HomeMy WebLinkAbout90-076 CC ResolutionRESOLUTION NO. 90-76
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF TEMECULA AMENDING RESOLUTION 90-50
ESTABLISHING AN EMPLOYEE DEFERRED
COMPENSATION PLAN TO BE ADMINISTERED BY ICMA
RETIREMENT CORPORATION
THE CITY COUNCIL OF THE CITY OF TEMECULA DOES RESOLVE,
DETERMINE AND ORDER AS FOLLOWS:
WHEREAS, The City adopted Resolution No. 90-50 on the 8th day of May, 1990
establishing an Employee Deferred Compensation Plan and,
WHEREAS, ICMA Retirement Corporation has provided the City with the specific
deferred compensation plan,
NOW THEREFORE BE IT RESOLVED, that the City of Temecula adopts the deferred
compensation plan attached hereto as Appendix A, and directs as follows:
Section 1. The City of Temecula hereby appoints the ICMA Retirement Corporation to
serve as Administrator thereunder; and
Section 2. The City Clerk shall certify the adoption of this resolution.
PASSED, APPROVED AND ADOPTED this 24th day of July, 1990.
ATTEST:
Ronald J. Parks, Mayor
Ju~~reek, Deputy City Clerk
[SEAL]
Resos 90-76
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) SS
CITY OF TEMECULA )
I, June S. Greek, Deputy City Clerk of the City of Temecula, HEREBY DO CERTIFY that
the foregoing Resolution No. 90-76 was duly adopted at a regular meeting of the City Council
of the City of Temecula on the 24th day of July, 1990, by the following roll call vote.
AYES: 5
COUNCILMEMBERS:
Birdsall, Lindemarts, Mufioz,
Moore, Parks
NOES: 0
COUNCILMEMBERS: None
ABSENT: 0
COUNCILMEMBERS: None
Resos 90-76
("Employer")
Deferred Compensation Plan
10/89
Article I. INTRODUCTION
The Employer hereby establishes the Employer's Deferred Compensa-
tion Plan, hereinafter referred to as Ihe "Plan." The Plan consists pt the
provisions set forth In this document.
The primary purpose of this Plan is to provide retirement income and
other deferred benefits to the EmDIoyees of the Employer in accordance
with the provisions of Section 457 of the Internal Revenue Code of 1986, as
amended (the "Code"),
This Plan shall be an agreement solely between the Employer and
particiDatlng Employees.
Article II. DEFINITIONS
Section 2.01 Account: The bookkeeping account maintained for each
Participant reflecting the cumulative amount of the Participant's Deferred
Compensation, including any income, gains, losses, or increases or
decreases in market value attributable to the Employer's investment of the
Participant's Deferred Compensation, and further reflecting any distri-
butions to the Participant or the Participant's Beneficiary and any fees or
expenses charged against such Participant's Deferred Compensation.
Seaion 2.02 Administrator: The person or persons named to carry out
certain nondiscretionary administrative functions under Ihe Plan, as
hereinafter described. The Employer may remove any person as Admin-
Istrator upon 60 days' advance notice in writing to such person. in which
case the Employer shall name another person or persons to act as
Administrator. The Administrator may resign upon 60 days' advance
notice in writing to the Employer, in which case Ihe Employer shall name
another person or persons to act as Administrator.
Section 2.03 Beneficiary: The Derson or persons designated by the
Participant in his Joinder Agreement who shall receive any benellis
payable hereunder in the event of the Participant's death. In the evenl
that the ParticiDanl: names two or more Beneficiaries, each Beneficiary
shall be entitled to equal shares of the benefits payable at the Partici-
pant's death, unless otherwise provided in the Participant's Joinder
Agreement. If no Beneficiary is designated in the Joinder Agreement, if
the Designated Beneficiary predeceases the Participant, or if the desig-
nated Beneficiary does not survive the Participant for a period of fifteen
(15) days, then the eslate of the Participant shall be the Beneficiary.
Section 2.04 Deferred Compensation: The amount of Normal Compen-
sation otherwise payable Io the Participant which the Participant and
the Employer mutually agree to defer hereunder, any amount credited
to a Participant's Account by reason of a transfer under Section 6.03,
or any olher amount which the Employer agrees to credit to a Partici-
pant's Account.
Section 2.05 Employee: Any individual who provides services for the
Employer, whether as an employee pt the Employer or as an independ-
ent contractor, and who has been designated by the Employer as
eligible to participate in the Plan.
Section 2.06 Includible Compensation: ]'he amount of an Employees
compensation from the Employer for a taxable year that is attributable to
serv;ces performed for the Employer and that is includible in the Employ-
ee's gross income for the taxable year for federal income tax purposes;
such term does not include any amount excludable from gross income
under this Plan or any other plan described in Section 457(b) of the
Code or any other amount excludable from gross income for federal
income tax purposes. Includible Compensation shall be determined
without regard to any community property laws.
Section 2.0? Joinder Agreement: An agreement entered into between an
Employee and the Employer, including any amendments or modifica
tions thereol. Such agreement shall IIx the amount of Delerred Compen
salion, specify a preference among the investment alternatives
designated by the Employer, designate the Employee's Beneliciary or
Beneficiaries, and incorporate the terms, conditions, and provisions pt
the Plan by relerence.
Section 2.08 Normal Compensation: The amount of compensation which
would be payable to a Participant by the Employer for a taxable year if no
Joinder Agreement were in effect to defer compensation under this Plan
Section 2.09 Normal Retirement Age: Age 70'5, unless the Participant has
elected an alternate Normal Retirement Age by written instrument deliv
ered to the Administrator prior to Separation from Service. A Partici
pant's Normal Retirement Age determines the period during which a
Participant may utilize the catch-up limitation of Section 5.02 hereun
der. Once a Participant has to any extent utilized the catch-up limitation
of Section 5.02, his Normal Retirement Age may not be changed.
A Participant's alternate Normal Retirement Age may not be earlier
than the earliest date that the Participant will become eligible to retire
and receive unreduced retirement benefits under Ihe Employer's basic
retirement plan covering the Participant and may not be later than the
date the ParticiDant will attain age 70t5. If a Participant continues employ
ment after attaining age 70~5, not having previously elected an alternate
Normal Retirement Age, the Participant's alternate Normal Retirement
Age shall not be later than the mandatory retirement age, if any. estab
lished by the Employer, or the age at which the Participant actually
separates Irom service if the Employer has no mandatory retirement
age. If the Participant will not become eligible to receive benefits under a
basic retirement plan maintained by lhe Employer, the Participant's
alternate Normal Retiremenl Age may not be earlier than age 55 and
may not be later than age
Section 2.10 Participant: Any Employee who has joined the Plan pursuant
to the requirements of Article IV.
Section 2.11 Plan Year: The calendar year.
Section 2.12 Retirement: The first date upon which both of the following
shall have occurred with respect to a participanl: Separation from
Service and attainment of age 65.
Section 2.13 Separation fi'om Service: Severance of the Participant's
employment with the Employer which constitutes a "separation from
service" within the meaning of Section 402{e)(4)(A)(iii) of the Code. In
general, a Participant shall be deemed to have severed his employmenl
with the Employer for purposes pt this Plan when, in accordance with
the established practices of the Employer, the employment relationship
is considered to have actually terminated. In the case pt a Participant
who is an independent contractor of the Employer. Separation from
Service shall be deemed to have occurred when the Participant's con-
tract under which services are performed has completely expired and
terminated, there is no foreseeable possibility that the Employer will
renew the conlract or enter into a new contract for the Participant's
services, and it is not anticipated that the Participant will become art
Employee of the Employer.
Article III. ADMINISTRATION
Section 3.01 Duties of Employer: The Employer shall have the authority Io
make all discretionary decisions affecting the rights or benefits of
Participants which may be required in the administration of this Plan,
Section 3.02 Dutle~ of Administrator: The Administrator, as agent for the
EmDtoyer, shall perform nondiscretionary administrative functions in
connection wilh the P~an, including the maintenance of Participanls'
Accounts, the provision of periodic reports of the status of each Account,
and the disbursement of benefits on behalf ol the Employer in accor-
dance wilh the provisions of this Plan.
Article IV. PARTICIPATION IN THE PlAN
Section 4.01 Initial Participation: An Employee may become a Padicipant
by enlering tnlo a Joinder Agreement prior to the beginning pt the
calendar month in which the Joinder Agreement is to become effective
to defer compensation not yet earned.
Section 4.02 Amendment of Joinde~' Agreement: A Parlicipant may amend
an executed Joinder Agreement to change the amount pt compensation
not yet earned which is to be deferred (including the reduction of such
future deferrals to zero) or to change his investment preference (subiect
to such restrictions as may result from the nature or terms of any
investment made by the Employer), Such amendment shall become
effective as of the beginning of the calendar month commencing after
the date the amendment is executed. A Participant may at any time
amend his Joinder Agreement to change t: designated Beneficiary,
and such amendment shall become effecliv~ minedlately.
Article V. LIMITATIONS ON DEFERRALS
Section 5.01 Normal Limitation: Except as provided in Section 5.02, the
maximum amounl of Deferred Compensation for any Participant for any
taxable year shall not exceed the lesser of $7,500.00 or 33¼ parcertl
of Ihe Participant's Includible Compensation 1or the taxable year, This
llmltallon will ordinarily be equivalent to the lesser of $7,500.00 or 25
percent of the Participant's Normal Compensation.
~',,~Uon 5.02 Catch-Up limitation: For each of the last lhree (3) taxable years
of a Participant ending before his attainment of Normal Retirement Age,
Ihe maximum amount of Deferred Compensation shall be Ihe lesser of:
(1) $15,000 or (2) the sum of (i) the Normal Limitalign for the taxable
year, and (it) the Normal Limitation for each prior taxable year of the
Participanl commencing after 1978 less the amount of the Participant's
Deferred Compensation for such prior taxable years. A prior taxable
year shall be laken into account under the preceding sentence only if (i)
the Participant was eligible to participate in the Plan for such year (or in
any other eligible deferred compensation plan established under Sec-
tion 457 of the Code which is properly taken into account pursuant to
regulations under section 457), and (it) compensation (il any) aleletted
under the Plan (or such other Dian) was subject to the deferral limita-
tions set forth in Section 5.01.
Section 5,03 Other' Plans: The amount exc/udable from a Participant's
gross income under this Plan or any other eligible deterred compensa-
tion plan under section 457 of the Code shall not exceed $7,500.00 (or
such grealer amount allowed under Section 5.02 of the Ptan). less any
arepurer excluded from gross income under section 403(b), 402(a)(8),
or 402(h)(1)(B) of the Code. or any amount with respect to which a
deduction is allowable by reason of a contribution to an organization
described in section 501(c)(18) of the Code.
Article Vl. INVEb"FMENTS AND ACCOUNT VALUES
Section 6.01 Investment of Defen'ed Compensation: All investments of
Participants' Deferred Compensation made by the Employer, including
all property and rights purchased with such amounts and all income
attribulable thereto, shall be the sole property of the Employer and shall
not be held In trust for Partlclpanls or as collateral securib/ for the
fulfillment of the Employer's obligations under the Plan. Such property
shall be subiect to the claims of general creditors of the Employer, and
no Participant or Beneficiary shall have any vested interest or secured
or preferred position with respect to such property or have any claim
against the Employer except as a general creditor.
Section 6.02 Crediting of Accounts: The Participant's Account shall reflec~
the amount and value of the Inveslmenls or other properly obtained by
the Employer through Ihe Investment of the Participant's Deferred Corn
pensalign. It is anticipated that Ihe Emptoyer's investmenls with respect
to a Participant will conform to !he investment prelerence specified in
the Participant's Joinder Agreement, but nothing herein shall be con
strued to require the Employer fo make any particular investment of a
Participant's Deferred Compensation. Each Participant shall receive
periodic reports, not less frequently than annually, showing the then
current value of his Account.
Section 6.03 Transfers:
(a) Incoming Transfers: A transfer may be accepted (rom an eligible
deferred compensation plan maintained by another employer and cred
tied to a Participant's Account under this Plan if (i) the Participant has
separated from service with that employer and become an Employee of
the Employer, and (it) the other employer's plan provides that such
transfer will be made. The Employer may require such documentation
from the predecessor plan as it deems necessary to effectuate the
transfer, to contirm that such plan is an eligible deferred compensation
plan within the meaning of Section 457 of the Code, and to assure that
transfers are provided for under such plan. The Employer may refuse to
accept a transfer in the Iorm ol assets other than cash. unless the
Employer and the Administrator agree to hold such other assets under
the Plan. Any such transferred amount shall not be treated as a deferral
subject to the limitations oi Article V, except that, 1or purposes ol
applying the limitations of Sections 5.01 and 5.02, an amount deferred
during any laxable year under the plan from which the transfer is
accepted shall be Irested as if it has been deferred under this Plan
during such taxable year and compensation paid by the Iransferor
employer shall be trealed as if it had been pa~d by the Employer.
(b) Outgoing Transfers: An amount may be transferred to an eligible
deferred compensation plan maintained by another employer, and
charged to a Participant's Account under this Plan, if (i) the Participant
has separated from service with the Employer and become an employee
of the other employer, (ii) the other employer's plan prowdes !hat such
transfer will be accepted. and (iii) the Participant and the employers
have signed such agreements as are necessary to assure that the
Employer's liability to pay benefits to the Participant has been dis-
charged and assumed by the other employer. The Employer may recluire
such documentation from the other plan as it deems necessary lo
effectuate the transfer, to confirm that such plan is an eligible deterred
compensation plan within the meaning of section 457 of the Code, and
to assure that Iranslers are provided for under such plan, Such trans-
fers shall be made only under such circumstances as are permitted
under section 457 of the Code and the regulations lhereunder,
Section 6.04 Employer Liability: In no event shall the Employer's liability to
pay benefits to a Participant under Article VI exceed the value of the
amounts credited to the Participant's Account; the Employer shall not
be liable for losses arising from depreciation or shrinkage m the value pt
any investments acquired under this Plan.
Article VII. BENEFITS
Section 7.01 Retirement Benefits and Election on Separation from
Service: Except as otherwise provided in this Article VII, the dlstr~butior~
of a Participant's Account shall commence as of April I of the calendar
year alter the Plan Year of lhe Participant's Retirement, and lhe distribu-
tion of such Retirement benefits shall be made in accordance w~th one
of the paymenl options described in Section 7.02. Notwithstanding the
foregoing, lhe Participant may irrevocably elect within 60 days following
Separation from Service to have the distribution of benefits commence
on a lixed or determinable date other than that described in the braced ·
ing sentence which is at least 60 days after the date such election is
delivered in wriling to the Employer and forwarded to the Administrator,
but not later than April ! of the year following the year of the Participant's
Retirement or attainment of age 70'/~,, whichever is later.
Section 7.02 Payment Options: As provided in Sections 7.01, 7.04. and
7.05, a Participant or Beneficiary may elect to have the value of the
Participant's Account distributed in accordance with one of the follow-
ing payment options, provided Ihat such option is consistent with the
limitations set forth in Section 7.03:
(a) Equal monthly, Quarterly, semi-annual or annual payments in an
amount chosen by the Participant, continuing until his Account is
exhausted;
(b) One lump-sum payment;
(c) Approximately equal monthly, quarterly, semi-annual or annual
payments, calculated to continue for a period certain chosen by the
ParticipanL
(d) Annual Paymenls equal to the minimum distributions required
under Section 401(a)(9) of the Code over the life expectancy of the
Participant or over the lite expectancies of the Participant and his
Beneficiary.
(e) Payments equal to payments made by the issuer of a retirement
annuity policy acquired by the Employer.
(f) Any other payment option elected by the Participant and agreed to
by the Employer and Administrator, provided that such option must
provide for substantially nonincreasing payments for any period after
the latest benefit commencement date under Section 7.01.
A Participant's or Beneficiary's election of a payment option must be
made at least 30 days before the payment of benefits is to commence. If
a Participant or Beneficiary fails to make a timely election of a payment
option, benefits shall be paid monthly under option (c) above for a
period of five years.
Sec41on 7.03 Umitafion on Options: No payment option may be selected
by a Participant or Beneficiary under Seclions 7.02, 7.04, or 7.05 unless
it satisfies the requiremenls of Sections 401(a)(9) and 457(d)(2) of the
Code, including that oaymenls commencing before the death of the
Participant shall satisfy the incidental death benefits reclutrement under
section 457(d)(2)(B)(I)(l). Unless otherwise elected by the Participant,
all determinations under Section 401(a)(9) shall be made without recaN
culafion of life expectancies.
Section 7.04 Post-retirement Death Benefits:
(a) Should the Participant die after he has begun to receive benefits
under a payment option, the remaining Daymerits, if any, under the
payment option shall be payable to the Participant's Beneficiary com-
mencing within the 30-day period commencing with the 6tst day after
lhe Participant's death, unless the Beneficiary elects payment under a
different payment option that is available under Section 7.02 within 60
days of the Participant's death. Any different payment o!Dtion elected by
a Beneficiary under this section must provide for payments al a raie that
is at least as rapid as under the payment option that was applicable to
the Participant. in no event shall the Employer or Administrator be liable
to the Beneficiary for the amount of any payment made in the name ol
the Participant before the Administrator receives proof of death of the
Participant.
(b) If lhe designated Beneficiary does not continue to live for the remain-
ing period of payments under the payment option, then the commuted
value of any remaining payments under the payment option shall be
paid in a lump sum to the estate of the Beneficiary. In the event that the
Partlcipanl's estate is the Beneficiary, the commuted value of any remain-
ing payments under the payment option shall be paid to the estate in a
lump sum.
Section 7.05 Pre-retirement Death Benefits:
(a) Should the Participant die before he has begun to receive the
benefits provided by Section 7.01, the value of lhe Participant's Account
Shall be payable to Ihe Beneficiary commencing within the 30-day
period commencing on lhe 91 st day after the Participant's death, unless
Ihe Beneficiary irrevocably elects a different fixed or determinehie
benefit commencement date within 90 days ol the Participant's death.
Such benefit commencement date shall be not later than the later of {i)
December 31 of the year following the year of the Participant's death, or
(if) if the Beneficiary is the Participant's spouse, December 31 of the year
in which the Participant would have attained age 70~/~.
(b) Unless a Beneficiary elects a different payment option prior to the
benefit commencement date. death benefits under this Section shall be
paid in approximately equal annual installments over five years, or over
such shorter period as may be necessary to assure that the amount of
any annual installment is not less than $3,500. A Beneficiary shall be
treated as if he were a Participant for purposes of determining the
payment options available under Section 7.02, provided, however, that
the payment option chosen by the Beneficiary must provide for pay-
ments to the Beneficiary over a period no longer than the lile expec-
tancy of the Beneficiary, and provided that such period may not exceed
fifteen (15) years if the Beneficiary is not the Participant's spouse.
(c) In the event that the Beneficiary dies before the payment of death
benefits has commenced or been completed, the remaining value of the
Participant's Account shall be paid to the estate of the Beneficiary in a
lump sum, In the event that the Participant's estate is the Beneficiary,
payment shall be made to the estate in a lump sum.
Section 7.06 Unforeseeeble Emergencies:
(a) In the event an unforeseeable emergency occurs, a Participant may
apply to the Employer to receive that part of the value of his Account that
is reasonably needed to satisfy the emergency need. If such an applica-
tion is approved by the Employer, the Participant shall be paid only such
amount as the Employer deems necessary to meet the emergency
need, but payment shall not be made to the extent that the financial
hardship may be relieved through cessation of deferral under the Plan,
insurance or other reimbursement, or liquidation of other assets to the
extent such liquidation would nol ilsell cause severe financial hardship.
(b) An unforeseeable emergency shall be deemed to involve only cir-
cumstances of severe financial hardship to the Participant resulting
from a sudden unexpected illness, accident, or disability of the Partici-
pant or ol a dependent (as defined in Section 152(a) of the Code) ol lhe
Participant, loss of the Participant's property due to casualty, or other
similar and extraordinary unforeseeable circumstances arising as a
result of events beyond the control of the Participant. The need to send a
Participant's child to college or to purchase a new home shall not be
considered unforeseeable emergencies. The determination as Io
whether such an unloreseeable emergency exists shall be based on the
merits of each individual case.
Section 7.07 Transitional Rule for Pre-1989 Benefit Elections: in the event
that, prior to January I, 1989, a Participant or Beneficiary has com-
menced receiving benefits under a payment option or has irrevocably
elected a payment option or benefit commencement date, then that
payment option or election shall remain in effect notwithstanding any
other provision of this Plan.
Article VIII. NON-ASSIGNABILITY
Section 8.01 In General: Except as provided in Section 8.02, no Partici-
pant or Beneficiary shall have any right to commute, sell, assign, pledge,
transfer or otherwise convey or encumber the right to receive any
payments hereunder, which payments and rights are expressly declared
to be non-assignable and non-transferable.
Section 8.02 Domestic Relations Orders:
(a) Allowance of Transfers: To the extent rec~uired under a final judg-
ment, decree, or order (including approval of a property settlement
agreement) made pursuant to a stale domestic relations law, any portion
of a Participant's Account may be paid or set aside for payment to a
spouse, former spouse, or child of the Participant, Where nece~=ary
to carry out the terms of such an order. a separate Account shall be
established with respect to the spouse, former spouse, or child who
shall be antilied to make investment selections with respect thereto in
3
the same manner as the Participant; any amount so set aside Iora
spouse, former spouse. or child shall be paid out in a lump sum at the
earliest date that benefits may De paid to the Participant, unless the
order directs a different time or form of payment. Nothing ~n this Section
shall be construed to authorize any amount to be distribuled under the
Plan at a time or in a form that is not l:)ermltted under Section 457 of the
Code. Any payment made to a person other than the Participant pursu-
ant to this Section shall be reduced by required income tax withholding;
the fact that payment is made to a person other than the Participant may
not prevent such payment from being includibie in the gross income oi
the Participant for withholding and income tax reporting purposes.
(b) Release from Liabilib/to Participant: The Employer's liability to pay
benefits to a Participant shall be reduced to the extent that amounts
have been paid or set aside for payment to a spouse, former spouse, or
child pursuant to paragraph (a) of this Section. No such transfer shall be
effectuated unless the Employer or Administrator has been provided
wilh satisfactory evidence that the Employer and the Administrator are
released from any further claim by the Participant with respect to such
amounts. The Participant sl~all be deemed to have released the Employer
and the Administrator from any claim wilh respect to such amounts, Jn
any case in which (i) the Employer or Administralor has been served
w~th legat process or otherwise joined in a proceeding relating to such
transfer, (it) the Participant has been not~fied of the pendency of such
proceeding in the manner prescribed by the law ol the jurisdiction in
which the proceeding is pending for service of process in such aclion or
by ma~i from the Employer or Administrator to the Participant's last
known mailing address, and (ifil the Participant fails to obtain an order ot
the court in the proceeding relieving the Employer or Administrator from
the obligation to comply with the judgment, decree, or order,
(c) Participation in Legal Proceedings: The Employer and Administrator
shall not be obligated to defend against or set aside any judgment.
decree, or order described in paragraph (a) or any legal order relating to
the garnishment ot a Participant's benefits, unless the lull expense of
such legal action is borne by the Participant. In the evenl that the
Participant's action (or inaction) nonetheless causes the Employer or
Administrator to incur such expense, the amount of the expense may be
charged against lhe Participant's Account and thereby reduce the
Employer's obligation to pay benefits to the Participant. In the course ot
any proceeding relating to divorce, separation, or child support, lhe
Employer and Administrator shall be authorized to disclose information
relating to the Participant's Accounl to the Participant's spouse, former
spouse, or child (including the legal representatives ol the spouse,
former spouse, or child), or to a court.
Article IX. RELATIONSHIP TO OTHER PLANS AND EMPLOYMENT
AGREEMENTS
This Plan serves in addition to any other retirement, pension, or
benefit plan or system presently in existence or hereinafter established
lor the benefit of the Employer's employees, and participation hereun-
der shall not affect benefits receivable under any such plan or system.
Nothing contained in this Plan shall be deemed tO constitute an employ-
ment contract or agreement between any Participant and the Eruptdyer
or to g~ve any Participant the right to be retained in the employ of the
Employer. Nor shall anything herein be construed to modify the terms of
any employment contract or agreement between a Participant and the
Employer.
Article X. AMENDMENT OR TERMINATION OF PLAN
The Employer may at any time amend this Plan provided that it
transmits such amendment in writing tO the Administrator al least 30
days prior to the effective date of the amendment. ]'he consent of the
Administrator shall not be required in order for such amendment to
become effective, but the Administrator shall be under no obligation to
continue acting as Administralor hereunder if it disapproves ol such
amendment. The Employer may at any time terminate this Plan.
The Administrator may at any time propose an amendment to the Plan
by an instrument in wriling transmitted to the Employer at least 30 days
before the effective date of Ihe amendment. Such amendment shall
become effective unless. within such 30-day period, the Employer
notifies the Administralor in writing that it disapproves such amend-
ment, in which case Such amendment shall not become effective. In lhe
event of such disapproval, the Administrator shall be under no obliga-
tion to continue acting as Administrator hereunder. if this Plan docu-
ment constitutes an amendment and restatement of the Plan as
prevmously adopted by the Employer. the amendments contained herein
shall become effeclive on January t, 1989, and the terms ot the preced-
ing Plan document shall remain in effect through December 31, 1988.
Except as may be required to maintain the slatus of the Plan as an
eligible deferred compensalion plan under section 457 ol the Code or
to comply with other applicable laws, no amendment or termination ol
Ihe Plan shall divest any Participant of any rights with respect to com-
pensation deferred before the date oi the amendment or termination.
Article Xl. APPLICABLE LAW
This Plan shall be conslrued under lhe laws of the slate where the
Employer is located and is established with the intent that it meet the
requirements of an "eligible deferred compensation plan" under Sec-
tion 457 of the Code, as amended. The provisions of this Plan shall be
interpreted wherever possible in conformity with the requirements ol
that section.
Article Xll. GENDER AND NUMBER
The masculine pronoun, whenever used herein, shall include the
feminine pronoun, and the singular shall include the plural, except
where the context requires otherwmse.