Plan #001
STANDARDIZED
ADOPTION AGREEMENT
PROTOTYPE CASH OR DEFERRED PROFIT-SHARING
PLAN AND TRUST
Sponsored by
PRUDENTIAL MUTUAL FUND MANAGEMENT, INC.
The Employer named below hereby establishes a Cash or Deferred Profit-Sharing
Plan for eligible Employees as provided in this Adoption Agreement and the
accompanying Basic Prototype Plan and Trust/Custodial Account, Basic Plan
Document #04.
1. EMPLOYER INFORMATION
NOTE: If multiple Employers are adopting the Plan, complete this section
based on the lead Employer. Additional Employers may adopt this
Plan by ▇▇▇▇▇▇▇▇▇ executed signature pages to the back of the
Employer's Adoption Agreement.
(a) NAME AND ADDRESS:
Maxim Pharmaceuticals, Inc.
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(b) TELEPHONE NUMBER: (▇▇▇)▇▇▇-▇▇▇▇
(c) TAX ID NUMBER: ▇▇-▇▇▇▇▇▇▇
(d) FORM OF BUSINESS:
[ ] (i) Sole Proprietor
[ ] (ii) Partnership
[x] (iii) Corporation
[ ] (iv) "S" Corporation (formerly known as Subchapter S)
[ ] (v) Other:
(e) NAME OF PLAN: Maxim Pharmaceuticals, Inc. 401(k) Plan
(f) THREE DIGIT PLAN NUMBER
FOR ANNUAL RETURN/REPORT: 001
2. EFFECTIVE DATE
(a) This is a new Plan having an effective date of July 1, 1997.
(b) This is an amended Plan.
(i) The effective date of the original Plan was __________.
The effective date of the amended Plan is___________.
NOTE: The effective date of the amended Plan for the Tax Reform Act of 1986
required changes is the first day of the 1987 Plan Year.
Sections 7(f) and 12 herein shall be effective as of the first
day of the 1989 Plan Year. Any prior amendments to the plan
which were intended to have effect after December 31, 1986 will
continue to be in effect only until the effective date of this
amended and restated plan.
3. DEFINITIONS
(a) "Compensation" Shall include all items as set forth in paragraph 1.12
of Basic Plan Document #04.
[ ] (i) For purposes of Discretionary Contributions,
Compensation shall include all amounts for the Plan Year
during which the Employee was eligible to participate.
[x] (ii) For purposes of Discretionary Contributions, Compensation
will only include amounts for the period during which the
Employee was eligible to participate.
(b) "Entry Date"
[ ] (i) The first day of the month coinciding with or following
the date on which an Employee meets the eligibility
requirements.
[ ] (ii) The earlier of the first day of the Plan Year or the first
day of the seventh month of the Plan Year coinciding with
or following the date on which an Employee meets the
eligibility requirements.
[x] (iii) The first day of the Plan Year, or the first day of the
fourth month, or the first day of the seventh month or the
first day of the tenth month, of the Plan Year coinciding
with or following the date on which an Employee meets the
eligibility requirements.
(c) "Hours of Service" Shall be determined on the basis of the method
selected below. Only one method may be selected. The method selected
shall be applied to all Employees covered under the Plan as follows:
[x] (i) On the basis of actual hours for which an Employee is paid
or entitled to payment.
[ ] (ii) On the basis of days worked. An Employee shall be
credited with ten (10) Hours of Service if under paragraph
1.41 of the Basic Plan Document #04 such Employee would be
credited with at least one (1) Hour of Service during the
day.
[ ] (iii) On the basis of weeks worked. An Employee shall be
credited with forty-five (45) Hours of Service if under
paragraph 1.41 of the Basic Plan Document #04 such
Employee would be credited with at least one (1) Hour of
Service during the week.
(d) "Limitation Year" The Limitation Year shall be the Plan Year unless
another year is specified here: January 1-December 31
(e) "Net Profit"
[x] (i) Not applicable (profits will not be required for any
contributions to the Plan).
[ ] (ii) As defined in paragraph 1.48 of the Basic Plan Document
#04.
(f) "Plan Year" The 12-consecutive month period commencing on JANUARY 1
and ending on DECEMBER 31.
(g) "Qualified Early Retirement Age" For purposes of making distributions
under the provisions of a Qualified Domestic Relations Order, the
Plan's Qualified Early Retirement Age with regard to the Participant
against whom the order is entered [x] shall [ ] shall not be the date
the order is determined to be qualified. If "shall" is elected, this
will only allow payout to the alternate payee(s).
(h) "Qualified Joint and Survivor Annuity" The safe-harbor provisions of
paragraph 8.7 of the Basic Plan Document #04 are applicable. If the
Plan is not safe-harbored under paragraph 8.7 of the Basic Plan
Document, the survivor annuity shall be 50% of the annuity payable
during the lives of the Participant and Spouse.
(i) "Taxable Wage Base"
[x] (i) Not Applicable - Plan is not integrated with Social
Security.
[ ] (ii) The maximum earnings considered wages for such Plan Year
under Code Section 3121(a).
[ ] (iii) _____% (not more than 100%) of the amount considered wages
for such Plan Year under Code Section 3121(a).
[ ] (iv) $_______, provided that such amount is not in excess of
the amount determined under paragraph 3(i)(ii) above.
NOTE: Using less than the maximum at (ii) may result in a
change in the allocation formula in Section 7.
(j) "Year of Service"
(i) For Eligibility Purposes: (Choose one)
[ ] (1) The 12-consecutive month period during which an
Employee is credited with ____ (not more than 1,000)
Hours of Service.
[x] (2) Elasped Time
If no answer is specified, the Hours of Service method will be
used.
(ii) For Allocation Accrual Purposes: The 12-consecutive month
period during which an Employee is credited with ____ (not more
than 1,000) Hours of Service. (For Plan Years beginning in
1990 and thereafter, if a number greater than 501 is specified,
it will be deemed to be 501.)
(iii) For Vesting Purposes: (Choose one)
[ ] (1) The 12-consecutive month period during which an
Employee is credited with _____ (not more than 1,000)
Hours of Service.
[x] (2) Elasped Time
If no answer is specified, the Hours of Service method will be
used.
4. ELIGIBILITY REQUIREMENTS
(a) Service:
[ ] (i) The Plan shall have no service requirement.
[ ] (ii) The Plan shall cover only Employees having completed at
least one Year of Service.
[x] (iii) The plan shall cover only Employees having completed at
least 6 months (less than 12).
NOTE: If the eligibility period selected is less than
one year, an Employee will not be required to complete
any specified number of Hours of Service to receive
credit for such period.
(b) Age:
[ ] (i) The Plan shall have no minimum age requirement.
[x] (ii) The Plan shall cover only Employees having attained age
21 (not more than age 21).
(c) Classification:
The Plan shall cover all Employees who have met the age and service
requirements with the following exceptions:
[ ] (i) No exceptions.
[x] (ii) The Plan shall exclude Employees included in a unit of
Employees covered by a collective bargaining agreement
between the Employer and Employee Representatives, if
retirement benefits were the subject of good faith
bargaining and if two percent or less of the Employees
who are covered pursuant to that agreement are
professionals as defined in Regulations Section
1.410(b)-9. For this purpose, the term "Employee
Representative" does not include any organization more
than half of whose members are Employees who are
owners, officers, or executives of the Employer.
[x] (iii) The Plan shall exclude Employees who are nonresident
aliens [within the meaning of Code Section
7701(b)(1)(B)] and who receive no earned income [within
the meaning of Code Section 911(d)(2)] from the
Employer which constitutes income from sources within
the United States [within the meaning of Code Section
861(a)(3)].
(d) Employees on Effective Date:
[ ] (i) Not Applicable. All Employees will be required to
satisfy both the age and Service requirements specified
above.
[x] (ii) Employees employed on the Plan's Effective Date do not
have to satisfy the Service requirements specified
above.
[x] (iii) Employees employed on the Plan's Effective Date do not
have to satisfy the age requirements specified above.
5. RETIREMENT AGES
(a) Normal Retirement Age:
If the Employer imposes a requirement that Employees retire upon
reaching a specified age, the Normal Retirement Age selected below may
not exceed the Employer imposed mandatory retirement age.
[x] (i) Normal Retirement Age shall be 65 (not to exceed age
65).
[ ] (ii) Normal Retirement Age shall be the later of attaining
age _____ (not to exceed age 65) or the _____ (not to
exceed the 5th) anniversary of the first day of the
first Plan Year in which the Participant commenced
participation in the Plan.
(b) Early Retirement Age:
Early Retirement Age shall not be applicable unless the Employer
attached a form to this Adoption Agreement certifying that Early
Retirement Age is a benefit which has accrued under the predecessor
Plan which cannot be cut back under Code Section 411(d)(6).
6. EMPLOYEE CONTRIBUTIONS
[x] (a) Participants shall be permitted to make Elective Deferrals in
any amount from 1% (not more than 2%) up to 15% (not more
than 20%) of their Compensation.
If (a) is applicable, Participants shall be permitted to amend
their Salary Savings Agreements to change the contribution
percentage in accordance with the procedures established by the
Plan Administrator.
[ ] (b) Participants shall be permitted to make after tax Voluntary
Contributions.
NOTE: The Average Deferral Percentage Test will apply to contributions
under (a) above. The Average Contribution Percentage Test will
apply to contributions under (b) and may apply to (a).
7. EMPLOYER CONTRIBUTIONS AND ALLOCATION THEREOF
NOTE: The Employer shall make contributions to the Plan in accordance with
the formula or formulas selected below. The Employer's
contribution shall be subject to the limitations contained in
Articles III and X. For this purpose, a contribution for a
Plan Year shall be limited for the Limitation Year which ends
with or within such Plan Year. Also, the integrated allocation
formulas below are for Plan Years beginning in 1989 and later.
The Employer's allocation for earlier years shall be as
specified in its Plan prior to amendment for the Tax Reform Act
of 1986.
(a) Current or Accumulated Net Profits are required for:
[ ] (i) Matching Contributions.
[ ] (ii) Qualified Non-Elective Contributions.
[ ] (iii) Discretionary Contributions.
If no answer is specified, Current or Accumulated Net Profits
will not be required.
NOTE: Elective Deferrals can always be contributed regardless of profits.
(b) Salary Savings Agreement:
The Employer shall contribute and allocate to each
Participant's account an amount equal to the amount withheld
from the Compensation of such Participant pursuant to his or
her Salary Savings Agreement.
An Employee who has terminated his or her election
under the Salary Savings Agreement other than for hardship
reasons may not make another Elective Deferral:
[ ] (i) until the first day of the next Plan Year.
[ ] (ii) until the first day of the next valuation
period.
[x] (iii) for a period of 1 month(s) (not to
exceed 12 months).
If no option is specified, option (ii) will apply.
[x] (c) Matching Employer Contribution [See paragraphs (g), (h) and (i)]:
[x] (i) PERCENTAGE MATCH: The Employer shall contribute
and allocate to each eligible Participant's
account an amount equal to 50% of the amount
contributed and allocated in accordance with
paragraph 7(b) above. The Employer shall not
match Participant Elective Deferrals as provided
above in excess of $______ or in excess of 6%
of the Participant's Compensation.
[ ] (ii) DISCRETIONARY MATCH: The Employer shall
contribute and allocate to each eligible
Participant's account a percentage of the
Participant's Elective Deferral contributed and
allocated in accordance with paragraph 7(b)
above. The Employer shall not match Participant
Elective Deferrals in excess of $______ or in
excess of _____% of the Participant's
Compensation.
[ ] (iii) TIERED MATCH: The Employer shall contribute and
allocate to each Participant's account an amount
equal to ______% of the first _____% of the
Participant's Compensation,
and
_____% of the next ______% of the Participant's
Compensation.
NOTE: Percentages specified in (iii) above may not increase as the
percentage of Participant's contribution increases.
[ ] (iv) FLAT DOLLAR MATCH: The Employer shall contribute and
allocate to each Participant's account $_____ if the
Participant defers at least 1% of Compensation.
(v) ELIGIBILITY FOR MATCH: Matching contributions will be
made to [x] all Employees eligible to participate [ ]
only to non-Highly Compensated Employees eligible to
participate.
[ ] (vi) QUALIFIED MATCH: Employer Matching Contributions will
be treated as Qualified Matching Contributions to the
extent specified by the Employer at the time the
Matching Employer Contributions are made.
(vii) MATCHING CONTRIBUTION COMPUTATION PERIOD: The time
period upon which matching contributions will be based
shall be:
[ ] (A) weekly
[ ] (B) bi-weekly
[ ] (C) semi-monthly
[ ] (D) monthly
[x] (E) quarterly
[ ] (F) semi-annually
[ ] (G) annually
[x] (d) Qualified Non-Elective Employer Contribution - [See paragraphs (g),
(h) and (i)] These contributions are fully vested when contributed.
The Employer shall have the right to make an additional discretionary
contribution which shall be allocated to each eligible Employee in
proportion to his or her Compensation as a percentage of the
Compensation of all eligible Employees. This part of the Employer's
contribution and the allocation thereof shall be unrelated to any
Employee contributions made hereunder. The amount of Qualified
non-Elective Contributions taken into account for purposes of meeting
the ADP or ACP test requirements is the amount necessary to meet both
the ADP and ACP tests. Qualified non-Elective Contributions will be
made to only non-Highly Compensated Employees eligible to participate.
[ ] (e) Additional Employer Contribution Other Than Qualified Non-Elective
Contributions - Non-Integrated [See paragraphs (g), (h) and (i)]
The Employer shall have the right to make an additional discretionary
contribution which shall be allocated to each eligible Employee in
proportion to his or her Compensation as a percentage of the
Compensation of all eligible Employees. This part of the Employer's
contribution and the allocation thereof shall be unrelated to any
Employee contributions made hereunder.
[ ] (f) Additional Employer Contribution - Integrated Allocation Formula [See
paragraphs (g), (h) and (i)]
The Employer's contribution for the Plan Year plus any forfeitures
(only if they are reallocated to Participants under Section 9 herein),
shall be allocated to the accounts of eligible Participants as set
forth in the Basic Plan Document #04 of paragraph 5.3.
NOTE: Only one plan maintained by the Employer may be integrated with
Social Security.
(g) Allocation of Excess Amounts (Annual Additions)
Excess deferrals which result in an Excess Amount shall be returned to
the Participant. In the event that the allocation formula of other
contributions results in an Excess Amount, such excess shall be:
[x] (i) placed in a suspense account accruing no gains or
losses for the benefit of the Participant.
NOTE: For every Limitation Year, or part thereof, that a suspense
account exists, the Employer will be subjected to a
ten-percent penalty on the monies held in the suspense
account.
[ ] (ii) reallocated as additional Employer contributions to all
other Participants to the extent that they do not have
any Excess Amount.
If no answer is specified, the suspense account method
will be used.
(h) Minimum Employer Contribution Under Top-Heavy Plans:
For any Plan Year during which the Plan is Top-Heavy, the sum of the
contributions and forfeitures as allocated to eligible Employees under
paragraphs 7(d), 7(e), 7(f) and 9 of this Adoption Agreement shall not
be less than the amount required under paragraph 14.2 of the Basic
Plan Document #04. Top-Heavy minimums will be allocated to:
[x] (i) all eligible Participants.
[ ] (ii) only eligible non-Key Employees who are Participants.
(i) Return of Excess Contributions and/or Excess Aggregate Contributions:
In the event that one or more Highly Compensated Employees is subject
to both the ADP and ACP tests and the sum of such tests exceeds the
Aggregate Limit, the limit will be satisfied by reducing the ACP of
the affected Highly Compensated Employees.
8. ALLOCATIONS TO TERMINATED EMPLOYEES
(a) For Plan Years beginning in 1990 and thereafter, the Employer will
allocate Employer related contributions to any Participant who is
credited with more than 500 Hours of Service or is employed on the
last day of the Plan Year without regard to the number of Hours of
Service.
The Employer will also allocate Employer related contributions to any
Participant who terminates during the Plan Year without accruing the
necessary Hours of Service if they terminate as a result of:
[x] (i) Retirement.
[x] (ii) Disability.
[x] (iii) Death.
[ ] (iv) Other termination.
(b) If applicable, for Plan Years beginning prior to 1990:
[ ] (i) For Plan Years beginning prior to 1990, the Employer
will not allocate Employer related contributions to any
Participant who terminates employment during the Plan
Year.
[ ] (ii) The Employer will allocate Employer related
contributions to Employees who terminate during the
Plan Year as a result of:
[ ] (1) retirement.
[ ] (2) Disability.
[ ] (3) death.
[ ] (4) other termination provided that the
Participant has completed a Year of
Service.
[ ] (5) other termination.
9. ALLOCATION OF FORFEITURES
NOTE: Subsections (a), (b) and (c) below apply to forfeitures of amounts
other than Excess Aggregate Contributions.
(a) Allocation Alternatives:
[x] (i) Not Applicable. All contributions are always fully
vested.
[ ] (ii) Forfeitures shall be allocated to Participants in the
same manner as the Employer's contribution.
[ ] (iii) Forfeitures shall be applied to reduce the Employer's
contribution for such Plan Year.
[ ] (iv) Forfeitures shall be applied to offset administrative
expenses of the Plan. If forfeitures exceed these
expenses, (iii) above shall apply.
(b) Date for Reallocation:
NOTE: If no distribution has been made to a former Participant, sub-section
(i) below will apply to such Participant even if the Employer
elects (ii) or (iii) below as its normal administrative policy.
[ ] (i) Forfeitures shall be reallocated at the end of the Plan
Year during which the former Participant incurs his or
her fifth consecutive one year Break In Service.
[ ] (ii) Forfeitures will be reallocated immediately (as of the
next Valuation Date).
[ ] (iii) Forfeitures will be reallocated as of the end of the
Plan Year in which the Participant separates from
service.
[ ] (iv) Forfeitures shall be reallocated as of the end of the
Plan Year during which the former Employee incurs his
or her ___ (1st, 2nd, 3rd, or 4th) consecutive one year
Break In Service.
(c) Restoration of Forfeitures:
If amounts are forfeited prior to five consecutive 1-year Breaks in
Service, the Funds for restoration of account balances will be
obtained from the following resources in the order indicated (fill in
1 and 2 in the following boxes to indicate order):
[1] (i) Current year's forfeitures.
[2] (ii) Additional Employer contribution.
If no answer is specified, the order will be (i) and (ii).
(d) Forfeitures of Excess Aggregate Contributions shall be:
[ ] (i) Applied to reduce Employer contributions.
[ ] (ii) Allocated, after all other forfeitures under the Plan,
to the Matching Contribution account of each non-Highly
Compensated Participant who made Elective Deferrals in
the ratio which each such Participant's Compensation
for the Plan Year bears to the total Compensation of
all Participants for such Plan Year. Such forfeitures
cannot be allocated to the account of any Highly
Compensated Employee.
Forfeitures of Excess Aggregate Contributions will be so applied at
the end of the Plan Year in which they occur.
10. CASH OPTION
[x] (a) The Employer may permit a Participant to elect to defer to the
Plan, an amount not to exceed 100 % of any Employer paid cash
bonus made for such Participant for any year. A Participant
must file an election to defer such contribution at least
fifteen (15) days prior to the end of the Plan Year. If the
Employee fails to make such an election, the entire Employer
paid cash bonus to which the Participant would be entitled
shall be paid as cash and not to the Plan. Amounts deferred
under this section shall be treated for all purposes as
Elective Deferrals. Notwithstanding the above, the election to
defer must be made before the bonus is made available to the
Participants.
[ ] (b) Not Applicable.
If no answer is specified, option (b) will apply.
11. LIMITATIONS ON ALLOCATIONS
[x] This is the only Plan the Employer maintains or ever maintained;
therefore, this section is not applicable.
[ ] The Employer does maintain or has maintained another Plan (including a
Welfare Benefit Fund or an individual medical account [as defined in
Code Section 415(l)(2)], under which amounts are treated as Annual
Additions) and has completed the proper sections below.
Complete (a), (b) and (c) only if the Employer maintains or ever maintained
another qualified plan, including a Welfare Benefit Fund or an individual
medical account [as defined in Code Section 415(l)(2)], in which any
Participant in this Plan is (or was) a participant or could possibly become
a participant.
(a) If the Participant is covered under another qualified Defined
Contribution Plan maintained by the Employer, other than a Master or
Prototype Plan:
[ ] (i) the provisions of Article X of the Basic Plan
Document #04 will apply, as if the other plan were a
Master or Prototype Plan.
[ ] (ii) Attach provisions stating the method under which the
plans will limit total Annual Additions to the Maximum
Permissible Amount, and will properly reduce any Excess
Amounts, in a manner that precludes Employer
discretion.
If no answer is specified, option (i) will apply.
(b) If a Participant is or ever has been a participant in a Defined
Benefit Plan maintained by the Employer:
Attach provisions which will satisfy the 1.0 limitation of Code
Section 415(e). Such language must preclude Employer discretion. The
Employer must also specify the interest and mortality assumptions used
in determining Present Value in the Defined Benefit Plan.
(c) The minimum contribution or benefit required under Code Section 416
relating to Top-Heavy Plans shall be satisfied by:
[ ] (i) this Plan.
[ ] (ii)
(Name of other qualified plan of the Employer).
[ ] (iii) Attach provisions stating the method under which the
minimum contribution and benefit provisions of Code
Section 416 will be satisfied. If a Defined Benefit
Plan is or was maintained, an attachment must be
provided showing interest and mortality assumptions
used in the Top-Heavy Ratio.
If no answer is specified, option (i) will apply.
12. VESTING
Contributions under paragraph 7(b), 7(c)(vi) and 7(d) are always fully
vested. Employer contributions shall be subject to the vesting table
selected by the Employer below. A Participant shall receive credit for a
Year of Service as specified at 3(j)(iii) of this Adoption Agreement.
(a) Vesting Schedules:
NOTE: The vesting schedules below only apply to a Participant who has at
least one Hour of Service during or after the 1989 Plan Year.
If applicable, Participants who separated from Service prior to
the 1989 Plan Year will remain under the vesting schedule as in
effect in the Plan prior to amendment for the Tax Reform Act of
1986.
(i) Full and immediate vesting.
Years of Service
--------------------
1 2 3 4 5 6 7
-----------------------------------------------------------
(ii) ___% 100%
(iii) ___% ___% 100%
(iv) ___% 20% 40% 60% 80% 100%
(v) ___% ___% 20% 40% 60% 80% 100%
(vi) 10% 20% 30% 40% 60% 80% 100%
(vii) ___% ___% ___% ___% 100%
(viii) ___% ___% ___% ___% ___% ___% 100%
NOTE: The percentages selected for schedule (viii) may not be less for any
year than the percentages shown at schedule (v).
Contributions will vest as provided below:
Vesting
Option Selected Type Of Employer Contribution
------------------------------------------------------
i 7(c) Employer Match on Salary Savings
---------------------------
N/A 7(e) or (f) Employer Discretionary
--------
(b) Top-Heavy Vesting
For any Plan Year in which this Plan is Top-Heavy, the following
minimum vesting rules will apply:
(i) Schedules (v), (vi), and (viii) above will automatically shift
to schedule (iv).
(ii) Schedule (vii) above will automatically shift to
schedule (iii).
(c) Service disregarded for Vesting:
[x] (i) No service will be disregarded.
[ ] (ii) Service prior to the Effective Date of this Plan or a
predecessor plan shall be disregarded when computing
a Participant's vested and nonforfeitable interest.
[ ] (iii) Service prior to a Participant having attained age 18
shall be disregarded when computing a Participant's
vested and nonforfeitable interest.
13. SERVICE WITH PREDECESSOR ORGANIZATION
For purposes of satisfying the Service requirements for eligibility, Hours
of Service shall include Service with the following predecessor
organization(s):
(These hours will also be used for vesting purposes.)
14. ROLLOVER/TRANSFER CONTRIBUTIONS
(a) Rollover Contributions, including Direct Rollovers, as described at
paragraph 1.69 of the Basic Plan Document #04, [x] shall [ ] shall
not be permitted to be made to the Plan. If permitted, Employees
[ ] may [x] may not make Rollover Contributions prior to meeting the
eligibility requirements for participation in the Plan.
(b) Transfer Contributions, as described at paragraph 4.4 of the Basic
Plan Document #04 [x] shall [ ] shall not be permitted to be made to
the Plan. If permitted, Employees [ ] may [x] may not Transfer
Contributions prior to meeting the eligibility requirements for
participation in the Plan.
NOTE: Even if available, the Employer may refuse to accept such
contributions if its Plan meets the safe-harbor rules of
paragraph 8.7 of the Basic Plan Document #04.
15. HARDSHIP WITHDRAWALS
Hardship withdrawals, as provided for in paragraph 6.9 of the Basic Plan
Document #04, [x] are [ ] are not permitted. If permitted, Hardship
withdrawals [x] shall [ ] shall not be limited to Elective Deferrals.
16. PARTICIPANT LOANS
Participant loans, as provided for in paragraph 13.8 of the Basic Plan
Document #04, [x] are [ ] are not permitted. If permitted, repayments of
principal and interest shall be repaid to the Participant's segregated
account.
17. INSURANCE POLICIES
The insurance provisions of paragraph 13.9 of the Basic Plan Document #04
[ ] shall [x] shall not be applicable.
18. INVESTMENT DIRECTION
[x] (a) Employer Investment Direction
The Employer investment direction provisions, as set forth in
Article XIII of the Basic Plan Document #04, shall be
applicable to the following:
[ ] (i) All monies
[ ] (ii) Employer Discretionary and Matching Monies
[ ] (iii) Employer Discretionary Monies excluding
Matching Monies
[x] (iv) Employer Matching Monies only.
[ ] (b) Employee Investment Direction
Employee investment direction provisions, as set forth in
Article XIII of the Basic Plan Document #04, shall be
applicable to all monies not directed by Employer.
If no answer is specified, Employee Investment Direction will apply.
NOTE: Each of the mutual funds in which the Plan may invest carries its own
fees and expenses, which may include management fees, Rule
12b-1 fees and/or other fees and expenses, which are described
in detail in each Fund's prospectus. Employees who invest in
one or more of these mutual funds will, as shareholders of
those mutual funds, bear their pro-rata portion of each fund's
fees and expenses and may also pay a sales charge or contingent
deferred sales charge in connection with their purchase of fund
shares. Employer acknowledges that Prudential Securities
Incorporated (PSI) and Pruco Securities Corporation (Prusec)
may be deemed to benefit from advisory and other fees paid to
its affiliates in connection with the management and operation
of the mutual funds in which the Employee may invest, from
sales charges and contingent deferred sales charges imposed as
described in the prospectus and from fees paid to The
Prudential Insurance Company of America in connection with the
Guaranteed Interest Account.
19. EARLY PAYMENT OPTION
(a) A Participant who has attained age 59-1/2 and who has not separated
from Service [x] may [ ] may not obtain a distribution of his or her
vested Employer contributions.
(b) A Participant who has attained the Plan's Normal Retirement Age and
who has not separated from Service [x] may [ ] may not receive a
distribution of his or her vested account balance.
NOTE: If the Participant has had the right to withdraw his or her account
balance in the past, this right may not be taken away.
Notwithstanding the above, to the contrary, required minimum
distributions will be paid. For timing of distributions, see
item 20 below.
20. DISTRIBUTION OPTIONS
(a) Timing of Distributions:
In cases of termination benefits shall be paid:
[ ] (i) As soon as administratively feasible following the
close of the Plan Year during which a distribution is
requested or is otherwise payable.
[x] (ii) As soon as administratively feasible, following the
date on which a distribution is requested or is
otherwise payable.
[ ] (iii) Only after the Participant has achieved the Plan's
Normal Retirement Age, or Early Retirement Age, if
applicable.
If no answer is specified, option (ii) will apply.
(b) Optional Forms of Payment:
[x] (i) Lump Sum.
[ ] (ii) Installment Payments.
[ ] (iii) Other form(s)* as specified:
If no answer is specified, option (i) will apply.
*Annuities are only available in either a nonsafe-harbored Plan which
does not meet the provisions of paragraph 8.7 of Basic Plan Document
#04 or in a Plan which previously offered annuities as an optional
form of payment.
21. SPONSOR CONTACT
The Sponsor of this Prototype Plan is Prudential Mutual Fund Management,
Inc., ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. Any questions regarding
this Prototype Plan document may be directed to your Prudential
Representative. You may also call Prudential Mutual Fund Services at
(▇▇▇)▇▇▇-▇▇▇▇.
22. SIGNATURES
DUE TO THE SIGNIFICANT TAX RAMIFICATIONS, THE SPONSOR RECOMMENDS THAT
BEFORE YOU EXECUTE THIS ADOPTION AGREEMENT, YOU CONTACT YOUR ATTORNEY OR
TAX ADVISOR.
The adopting Employer understands that there are fees for each account
under the Plan. THE BASIC PLAN DOCUMENT CONTAINS A PRE-DISPUTE ARBITRATION
CLAUSE FOUND IN ARTICLE XIII, SECTION 13.7 ARBITRATION.
(a) EMPLOYER:
Name and address of Employer if different than specified in Section 1
above.
IF EMPLOYER INVESTMENT DIRECTION APPLICABLE, NAME(S) OF INDIVIDUAL(S)
AUTHORIZED TO ISSUE INVESTMENT AND ADMINISTRATIVE INSTRUCTIONS TO THE
PLAN SPONSOR OR AFFILIATE:
This Adoption Agreement and the corresponding provisions of the Plan
and Trust Basic Plan Document #04 were adopted by the Employer the
_____ day of ___________, 19___.
Signed for the Employer by:
Title:
Signature:
THE EMPLOYER UNDERSTANDS THAT ITS FAILURE TO PROPERLY COMPLETE THE
ADOPTION AGREEMENT MAY RESULT IN DISQUALIFICATION OF ITS PLAN.
Employer's Reliance: An Employer who maintains or has ever maintained
or who later adopts any Plan [including, after December 31, 1985, a
Welfare Benefit Fund, as defined in Section 419(e) of the Code, which
provides post-retirement medical benefits allocated to separate
accounts for Key Employees, as defined in Section 419A(d)(3)] or an
individual medical account, as defined in Code Section 415(l)(2) in
addition to this Plan may not rely on the opinion letter issued by the
National Office of the Internal Revenue Service as evidence that this
Plan is qualified under Section 401 of the Code. If the Employer who
adopts or maintains multiple Plans wishes to obtain reliance that such
Plan(s) are qualified, application for a determination letter should
be made to the appropriate Key District Director of Internal Revenue.
The Employer understands that its failure to properly complete the
Adoption Agreement may result in disqualification of its plan.
The Employer may not rely on the opinion letter issued by the National
Office of the Internal Revenue Service as evidence that this Plan is
qualified under section 401 of the Code unless the terms of the Plan,
as herein adopted or amended, that pertain to the requirements of Code
Sections 401(a)(4), 401(a)(17), 401(l), 401(a)(5), 410(b) and 414(s),
as amended by the Tax Reform Act of 1986, or later laws, (a) are made
effective retroactively to the first day of the first Plan Year
beginning after December 31, 1988 (or such later date on which these
requirements first become effective with respect to this Plan); or (b)
are made effective no later than the first day on which the Employer
is no longer entitled, under regulations, to rely on a reasonable,
good faith interpretation of these requirements, and the prior
provisions of the Plan constitute such an interpretation.
This Adoption Agreement may only be used in conjunction with Basic
Plan Document #04.
[ ] (b) TRUSTEE:
[x] Prudential Bank & Trust Company
Two Concourse Parkway, ▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
NOTE: There is an annual trustee fee charged under the Plan if
Prudential Bank & Trust Company is appointed as Trustee.
[ ] The Trustee(s) will be the following individuals:
The assets of the Fund shall be invested in accordance with
paragraph 13.3 of the Basic Plan Document #04 as a Trust. As such,
the Employer's Plan as contained herein was accepted by the Trustee
the day of , 19 .
Signed for the Trustee by: __________________________________
Signature Signature
___________________________________
Signature Signature
(c) Prudential Mutual Fund Management, Inc.
The Employer's Agreement and the corresponding provisions of the Plan
and Trust Basic Plan Document #04 were accepted by Prudential Mutual
Fund Management, Inc. the
_____ day of ________________, 19__.
Signed for by:
Title:
Signature: