Common use of LIMITATIONS ON ALLOCATIONS Clause in Contracts

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Section 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section 415(l)(2) of the Code, maintained by the employer, or a simplified employee pension, as defined in Section 408(k) of the Code, maintained by the Employer, which provides an annual addition as defined in paragraph 12, the amount of annual additions which may be credited to the Member’s account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ accounts before any employer or any employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions which may be credited to a Member’s account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Code Section 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Code Section 415(l)(2) of the Code), maintained by the employer, or a simplified employee Employee pension, as defined in Code Section 408(k) of the Code), maintained by the Employer, which provides an annual addition as defined in paragraph 12, the amount of annual additions Annual Additions which may be credited to the Member’s account Account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account Account would cause the annual additions Annual Additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions Annual Additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s actual compensation Compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation Compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation Compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee Employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account Account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ accounts before any employer or any employee Employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee Employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions Annual Additions which may be credited to a Member’s account Account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions Annual Additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee Employee pensions for the same limitation year. If the annual additions Annual Additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee Employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account Account under this Plan would cause the annual additions Annual Additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions Annual Additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions Annual Additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee Employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account Account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation Compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation Compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions Annual Additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions Annual Additions last allocated, except that annual additions Annual Additions attributable to a simplified employee Employee pension will be deemed to have been allocated first, followed by annual additions Annual Additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times (b) the ratio of (i) the Annual Additions allocated to the Member for the limitation year as of such date under this Plan to (ii) the total Annual Additions allocated to the Member for the limitation year as of such date under this and all the other qualified master or prototype defined contribution plans. (10) Any excess amount attributed to this Plan will be disposed in the manner described in paragraph 4. (11) If the Member is covered under another qualified defined contribution plan maintained by the employer which is not a master or prototype plan, Annual Additions which may be credited to the Member’s Account under this Plan for any limitation year will be limited in accordance with paragraphs 5 through 10 as though the other plan were a master or prototype plan.

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, and has never participated in another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Section Plan 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section Plan 415(l)(2) of the Code, maintained by the employer, or a simplified employee pension, as defined in Section Plan 408(k) of the Code, maintained by the Employer, which provides an annual addition as defined in paragraph 1213, the amount of annual additions which may be credited to the Member’s 's account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s 's account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s 's actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s 's compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s 's actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s 's account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year 72 pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ ' accounts before any employer or any employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess Excess amounts may not be distributed to Members or former Members. (51) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 1213, during any limitation year. The annual additions which may be credited to a Member’s 's account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s 's account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s 's account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s 's account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Code Section 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Code Section 415(l)(2) of the Code), maintained by the employer, or a simplified employee Employee pension, as defined in Code Section 408(k) of the Code), maintained by the Employer, which provides an annual addition as defined in paragraph 12, the amount of annual additions Annual Additions which may be credited to the Member’s account 's Account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account 's Account would cause the annual additions Annual Additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions Annual Additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s 's actual compensation Compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation 's Compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s 's actual compensation Compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee Employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account 's Account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ ' accounts before any employer or any employee Employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former MembersMembers . (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee Employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions Annual Additions which may be credited to a Member’s account 's Account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions Annual Additions credited to a Member’s 's account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee Employee pensions for the same limitation year. If the annual additions Annual Additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee Employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account 's Account under this Plan would cause the annual additions Annual Additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions Annual Additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions Annual Additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee Employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account 's Account under this Plan for the limitation year. (6) Prior to determining the Member’s 's actual compensation Compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s 's actual compensation Compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions 's Annual Additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions Annual Additions last allocated, except that annual additions Annual Additions attributable to a simplified employee Employee pension will be deemed to have been allocated first, followed by annual additions Annual Additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times (b) the ratio of (i) the Annual Additions allocated to the Member for the limitation year as of such date under this Plan to (ii) the total Annual Additions allocated to the Member for the limitation year as of such date under this and all the other qualified master or prototype defined contribution plans. (10) Any excess amount attributed to this Plan will be disposed in the manner described in paragraph 4. (11) If the Member is covered under another qualified defined contribution plan maintained by the employer which is not a master or prototype plan, Annual Additions which may be credited to the Member's Account under this Plan for any limitation year will be limited in accordance with paragraphs 5 through 10 as though the other plan were a master or prototype plan.

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, and has never participated in another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Section Plan 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section Plan 415(l)(2) of the Code, maintained by the employer, or a simplified employee pension, as defined in Section Plan 408(k) of the Code, maintained by the Employer, which provides an annual addition as defined in paragraph 1213, the amount of annual additions which may be credited to the Member’s account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ accounts before any employer or any employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess Excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 1213, during any limitation year. The annual additions which may be credited to a Member’s account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times (b) the ratio of (i) the annual additions allocated to the Member for the limitation year as of such date under this Plan to (ii) the total annual additions allocated to the Member for the limitation year as of such date under this and all the other qualified master or prototype defined contribution plans. (10) Any excess amount attributed to this Plan will be disposed in the manner described in paragraph 4. (11) If the Member is covered under another qualified defined contribution plan maintained by the employer which is not a master or prototype plan, annual additions which may be credited to the Member’s account under this Plan for any limitation year will be limited in accordance with paragraphs 5 through 10 as though the other plan were a master or prototype plan. (12) If the employer maintains, or at any time maintained, a qualified defined benefit plan covering any Member in this Plan, the sum of the Member’s defined benefit plan fraction and defined contribution plan fraction will not exceed 1.0 in any limitation year. The annual additions which may be credited to the Member’s account under this Plan for any limitation year will be limited in accordance with the adoption agreement. This paragraph 12 does not apply for limitation years beginning on or after January 1, 2000.

LIMITATIONS ON ALLOCATIONS. (1a) If the Member Participant does not participate in, and has never Participated in another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, fund as defined in Section 419(e) of the Code maintained by the Employer, or an individual medical account, account as defined in Section 415(l)(2) of the Code, maintained by the employer, or a simplified employee pension, as defined in Section 408(k415(1)(2) of the Code, maintained by the Employer, which provides an "annual addition addition" as defined in paragraph 12Section 4.5, below, the amount of annual additions which may be credited to the Member’s account Participant's Account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account Participant's Account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced as follows so that the annual additions for the limitation year will equal the maximum permissible amount.: (21) Prior to determining the Member’s Participant's actual compensation Compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member Participant on the basis of a reasonable estimation of the Member’s compensation Participant's Compensation for the limitation year, uniformly determined for all Members Participants similarly situated. (32) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for each Participant for the limitation year will in question shall be determined on the basis of the Member’s actual compensation Participant's Compensation for the limitation such year. (43) If pursuant to paragraph 3 above subparagraph (2), above, or as a result of the allocation of forfeitures, if any, there is an excess amount amount, the excess will amount shall be disposed of as follows: (aA) Any any nondeductible voluntary employee contributions (plus attributable earnings)contributions, to the extent they would reduce the excess amount, will shall be returned to the MemberParticipant; (bB) If if after the application of paragraph subparagraph (a) an excess amount still exists, any elective deferrals (plus attributable earningsA), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member Participant is covered by the Plan at the end of the limitation yearyear in question, the excess amount in the Member’s account will Participant's Account shall be used to reduce employer Employer contributions (including any allocation of forfeitures) for such Member Participant in the next limitation year, and each succeeding limitation year if necessary.; (dC) If if after the application of paragraph subparagraph (b) A), an excess amount still exists, and the Member Participant is not covered by the Plan at the end of a the limitation yearyear in question, the excess amount will shall be held unallocated in a suspense account. The suspense account will and shall be applied to reduce future employer Employer contributions (including allocation of any forfeitures) for all remaining Members Participants in the next limitation year, and each succeeding limitation year if necessary.; (eD) If if a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4Section 4.3, it will shall not participate in the any allocation of the Plan's investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ participants' accounts before any employer or any employee contributions may be made to the Plan plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess Excess amounts may not be distributed to Members participants or former Membersparticipants. (5b) This paragraph applies subparagraph (b) shall apply if, in addition to this Plan, the Member Participant is covered under another qualified master or prototype defined contribution plan maintained by the Employer, or a welfare benefit fund maintained by as defined in Section 419(e) of the Employer, an individual medical account Code maintained by the Employer, or a simplified employee pension an individual medical account as defined in Section 415(1)(2) of the Code, maintained by the Employer, that which provides an annual addition as defined in paragraph 12Section 4.5, below, during any limitation year. The annual additions which may be credited to a Member’s account Participant's Account under this Plan for any such limitation year will shall not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account Participant's Account under the such other qualified master plans and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions funds for the same limitation year. If the annual additions with respect to the Member Participant under such other qualified master and prototype defined contribution plans, plans and welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer funds are less than the maximum permissible amount and the employer Employer contribution that would otherwise be contributed or allocated to the Member’s account Participant's Account under this Plan would cause the annual additions for the limitation year to exceed this limitation, then the amount contributed or allocated will shall be reduced as follows so that the annual additions under all such plans and funds for the limitation year will in question shall equal the maximum permissible amount. If the annual additions with respect to the Member Participant under such other qualified master and prototype defined contribution plans, plans and welfare benefit funds, individual medical accounts, and simplified employee pensions funds in the aggregate are equal to or greater than the maximum permissible amount, no amount will shall be contributed or allocated to the Member’s account Participant's Account under this Plan for the such limitation year.: (61) Prior to determining the Member’s Participant's actual compensation Compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member Participant in the manner described in paragraph 2Section 4.4(a)(1). (72) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will shall be determined on the basis of the Member’s Participant's actual compensation Compensation for the limitation year. (8) If, pursuant to paragraph 7 or as 3) If a result of the allocation of forfeitures, a Member’s Participant's annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will shall be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will welfare benefit fund or individual medical account shall be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, first regardless of the actual allocation date. (94) If an excess amount was allocated to a Member Participant on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (aA) the total excess amount allocated as of such date, times (B) the ratio of (i) the annual additions allocated to the Participant for the limitation year as of such date under this Plan, to (ii) the total annual additions allocated to the Participant for the limitation year as of such date under this and all the other qualified master or prototype defined contribution plans. (5) Any excess amount attributed to this Plan will be disposed of in the manner described in subparagraph (a)(3), above. (c) If the Participant is covered under another qualified defined contribution plan maintained by the Employer which is not a master or prototype plan, annual additions which may be credited to the Participant's Account under this Plan for any limitation year shall be limited in accordance with subsection (b) as though the other plan were a master or prototype plan. (d) If the Employer maintains, or at anytime has maintained, a qualified defined benefit plan covering any Participant in this Plan, the "annual additions" which may be credited to the Participant's Account under this Plan for any limitation year shall be limited, so that the sum of the Participant's defined benefit plan fraction and defined contribution fraction shall not exceed 1.0 in any limitation year.

LIMITATIONS ON ALLOCATIONS. Notwithstanding anything hereinabove to the contrary, the sum of the amounts credited to the accounts of any Participant for any Plan Year pursuant to Section 5.02 (1dealing with Tax Deferred Contributions), Section 5.03 (dealing with Matching Contributions), Section 5.04 (dealing with Company Contributions), and this Section 6.05 shall be reduced to the extent that such amounts would cause the sum of all such contributions credited to the accounts of such Participant under the Plan for such Plan Year to exceed the lesser of (a) If $30,000 (or, if greater, one-fourth of the Member does not participate in, another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined dollar limitation set forth in Section 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section 415(l)(2415(b) of the Code, maintained by the employer, or a simplified employee pension, as defined in adjusted pursuant to Section 408(k415(d) of the Code), maintained by or 39 40 (b) twenty-five percent (25%) of such Participant's total compensation (determined in accordance with Section 415 of the Employer, which provides an annual addition as defined Code and the regulations thereunder) for such Plan Year. Any reductions required pursuant to the foregoing sentence shall be made in paragraph 12the following order: (i) the Tax Deferred Contributions allocated to such Participant's Tax Deferred Account pursuant to Section 5.02 shall be reduced first; (ii) the Matching Contributions allocated to such Participant's Company Account pursuant to Section 5.03 shall be reduced next; and (iii) the Company Contributions allocated to such Participant's Company Account pursuant to Section 5.04 shall be reduced last. In the event any reduction is required pursuant to subsection (i) above, the amount of annual additions which may such reduction shall be credited held unallocated by the Trustees and shall be reapplied in such a way as to reduce succeeding Tax Deferred Contributions on behalf of such Participant under the Member’s account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If In the Employer contribution that would otherwise be contributed event any reduction pursuant to (ii) or allocated to the Member’s account would cause the annual additions for the limitation year to exceed the maximum permissible amount(iii) above is required, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must reduction shall be allocated and reallocated to Members’ accounts before any employer or any employee contributions may be made credited pursuant to the Plan for that limitation year. Except as provided procedures set forth in subparagraphs section 5.04 above (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions which may be credited to a Member’s account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under allocation of Company Contributions) to the Company Accounts of remaining Participants exclusive 40 41 of any other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained Participant for whom a reduction for such Plan Year has been required pursuant to this Section 6.05. Any such reductions which cannot be so reallocated shall be held unallocated by the Employer are less than the maximum permissible amount Trustees and the employer contribution that would otherwise shall be contributed or treated as if they were a Company Contribution to be allocated to the Member’s account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions Section 5.04 with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal succeeding Plan Year. 41 42 ARTICLE VII Payments to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end Account of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (8) If, pursuant to paragraph 7 Participants or as a result of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, timesTerminated Participants

LIMITATIONS ON ALLOCATIONS. Notwithstanding anything hereinabove to the contrary, the amount credited to the Account of any Member for any Limitation Year pursuant to Section 5.03 (1dealing with Company contributions), or this Section 5.09 or as a forfeiture pursuant to Section 5.04 shall be reduced to the extent that such amount would cause (a) If the amount of such Member's nondeductible contributions under any other qualified plan maintained by the Company or any affiliate (within the meaning of Sections 414(b), (c), (m) and (o) of the Code and subject to Section 415(h) thereof), plus (b) the Company contributions and the forfeitures credited to the accounts of such Member does not participate in, another qualified under the Plan and any other defined contribution plan maintained by the Employer Company or a welfare benefit fundany affiliate (within the meaning of Sections 414(b), as defined in Section 419(e(c), (m) and (o) of the Code maintained by and subject to Section 415(h) thereof) for such Limitation Year to exceed the Employerlesser of (A) $30,000 ($40,000 on and after October 1, or an individual medical account, 2002) as defined in adjusted pursuant to Section 415(l)(2415(d) of the Code, maintained by the employeror (B) twenty-five percent (25%) (100% on and after October 1, or a simplified employee pension, as defined in Section 408(k2002) of such Member's compensation (within the Code, maintained by meaning of Section 415 of the Employer, which provides an annual addition as defined in paragraph 12, Code and the amount of annual additions which may regulations promulgated thereunder) from the Company and each such affiliate for such Limitation Year. Any reductions required pursuant to the foregoing limitations shall be credited made first with respect to the Member’s account for any limitation year will not exceed the lesser of the maximum permissible amount or any 's voluntary contributions made under such other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account would cause the annual additions for the limitation year to exceed the maximum permissible amountqualified plan, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will and such reductions shall be returned to the Member; (b) . If after an additional reduction must be made with respect to amounts allocated under this Plan, such reduction shall be made against the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed Company contributions and forfeitures allocated to the Member; (c) If after 's Account. The amount of such reduction shall be allocated and credited pursuant to the application procedures outlined in Section 5.04 above as of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation Limitation Year to the Accounts of remaining Members exclusive of any other Member for whom a reduction in the Company contributions and forfeitures for such Limitation Year has been required pursuant to this Section 5.09. Any amount which cannot be allocated pursuant to the preceding sentence shall be held unallocated by the Trustee and shall be treated as if it were a forfeiture to be allocated pursuant to Section 5.04 with respect to the succeeding Limitation Year. Notwithstanding the foregoing, if no more than one-third (1/3) of the Company contributions for any Limitation Year are allocated to the group of Members consisting of Highly Compensated Employees (within the meaning of Section 414(q) of the Code), Company contributions applied to the repayment of interest on such ESOP Loan (as defined in Article XI) and forfeitures of Stock acquired with the proceeds of such loan allocated to a Member's Account shall be disregarded in determining the maximum amount that can be allocated to his Account under this Section 5.11. In addition, prior to October 1, 2000, the sum for each Limitation Year of such Member's defined benefit plan fraction and his defined contribution plan fraction to exceed 1.0. As used in the preceding sentence, "defined benefit fraction" means for any Limitation Year a fraction determined at the close of such year, the excess amount numerator of which is the projected annual benefit of the Member under the Company's defined benefit plan or any other defined benefit plan maintained by an affiliate and the denominator of which is the lesser of (1) 1.25 multiplied by the dollar limitation in effect under Section 415(b)(1)(A) of the Member’s account will be used to reduce employer contributions (including any allocation of forfeitures) Code for such Member year, or (2) 1.40 multiplied by the limitation in effect under Section 415(b)(1)(B) of the next limitation Code for such year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan "defined contribution plan fraction" means for any Limitation Year a fraction determined at the end close of a limitation such year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in numerator of which is the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in sum of the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ accounts before any employer or any employee contributions may be made annual additions to the Member's accounts under this Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype any other defined contribution plan maintained by the Employer, a welfare benefit fund maintained Company or an affiliate and the denominator of which is the sum of the lesser of the following amounts determined for such year and all prior years of service with the Company: (i) 1.25 multiplied by the Employer, an individual medical account maintained by dollar limitation in effect under Section 415(c)(1)(A) of the EmployerCode for such year, or a simplified employee pension maintained (ii) 1.40 multiplied by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions which may be credited to a Member’s account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account under this Plan for the limitation year. twenty-five percent (625%) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual 's compensation for such year. Any reduction required by this paragraph shall be made in the limitation year. defined benefit plan. For Limitation Years beginning on or after October 1, 2000, the provisions of Section 415(e) of the Code shall cease to apply. On and after the Limitations Year beginning on or after October 1, 1998, the definition of "compensation" as used in subsection (8) If, B) above shall include any elective contribution to a Section 401(k) plan or amounts deferred by the Member pursuant to paragraph 7 Section 125 or as a result 132(f) of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation dateCode. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Section 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section 415(l)(2) of the Code, maintained by the employer, or a simplified employee pension, as defined in Section 408(k) of the Code, maintained by the Employer, which provides an annual addition as defined in paragraph 12, the amount of annual additions which may be credited to the Member’s account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is Participant's Annual Defined Contribution Additions in existence at any time during a particular limitation year, all amounts in Limitation Year exceeds the suspense account must be allocated and reallocated to Members’ accounts before any employer or any employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions which may be credited to a Member’s account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product lesser of: (a) $30,000 or (b) 25 percent of the total Limitation Compensation of the Participant for such Limitation Year; then such additional sum shall be reduced to an amount not in excess of the above limitations by making the adjustments with respect to such Limitation Year, to the extent necessary. 2. If in any Limitation Year a Participant's Annual Addition exceeds the limitation determined under paragraph 1 of this Section, such excess shall not be allocated to his accounts in any Defined Contribution Plan but shall be handled in the following manner and order until such excess is eliminated-- (a) his portion of the allocation of Matching Contributions or any part thereof shall be placed in a suspense account and used to reduce contributions by his Employer for the next following Limitation Year; (b) his portion of the allocation of Before-Tax Contributions or any part thereof shall be refunded to him; (c) his portion of the allocation of Employer Contributions or any part thereof shall be allocated to the Employer Contributions Accounts of other Participants who are not initially affected by the limitation determined under paragraph 1 above until the limitations of this section are reached with respect to each Participant; and (d) if, after such allocation, such excess is still not thereby completely eliminated, the amount allocated as of such dateexcess shall be placed in a suspense account (with earnings on such amount) which shall be allocated in the next Limitation Year until the limitations of this section are reached, timesand in each subsequent Limitation Year until no amount of such excess remains unallocated; such excess unallocated amount shall be released from the suspense account on a first-in-first-out basis. All allocations under this paragraph shall be made on the basis described in this Article either for the current Limitation Year or, if applicable, for the Limitation Year in which such amount is released from the suspense account. The above reductions shall be applied to this Plan first, and thereafter to any other Defined Contribution Plan. 3. With respect to Plan Years commencing before June 29, 2000, in addition to the limitations of paragraph 1 of this Section, if a Participant has participated in any Defined Benefit Plan at any time and the sum of the Participant's defined benefit fraction (determined pursuant to IRC ss. 415(e)(2)) and defined contribution fraction (determined pursuant to IRC ss. 415(e)(3)) would exceed 1.0, then the reductions provided in such Defined Benefit Plan shall be made. For purposes of this paragraph, "1.0" shall be substituted for "1.25" in IRC ss.ss. 415(e)(2)(b) and (3)(B) for purposes of determining the Partixxxxxt's defined benefit fraction and defined contribution fraction, respectively.

LIMITATIONS ON ALLOCATIONS. (1) If the Member does not participate in, and has never participated in another qualified defined contribution plan maintained by the Employer or a welfare benefit fund, as defined in Section Plan 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section Plan 415(l)(2) of the Code, maintained by the employer, or a simplified employee pension, as defined in Section Plan 408(k) of the Code, maintained by the Employer, which provides an annual addition as defined in paragraph 1213, the amount of annual additions which may be credited to the Member’s 's account for any limitation year will not exceed the lesser of the maximum permissible amount or any other limitation contained in this Plan. If the Employer contribution that would otherwise be contributed or allocated to the Member’s 's account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. (2) Prior to determining the Member’s 's actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s 's compensation for the limitation year, uniformly determined for all Members similarly situated. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s 's actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s 's account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ ' accounts before any employer or any employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess Excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 1213, during any limitation year. The annual additions which may be credited to a Member’s 's account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s 's account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s 's account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s 's account under this Plan for the limitation year. (6) Prior to determining the Member’s 's actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s 's actual compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s 's annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times (b) the ratio of (i) the annual additions allocated to the Member for the limitation year as of such date under this Plan to (ii) the total annual additions allocated to the Member for the limitation year as of such date under this and all the other qualified master or prototype defined contribution plans. (10) Any excess amount attributed to this Plan will be disposed in the manner described in paragraph 4. (11) If the Member is covered under another qualified defined contribution plan maintained by the employer which is not a master or prototype plan, annual additions which may be credited to the Member's account under this Plan for any limitation year will be limited in accordance with paragraphs 5 through 10 as though the other plan were a master or prototype plan. (12) If the employer maintains, or at any time maintained, a qualified defined benefit plan covering any Member in this Plan, the sum of the Member's defined benefit plan fraction and defined contribution plan fraction will not exceed 1.0 in any limitation year. The annual additions which may be credited to the Member's account under this Plan for any limitation year will be limited in accordance with the adoption agreement. This paragraph 12 does not apply for limitation years beginning on or after January 1, 2000.

LIMITATIONS ON ALLOCATIONS. (1) If Notwithstanding anything herein above -------------------------- to the contrary, effective December 27, 1987, the amount credited to the Account of any Member does not participate infor any Plan Year pursuant to Section 5.03 or 5.04 above or this Section 5.08 shall be reduced to the extent that such amount would cause the Company contributions, another qualified employee contributions, and the forfeitures credited to the accounts of such Member under the Plan and under any other defined contribution plan maintained by the Employer Company or a welfare an Affiliated Company for such Plan Year, to exceed the lesser of (A) $30,000 (or if greater, one-fourth of the defined benefit fund, as defined dollar limitation set forth in Section 419(e) of the Code maintained by the Employer, or an individual medical account, as defined in Section 415(l)(2415(b) of the Code, maintained by the employer, or a simplified employee pension, as defined in adjusted pursuant to Section 408(k415(d) of the Code), maintained or (B) twenty-five percent (25%) of such Member's compensation (within the meaning of Section 415 of the Code and the regulations thereunder) from the Company and any Affiliated Company for such Plan Year. Any reductions required pursuant to the foregoing sentence shall first be made proportionally against allocations of Company contributions and forfeitures to such Member's accounts under this Plan and the Xxxx & Strong, Inc. Employees' Profit Sharing Plan, and finally (if necessary) against allocations of Company contributions under the Xxxx & Strong, Inc. Employees' Savings Plan. Any reductions to be made in such Member's Account under this Plan shall be allocated and credited pursuant to the procedures outlined in Section 5.03 above to the Accounts of remaining Members exclusive of any other Member for whom a reduction in the Company's contributions and forfeitures for such Plan Year has been required pursuant to this Section 5.08. Any amount which cannot be allocated pursuant to the preceding sentence shall be held unallocated by the EmployerTrustees and shall be treated as if it were a forfeiture to be allocated pursuant to Section 5.04 with respect to the succeeding Plan Year. Notwithstanding the foregoing, which provides if no more than one-third (1/3) of the Company contributions for any Plan Year are allocated to the group of Members consisting of highly compensated employees (within the meaning of Section 414(q) of the Code), (1) Company contributions applied to the repayment of interest on an annual addition as defined ESOP loan and forfeitures of Stock acquired with the proceeds of such a loan allocated to a Member's Account shall be disregarded in paragraph 12determining the maximum amount that can be allocated to his Account under this Section 5.08, and (2) the amount of annual additions which may described in clause (A) above for any Plan Year with respect to any Member shall be credited equal to the Member’s account for any limitation year will not exceed sum of the amount described in clause (A) and the lesser of the maximum permissible amount described in clause (A) or any other limitation contained in this Plan. If the Employer contribution that would otherwise be amount of Stock contributed or allocated to the Plan or purchased with cash contributed to the Plan on behalf of such Member’s account would cause the annual additions for the limitation year to exceed the maximum permissible amount, the amount contributed or allocated will be reduced so that the annual additions for the limitation year will equal the maximum permissible amount. . Clause (2) Prior above shall not apply to determining the Member’s actual compensation allocations for the limitation yearPlan Years beginning on or after December 30, the Employer may determine the maximum permissible amount for a Member on the basis of a reasonable estimation of the Member’s compensation for the limitation year, uniformly determined for all Members similarly situated1989. (3) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (4) If pursuant to paragraph 3 above or as a result of the allocation of forfeitures, there is an excess amount the excess will be disposed of as follows: (a) Any nondeductible voluntary employee contributions (plus attributable earnings), to the extent they would reduce the excess amount, will be returned to the Member; (b) If after the application of paragraph (a) an excess amount still exists, any elective deferrals (plus attributable earnings), to the extent they would reduce the excess amount, will be distributed to the Member; (c) If after the application of paragraph (b) an excess amount still exists, and the Member is covered by the Plan at the end of the limitation year, the excess amount in the Member’s account will be used to reduce employer contributions (including any allocation of forfeitures) for such Member in the next limitation year, and each succeeding limitation year if necessary. (d) If after the application of paragraph (b) an excess amount still exists, and the Member is not covered by the Plan at the end of a limitation year, the excess amount will be held unallocated in a suspense account. The suspense account will be applied to reduce future employer contributions for all remaining Members in the next limitation year, and each succeeding limitation year if necessary. (e) If a suspense account is in existence at any time during a limitation year pursuant to this paragraph 4, it will not participate in the allocation of investment gains and losses. If a suspense account is in existence at any time during a particular limitation year, all amounts in the suspense account must be allocated and reallocated to Members’ accounts before any employer or any employee contributions may be made to the Plan for that limitation year. Except as provided in subparagraphs (a) and (b) of this paragraph (4), excess amounts may not be distributed to Members or former Members. (5) This paragraph applies if, in addition to this Plan, the Member is covered under another qualified master or prototype defined contribution plan maintained by the Employer, a welfare benefit fund maintained by the Employer, an individual medical account maintained by the Employer, or a simplified employee pension maintained by the Employer, that provides an annual addition as defined in paragraph 12, during any limitation year. The annual additions which may be credited to a Member’s account under this Plan for any such limitation year will not exceed the maximum permissible amount reduced by the annual additions credited to a Member’s account under the other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions for the same limitation year. If the annual additions with respect to the Member under other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions maintained by the Employer are less than the maximum permissible amount and the employer contribution that would otherwise be contributed or allocated to the Member’s account under this Plan would cause the annual additions for the limitation year to exceed this limitation, the amount contributed or allocated will be reduced so that the annual additions under all such plans and funds for the limitation year will equal the maximum permissible amount. If the annual additions with respect to the Member under such other qualified master and prototype defined contribution plans, welfare benefit funds, individual medical accounts, and simplified employee pensions in the aggregate are equal to or greater than the maximum permissible amount, no amount will be contributed or allocated to the Member’s account under this Plan for the limitation year. (6) Prior to determining the Member’s actual compensation for the limitation year, the Employer may determine the maximum permissible amount for a Member in the manner described in paragraph 2. (7) As soon as is administratively feasible after the end of the limitation year, the maximum permissible amount for the limitation year will be determined on the basis of the Member’s actual compensation for the limitation year. (8) If, pursuant to paragraph 7 or as a result of the allocation of forfeitures, a Member’s annual additions under this Plan and such other plans would result in an excess amount for a limitation year, the excess amount will be deemed to consist of the annual additions last allocated, except that annual additions attributable to a simplified employee pension will be deemed to have been allocated first, followed by annual additions to a welfare benefit fund or individual medical account, regardless of the actual allocation date. (9) If an excess amount was allocated to a Member on an allocation date of this Plan which coincides with an allocation date of another plan, the excess amount attributed to this Plan will be the product of: (a) the total excess amount allocated as of such date, times