Exhibit 10.1j
Anvil Products, Inc. Hourly
Retirement Savings and Investment Plan
ADOPTION AGREEMENT 002
USE ONLY WITH BASIC PLAN
DOCUMENT NO. 01
ADOPTION AGREEMENT
XXXXXXX, PROCTER & XXXX REGIONAL PROTOTYPE NON-STANDARD
PROFIT SHARING SECTION 401(k) PLAN
1. THE EMPLOYER (NOTE: The term "Employer" includes all Related
Employers as defined in Section 2.12 of the Plan)
Name: Tyco Laboratories, Inc. Employer Identification Number:
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Address: Tyco Park 00-0000000
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Xxxxxx, XX 00000 Plan Number 030
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(001 or next available
number)
Nature of Business: Fiscal Year Ends:
Manufacturing 6/30
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Type of Employer:
X corporation partnership
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sole proprietor other
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2. THE PLAN
A. The Plan or Amendment adopted by this Adoption Agreement is
effective February 1, 1992. (Should ordinarily be the first
day of a Fiscal Year.)
This adoption is (check one):
(X) An original adoption of an entirely new plan.
( ) An amendment to and continuation of a plan originally
effective and entitled
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----------.
B. Top-Heavy status (check one):
( ) i. The Plan will always be administered as if it were top-heavy.
(X) ii. The Employer will determine each year whether or not the Plan is
top-heavy. For purposes of determining the top-heavy ratio, any
benefit shall be discounted only for mortality and interest based
on the following (complete if you maintain or ever maintained a
defined benefit plan):
Interest rate 5%
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Mortalitly table 1984 UP Mortality Tables .
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Valuation date for purposes of computing the top-heavy ratio
shall be December 31 of each year.
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3. PLAN YEAR, LIMITATION YEAR
The Plan Year shall be the twelve consecutive month period ending on
December 31 of each year. The Limitation Year for all qualified plans
of the Employer shall be the twelve consecutive month period ending on
December 31 of each year.
4. TRUSTEE
The Employer hereby designates the following to act as Trustee under the
Plan:
MELLON BANK, N.A.
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5. PERMISSIBLE INVESTMENTS
The Permissible Investments shall include (check any options you wish
to elect):
( ) A. Such stocks, bonds, or other marketable securities,
including certificates of participation or shares of any
regulated mutual
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investment company, trust or fund, put and call options,
certain hedged covered option positions, limited partnership
interests, private letter stock, as the Trustee from time to
time selects; provided that the Trustee shall not invest in
securities of an Employer; and that the Trustee may hold
funds of the Trust uninvested if and to the extent it deems
advisable from time to time, and provided further that the
Trustee is authorized to commingle part or all of the assets
of the Trust in one or more trusts, including trusts of
which the Trustee is trustee, whether now existing or
hereafter created, for the collective investment of funds
held under employees' pension or profit sharing plans or
trusts which are qualified within the meaning of and exempt
from tax under the revenue laws of the United States, and
permitted by existing or future rulings of the United States
Treasury Department to pool their respective funds in a
group trust, in which event the instrument pursuant to which
such trust is established shall be deemed to be a part of
the Plan.
( ) B. Such guaranteed income contracts and similar products, if
any, whether issued by an insurance company or other
financial institution, as the Trustee from time to time
selects.
( ) C. Such short-term obligations from time to time selected by
the Trustee, including but not limited to savings accounts,
certificates of deposit, variable demand notes, short-term
commercial paper, U.S. Treasury bills and notes, other
obligations with short maturities on which interest income
may vary from day to day, and shares of mutual funds
investing principally in the foregoing.
( ) D. Such shares of one or more mutual funds or interests in
other pooled investment funds as the Trustee from time to
time selects.
(X) E. Other: Such shares of one or more mutual funds and such
guaranteed income contracts and similar products, if any,
whether issued by an insurance company or other financial
institution, as the Plan Administrator from time to time
selects.
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6. CONTRIBUTIONS AND FORFEITURES
(X) A. Elective Deferrals
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If this paragraph is checked, Elective Deferrals not in
excess of 10% of a Member's Compensation shall be
contributed to the Trust by the Employer in accordance with
a Salary Adjustment Agreement with the Member.
The minimum Elective Deferrals per Member shall be $
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per week/month.
(X) B. Employee Contributions
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If this paragraph is checked, a Member may contribute up to
10% of his Compensation to the Trust on a nondeductible
basis.
The minimum Employee Contributions per Member shall be
$ per week/month.
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(X) C. Matching Contributions
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If this paragraph is checked, the Employer shall make
Matching Contributions to the Trust on behalf of all Members
who make (check (i) or (ii) or both)
(X) (i) Elective Deferrals
(X) (ii) Employee Contributions
to the Trust.
The amount of Matching Contribution shall be (check one or
more below)
(X) (a) 100 percent of the Member's Elective
Deferrals.
(X) (b) 100 percent of the Member's Employee
Contributions.
( ) (c) such amount voted or declared by the
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Employer each Fiscal Year.
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The Employer shall not match the Member's Elective Deferrals
and Employee Contributions in excess of $__________, or in
excess of 1% percent of the Member's Compensation.
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The Matching Contributions
( ) will (X) will not
be limited to the Employer's Net Profits.
( ) D. Employer Contributions
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If this paragraph is checked, the Employer shall make
Employer Contributions to the Trust each Fiscal Year in an
amount determined as follows:
( ) (i) the amount voted or declared by the Employer on
account of such Fiscal Year.
( ) (ii) __% of each eligible Member's Compensation, plus
the amount voted or declared by the Employer on
account of such Fiscal Year.
( ) If this paragraph is checked, a Member is eligible to
share in the allocation of the Employer Contribution for any
Plan Year if he is an Employee on the last day of the Plan
Year, or if he died, retired, became disabled during such
Plan Year, or terminated employment during such Plan Year
after being credited with more than 500 Hours of Service.
The Employer Contributions
( ) will ( ) will not
be limited to the Employer's Net Profits.
The Employer Contributions will be allocated to each
eligible Member as follows:
( ) NOT INTEGRATED: The allocation will be made on a pro
rata basis in accordance with each eligible Member's
Compensation.
( ) INTEGRATED: The allocation will be integrated with
Social Security as set forth in Section 5.05B(b) of the
Plan.
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( ) E. Qualified Non-Elective Contributions
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( ) If this paragraph is checked, in any Plan Year in which
the Plan cannot satisfy either the ADP or ACP test, the
Employer may make Qualified Non-Elective Contributions to
the Trust on behalf of Non-Highly Compensated Employees in
an amount sufficient to enable the Plan to satisfy such
tests.
(X) F. Forfeitures
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Forfeitures for each Plan Year shall be (check i or ii)
(X) (i) applied to reduce Matching Contributions for such
Plan Year.
( ) (ii) allocated in the same manner as Employer
Contributions.
(X) G. In any year in which the Plan is or is deemed to be top-
heavy, a minimum contribution in the amount determined under
Section 14.05(a) of the Plan is required. To avoid
inappropriate omissions or duplication of minimum benefits
or contributions if the Employer maintains more than one
plan, the rules checked or specified below shall apply
(check one)
(X) (i) Minimum contributions shall be provided in
this Plan without regard to the benefits or
contributions provided to the Member under
the Employer's other plans (subject to the
limitations of Article XII).
( ) (ii) Any Member who is also covered under the
Employer's other defined contribution plan
and who is employed on the last day of the
Plan Year shall receive minimum contributions
in the amount determined under Section
14.05(a) of the Plan under the Employer's
other defined contribution plan
( ) (iii) Any Member who is also covered under the
Employer's defined benefit plan and who is
employed
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on the last day of the Plan Year shall
receive minimum contributions or benefits as
follows:
( ) 1. A minimum contribution under this Plan
in an amount equal to 5% of the Member's
Compensation.
( ) 2. A minimum contribution under this Plan
in an amount equal to 7.5% of the Member's
Compensation.
( ) 3. A minimum benefit under the Employer's
defined benefit plan equal to the
product of (a) the Member's average
Compensation for the period of
consecutive years (not exceeding five)
when the Member had the highest
aggregate Compensation from the Employer
and (b) the lesser of 2% per year of
service with the Employer or 20%.
( ) 4. A minimum benefit under the Employer's
defined benefit plan equal to the
product of (a) the Member's average
Compensation for the period of
consecutive years (not exceeding five)
when the Member had the highest
aggregate Compensation from the Employer
and (b) the lesser of 3% per year of
service with the Employer or 30%.
Note: The total employer contributions (Elective Deferrals, Matching
Contributions, Employer Contributions and Qualified Non-elective
Contributions) to the Trust each Fiscal Year may generally not
exceed 15% of aggregate Members' compensation. The Annual
Additions to a Member's accounts in any Limitation Year cannot
exceed the lesser of $30,000 or 25% of the Member's Compensation.
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7. CLAIM FOR EXCESS ELECTIVE DEFERRALS
Members who claim Excess Elective Deferrals pursuant to Section 6.02
of the Plan for the preceding calendar year must submit their claims
in writing to the Plan Administrator by March 1.
Note: Excess Elective Deferrals distributed after April 15 are not
only includable in the Member's gross income for the year
made, but are also includable in income again in the year
distributed.
8. COMPENSATION
Compensation shall mean all of each Member's
(X) W-2 earnings
( ) Compensation (as that term is defined in Section 12.05(c))
which is actually paid to the Member during
(X) the Plan Year.
( ) the calendar year ending with or within the Plan Year.
( ) the Limitation Year ending with or within the Plan Year.
Compensation
(X) shall include ( ) shall not include
any amount which is contributed by the Employer pursuant to a salary
reduction agreement and which is not includible in the gross income of
the Employee under Section 125, 402(a)(8), 402(h) or 403(b) of the
Code.
Compensation
( ) shall include (X) shall not include
any amount paid before the Member becomes eligible to participate in
the Plan.
For an Self-Employed Individual covered under the Plan, Compensation
means Earned Income.
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9. MEMBERSHIP/NORMAL RETIREMENT AGE
A. Each Employee will be eligible to become a Member in this plan in
accordance with Article III, except the following (check any
options you wish to elect):
(X) i. Employees who have not attained the age of 21 (cannot
exceed 21).
(X) ii. Employees who have not completed 1 Year of
See Eligibility Service.
Attachment
( ) iii. Employees who have not been employed for at least 6
months.
( ) iv. Employees covered by a collective bargaining agreement
which does not include this Plan, if retirement
benefits were the subject of good faith bargaining.
(X) v. Employees employed in the following classes shall be
excluded from eligibility:
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( ) hourly-paid employees.
( ) salaried employees.
( ) commissioned employees.
( ) all employees other than employees covered by a
collective bargaining agreement which includes
this Plan.
( ) employees of Related Employers, except that
employees of the following Related Employers shall
be eligible ____________
_______________________________________.
( ) leased employees.
(X) all employees other than hourly employees
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of Anvil Products, Inc. .
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Note: The term "Employee" includes any employee of the employer
maintaining the plan or of any other employer required to be
aggregated under Section 414(b), (c), (m) or (o) of the Code.
Any individual who is a "leased employee" of any such employer
(see Section 2.11 of the Plan) shall also be considered an
Employee.
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B. Entry Date is generally defined as the first day of
the Plan Year and the first day of the seventh month
of the Plan Year. Check one of the following options
if you prefer an alternate definition.
( ) If this paragraph is checked, Entry Date shall
mean the first day of the Plan Year, and the
first day of the fourth, seventh and tenth
month of the Plan Year.
( ) If this paragraph is checked, Entry Date shall
mean the first day of each payroll period.
C. Normal Retirement Age under the Plan shall be
(check one):
(X) Age 65
( ) Age 62
( ) Other
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10. VESTING FORMULA
A. The Vesting Formula applicable to Plan Years in which
the Plan is or is deemed to be top-heavy shall be:
(check one)
( ) i. 100% vesting immediately upon participation.
(X) ii. 100% vesting after 3 (not to exceed 3) Years
--
of Vesting Service.
( ) iii. % (zero or higher) vesting after 1 Year of
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Vesting Service.
% (20 or higher) vesting after 2 Years of
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Vesting Service.
% (40 or higher) vesting after 3 Years of
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Vesting Service.
% (60 or higher) vesting after 4 Years of
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Vesting Service.
% (80 or higher) vesting after 5 Years of
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Vesting Service
100% vesting after 6 Years of Vesting Service.
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B. (Complete this Paragraph only if you checked
Paragraph 2(B)(ii).) The Vesting Formula applicable
to Plan Years in which the Plan is not top-heavy
shall be: (check one)
( ) i. % (zero or higher) vesting after 1 Year of
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Vesting Service.
% (zero or higher) vesting after 2 Years of
---
Vesting Service.
% (20 or higher) vesting after 3 Years of
---
Vesting Service.
% (40 or higher) vesting after 4 Years of
---
Vesting Service.
% (60 or higher) vesting after 5 Years of
---
Vesting Service.
% (80 or higher) vesting after 6 Years of
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Vesting Service.
100% vesting after 7 Years of Vesting Service.
(X) ii. 100% after 5 (not to exceed 5) Years of Vesting
Service.
11. SERVICE
A. Hours of Service shall be determined for all
Employees on the basis of actual hours for which an
Employee is paid or entitled to payment, unless the
following alternative is selected (check if you do
not wish to maintain detailed records of hours paid):
( ) On the basis of weeks worked. An Employee
shall be credited with forty-five (45) hours if
under Section 2.16 of the Plan such Employee
would be credited with at least one Hour of
Service during the week.
( ) On the basis of months worked. An Employee
shall be credited with one hundred-ninety (190)
hours if under Section 2.16 of the Plan such
Employee would be credited with at least one
Hour of Service during the month.
B. (Complete i and ii; 1000 Hours of Service will be
required if the blanks are not completed.)
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i. The minimum number of Hours of Service required
for a "Year of Eligibility Service" shall be 1000
ii. The minimum number of Hours of Service required
for a "Year of Vesting Service" shall be 1000.
C. Service for the following Predecessor Employer(s)
shall be treated as service for the Employer:
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Anvil Products, Inc. (prior to acquisition).
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D. All of an Employee's Years of Vesting Service with
the Employer are counted to determine the vested
percentage in the Employee's Employer Account and
Matching Account except: (check if you wish to elect
this option)
( ) Years of Vesting Service before the Employer
maintained this plan or a predecessor plan.
( ) Years of Vesting Service completed before the
Employee attained age 18.
E. The computation period for determining an Employee's
Years of Vesting Service is the Plan Year unless the
following is checked (check if you wish to elect this
option):
(X) For purposes of determining an Employee's Years
of Vesting Service, the computation periods
shall be the Employee's employment years. An
employment year for an Employee is a twelve
consecutive month period beginning on his
employment commencement date. His employment
commencement date is the date on which he first
performed an Hour of Service.
12. INVESTMENT AND WITHDRAWALS: (check any options you wish to elect)
(X) A. If this paragraph is checked, Members may elect
the investment of their Accounts pursuant to Section
Effective 5.08B of the Plan.
July 1, 1992
(X) B. If this paragraph is checked, Members may make
the following withdrawals pursuant to Section
7.06(b) of the Plan (check the options you wish
to elect):
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(X) Withdrawals will be permitted from the
Member's X Employee Account and/or
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Rollover Account pursuant to
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Section 7.06(b)(i) of the Plan.
( ) Withdrawals will be permitted from the
Member's Employer Account and/or
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Matching Account pursuant to
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Section 7.06(b)(ii) of the Plan; provided
( ) i. the Member has participated in
the Plan for at least sixty (60)
months; or
( ) ii. the Member has attained age
--
[fill in an age no less than
59-1/2].
( )iii. the Member experiences a
"Financial Hardship" as defined
in Section 7.06(b) of the Plan.
Note: Fully vested Employer Contributions and Matching
Contributions will not be considered Qualified
Non-Elective Contributions and Qualified Matching
Contributions, respectively, if the Employer elects
the above withdrawal provision, and such contributions
cannot be used to help the Plan satisfy the ADP or
ACP test.
(X) Withdrawals will be permitted from the
Member's Elective Deferral Account for
purposes of a "Financial Hardship" pursuant
to Section 7.06(b)(iii) of the Plan.
( ) C. If this paragraph is checked, the Trustee shall
invest a portion of the Employer contribution in
Insurance Policies. The percentage of the
Employer contribution allocable to each insurable
Member's Employer Account and Matching Account to
be so invested shall be (complete i, ii or iii):
( ) i. % (not to exceed 25%) in a term life
---
insurance policy.
( ) ii. % (not to exceed 49%) in an ordinary
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life insurance policy.
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( ) iii. (1) % in a term life insurance policy and
---
(2) % in an ordinary life insurance
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policy.
The percentage in (1) plus one-half of the percentage in (2)
shall not exceed 25%.
If Paragraph 12(A) has been checked, the percentage
specified above shall constitute the maximum percentage of
the Employer Contribution and Matching Contribution which
each Member may elect to have applied to the purchase of
Insurance Policies.
( ) D. If this paragraph is checked, loans are permitted
under Section 7.10 of the Plan.
Note: Loans may not be made to Owner-Employees of an unincorporated
---
Employer or shareholder-employees of an Employer which is an S Corporation.
13. FORMS OF DISTRIBUTION
Each Member may choose to have the distribution of his Accounts made under
Section 7.07 of the Plan in accordance with one of the following options (check
any options you wish to offer under the Plan):
(X) A. One lump sum payment in cash or in kind or part
in cash and part in kind.
( ) B. Payments in cash or in kind in annual, quarterly
or monthly installments over a period not
exceeding one of the following periods selected
by the Member:
(i) the life expectancy of the Member;
(ii) the joint life and last survivor expectancy
of the Member and a Designated Beneficiary.
( ) C. Payments in cash or in kind in annual, quarterly
or monthly installments over a period up to 15
years as selected by the Member.
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( ) D. Purchase of an immediate nontransferable annuity
which meets the requirements of Section 401(a)(9)
of the Code and the regulations promulgated
thereunder.
14. TIMING OF DISTRIBUTIONS
The distribution of the Member's Accounts whose employment terminates for
reasons other than retirement, disability or death and whose Accounts
exceed $3,500 (insert $3,500 or more) will commence within a reasonable
time after the end of the Plan Year in which the following occurs (check
one):
(X) A. The Member's termination of employment.
( ) B. The date the Member attains (or would have
attained) Normal Retirement Age.
( ) C. years from the Member's termination of
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employment.
15. LIMITATION ON CONTRIBUTIONS
If the Employer maintains or ever maintained another qualified plan in
which any Member of this Plan is (or was) a participant or could possibly
become a participant, complete this section.
A. If the Member is covered under another qualified
defined contribution plan maintained by the Employer,
other than a regional prototype (check i or ii):
(X) i. The provisions of Section 12.02 will apply
as if the other plan were a regional
prototype plan.
( ) ii. (Provide the method under which the plans
will limit Annual Additions to the Maximum
Permissible Amount, and will properly
reduce any Excess Amounts, in a manner that
precludes Employer discretion)
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.
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B. If the Member is or has ever been a participant in a
defined benefit plan maintained by the Employer
(provide the method under which the plans will
satisfy Section 415(e) of the Code): Any reduction
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will be made in the defined benefit plan.
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16. ADOPTION BY EMPLOYER AND TRUSTEE(S):
The employer named in Paragraph 1 (the "Employer") hereby adopts the Anvil
Products, Inc. Hourly Retirement Savings and Investment Plan consisting of
this Adoption Agreement and the Xxxxxxx, Procter & Xxxx Regional Prototype
Defined Contribution Basic Plan Document.
It is understood that the Employer assumes full responsibility for the
legal and tax aspects of its adoption of this Plan. Failure by the Employer to
complete this Adoption Agreement properly may result in disqualification of the
Plan.
Executed as of February 1, 1992.
Tyco Laboratories, Inc.
--------------------------------
Employer
By: /s/ Xxxx X. Xxxxxxxx
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Authorized Signature
The Employer may not rely on the opinion letter obtained by Xxxxxxx,
Procter & Xxxx from the Internal Revenue Service as evidence that the Plan is
qualified under Section 401 of the Internal Revenue Code. In order to obtain
reliance with respect to plan qualification, the Employer must apply to the
appropriate key district office of the Internal Revenue Service for a
determination letter.
If the Employer has any questions regarding plan provisions, the procedure
for adoption of this regional prototype plan, and the effect of the notification
letter, please contact a member of the ERISA Department of Xxxxxxx, Procter &
Xxxx at Xxxxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, or by calling (617) 570-
1000.
Xxxxxxx, Procter & Xxxx will inform the Employer of any amendments made to
the prototype plan or of the discontinuance or abandonment of the prototype
plan.
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