust Bank
5
PART 4B - EMPLOYER MATCHING CONTRIBUTIONS
(See Sections 2.3(b) and (c) of the BPD)
[X] CHECK THIS SELECTION AND COMPLETE THIS PART 4B TO ALLOW FOR EMPLOYER
MATCHING CONTRIBUTIONS. Each formula allows for Employer Matching
Contributions to be allocated to Section 401(k) Deferrals and/or
Employee After-Tax Contributions (referred to as "applicable
contributions"). If a matching formula applies to both types of
contributions, such contributions are aggregated to determine the
Employer Matching Contribution allocated under the formula. If any
formula applies to Employee After-Tax Contributions, Part 4D must be
completed. [NOTE: Do not check this selection if the only Employer
Matching Contributions authorized under the Plan are Safe Harbor
Matching Contributions. Instead, complete the applicable elections
under Part 4E of this Agreement. If a "regular" Employer Matching
Contribution will be made in addition to a Safe Harbor Matching
Contribution, complete this Part 4B for the "regular" Employer Matching
Contribution and Part 4E for the Safe Harbor Matching Contribution. To
avoid ACP Testing with respect to any "regular" Employer Matching
Contributions, such contributions may not be based on applicable
contributions in excess of 6% of Included Compensation and any
discretionary "regular" Employer Matching Contributions may not exceed
4% of Included Compensation.]
16. EMPLOYER MATCHING CONTRIBUTION FORMULA(S): [See the operating rules
under #17 below.]
(1) (2)
SECTION 401(k) EMPLOYEE
DEFERRALS AFTER-TAX
a. [ ] [ ] FIXED MATCHING CONTRIBUTION.___ % of each Eligible Participant's
applicable contributions. The Employer Matching Contribution
does not apply to applicable contributions that exceed:
[ ] (a) ___% of Included Compensation.
[ ] (b) $___.
[NOTE: If neither (a) nor (b) is checked, all applicable contributions
are eligible for the Employer Matching Contribution under this
formula.]
b. [X] [ ] DISCRETIONARY MATCHING CONTRIBUTION. A uniform percentage, as determined
by the employer, of each Eligible Participant's applicable contributions.
[ ] (a) The Employer Matching Contribution allocated to any Eligible
Participant may not exceed____ % of Included Compensation.
[X] (b) The Employer Matching Contribution will apply only to a
Participant's applicable contributions that do not exceed:
[ ] 1. ___% of Included Compensation.
[ ] 2. $___.
[X] 3. a dollar amount or percentage of Included Compensation that is
uniformly determined by the Employer for all Eligible
Participants.
[NOTE: If none of the selections 1. - 3. is checked, all applicable
contributions are eligible for the Employer Matching Contribution
under this formula.]
? 2001 SunTrust Bank
6
c. [ ] [ ] TIERED MATCHING CONTRIBUTION. A uniform percentage of each tier of
each Eligible Participant's applicable contributions, determined as follows:
Tiers of contributions Matching percentage
---------------------- -------------------
(indicate $ or %)
(a) First ______________ (b) ______________
(c) Next _______________ (d) ______________
(e) Next _______________ (f) ______________
(g) Next _______________ (h) ______________
[NOTE: Fill in only percentages or dollar amounts, but not both. If
percentages are used, each tier represents the amount of the
Participant's applicable contributions that equals the specified
percentage of the Participant's Included Compensation.]
d. [ ] [ ] DISCRETIONARY TIERED MATCHING CONTRIBUTION. The Employer will determine
a matching percentage for each tier of each Eligible Participant's
applicable contributions. Tiers are determined in increments of:
Tiers of contributions
----------------------
(indicate $ or %)
(a) First _____________
(b) Next _____________
(c) Next _____________
(d) Next _____________
[NOTE: Fill in only percentages or dollar amounts, but not both. If
percentages are used, each tier represents the amount of the
Participant's applicable contributions that equals the specified
percentage of the Participant's Included Compensation.]
e. [ ] [ ] YEAR OF SERVICE MATCHING CONTRIBUTION. A uniform percentage of each
Eligible Participant's applicable contributions based on Years of
Service with Employer, determined as follows:
Years of Service Matching Percentage
---------------- -------------------
(a) ____________ (b) ______________%
(c) ____________ (d) ______________%
(e) ____________ (f) ______________%
[ ] 1. In applying the Year of Service matching contribution formula,
a Year of Service is: [If not checked, a Year of Service is
1,000 Hours of Service during the Plan Year.]
[ ] a. as defined for purposes of eligibility under Part 7.
[ ] b. as defined for purposes of vesting under Part 7.
[ ] 2. Special limits on Employer Matching Contributions under the Year of
Service formula:
[ ] a. The Employer Matching Contribution allocated to any Eligible
Participant may not exceed _____% of Included Compensation.
[ ] b. The Employer Matching Contribution will apply only to a
Participant's applicable contributions that do not exceed:
[ ] (1) ___% of Included Compensation.
[ ] (2) $___.
? 2001 SunTrust Bank
7
f. [ ] [ ] NET PROFITS. Any Employer Matching Contributions made in accordance
with the elections under this #16 are limited to Net Profits. [If this f. is
checked, also select (a) or (b) below.]
[ ] (a) DEFAULT DEFINITION OF NET PROFITS. For purposes of this selection
f., Net Profits is defined in accordance with Section 2.2(a)(2)
of the BPD.
[ ] (b) MODIFIED DEFINITION OF NET PROFITS. For purposes of this selection
f., Net Profits is defined as follows:
[NOTE: Any definition of Net Profits under this (b) must be described in a manner that
precludes Employer discretion and must satisfy the nondiscrimination requirements of
Section 1.401(a)(4) of the regulations and must apply uniformly to all Participants.]
17. OPERATING RULES FOR APPLYING THE MATCHING CONTRIBUTION FORMULAS:
a. APPLICABLE CONTRIBUTIONS TAKEN INTO ACCOUNT: (See Section
2.3(b)(3) of the BPD.) The matching contribution formula(s)
elected in #16. above (and any limitations on the amount of a
Participant's applicable contributions considered under such
formula(s)) are applied separately for each:
[X] (1) Plan Year. [ ] (2) Plan Year quarter.
[ ] (3) calendar month. [ ] (4) payroll period.
[NOTE: If Part 3, #11.b. is checked, the period selected under
this a. (to the extent such period refers to the Plan Year)
will be determined as if the Plan Year were the period
designated under Part 3, #11.b. See Section 2.2(c)(3) of the
BPD.]
b. SPECIAL RULE FOR PARTIAL PERIOD OF PARTICIPATION. If an
Employee is an Eligible Participant for only part of the
period designated in a. above, Included Compensation is taken
into account for:
[X] (1) the entire period, including the portion of the
period during which the Employee is not an Eligible
Participant.
[ ] (2) the portion of the period in which the Employee is an
Eligible Participant.
[ ] (3) the portion of the period during which the Employee's
election to make the applicable contributions is in
effect.
[ ] 18. QUALIFIED MATCHING CONTRIBUTIONS (QMACs): [NOTE: Regardless of any
elections under this #18, the Employer may make a QMAC to the Plan to
correct a failed ADP or ACP Test, as authorized under Sections
17.2(d)(2) and 17.3(d)(2) of the BPD. Any QMAC allocated to correct the
ADP or ACP Test which is not specifically authorized under this #18
will be allocated to all Eligible Participants who are Nonhighly
Compensated Employees as a uniform percentage of Section 401(k)
Deferrals made during the Plan Year. See Section 2.3(c) of the BPD.]
[ ] a. All Employer Matching Contributions are designated as QMACs.
[ ] b. Only Employer Matching Contributions described in selection(s)
___ under #16 above are designated as QMACs.
[ ] c. In addition to any Employer Matching Contribution provided
under #16 above, the Employer may make a discretionary QM AC
that is allocated equally as a percentage of Section 401(k)
Deferrals made during the Plan Year. The Employer may allocate
QMACs only on Section 401(k) Deferrals that do not exceed a
specific dollar amount or a percentage of Included Compensation
that is uniformly determined by the Employer. QMACs will be
allocated to:
[ ] (1) Eligible Participants who are Nonhighly Compensated
Employees.
[ ] (2) all Eligible Participants.
19. ALLOCATION CONDITIONS. An Eligible Participant must satisfy the
following allocation conditions for an Employer Matching Contribution:
[Check a. or b. or any combination of c. - f. Selection e. may not be
checked if b. or d. is checked. Selection g. and/or h. may be checked
in addition to b. - f.]
[ ] a. NONE.
[ ] b. SAFE HARBOR ALLOCATION CONDITION. An Employee must be employed
by the Employer on the last day of the Plan Year OR must have
more than ____ (not more than 500) Hours of Service for the
Plan Year.
[X] c. LAST DAY OF EMPLOYMENT CONDITION. An Employee must be employed
with the Employer on the last day of the Plan Year.
? 2001 SunTrust Bank
8
[X] d. HOURS OF SERVICE CONDITION. An Employee must be credited with
at least 1000 Hours of Service (may not exceed 1,000) during
the Plan Year.
[ ] e. ELAPSED TIME METHOD. (See Section 2.6(d) of the BPD.)
[ ] (1) SAFE HARBOR ALLOCATION CONDITION. An Employee must be
employed by the Employer on the last day of the Plan
Year OR must have more than ___ (not more than 91)
consecutive days of employment with the Employer
during the Plan Year.
[ ] (2) SERVICE CONDITION. An Employee must have more than
___ (not more than 182) consecutive days of employment
with the Employer during the Plan Year.
[ ] f. DISTRIBUTION RESTRICTION. An Employee must not have taken a
distribution of the applicable contributions eligible for an
Employer Matching Contribution prior to the end of the period
for which the Employer Matching Contribution is being made (as
defined in #17.a. above). See Section 2.6(c) of the BPD.
[ ] g. APPLICATION TO A SPECIFIED PERIOD. In applying the allocation
condition(s) designated under b. through e. above, the
allocation condition(s) will be based on the period designated
under #17.a. above. In applying an Hours of Service condition
under d. above, the following method will be used: [This g.
should be checked only if a period other than the Plan Year is
selected under #17.a. above. Selection (1) or (2) must be
selected only if d. above is also checked.]
[ ] (1) FRACTIONAL METHOD (see Section 2.6(e)(2)(i) of the
BPD).
[ ] (2) PERIOD-BY-PERIOD METHOD (see Section 2.6(e)(2)(ii) of
the BPD).
[PRACTITIONER NOTE: If this g. is not checked, any allocation
condition(s) selected under b. through e. above will apply with
respect to the Plan Year, regardless of the period selected
under #17.a. above. See Section 2.6(e) of the BPD for
procedural rules for applying allocation conditions for a
period other than the Plan Year.]
[X] h. The above allocation condition(s) will NOT apply if:
[X] (1) the Participant dies during the Plan Year.
[X] (2) the Participant is Disabled.
[X] (3) the Participant, by the end of the Plan Year, has
reached:
[X] (a) Normal Retirement Age.
[ ] (b) Early Retirement Age.
PART 4C - EMPLOYER NONELECTIVE CONTRIBUTIONS
(See Sections 2.3(d) and (e) of the BPD)
[ ] CHECK THIS SELECTION AND COMPLETE THIS PART 4C TO ALLOW FOR EMPLOYER
NONELECTIVE CONTRIBUTIONS. [NOTE: Do not check this selection if the
only Employer Nonelective Contributions authorized under the Plan are
Safe Harbor Nonelective Contributions. Instead, complete the applicable
elections under Part 4E of this Agreement.]
[ ] 20. EMPLOYER NONELECTIVE CONTRIBUTION (OTHER THAN QNECs):
[ ] a. DISCRETIONARY. Discretionary with the Employer.
[ ] b. FIXED UNIFORM PERCENTAGE. ___% of each Eligible Participant's
Included Compensation.
[ ] c. UNIFORM DOLLAR AMOUNT.
[ ] (1) A uniform discretionary dollar amount for each
Eligible Participant.
[ ] (2) $___ for each Eligible Participant.
[ ] ▇. ▇▇▇▇▇-▇▇▇▇▇ CONTRIBUTION FORMULA. (See Section 2.2(a)(1) of the
BPD for rules regarding the application of the ▇▇▇▇▇-▇▇▇▇▇
Contribution Formula.) The Employer will make a contribution
for each Eligible Participant's ▇▇▇▇▇-▇▇▇▇▇ Act Service based
on the hourly contribution rate for the Participant's
employment classification, as designated under Schedule A of
this Agreement. The contributions under this formula will be
allocated under the Pro Rata Allocation Formula under #21.a.
below, but based on the amounts designated in Schedule A as
attached to this Agreement. [If this d. is selected, #21.a.
below also must be selected.]
? 2001 SunTrust Bank
9
[ ] (1) The contributions under the ▇▇▇▇▇-▇▇▇▇▇ Contribution
Formula will offset the following contributions under
the Plan: [Check (a) and/or (b). If this (1) is not
checked, contributions under the ▇▇▇▇▇ ▇▇▇▇▇
Contribution Formula will NOT offset any other
Employer Contributions under the Plan.]
[ ] (a) Employer Nonelective Contributions
[ ] (b) Employer Matching Contributions
[ ] (2) The default provisions under Section 2.2(a)(1) are
modified as follows: _________________________________
[NOTE: Any modification to the default provisions
under (2) must satisfy the nondiscrimination
requirements under Section 1.401(a)(4) of the
regulations. Any modification under (2) will not allow
the offset of any contributions to any other Plan.]
[ ] e. NET PROFITS. Check this e. if the contribution selected above
is limited to Net Profits. [If this e. is checked, also select
(1) or (2) below.]
[ ] (1) DEFAULT DEFINITION OF NET PROFITS. For purposes of
this subsection e., Net Profits is defined in
accordance with Section 2.2(a)(2) of the BPD.
[ ] (2) MODIFIED DEFINITION OF NET PROFITS. For purposes of
this subsection e., Net Profits is defined as follows:
____________________________
[NOTE: Any definition of Net Profits under this (2)
must be described in a manner that precludes Employer
discretion, must satisfy the nondiscrimination
requirements of Section 1.401(a)(4) of the
regulations, and must apply uniformly to all
Participants.]
[ ] 21. ALLOCATION FORMULA FOR EMPLOYER NONELECTIVE CONTRIBUTIONS (OTHER THAN
QNECs): (See Section 2.3(d) of the BPD.)
[ ] a. PRO RATA ALLOCATION METHOD. The allocation for each Eligible
Participant is a uniform percentage of Included Compensation
(or a uniform dollar amount if #20.c. is selected above).
[ ] b. PERMITTED DISPARITY METHOD. The allocation for each Eligible
Participant is determined under the following formula:
[Selection #20.a. above must also be checked.]
[ ] (1) Two-Step Formula.
[ ] (2) Four-Step Formula.
[ ] c. UNIFORM POINTS ALLOCATION. The allocation for each Eligible
Participant is determined based on the Eligible Participant's
points. Each Eligible Participant's allocation shall bear the
same relationship to the Employer Contribution as his/her total
points bears to all points awarded. An Eligible Participant
will receive: [Check (1) and/or (2). Selection (3) may be
checked in addition to (1) and (2). Selection #20.a. above also
must be checked.]
[ ] (1) ____ points for each ____ year(s) of age (attained as
of the end of the Plan Year).
[ ] (2) ____ points for each ____ Year(s) of Service,
determined as follows: [Check (a) or (b). Selection
(c) may be checked in addition to (a) or (b).]
[ ] (a) In the same manner as determined for
eligibility.
[ ] (b) In the same manner as determined for vesting.
[ ] (c) Points will not be provided with respect to
Years of Service in excess of ____.
[ ] (3) ____ points for each $____ (not to exceed $200) of
Included Compensation.
[ ] d. ALLOCATION BASED ON SERVICE. The Employer Nonelective
Contribution will be allocated to each Eligible Participant as:
[Check (1) or (2). Also check (a), (b), and/or (c). Selection
(3) may be checked in addition to (1) or (2).]
[ ] (1) a uniform dollar amount [ ] (2) a uniform percentage
of Included Compensation for the following periods of
service:
[ ] (a) Each Hour of Service.
[ ] (b) Each week of employment.
[ ] (c) (Describe period) ___________________________
? 2001 SunTrust Bank
10
[ ] (3) The contribution is subject to the following minimum
and/or benefit limitations:
[PRACTITIONER NOTE: If #20.b. or #20.c. is checked, the
selection in (1) or (2) must conform to the selection made in
#20.b. or #20.c. Thus, if #20.b. is checked along with this
subsection d., the allocation must be a uniform percentage of
Included Compensation under (2). If #20.c. is checked along
with this subsection d. the allocation must be a uniform
dollar amount under (1).]
[ ] e. TOP-HEAVY MINIMUM CONTRIBUTION. In applying the Top-Heavy Plan
requirements under Article 16 of the BPD, the top-heavy minimum
contribution will be allocated to all Eligible Participants, in
accordance with Section 16.2(a) of the BPD. [NOTE: If this e.
is not checked, any top-heavy minimum contribution will be
allocated only to Non-Key Employees, in accordance with Section
16.2(a) of the BPD.]
[ ] 22. QUALIFIED NONELECTIVE CONTRIBUTION (QNEC). The Employer may make a
discretionary QNEC that is allocated under the following method. [NOTE:
Regardless of any elections under this #22, the Employer may make a
QNEC to the Plan to correct a failed ADP or ACP Test, as authorized
under Sections 17.2(d)(2) and 17.3(d)(2) of the BPD. Any QNEC allocated
to correct the ADP or ACP Test which is not specifically authorized
under this #22 will be allocated as a uniform percentage of Included
Compensation to all Eligible Participants who are Nonhighly Compensated
Employees. See Section 2.3(e) of the BPD.]
[ ] a. PRO RATA ALLOCATION METHOD. (See Section 2.3(e)(1) of the BPD.)
The QNEC will be allocated as a uniform percentage of Included
Compensation to:
[ ] (1) all Eligible Participants who are Nonhighly
Compensated Employees.
[ ] (2) all Eligible Participants.
[ ] b. BOTTOM-UP QNEC METHOD. The QNEC will be allocated to Eligible
Participants who are Nonhighly Compensated Employees in reverse
order of Included Compensation. (See Section 2.3(e)(2) of the
BPD.)
[ ] c. APPLICATION OF ALLOCATION CONDITIONS. If this c. is checked,
QNECs will be allocated only to Eligible Participants who have
satisfied the allocation conditions under #24 below. [If this
c. is not checked, QNECs will be allocated without regard to
the allocation conditions under #24 below.]
23. OPERATING RULES FOR DETERMINING AMOUNT OF EMPLOYER NONELECTIVE
CONTRIBUTIONS.
a. SPECIAL RULES REGARDING INCLUDED COMPENSATION.
(1) APPLICABLE PERIOD FOR DETERMINING INCLUDED COMPENSATION. In
determining the amount of Employer Nonelective
Contributions to be allocated to an Eligible Participant
under this Part 4C, Included Compensation is determined
separately for each: [If #21.b. above is checked, the Plan
Year must be selected under
(a) below.]
[ ] (a) Plan Year. [ ] (b) Plan Year quarter.
[ ] (c) calendar month. [ ] (d) payroll period.
[NOTE: If Part 3, #11.b. is checked, the period selected
under this (1) (to the extent such period refers to the
Plan Year) will be determined as if the Plan Year were the
period designated under Part 3, #11.b. See Section
2.2(c)(3) of the BPD.]
[ ] (2) SPECIAL RULE FOR PARTIAL PERIOD OF PARTICIPATION. If an
Employee is an Eligible Participant for only part of the
period designated under (1) above, Included Compensation is
taken into account for the entire period, including the
portion of the period during which the Employee is not an
Eligible Participant. [If this selection (2) is not
checked, Included Compensation is taken into account only
for the portion of the period during which the Employee is
an Eligible Participant.]
[ ] b. SPECIAL RULES FOR APPLYING THE PERMITTED DISPARITY METHOD.
[Complete this b. only if #21.b. above is also checked.]
[ ] (1) APPLICATION OF FOUR-STEP FORMULA FOR TOP-HEAVY PLANS.
If this (1) is checked, the Four-Step Formula applies
instead of the Two-Step Formula for any Plan Year in
which the Plan is a Top Heavy Plan. [This (1) may only
be checked if #21.b.(1) above is also checked.]
[ ] (2) EXCESS COMPENSATION UNDER THE PERMITTED DISPARITY
METHOD is the amount of Included Compensation that
exceeds: [If this selection (2) is not checked, Excess
Compensation under the Permitted Disparity Method is
the amount of Included Compensation that exceeds the
Taxable Wage Base.]
[ ] (a) ____% (may not exceed 100%) of the Taxable
Wage Base.
[ ] 1. The amount determined under (a) is
not rounded.
? 2001 SunTrust Bank
11
[ ] 2. The amount determined under (a) is
rounded (but not above the Taxable
Wage Base) to the next higher:
[ ] a. $1.
[ ] b. $100.
[ ] c. $1,000.
[ ] (b) _____________________________(may not exceed
the Taxable Wage Base).
[NOTE: The maximum integration percentage of 5.7%
must be reduced to (i) 5.4% if Excess Compensation is
based on an amount that is GREATER than 80% but less
than 100% of the Taxable Wage Base or (ii) 4.3% if
Excess Compensation is based on an amount that is
greater than 20% but less than or equal to 80% of the
Taxable Wage Base. See Section 2.2(b)(2) of the BPD.]
24. ALLOCATION CONDITIONS. An Eligible Participant must satisfy the
following allocation conditions for an Employer Nonelective
Contribution: [Check a. or b. or any combination of c. - e. Selection
e. may not be checked if b. or d. is checked. Selection f. and/or g.
may be checked in addition to b. - e.]
[ ] a. NONE.
[ ] b. SAFE HARBOR ALLOCATION CONDITION. An Employee must be employed
by the Employer on the last day of the Plan Year OR must have
more than ____ (not more than 500) Hours of Service for the
Plan Year.
[ ] c. LAST DAY OF EMPLOYMENT CONDITION. An Employee must be employed
with the Employer on the last day of the Plan Year.
[ ] d. HOURS OF SERVICE CONDITION. An Employee must be credited with
at least ___ Hours of Service (may not exceed 1,000) during
the Plan Year.
[ ] e. ELAPSED TIME METHOD. (See Section 2.6(d) of the BPD.)
[ ] (1) SAFE HARBOR ALLOCATION CONDITION. An Employee must be
employed by the Employer on the last day of the Plan
Year OR must have more than ___ (not more than 91)
consecutive days of employment with the Employer
during the Plan Year.
[ ] (2) SERVICE CONDITION. An Employee must have more than
___ (not more than 182) consecutive days of employment
with the Employer during the Plan Year.
[ ] f. APPLICATION TO A SPECIFIED PERIOD. In applying the allocation
condition(s) designated under b. through e. above, the
allocation condition(s) will be based on the period designated
under #23.a.(1) above. In applying an Hours of Service
condition under d. above, the following method will be used:
[This f. should be checked only if a period other than the Plan
Year is selected under #23.a.(1) above. Selection (1) or (2)
must be selected only if d. above is also checked.]
[ ] (1) FRACTIONAL METHOD (see Section 2.6(e)(2)(i) of the
BPD).
[ ] (2) PERIOD-BY-PERIOD METHOD (see Section 2.6(e)(2)(ii) of
the BPD).
[PRACTITIONER NOTE: If this f. is not checked, any allocation
condition(s) selected under b. through e. above will apply with
respect to the Plan Year, regardless of the period selected
under #23.a.(1) above. See Section 2.6(e) of the BPD for
procedural rules for applying allocation conditions for a
period other than the Plan Year.]
[ ] g. The above allocation condition(s) will NOT apply if:
[ ] (1) the Participant dies during the Plan Year.
[ ] (2) the Participant is Disabled.
[ ] (3) the Participant, by the end of the Plan Year, has
reached:
[ ] (a) Normal Retirement Age.
[ ] (b) Early Retirement Age.
? 2001 SunTrust Bank
12
PART 4D - EMPLOYEE AFTER-TAX CONTRIBUTIONS
(See Section 3.1 of the BPD)
[ ] CHECK THIS SELECTION TO ALLOW FOR EMPLOYEE AFTER-TAX CONTRIBUTIONS. If
Employee After-Tax Contributions will not be permitted under the Plan,
do not check this selection and skip the remainder of this Part 4D.
[NOTE: The eligibility conditions for making Employee After-Tax
Contributions are listed in Part 1 of this Agreement under
"Section 401(k) Deferrals."]
[ ] 25. MAXIMUM. ___% of Included Compensation for:
[ ] a. the entire Plan Year.
[ ] b. the portion of the Plan Year during which the Employee is an
Eligible Participant.
[ ] c. each separate payroll period during which the Employee is an
Eligible Participant.
[NOTE: If this #25 is not checked, the only limit on Employee After-Tax
Contributions is the Annual Additions Limitation under Article 7 of the
BPD. If Part 3, #11.b. is checked, any period selected under this #25
will be determined as if the Plan Year were the period designated under
Part 3, #11.b. See Section 2.2(c)(3) of the BPD.]
[ ] 26. MINIMUM. For any payroll period, no less than:
[ ] a. ___% of Included Compensation.
[ ] b. $___.
PART 4E - SAFE HARBOR 401(k) PLAN ELECTION
(See Section 17.6 of the BPD)
[ ] CHECK THIS SELECTION AND COMPLETE THIS PART 4E IF THE PLAN IS DESIGNED
TO BE A SAFE HARBOR 401(k) PLAN.
[ ]27. SAFE HARBOR MATCHING CONTRIBUTION: The Employer will make an Employer
Matching Contribution with respect to an Eligible Participant's Section
401(k) Deferrals and/or Employee After-Tax Contributions ("applicable
contributions") under the following formula: [Complete selection a. or
b. In addition, complete selection c. Selection d. may be checked in
addition to a. or b. and c.]
[ ] a. BASIC FORMULA: 100% of applicable contributions up to the first
3% of Included Compensation, plus 50% of applicable
contributions up to the next 2% of Included Compensation.
[ ] b. ENHANCED FORMULA:
[ ] (1) ___% (not less than 100%) of applicable contributions
up to ___% of Included Compensation (not less than 4%
and not more than 6%).
[ ] (2) The sum of: [THE CONTRIBUTIONS UNDER THIS (2) MUST NOT
BE LESS THAN THE CONTRIBUTIONS THAT WOULD BE
CALCULATED UNDER a. AT EACH LEVEL OF APPLICABLE
CONTRIBUTIONS.]
[ ] (a) ___% of applicable contributions up to the
first (b) ___% of Included Compensation, plus
[ ] (c) ___% of applicable contributions up to the
next (d) ___% of Included Compensation.
[NOTE: The percentage in (c) may not be greater than
the percentage in (a). In addition, the sum of the
percentages in (b) and (d) may not exceed 6%.]
c. APPLICABLE CONTRIBUTIONS TAKEN INTO ACCOUNT: (See Section 17.6
(a)(1)(i) of the BPD.) The Safe Harbor Matching Contribution
formula elected in a. or b. above (and any limitations on the
amount of a Participant's applicable contributions considered
under such formula(s)) are applied separately for each:
[ ] (1) Plan Year. [ ] (2) Plan Year quarter.
[ ] (3) calendar month. [ ] (4) payroll period.
[NOTE: If Part 3, #11.b. is checked, any period selected under
this #25 will be determined as if the Plan Year were the period
designated under Part 3, #11.b. See Section 2.2(c)(3) of the
BPD.]
[ ] d. DEFINITION OF APPLICABLE CONTRIBUTIONS. Check this d. if the
Plan permits Employee After-Tax Contributions but the Safe
Harbor Matching Contribution formula selected under a. or b.
above does not apply to such Employee After-Tax Contributions.
[ ] 28. SAFE HARBOR NONELECTIVE CONTRIBUTION: ___% (no less than 3%) of
Included Compensation.
? 2001 SunTrust Bank
13
[ ] a. Check this selection if the Employer will make this Safe Harbor
Nonelective Contribution pursuant to a supplemental notice as
described in Section 17.6(a)(1)(ii) of the BPD. If this a. is
checked, the Safe Harbor Nonelective Contribution will be
required only for a Plan Year for which the appropriate
supplemental notice is provided. For any Plan Year in which the
supplemental notice is not provided, the Plan is not a Safe
Harbor 401(k) Plan.
[ ] b. Check this selection to provide the Employer with the
discretion to increase the above percentage to a higher
percentage.
[ ] c. Check this selection if the Safe Harbor Nonelective
Contribution will be made under another plan maintained by
the Employer and identify the plan:
_______________________________________________________________
[ ] d. Check this d. if the Safe Harbor Nonelective Contribution
offsets the allocation that would otherwise be made to the
Participant under Part 4C, #21 above. If the Permitted
Disparity Method is elected under Part 4C, #21.b., this offset
applies only to the second step of the Two-Step Formula or the
fourth step of the Four-Step Formula, as applicable.
[ ]29. SPECIAL RULE FOR PARTIAL PERIOD OF PARTICIPATION. If an Employee is an
Eligible Participant for only part of a Plan Year, Included
Compensation is taken into account for the entire Plan Year, including
the portion of the Plan Year during which the Employee is not an
Eligible Participant. [If this #29 is not checked, Included
Compensation is taken into account only for the portion of the Plan
Year in which the Employee is an Eligible Participant.]
30. ELIGIBLE PARTICIPANT. For purposes of the Safe Harbor Contributions
elected above, "Eligible Participant" means: [Check a., b. or c.
Selection d. may be checked in addition to a., b. or c.]
[ ] a. All Eligible Participants (as determined for Section 401(k)
Deferrals).
[ ] b. All Nonhighly Compensated Employees who are Eligible
Participants (as determined for Section 401(k) Deferrals).
[ ] c. All Nonhighly Compensated Employees who are Eligible
Participants (as determined for Section 401(k) Deferrals) and
all Highly Compensated Employees who are Eligible Participants
(as determined for Section 401(k) Deferrals) but who are not
Key Employees.
[ ] d. Check this d. if the selection under a., b. or c., as
applicable, applies only to Employees who would be Eligible
Participants for any portion of the Plan Year if the
eligibility conditions selected for Section 401(k) Deferrals in
Part 1, #5 of this Agreement were one Year of Service and age
21. (See Section 17.6(a)(1) of the BPD.)
PART 4F - SPECIAL 401(k) PLAN ELECTIONS
(See Article 17 of the BPD)
31. ADP/ACP TESTING METHOD. In performing the ADP and ACP tests, the
Employer will use the following method: (See Sections 17.2 and 17.3 of
the BPD for an explanation of the ADP/ACP testing methods.)
[ ] a. Prior Year Testing Method.
[X] b. Current Year Testing Method.
[PRACTITIONER NOTE: If this Plan is intended to be a Safe-Harbor 401(k)
Plan under Part 4E above, the Current Year Testing Method MUST be
elected under b. See Section 17.6 of the BPD.]
[ ]32. FIRST PLAN YEAR FOR SECTION 401(k) DEFERRALS. (See Section 17.2(b) of
the BPD.) Check this selection if this Agreement covers the first Plan
Year that the Plan permits Section 401(k) Deferrals. The ADP for the
Nonhighly Compensated Employ ee Group for such first Plan Year is
determined under the following method:
[ ] a. the Prior Year Testing Method, assuming a 3% deferral
percentage for the Nonhighly Compensated Employee Group.
[ ] b. the Current Year Testing Method using the actual deferral
percentages of the Nonhighly Compensated Employee Group.
[ ]33. FIRST PLAN YEAR FOR EMPLOYER MATCHING CONTRIBUTIONS OR EMPLOYEE
AFTER-TAX CONTRIBUTIONS. (See Section 17.3(b) of the BPD.) Check this
selection if this Agreement covers the first Plan Year that the Plan
includes either an Employer Matching Contribution formula or permits
Employee After-Tax Contributions. The ACP for the Nonhighly Compensated
Employee Group for such first Plan Year is determined under the
following method:
? 2001 SunTrust Bank
14
[ ] a. the Prior Year Testing Method, assuming a 3% contribution
percentage for the Nonhighly Compensated Employee Group.
[ ] b. the Current Year Testing Method using the actual contribution
percentages of the Nonhighly Compensated Employee Group.
PART 5 - RETIREMENT AGES
(See Sections 22.57 and 22.126 of the BPD)
34. NORMAL RETIREMENT AGE:
[X] a. Age 65 (not to exceed 65).
[ ] b. The later of (1) age ____ (not to exceed 65) or (2) the _____
(not to exceed 5th) anniversary of the date the Employee
commenced participation in the Plan.
[ ] c. __________(may not be later than the maximum age permitted
under b.)
35. EARLY RETIREMENT AGE: [Check a. or check b. and/or c.]
[X] a. Not applicable.
[ ] b. Age _____.
[ ] c. Completion of _______ Years of Service, determined as follows:
[ ] (1) Same as for eligibility.
[ ] (2) Same as for vesting.
PART 6 - VESTING RULES
(See Article 4 of the BPD)
* COMPLETE THIS PART 6 ONLY IF THE EMPLOYER HAS ELECTED TO MAKE EMPLOYER
MATCHING CONTRIBUTIONS UNDER PART 4B OR EMPLOYER NONELECTIVE
CONTRIBUTIONS UNDER PART 4C. SECTION 401(k) DEFERRALS, EMPLOYEE
AFTER-TAX CONTRIBUTIONS, QMACS, QNECS, SAFE HARBOR CONTRIBUTIONS, AND
ROLLOVER CONTRIBUTIONS ARE ALWAYS 100% VESTED. (SEE SECTION 4.2 OF THE
BPD FOR THE DEFINITIONS OF THE VARIOUS VESTING SCHEDULES.)
36. NORMAL VESTING SCHEDULE: [Check one of a. - f. for those contributions
the Employer elects to make under Part 4 of this Agreement.]
(1) (2)
EMPLOYER EMPLOYER
MATCH NONELECTIVE
a. [ ] [ ] Full and immediate vesting.
b. [ ] [ ] 7-year graded vesting schedule.
c. [ ] [ ] 6-year graded vesting schedule.
d. [ ] [ ] 5-year cliff vesting schedule.
e. [ ] [ ] 3-year cliff vesting schedule.
f. [X] [ ] Modified vesting schedule:
(1) 20% % after 1 Year of Service
(2) 40% % after 2 Years of Service
(3) 60% % after 3 Years of Service
(4) 80% % after 4 Years of Service
(5) 100% % after 5 Years of Service
(6) ____ % after 6 Years of Service, and
(7) 100% after 7 Years of Service.
[NOTE: The percentages selected under the
modified vesting schedule must not be less
than the percentages that would be required
under the 7-year graded vesting schedule,
unless 100% vesting occurs after no more than
5 Years of Service.]
? 2001 SunTrust Bank
15
37. VESTING SCHEDULE WHEN PLAN IS TOP-HEAVY: [Check one of a. - d. for
those contributions the Employer elects to make under Part 4 of this
Agreement.]
(1) (2)
EMPLOYER EMPLOYER
MATCH NONELECTIVE
a. [ ] [ ] Full and immediate vesting.
b. [ ] [ ] 6-year graded vesting schedule.
c. [ ] [ ] 3-year cliff vesting schedule.
d. [X] [ ] Modified vesting schedule:
(1) 20% % after 1 Year of Service
(2) 40% % after 2 Years of Service
(3) 60% % after 3 Years of Service
(4) 80% % after 4 Years of Service
(5) 100% % after 5 Years of Service, and
(6) 100% after 6 Years of Service.
[NOTE: The percentages selected under the
modified vesting schedule must not be less
than the percentages that would be required
under the 6-year graded vesting schedule,
unless 100% vesting occurs after no more than
3 Years of Service.]
[ ] 38. SERVICE EXCLUDED UNDER THE ABOVE VESTING SCHEDULE(S):
[ ] a. Service before the original Effective Date of this Plan.
(See Section 4.5(b)(1) of the BPD for rules that require
service under a Predecessor Plan to be counted.)
[ ] b. Years of Service completed before the Employee's ____ birthday
(cannot exceed the 18th birthday).
[X] 39. SPECIAL 100% VESTING. An Employee's vesting percentage increases to
100% if, while employed with the Employer, the Employee:
[X] a. dies.
[X] b. becomes Disabled (as defined in Section 22.53 of the BPD).
[ ] c. reaches Early Retirement Age (as defined in Part 5, #35
above).
[ ] 40. SPECIAL VESTING PROVISIONS: ___________________________________________
[NOTE: Any special vesting provision designated in #40 must satisfy the
requirements of Code Section 411(a) and must satisfy the
nondiscrimination requirements under Section 1.401(a)(4) of the
regulations.]
PART 7 - SPECIAL SERVICE CREDITING RULES
(See Article 6 of the BPD)
IF NO MINIMUM SERVICE REQUIREMENT APPLIES UNDER PART 1, #5 OF THIS AGREEMENT AND
ALL CONTRIBUTIONS ARE 100% VESTED UNDER PART 6, SKIP THIS PART 7.
* YEAR OF SERVICE - ELIGIBILITY. 1,000 Hours of Service during an
Eligibility Computation Period. Hours of Service are calculated using
the Actual Hours Crediting Method. [To modify, complete #41 below.]
* ELIGIBILITY COMPUTATION PERIOD. If one Year of Service is required for
eligibility, the Shift-to-Plan-Year Method is used. If two Years of
Service are required for eligibility, the Anniversary Year Method is
used. [To modify, complete #42 below.]
* YEAR OF SERVICE - VESTING. 1,000 Hours of Service during a Vesting
Computation Period. Hours of Service are calculated using the Actual
Hours Crediting Method. [To modify, complete #43 below.]
* VESTING COMPUTATION PERIOD. The Plan Year. [To modify, complete #44
below.]
* BREAK IN SERVICE RULES. The Rule of Parity Break in Service rule
applies for both eligibility and vesting but the one-year holdout Break
in Service rule is NOT used for eligibility or vesting. [To modify,
complete #45 below.]
? 2001 SunTrust Bank
16
[ ] 41. ALTERNATIVE DEFINITION OF YEAR OF SERVICE FOR ELIGIBILITY.
[ ] a. A Year of Service is ___ Hours of Service (may not exceed
1,000) during an Eligibility Computation Period.
[ ] b. Use the Equivalency Method (as defined in Section 6.5(a) of
the BPD) to count Hours of Service. If this b. is checked,
each Employee will be credited with 190 Hours of Service for
each calendar month for which the Employee completes at least
one Hour of Service, unless a different Equivalency Method is
selected under #46 below. The Equivalency Method applies to:
[ ] (1) All Employees.
[ ] (2) Employees who are not paid on an hourly basis.
For hourly Employees, the Actual Hours Method will be
used.
[ ] c. Use the Elapsed Time Method instead of counting Hours of
Service. (See Section 6.5(b) of the BPD.)
[ ] 42. ALTERNATIVE METHOD FOR DETERMINING ELIGIBILITY COMPUTATION PERIODS.
(See Section 1.4(c) of the BPD.)
[ ] a. ONE YEAR OF SERVICE ELIGIBILITY. Eligibility Computation
Periods are determined using the Anniversary Year Method
instead of the Shift-to-Plan-Year Method.
[ ] b. TWO YEARS OF SERVICE ELIGIBILITY. Eligibility Computation
Periods are determined using the Shift-to-Plan-Year Method
instead of the Anniversary Year Method.
[ ] 43. ALTERNATIVE DEFINITION OF YEAR OF SERVICE FOR VESTING.
[ ] a. A Year of Service is ______ Hours of Service (may not exceed
1,000) during a Vesting Computation Period.
[ ] b. Use the Equivalency Method (as defined in Section 6.5(a) of
the BPD) to count Hours of Service. If this b. is checked,
each Employee will be credited with 190 Hours of Service for
each calendar month for which the Employee completes at least
one Hour of Service, unless a different Equivalency Method is
selected under #46 below. The Equivalency Method applies to:
[ ] (1) All Employees.
[ ] (2) Employees who are not paid on an hourly basis. For
hourly Employees, the Actual Hours Method will be
used.
[ ] c. Use the Elapsed Time Method instead of counting Hours of
Service. (See Section 6.5(b) of the BPD.)
[ ] 44. ALTERNATIVE METHOD FOR DETERMINING VESTING COMPUTATION PERIODS.
Instead of Plan Years, use:
[ ] a. Anniversary Years. (See Section 4.4 of the BPD.)
[ ] b. (Describe Vesting Computation Period): _______________________
[PRACTITIONER NOTE: Any Vesting Computation Period described
in b. must be a 12-consecutive month period and must apply
uniformly to all Participants.]
[ ] 45. BREAK IN SERVICE RULES.
[ ] a. The RULE OF PARITY BREAK IN SERVICE RULE does not apply for
purposes of determining eligibility or vesting under the Plan.
[If this selection a. is not checked, the Rule of Parity Break
in Service Rule applies for purposes of eligibility and
vesting. (See Sections 1.6 and 4.6 of the BPD.)]
[ ] b. ONE-YEAR HOLDOUT BREAK IN SERVICE RULE.
[ ] (1) Applies to determine eligibility for: [Check one or
both.]
[ ] (a) Employer Contributions (other than Section
401(k) Deferrals).
[ ] (b) Section 401(k) Deferrals. (See Section
1.6(c) of the BPD.)
[ ] (2) Applies to determine vesting. (See Section 4.6(a) of
the BPD.)
[ ] 46. SPECIAL RULES FOR APPLYING EQUIVALENCY METHOD. [This #46 may only be
checked if #41.b. and/or #43.b. is checked above.]
[ ] a. ALTERNATIVE METHOD. Instead of applying the Equivalency
Method on the basis of months worked, the following method
will apply. (See Section 6.5(a) of the BPD.)
[ ] (1) DAILY METHOD. Each Employee will be credited with 10
Hours of Service for each day worked.
[ ] (2) WEEKLY METHOD. Each Employee will be credited with 45
Hours of Service for each week worked.
? 2001 SunTrust Bank
17
[ ] (3) SEMI -MONTHLY METHOD. Each Employee will be credited
with 95 Hours of Service for each semi-monthly
payroll period worked.
[ ] b. APPLICATION OF SPECIAL RULES. The alternative method elected
in a. applies for purposes of: [Check (1) and/or (2).]
[ ] (1) Eligibility. [Check this (1) only if #41.b. is
checked above.]
[ ] (2) Vesting. [Check this (2) only if #43.b. is checked
above.]
PART 8 - ALLOCATION OF FORFEITURES
(See Article 5 of the BPD)
[ ] CHECK THIS SELECTION IF ALL CONTRIBUTIONS UNDER THE PLAN ARE 100%
VESTED AND SKIP THIS PART 8. (SEE SECTION 5.5 OF THE BPD FOR THE
DEFAULT FORFEITURE RULES IF NO FORFEITURE ALLOCATION METHOD IS SELECTED
UNDER THIS PART 8.)
47. TIMING OF FORFEITURE ALLOCATIONS:
(1) (2)
EMPLOYER EMPLOYER
MATCH NONELECTIVE
a. [X] [ ] In the same Plan Year in which the forfeitures
occur.
b. [ ] [ ] In the Plan Year following the Plan Year in
which the forfeitures occur.
48. METHOD OF ALLOCATING FORFEITURES: (See the operating rules in Section
5.5 of the BPD.)
(1) (2)
EMPLOYER EMPLOYER
MATCH NONELECTIVE
a. [ ] [ ] Reallocate as additional Employer Nonelective
Contributions using the allocation method
specified in Part 4C, #21 of this Agreement.
If no allocation method is specified, use the
Pro Rata Allocation Method under Part 4C,
#21.a. of this Agreement.
b. [ ] [ ] Reallocate as additional Employer Matching
Contributions using the discretionary
allocation method in Part 4B, #16.b. of this
Agreement.
c. [X] [ ] Reduce the: [Check one or both.]
[X] (a) Employer Matching Contributions
[ ] (b) Employer Nonelective Contributions
the Employer would otherwise make for the Plan
Year in which the forfeitures are allocated.
[NOTE: If both (a) and (b) are checked, the
Employer may adjust its contribution deposits
in any manner, provided the total Employer
Matching Contributions and Employer
Nonelective Contributions (as applicable)
properly take into account the forfeitures
used to reduce such contributions for that
Plan Year.]
[X] 49. PAYMENT OF PLAN EXPENSES. Forfeitures are first used to pay Plan
expenses for the Plan Year in which the forfeitures are to be
allocated. (See Section 5.5(c) of the BPD.) Any remaining forfeitures
are allocated as provided in #48 above.
[X] 50. MODIFICATION OF CASH-OUT RULES. The Cash-Out Distribution rules are
modified in accordance with Sections 5.3(a)(1)(i)(C) and
5.3(a)(1)(ii)(C) of the BPD to allow for an immediate forfeiture,
regardless of any additional allocations during the Plan Year.
? 2001 SunTrust Bank
18
PART 9 - DISTRIBUTIONS AFTER TERMINATION OF EMPLOYMENT
(See Section 8.3 of the BPD)
* THE ELECTIONS IN THIS PART 9 ARE SUBJECT TO THE OPERATING RULES IN
ARTICLES 8 AND 9 OF THE BPD.
51. VESTED ACCOUNT BALANCES IN EXCESS OF $5,000. Distribution is first
available as soon as administratively feasible following:
[X] a. the Participant's employment termination date.
[ ] b. the end of the Plan Year that contains the Participant's
employment termination date.
[ ] c. the first Valuation Date following the Participant's
termination of employment.
[ ] d. the Participant's Normal Retirement Age (or Early Retirement
Age, if applicable) or, if later, the Participant's employment
termination date.
[ ] e. (Describe distribution event) _______________________________
[PRACTITIONER NOTE: Any distribution event described in e.
will apply uniformly to all Participants under the Plan.]
52. VESTED ACCOUNT BALANCES OF $5,000 OR LESS. Distribution will be made in
a LUMP SUM as soon as administratively feasible following:
[X] a. the Participant's employment termination date.
[ ] b. the end of the Plan Year that contains the Participant's
employment termination date.
[ ] c. the first Valuation Date following the Participant's
termination of employment.
[ ] d. (Describe distribution event): _______________________________
[PRACTITIONER NOTE: Any distribution event described in d.
will apply uniformly to all Participants under the Plan.]
[X] 53. DISABLED PARTICIPANT. A Disabled Participant (as defined in Section
22.53 of the BPD) may request a distribution (if earlier than otherwise
permitted under #51 or #52 (as applicable)) as soon as administratively
feasible following:
[X] a. the date the Participant becomes Disabled.
[ ] b. the end of the Plan Year in which the Participant becomes
Disabled.
[ ] c. (Describe distribution event): _______________________________
[PRACTITIONER NOTE: Any distribution event described in c.
will apply uniformly to all Participants under the Plan.]
[ ] 54. HARDSHIP WITHDRAWALS FOLLOWING TERMINATION OF EMPLOYMENT. A terminated
Participant may request a Hardship withdrawal (as defined in Section
8.6 of the BPD) before the date selected in #51 or #52 above, as
applicable.
[ ] 55. SPECIAL OPERATING RULES.
[ ] a. MODIFICATION OF PARTICIPANT'S CONSENT REQUIREMENT. A
Participant must consent to a distribution from the Plan, even
if the Participant's vested Account Balance does not exceed
$5,000. See Section 8.3(b) of the BPD. [NOTE: If this a. is
not checked, the involuntary distribution rules under Section
8.3(b) of the BPD apply.]
[ ] b. DISTRIBUTION UPON ATTAINMENT OF NORMAL RETIREMENT AGE (OR AGE
62, IF LATER). A distribution from the Plan will be made
without a Participant's consent if such Participant has
terminated employment and has attained Normal Retirement Age
(or age 62, if later). See Section 8.7 of the BPD.
? 2001 SunTrust Bank
19
PART 10 - IN-SERVICE DISTRIBUTIONS
(See Section 8.5 of the BPD)
* THE ELECTIONS IN THIS PART 10 ARE SUBJECT TO THE OPERATING RULES IN
ARTICLES 8 AND 9 OF THE BPD.
56. PERMITTED IN-SERVICE DISTRIBUTION EVENTS: [Elections under the
Section 401(k) Deferrals column also apply to any QNECs, QMACs, and
Safe Harbor Contributions unless otherwise specified in 57d. below.]
(1) (2) (3)
SECTION 401(k) EMPLOYER EMPLOYER
DEFERRALS MATCH NONELECTIVE
a. [X] [X] [ ] In-service distributions
are not available.
b. [ ] [ ] [ ] After age ______ . [If
earlier than age 59 1/2
age is deemed to be age
59 1/2 for Section 401(k)
Deferrals if the
selection is checked
under that column.]
c. [ ] [ ] [ ] A safe harbor Hardship
described in Section
8.6(a) of the BPD. [Note:
Not applicable to QNECs,
QMACs and Safe Harbor
Contributions.]
d. N/A [ ] [ ] A Hardship described in
Section 8.6(b) of the
BPD.
e. N/A [ ] [ ] After the Participant has
participated in the Plan
for at least ______ years
(cannot be less than 5
years).
f. N/A [ ] [ ] At any time with respect
to the portion of the
vested Account Balance
derived from
contributions accumulated
in the Plan for at least
2 years.
g. [ ] [ ] [ ] Upon a Participant
becoming Disabled (as
defined in Section
22.53).
h. [ ] [ ] [ ] Attainment of Normal
Retirement Age. [If
earlier than age 59 1/2,
age is deemed to be 59
1/2 for Section 401(k)
Deferrals if the
selection is checked
under that column.]
i. N/A [ ] [ ] Attainment of Early
Retirement Age.
57. LIMITATIONS THAT APPLY TO IN-SERVICE DISTRIBUTIONS:
[ ] a. Available only if the Account which is subject to withdrawal
is 100% vested. (See Section 4.8 of the BPD for special vesting rules
if NOT checked.)
[ ] b. No more than _____ in-service distribution(s) in a Plan Year.
[ ] c. The minimum amount of any in-service distribution will be $ __
(may not exceed $1,000).
[ ] d. (Describe limitations on in-service distributions) ___________
[PRACTITIONER NOTE: Any limitations described in d. will apply
uniformly to all Participants under the Plan.]
? 2001 SunTrust Bank
20
PART 11 - DISTRIBUTION OPTIONS
(See Section 8.1 of the BPD)
58. OPTIONAL FORMS OF PAYMENT AVAILABLE UPON TERMINATION OF EMPLOYMENT:
[X] a. Lump sum distribution of entire vested Account Balance.
[X] b. Single sum distribution of a portion of vested Account
Balance.
[ ] c. Installments for a specified term.
[ ] d. Installments for required minimum distributions only.
[ ] e. Annuity payments (see Section 8.1 of the BPD).
[ ] f. (Describe optional forms or limitations on available forms)
____________________
[PRACTITIONER NOTE: Unless specified otherwise in f., a
Participant may receive a distribution in any combination of
the forms of payment selected in a. - f. Any optional forms or
limitations described in f. will apply uniformly to all
Participants under the Plan.]
59. APPLICATION OF THE QUALIFIED JOINT AND SURVIVOR ANNUITY (QJSA) AND
QUALIFIED PRERETIREMENT SURVIVOR ANNUITY (QPSA) PROVISIONS: (See
Article 9 of the BPD.)
[X] a. DO NOT APPLY. [NOTE: The QJSA and QPSA provisions
automatically apply to any assets of the Plan that were
received as a transfer from another plan that was subject to
the QJSA and QPSA rules. If this a. is checked, the QJSA and
QPSA rules generally will apply only with respect to
transferred assets or if distribution is made in the form of
life annuity. See Section 9.1(b) of the BPD.]
[ ] b. APPLY, with the following modifications: [Check this b. to
have all assets under the Plan be subject to the QJSA and QPSA
requirements. See Section 9.1(a) of the BPD.]
[ ] (1) NO MODIFICATIONS.
[ ] (2) MODIFIED QJSA BENEFIT. Instead of a 50% survivor
benefit, the normal form of the QJSA provides the
following survivor benefit to the spouse:
[ ] (a) 100%.
[ ] (b) 75%.
[ ] (c) 66 2/3%.
[ ] (3) MODIFIED QPSA BENEFIT. Instead of a 50% QPSA benefit,
the QPSA benefit is 100% of the Participant's vested
Account Balance.
[ ] c. ONE-YEAR MARRIAGE RULE. The one-year marriage rule under
Sections 8.4(c)(4) and 9.3 of the BPD applies. Under this
rule, a Participant's spouse will not be treated as a
surviving spouse unless the Participant and spouse were
married for at least one year at the time of the Participant's
death.
PART 12 - ADMINISTRATIVE ELECTIONS
* Use this Part 12 to identify administrative elections authorized by the
BPD. These elections may be changed without reexecuting this Agreement
by substituting a replacement of this page with new elections. To the
extent this Part 12 is not completed, the default provisions in the BPD
apply.
60. Are PARTICIPANT LOANS permitted? (See Article 14 of the BPD.)
[ ] a. No
[X] b. Yes
[ ] (1) Use the default loan procedures under Article 14 of
the BPD.
[X] (2) Use a separate written loan policy to modify the
default loan procedures under Article 14 of the BPD.
? 2001 Sun Trust Bank
21
61. Are Participants permitted to DIRECT INVESTMENTS? (See Section 13.5(c)
of the BPD.)
[ ] a. No
[X] b. Yes
[X] (1) Specify Accounts: All Accounts
[X] (2) Check this selection if the Plan is intended to
comply with ERISA SECTION 404(c). (See Section
13.5(c)(2) of the BPD.)
62. Is any portion of the Plan DAILY VALUED? (See Section 13.2(b) of the
BPD.)
[ ] a. No
[X] b. Yes. Specify Accounts and/or investment options: All Accounts
63. Is any portion of the Plan VALUED PERIODICALLY (other than daily)? (See
Section 13.2(a) of the BPD.)
[X] a. No
[ ] b. Yes
[ ] (1) Specify Accounts and/or investment options:______
[ ] (2) Specify valuation date(s):______
[ ] (3) The following special allocation rules apply: [If
this (3) is not checked, the Balance Forward Method
under Section 13.4(a) of the BPD applies.]
[ ] (a) Weighted average method. (See Section
13.4(a)(2)(i) of the BPD.)
[ ] (b) Adjusted percentage method, taking into
account ___ % of contributions made during
the valuation period. (See Section
13.4(a)(2)(ii) of the BPD.)
[ ] (c) (Describe allocation rules) ________________
[PRACTITIONER NOTE: Any allocation rules described in
(c) must be in accordance with a definite
predetermined formula that is not based on
compensation, that satisfies the nondiscrimination
requirements of Section 1.401(a)(4) of the
regulations, and that is applied uniformly to all
Participants.]
64. Does the Plan accept ROLLOVER CONTRIBUTIONS? (See Section 3.2 of the
BPD.)
[ ] a. No [X] b. Yes
65. Are LIFE INSURANCE investments permitted? (See Article 15 of the BPD.)
[X] a. No [ ] b. Yes
66. Do the DEFAULT QDRO PROCEDURES under Section 11.5 of the BPD apply?
[ ] a. No [X] b. Yes
67. Do the DEFAULT CLAIMS PROCEDURES under Section 11.6 of the BPD apply?
[ ] a. No [X] b. Yes
PART 13 - MISCELLANEOUS ELECTIONS
* THE FOLLOWING ELECTIONS OVERRIDE CERTAIN DEFAULT PROVISIONS UNDER THE
BPD AND PROVIDE SPECIAL RULES FOR ADMINISTERING THE PLAN. COMPLETE THE
FOLLOWING ELECTIONS TO THE EXTENT THEY APPLY TO THE PLAN.
[ ] 68. DETERMINATION OF HIGHLY COMPENSATED EMPLOYEES.
[ ] a. The TOP-PAID GROUP TEST applies. [If this selection a. is not
checked, the Top-Paid Group Test will NOT apply. See Section
22.99(b)(4) of the BPD.]
[ ] b. The CALENDAR YEAR ELECTION applies. [This selection b. may
only be chosen if the Plan Year is NOT the calendar year. See
Section 22.99(b)(5) of the BPD.]
? 2001 SunTrust Bank
22
[ ] 69. SPECIAL ELECTIONS FOR APPLYING THE ANNUAL ADDITIONS LIMITATION UNDER
CODE SECTION 415.
[ ] a. The LIMITATION YEAR is the 12-month period ending ____. [If
this selection a. is not checked, the Limitation Year is the
same as the Plan Year.]
[ ] b. Total Compensation includes IMPUTED COMPENSATION for a
terminated Participant who is permanently and totally
Disabled. (See Section 7.4(g)(3) of the BPD.)
[ ] c. OPERATING RULES. Instead of the default provisions under
Article 7 of the BPD, the following rules apply:
[ ] 70. ELECTION TO USE OLD-LAW REQUIRED BEGINNING DATE. The Old-Law Required
Beginning Date (as defined in Section 10.3(a)(2) of the BPD) applies
instead of the Required Beginning Date rules under Section 10.3(a)(1)
of the BPD.
[ ] 71. SERVICE CREDITED WITH PREDECESSOR EMPLOYERS: (See Section 6.7 of the
BPD.)
[ ] a. (Identify Predecessor Employers) ______
[ ] b. Service is credited with these Predecessor Employers for the
following purposes:
[ ] (1) The eligibility service requirements elected in
Part 1 of this Agreement.
[ ] (2) The vesting schedule(s) elected in Part 6 of this
Agreement.
[ ] (3) The allocation requirements elected in Part 4 of this
Agreement.
[ ] c. The following service will not be recognized: ________________
[NOTE: If the Employer is maintaining the Plan of a
Predecessor Employer, service with such Predecessor Employer
must be counted for all purposes under the Plan. This #71 may
be completed with respect to such Predecessor Employer
indicating all service under selections (1), (2) and (3) will
be credited. The failure to complete this #71 where the
Employer is maintaining the Plan of a Predecessor Employer
will not override the requirement that such predecessor
service be credited for all purposes under the Plan. (See
Section 6.7 of the BPD.) If the Employer is not maintaining
the Plan of a Predecessor Employer, service with such
Predecessor Employer will be credited under this Plan ONLY if
specifically elected under this #71. If the above crediting
rules are to apply differently to service with different
Predecessor Employers, attach separately completed elections
for this item, using the same format as above but listing only
those Predecessor Employers to which the separate attachment
relates.]
[ ] 72. SPECIAL RULES WHERE EMPLOYER MAINTAINS MORE THAN ONE PLAN.
[ ] a. TOP-HEAVY MINIMUM CONTRIBUTION - EMPLOYER MAINTAINS THIS PLAN
AND ONE OR MORE DEFINED CONTRIBUTION PLANS. If this Plan is a
Top-Heavy Plan, the Employer will provide any required
top-heavy minimum contribution under: (See Section
16.2(a)(5)(i) of the BPD.)
[ ] (1) This Plan.
[ ] (2) The following Defined Contribution Plan maintained by
the Employer:________________
[ ] (3) Describe method for providing the top-heavy minimum
contribution:____________________________________
_________________
[ ] b. TOP-HEAVY MINIMUM BENEFIT - EMPLOYER MAINTAINS THIS PLAN AND
ONE OR MORE DEFINED BENEFIT PLANS. If this Plan is a Top
-Heavy Plan, the Employer will provide any required top -heavy
minimum contribution or benefit under: (See Section
16.2(a)(5)(ii) of the BPD.)
[ ] (1) This Plan, but the minimum required contribution is
increased from 3% to 5% of Total Compensation for the
Plan Year.
[ ] (2) The following Defined Benefit Plan maintained by the
Employer:________________
[ ] (3) Describe method for providing the top-heavy minimum
contribution:_________________
[ ] c. LIMITATION ON ANNUAL ADDITIONS. This c. should be checked only
if the Employer maintains another Defined Contribution Plan in
which any Participant is a participant, and the Employer will
not apply the rules set forth under Section 7.2 of the BPD.
Instead, the Employer will limit Annual Additions in the
following manner:
? 2001 SunTrust Bank
23
[X] 73. SPECIAL DEFINITION OF DISABLED. In applying the allocation conditions
under Parts 4B and 4C, the special vesting provisions under Part 6, and
the distribution provisions under Parts 9 and 10 of this Agreement, the
following definition of Disabled applies instead of the definition
under Section 22.53 of the BPD: means unable to engage in any
substantial gainful activity of Participant's current job duties, or
any other available position of comparable pay and benefits with
Employer, by reason of any medically determinable physical or mental
impairment that can be expected to result in death or which has lasted
or can be expected to last for a continuous period of not less than 12
months. The permanence and degree of impairment shall be supported by
medical evidence.
[NOTE: Any definition included under this #73 must satisfy the
requirements of Section 1.401(a)(4) of the regulations and must be
applied uniformly to all Participants.]
[X] 74. FAIL-SAFE COVERAGE PROVISION. [This selection #74 must be checked to
apply the Fail-Safe Coverage Provision under Section 2.7 of the BPD.]
[X] a. The Fail-Safe Coverage Provision described in Section 2.7 of
the BPD applies without modification.
[ ] b. The Fail-Safe Coverage Provisions described in Section 2.7 of
the BPD applies with the following modifications:
[ ] (1) The special rule for Top-Heavy Plans under Section
2.7(a) of the BPD does not apply.
[ ] (2) The Fail-Safe Coverage Provision is based on Included
Compensation as described under Section 2.7(d) of the
BPD.
[ ] 75. ELECTION NOT TO PARTICIPATE (SEE SECTION 1.10 OF THE BPD). An Employee
may make a one-time irrevocable election not to participate under the
Plan upon inception of the Plan or at any time prior to the time the
Employee first becomes eligible to participate under any plan
maintained by the Employer. [NOTE: Use of this provision could result
in a violation of the minimum coverage rules under Code Section
410(b).]
[ ] 76. PROTECTED BENEFITS. If there are any Protected Benefits provided under
this Plan that are not specifically provided for under this Agreement,
check this #76 and attach an addendum to this Agreement describing the
Protected Benefits.
? 2001 SunTrust Bank
24
SIGNATURE PAGE
By signing this page, the Employer agrees to adopt (or amend) the Plan which
consists of BPD #02 and the provisions elected in this Agreement. The Employer
agrees that the Prototype Sponsor has no responsibility or liability regarding
the suitability of the Plan for the Employer's needs or the options elected
under this Agreement. It is recommended that the Employer consult with legal
counsel before executing this Agreement.
77. NAME AND TITLE OF AUTHORIZED REPRESENTATIVE(S): SIGNATURE(S): DATE:
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President _____________ _______
___________________________________ _____________ _______
___________________________________ _____________ _______
78. EFFECTIVE DATE OF THIS AGREEMENT:
[ ] a. NEW PLAN. Check this selection if this is a new Plan.
Effective Date of the Plan is:_________
[X] b. RESTATED PLAN. Check this selection if this is a restatement
of an existing plan. Effective Date of the restatement is:
September 15, 2003
(1) Designate the plan(s) being amended by this restatement:
Books-A-Million, Inc. 401(k) Profit Sharing Plan
(2) Designate the original Effective Date of this Plan
(optional): December 31, 1972
[ ] c. AMENDMENT BY PAGE SUBSTITUTION. Check this selection if this
is an amendment by substitution of certain pages of this
Adoption Agreement. [If this c. is checked, complete the
remainder of this Signature Page in the same manner as the
Signature Page being replaced.]
(1) Identify the page(s) being replaced: _____________________
(2) Effective Date(s) of such changes: _______________________
[ ] d. SUBSTITUTION OF SPONSOR. Check this selection if a successor
to the original plan sponsor is continuing this Plan as a
successor sponsor, and substitute page 1 to identify the
successor as the Employer.
(1) Effective Date of the amendment is: ______________________
[X] 79. Check this #79 if any SPECIAL EFFECTIVE DATES apply under Appendix A of
this Agreement and complete the relevant sections of Appendix A.
80. PROTOTYPE SPONSOR INFORMATION. The Prototype Sponsor will inform the
Employer of any amendments made to the Plan and will notify the
Employer if it discontinues or abandons the Plan. The Employer may
direct inquiries regarding the Plan or the effect of the Favorable IRS
Letter to the Prototype Sponsor or its authorized representative at the
following location:
a. NAME OF PROTOTYPE SPONSOR (OR AUTHORIZED REPRESENTATIVE):
SunTrust Bank
b. ADDRESS OF PROTOTYPE SPONSOR (OR AUTHORIZED REPRESENTATIVE):
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇. Greenwood Village, CO 80111
c. TELEPHONE NUMBER OF PROTOTYPE SPONSOR (OR AUTHORIZED
REPRESENTATIVE):
▇-▇▇▇-▇▇▇-▇▇▇▇
IMPORTANT INFORMATION ABOUT THIS PROTOTYPE PLAN. A failure to properly complete
the elections in this Agreement or to operate the Plan in accordance with
applicable law may result in disqualification of the Plan. The Employer may rely
on the Favorable IRS Letter issued by the National Office of the Internal
Revenue Service to the Prototype Sponsor as evidence that the Plan is qualified
under Section 401 of the Code, to the extent provided in Announcement 2001-77.
The Employer may not rely on the Favorable IRS Letter in certain circumstances
or with respect to certain qualification requirements, which are specified in
the Favorable IRS Letter issued with respect to the Plan and in Announcement
2001-77. In order to obtain reliance in such circumstances or with respect to
such qualification requirements, the Employer must apply to the office of
Employee Plans Determinations of the Internal Revenue Service for a
determination letter. See Section 22.87 of the BPD.
? 2001 SunTrust Bank
25
TRUSTEE DECLARATION
By signing this Trustee Declaration, the Trustee agrees to the duties,
responsibilities and liabilities imposed on the Trustee by the BPD #02 and this
Agreement.
81. NAME(S) OF TRUSTEE(S): SIGNATURE(S) OF TRUSTEE(S): DATE:
SunTrust Bank ______________________ _________
______________________ ______________________ _________
______________________ ______________________ _________
______________________ ______________________ _________
______________________ ______________________ _________
______________________ ______________________ _________
______________________ ______________________ _________
______________________ ______________________ _________
82. EFFECTIVE DATE OF THIS TRUSTEE DECLARATION:____________________________
83. THE TRUSTEE'S INVESTMENT POWERS ARE:
[ ] a. DISCRETIONARY TRUSTEE. The Trustee has discretion to invest Plan
assets. This discretion is limited to the extent Participants are
permitted to give investment direction, or to the extent the Trustee is
subject to direction from the Plan Administrator, the Employer, an
Investment Manager or other Named Fiduciary.
[X] b. DIRECTED TRUSTEE ONLY. The Trustee may only invest Plan assets as
directed by Participants or by the Plan Administrator, the Employer, an
Investment Manager or other Named Fiduciary.
[ ] c. SEPARATE TRUST AGREEMENT. The Trustee's investment powers are
determined under a separate trust document which replaces (or is
adopted in conjunction with) the trust provisions under the BPD. [NOTE:
The separate trust document is incorporated as part of this Plan and
must be attached hereto. The responsibilities, rights and powers of the
Trustee are those specified in the separate trust agreement. If this c.
is checked, the Trustee need not sign or date this Trustee Declaration
under #81 above.]
? 2001 SunTrust Bank
26
CO-SPONSOR ADOPTION PAGE #1
[X] CHECK THIS SELECTION AND COMPLETE THE REMAINDER OF THIS PAGE IF A RELATED
EMPLOYER WILL EXECUTE THIS PLAN AS A COSPONSOR. [NOTE: Only a Related
Employer (as defined in Section 22.164 of the BPD) that executes this
Co-Sponsor Adoption Page may adopt the Plan as a Co-Sponsor. See Article 21
of the BPD for rules relating to the adoption of the Plan by a CoSponsor.
If there is more than one Co-Sponsor, each one should execute a separate
Co-Sponsor Adoption Page. Any reference to the "Employer" in this Agreement
is also a reference to the Co-Sponsor, unless otherwise noted.]
84. NAME OF CO-SPONSOR: American Internet Service, Inc.
85. EMPLOYER IDENTIFICATION NUMBER (EIN) OF THE CO-SPONSOR: ▇▇-▇▇▇▇▇▇▇
By signing this page, the Co-Sponsor agrees to adopt (or to continue its
participation in) the Plan identified on page 1 of this Agreement. The Plan
consists of the BPD #02 and the provisions elected in this Agreement.
86. NAME AND TITLE OF AUTHORIZED REPRESENTATIVE(S): SIGNATURE(S): DATE:
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President _____________ _______
____________________________________ _____________ _______
____________________________________ _____________ _______
87. EFFECTIVE DATE OF THIS CO-SPONSOR ADOPTION PAGE: September 15, 2003
[ ] a. Check here if this is the initial adoption of a new Plan by the
Co-Sponsor.
[ ] b. Check here if this is an amendment or restatement of an existing
plan maintained by the Co-Sponsor, which is merging into the Plan
being adopted.
(1) Designate the plan(s) being amended by this restatement:
______________________
(2) Designate the original Effective Date of the Co-Sponsor's
Plan (optional):__________________
[ ] 88. ALLOCATION OF CONTRIBUTIONS. If this #103 is checked, contributions
made by the Related Employer signing this CoSponsor Adoption Page (and
any forfeitures relating to such contributions) will be allocated only
to Participants actually employed by the Related Employer making the
contribution and Employees of the Related Employer will not share in an
allocation of contributions (or forfeitures relating to such
contributions) made by the Employer or any other Related Employer.
[NOTE: The selection of this #103 may require additional testing of the
Plan. See Section 21.3 of the BPD.]
[ ] 89. DESCRIBE ANY SPECIAL EFFECTIVE DATES: _________________________________
? 2001 SunTrust Bank
27
CO-SPONSOR ADOPTION PAGE #2
[X] CHECK THIS SELECTION AND COMPLETE THE REMAINDER OF THIS PAGE IF A RELATED
EMPLOYER WILL EXECUTE THIS PLAN AS A CO-SPONSOR. [NOTE: Only a Related
Employer (as defined in Section 22.164 of the BPD) that executes this
Co-Sponsor Adoption Page may adopt the Plan as a Co-Sponsor. See Article 21
of the BPD for rules relating to the adoption of the Plan by a Co-Sponsor.
If there is more than one Co-Sponsor, each one should execute a separate
Co-Sponsor Adoption Page. Any reference to the "Employer" in this Agreement
is also a reference to the Co-Sponsor, unless otherwise noted.]
90. NAME OF CO-SPONSOR: American Wholesale Book Company, Inc.
91. EMPLOYER IDENTIFICATION NUMBER (EIN) OF THE CO-SPONSOR: ▇▇-▇▇▇▇▇▇▇
By signing this page, the Co-Sponsor agrees to adopt (or to continue its
participation in) the Plan identified on page 1 of this Agreement. The Plan
consists of the BPD #02 and the provisions elected in this Agreement.
92. NAME AND TITLE OF AUTHORIZED REPRESENTATIVE(S): SIGNATURE(S): DATE:
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President _____________ _______
_________________________________ _____________ _______
_________________________________ _____________ _______
93. EFFECTIVE DATE OF THIS CO-SPONSOR ADOPTION PAGE: September 15, 2003
[ ] a. Check here if this is the initial adoption of a new Plan by the
Co-Sponsor.
[ ] b. Check here if this is an amendment or restatement of an existing
plan maintained by the Co-Sponsor, which is merging into the Plan
being adopted.
(1) Designate the plan(s) being amended by this restatement:
____________________________
(2) Designate the original Effective Date of the Co-Sponsor's
Plan (optional): ____________________
[ ] 94. ALLOCATION OF CONTRIBUTIONS. If this #109 is checked, contributions
made by the Related Employer signing this Co-Sponsor Adoption Page (and
any forfeitures relating to such contributions) will be allocated only
to Participants actually employed by the Related Employer making the
contribution and Employees of the Related Employer will not share in an
allocation of contributions (or forfeitures relating to such
contributions) made by the Employer or any other Related Employer.
[NOTE: The selection of this #109 may require additional testing of the
Plan. See Section 21.3 of the BPD.]
[ ] 95. DESCRIBE ANY SPECIAL EFFECTIVE DATES:__________________________________
? 2001 SunTrust Bank
28
CO-SPONSOR ADOPTION PAGE #3
[X] CHECK THIS SELECTION AND COMPLETE THE REMAINDER OF THIS PAGE IF A RELATED
EMPLOYER WILL EXECUTE THIS PLAN AS A CO-SPONSOR. [NOTE: Only a Related
Employer (as defined in Section 22.164 of the BPD) that executes this
Co-Sponsor Adoption Page may adopt the Plan as a Co-Sponsor. See Article 21
of the BPD for rules relating to the adoption of the Plan by a Co-Sponsor.
If there is more than one Co-Sponsor, each one should execute a separate
Co-Sponsor Adoption Page. Any reference to the "Employer" in this Agreement
is also a reference to the Co-Sponsor, unless otherwise noted.]
96. NAME OF CO-SPONSOR: NetCentral, Inc.
97. EMPLOYER IDENTIFICATION NUMBER (EIN) OF THE CO-SPONSOR: ▇▇-▇▇▇▇▇▇▇
By signing this page, the Co-Sponsor agrees to adopt (or to continue its
participation in) the Plan identified on page 1 of this Agreement. The Plan
consists of the BPD #02 and the provisions elected in this Agreement.
98. NAME AND TITLE OF AUTHORIZED REPRESENTATIVE(S): SIGNATURE(S): DATE:
▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, President _____________ _______
_____________________________________ _____________ _______
_____________________________________ _____________ _______
99. EFFECTIVE DATE OF THIS CO-SPONSOR ADOPTION PAGE: September 15, 2003
[ ] a. Check here if this is the initial adoption of a new Plan by the
Co-Sponsor.
[ ] b. Check here if this is an amendment or restatement of an existing
plan maintained by the Co-Sponsor, which is merging into the Plan
being adopted.
(1) Designate the plan(s) being amended by this restatement:
______________________
(2) Designate the original Effective Date of the Co-Sponsor's
Plan (optional): _____________________
[ ] 100. ALLOCATION OF CONTRIBUTIONS. If this #116 is checked, contributions
made by the Related Employer signing this Co-Sponsor Adoption Page
(and any forfeitures relating to such contributions) will be allocated
only to Participants actually employed by the Related Employer making
the contribution and Employees of the Related Employer will not share
in an allocation of contributions (or forfeitures relating to such
contributions) made by the Employer or any other Related Employer.
[NOTE: The selection of this #116 may require additional testing of
the Plan. See Section 21.3 of the BPD.]
[ ] 101. DESCRIBE ANY SPECIAL EFFECTIVE DATES: ________________________________
? 2001 SunTrust Bank
29
CO-SPONSOR ADOPTION PAGE #4
[X] CHECK THIS SELECTION AND COMPLETE THE REMAINDER OF THIS PAGE IF A RELATED
EMPLOYER WILL EXECUTE THIS PLAN AS A CO-SPONSOR. [NOTE: Only a Related Employer
(as defined in Section 22.164 of the BPD) that executes this Co-Sponsor Adoption
Page may adopt the Plan as a Co-Sponsor. See Article 21 of the BPD for rules
relating to the adoption of the Plan by a Co-Sponsor. If there is more than one
Co-Sponsor, each one should execute a separate Co-Sponsor Adoption Page. Any
reference to the "Employer" in this Agreement is also a reference to the
Co-Sponsor, unless otherwise noted.]
102. NAME OF CO-SPONSOR: ▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇, Inc.
103. EMPLOYER IDENTIFICATION NUMBER (EIN) OF THE CO-SPONSOR: ▇▇-▇▇▇▇▇▇▇
By signing this page, the Co-Sponsor agrees to adopt (or to continue its
participation in) the Plan identified on page 1 of this Agreement. The Plan
consists of the BPD #02 and the provisions elected in this Agreement.
104. NAME AND TITLE OF AUTHORIZED REPRESENTATIVE(S): SIGNATURE(S): DATE:
▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, President _____________ _______
_______________________________________________ _____________ _______
_______________________________________________ _____________ _______
105. EFFECTIVE DATE OF THIS CO-SPONSOR ADOPTION PAGE: September 15, 2003
[ ] a. Check here if this is the initial adoption of a new Plan by
the Co-Sponsor.
[ ] b. Check here if this is an amendment or restatement of an
existing plan maintained by the Co-Sponsor, which is merging
into the Plan being adopted.
(1) Designate the plan(s) being amended by this restatement:
____________________________________
(2) Designate the original Effective Date of the Co-Sponsor's
Plan (optional): ________________________
[ ]106. ALLOCATION OF CONTRIBUTIONS. If this #123 is checked, contributions
made by the Related Employer signing this CoSponsor Adoption Page (and
any forfeitures relating to such contributions) will be allocated only
to Participants actually employed by the Related Employer making the
contribution and Employees of the Related Employer will not share in an
allocation of contributions (or forfeitures relating to such
contributions) made by the Employer or any other Related Employer.
[NOTE: The selection of this #123 may require additional testing of the
Plan. See Section 21.3 of the BPD.]
[ ]107. DESCRIBE ANY SPECIAL EFFECTIVE DATES: _______________________________
? 2001 SunTrust Bank
30
APPENDIX A - SPECIAL EFFECTIVE DATES
A-1 [X] ELIGIBILITY CONDITIONS. The eligibility conditions specified
in Part 1 of this Agreement are effective: January 1, 2004.
Prior to January 1, 2004, the minimum age and service
conditions for becoming an Eligible Participant were one Year
of Service and age 21.
A-2 [ ] ENTRY DATE. The Entry Date provisions specified in Part 2 of
this Agreement are effective:_________________________________
A-3 [ ] SECTION 401(k) DEFERRALS. The provisions regarding Section
401(k) Deferrals selected under Part 4A of this Agreement are
effective:____________________________________________________
A-4 [ ] MATCHING CONTRIBUTION FORMULA. The Employer Matching
Contribution formula(s) selected under Part 4B of this
Agreement are effective:______________________________________
A-5 [ ] EMPLOYER CONTRIBUTION FORMULA. The Employer Nonelective
Contribution formula(s) selected under Part 4C of this
Agreement are effective:______________________________________
A-6 [ ] ALLOCATION CONDITIONS FOR RECEIVING AN EMPLOYER MATCHING
CONTRIBUTION. The allocation conditions designated under Part
4B, #19 of this Agreement are effective:______________________
A-7 [ ] ALLOCATION CONDITIONS FOR RECEIVING AN EMPLOYER NONELECTIVE
CONTRIBUTION. The allocation conditions designated under Part
4C, #24 of this Agreement are effective:______________________
A-8 [ ] SAFE HARBOR 401(k) PLAN PROVISIONS. The Safe Harbor 401(k)
Plan provisions under Part 4E of this Agreement are effective:
______________________________________________________________
A-9 [X] VESTING RULES. The vesting schedules selected under Part 6 of
this Agreement are effective: January 1, 2004. Prior to
January 1, 2004, there was a six-year graded vesting schedule.
A-10 [ ] SERVICE CREDITING RULES FOR ELIGIBILITY. The service crediting
rules for determining a Year of Service for eligibility
purposes under Section 1.4 of the BPD and Part 7 of this
Agreement are effective:______________________________________
A-11 [ ] SERVICE CREDITING RULES FOR VESTING. The service crediting
rules for determining a Year of Service for vesting purposes
under Section 4.5 of the BPD and Part 7 of this Agreement are
effective:____________________________________________________
A-12 [ ] FORFEITURE PROVISIONS. The forfeiture provisions selected
under Part 8 of this Agreement are effective:_________________
A-13 [ ] DISTRIBUTION PROVISIONS. The distribution options selected
under Part 9 of the Agreement are effective for distributions
occurring after:______________________________________________
A-14 [ ] IN-SERVICE DISTRIBUTION PROVISIONS. The in-service
distribution options selected under Part 10 of the Agreement
are effective for distributions occurring after:______________
A-15 [ ] FORMS OF DISTRIBUTION. The optional forms of distribution
selected under Part 11 of this Agreement are eligible for
distributions occurring after:________________________________
A-16 [ ] SPECIAL EFFECTIVE DATE PROVISIONS FOR MERGED PLANS. If any
qualified retirement plans have been merged into this Plan,
the provisions of Section 22.59 apply, except as otherwise
provided under this A-16:_____________________________________
A-17 [ ] OTHER SPECIAL EFFECTIVE DATES:________________________________
? 2001 SunTrust Bank
31
APPENDIX B - GUST OPERATIONAL COMPLIANCE
[X] Check this selection and complete the remainder of this page if this
Plan is being adopted to comply retroactively with the GUST
Legislation. An Employer need only check those provisions that apply.
If this Plan is not being adopted to comply with the GUST Legislation,
this Appendix B need not be completed and may be removed from the
Agreement.
[ ] B-1. HIGHLY COMPENSATED EMPLOYEE RULES. (See Section 20.2 of the
BPD.)
[ ] a. TOP-PAID GROUP TEST. The election under Part 13, #68.a.
above to use (or to not use) the Top -Paid Group Test did not
apply for the following post-1996 Plan Year(s): _____________.
[ ] b. CALENDAR YEAR ELECTION. The election under Part 13, #68.b.
above to use (or to not use) the Calendar Year Election did
not apply for the following post-1996 Plan Year(s):
_______________.
[ ] c. The OLD-LAW CALENDAR YEAR Election applied for the Plan Year
that began in 1997.
[ ] B-2. REQUIRED MINIMUM DISTRIBUTIONS. (See Section 10.4 of the BPD.)
[ ] a. OPTION TO POSTPONE MINIMUM DISTRIBUTIONS. For calendar year(s)
_______________, the Plan permitted Participants (other than
Five-Percent Owners) who were still employed with the Employer
to postpone minimum distributions in accordance with the
Required Beginning Date rules under Section 10.3(a)(1) of the
BPD, even though the Plan had not been amended to contain such
rules.
[ ] b. ELECTION TO STOP REQUIRED MINIMUM DISTRIBUTIONS. Starting
in calendar year ______________, a Participant (other than a
Five-Percent Owner) who had already started receiving
in-service minimum distributions under the Old-Law Required
Beginning Date rules may stop receiving such minimum
distributions until the Participant's Required Beginning Date
under Section 10.3(a)(1) of the BPD. [If this b. is not
checked, Participants who began receiving minimum
distributions under the Old-Law Required Beginning Date rules
must continue to receive such minimum distributions.]
[ ] c. APPLICATION OF JOINT AND SURVIVOR ANNUITY RULES. If
Employees are permitted to stop their required minimum
distributions under b. above and the Joint and Survivor
Annuity requirements apply to the Plan under Article 9 of the
BPD, the Participant:
[ ] (1) will [ ] (2) will not
be treated as having a new Distribution Commencement Date when
distributions recommence. [NOTE: Do not check this c. if the
Plan is not subject to the Joint and Survivor Annuity
requirements. See Section 10.4(c) of the BPD for operating
rules concerning the application of the Joint and Survivor
Annuity rules under this subsection c.]
[ ] d. APPLICATION OF PROPOSED REGULATIONS FOR THE 2001 PLAN
YEAR. [This d. should be checked only if required minimum
distributions made for calendar years beginning on or after
January 1, 2001 will be made in accordance with the proposed
regulations under Code Section 401(a)(9), which were issued in
January 2001. If this d. is checked, required minimum
distributions made for calendar years beginning on or after
January 1, 2001 may be made in accordance with the proposed
regulations, notwithstanding any provision in the Plan to the
contrary. An election under this d. applies until the end of
the last calendar year beginning before the effective date of
final regulations under Code Section 401(a)(9) or such other
date specified in guidance published by the Internal Revenue
Service. If this d. is not checked, required minimum
distributions will continue to be made in accordance with the
provisions of Code Section 401(a)(9), without regard to the
proposed regulations.]
[ ] (1) EFFECTIVE DATE. The election under d. to apply the
proposed regulations under Code Section 401(a)(9)
applies only for required minimum distributions that
are made on or after _______. [In no event may the
proposed regulations apply to a required minimum
distribution that is made for a calendar year that
begins before January 1, 2001.]
? 2001 SunTrust Bank
32
[ ] B-3. SPECIAL EFFECTIVE DATES.
[ ] a. INVOLUNTARY DISTRIBUTION THRESHOLD OF $5,000 is first
effective under this Plan for distributions made after _______
(no earlier than the first day of the first Plan Year
beginning on or after August 5, 1997 and no later than the
date the Plan is adopted). [If this a. is not checked, the
$5,000 threshold applies to all distributions made on or after
the first day of the first Plan Year beginning on or after
August 5, 1997, except as provided in an earlier restatement
or amendment of the Plan. See Section 20.4 of the BPD.]
[ ] b. FAMILY AGGREGATION is repealed for purposes of determining the
allocation of Employer Contributions for Plan Years beginning
________ (no earlier than the first Plan Year beginning on or
after January 1, 1997 and no later than the date the Plan is
adopted). [If this b. is not checked, family aggregation is
repealed as of the first Plan Year beginning on or after
January 1, 1997. See Section 20.5 of the BPD.]
[ ] c. QUALIFIED TRANSPORTATION FRINGES. The inclusion of qualified
transportation fringes in the definition of Total Compensation
(and Included Compensation) is applicable for years beginning
on or after __________ (no earlier than January 1, 1998 and no
later than January 1, 2001). [If this c. is not checked, the
inclusion of qualified transportation fringes is effective for
years beginning on or after January 1, 2001. An earlier date
should be entered under this c. only if the Plan was operated
to include qualified transportation fringes in Total
Compensation (and Included Compensation) during such period.]
[ ] B-4. CODE SECTION 415 LIMITATION. Complete this B-4 if for any Limitation
Year in which the Code Section 415(e) limitation was applicable under
Section 7.5 of the BPD, the Code Section 415(e) limitations were
applied in a manner other than that described in Section 7.5(b) of the
BPD. Any alternative method described in this B-4 that is used to
comply with the Code Section 415(e) limitation must be consistent with
Plan operation.
[ ] B-5. SPECIAL 401(k) PLAN ELECTIONS. (See Article 17 of the BPD)
[ ] a. ADP/ACP TESTING METHODS DURING GUST REMEDIAL AMENDMENT PERIOD.
Check this a. if, in any Plan Year beginning after December
31, 1996, but before the adoption of this Agreement, the ADP
Test or ACP Test was performed using a different testing
method than the one selected under Part 4F, #31.a. or Part 4F,
#31.b. and specify the Plan Year(s) in which the other testing
method was used:
[ ] (1) ADP TEST: ____________
[ ] (2) ACP TEST: ____________
[ ] b. APPLICATION OF SAFE HARBOR 401(k) PLAN PROVISIONS. Check this
b. if, prior to the adoption of this Agreement, the Plan was
operated in accordance with the Safe Harbor 401(k) Plan
provisions, and this Agreement is conforming the document to
such operational compliance for the period prior to the
adoption of this Agreement. [NOTE: This b. should be checked
only if this Agreement is executed within the remedial
amendment period applicable to the GUST Legislation. See
Article 20 of the BPD.]
[ ] (1) GUST EFFECTIVE DATE. The Safe Harbor 401(k) Plan
provisions under Part 4E are effective for the Plan
Year beginning __________ (may not be earlier than
the first Plan Year beginning on or after January 1,
1999).
[ ] (2) MODIFICATIONS TO PART 4E. Describe here, if
applicable, any Safe Harbor 401(k) Plan provisions
applied in operation that are not described or are
inconsistent with the selections under Part 4E:
[NOTE: The Safe Harbor 401(k) Plan provisions under Part 4E of
this Agreement will apply for all Plan Years beginning on or
after January 1, 1999 or the GUST effective date designated
under (1) above unless specifically modified under this (2).]
? 2001 SunTrust Bank
33