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EXHIBIT 4.3
SAVINGS PLAN
ADOPTION AGREEMENT
I. IDENTIFICATION OF EMPLOYER
1.1 By completing this Adoption Agreement, ▇▇▇▇▇-▇▇▇▇▇▇▇ HEALTH
SERVICES CORPORATION AND THOSE OF ITS AFFILIATED EMPLOYERS
LISTED ON THE SCHEDULE 1 ATTACHED, with its principal office
at TWO NATIONWIDE PLAZA, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇,
▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ _______ :
(a)___ establishes as of the ___ day of ____________, 19___,
a savings plan. That plan will be known as:__________
_____________. The Effective Date of the Plan is:____
_______________.
(b) X amends, restates and continues as of the 1ST day of
--- JANUARY, 1997, its savings plan and trust originally
established on the 30TH day of MAY, 1989 . That
plan will be known as: THE ▇▇▇▇▇-▇▇▇▇▇▇▇ HEALTH
SERVICES CORPORATION 401(K) PLAN (F/K/A TEMCO
NATIONAL CORP. 401(K) PLAN). The original Effective
Date of the Plan is JULY 1, 1989 and this
amendment and restatement is effective as of JANUARY
1, 1997, unless otherwise provided in the Plan.
[Generally, the provisions of this plan are effective
for plan years beginning after December 31, 1988,
unless otherwise noted in the plan document.]
1.2 The Employer's taxpayer identification number is: ▇▇-▇▇▇▇▇▇▇.
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1.3 The Employer's fiscal year ends on: December 31 .
------------------------
1.4 The Plan Administrator is: (Select one)
(a)___ The Employer; or
(b) X ▇▇▇▇▇-▇▇▇▇▇▇▇ Health Services Corporation ,
--- -----------------------------------------------------
and their successors.
1.5 The Plan Year is the Year ending each: December 31 .
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[Normally, Plan Years must be at least 12-months long.
However, the first Plan Year may be a shorter period but
subsequent Plan Years must be 12-months long.]
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1.6 The Limitation Year applied to determine whether the Plan
complies with Code Section 415 is: (Select one)
(a) X The Plan Year; or
---
(b)___ The period ending on ________________ (may not be
more than 12 months after the Effective Date).
Thereafter, the Limitation Year will be the 12-month
period beginning on each ____________ (insert date
12-months after the short Limitation Year ends).
1.7 For purposes of determining who is a Highly Compensated
Employee for a determination year, the Employer _X_ makes
________ declines to make (select one) the calendar year
calculation election described in Treas. Reg. Section
1.414(q) - 1T, Q&A 14(b), including any successor provision.
II. ELECTIVE PROVISIONS RELATING TO SERVICE AND ELIGIBILITY TO
PARTICIPATE
2.1 The Plan is extended by the Employer to all Eligible Employees
who are members of the Covered Unit. The Covered Unit includes
all Employees of the Employer except the following: (Select
all applicable)
(a) X excluding Leased Employees.
---
(b) X excluding nonresident aliens with no U.S. source
--- income.
(c)X(1) excluding Employees who are collectively bargained
--- employees (within the meaning of Code
Section 410(b)(3)(A)).
(d)___ excluding those Employees other than those who are
collectively bargained employees (within the meaning
of Code Section 410(b)(3)(A)).
(e)___ excluding those Employees described as follows:
_____________________________________________________
_____________________________________________________
_________________________________
NOTE: Any classification of Employees designated in Section
2.1(e) by the Employer to be excluded from the Covered Unit
must not cause the Plan to fail to comply with the
non-discrimination coverage and participation requirements of
Code Sections 410(b) and 401(a)(26).
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(1) except that such Employees shall not be excluded commencing with Plan
Years beginning on or after January 1, 1995.
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2.2 An Employee who is a member of the Covered Unit:
(a) will be a Salary Deferral Employee (eligible to enter
the Plan to make Employee Deferred Contributions and
to share in Qualified Non-Elective Employer
Contributions and Qualified Matching Contributions)
once he or she: (Select each that applies)
(i)X(2) completes 1 Eligibility Year.
--- ------
(ii)___ attains age _______.
(iii)X(3) completes 1 Eligibility Year and attains
--- ----
age 21 .
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(iv)X(4) service and age requirements selected
---- above do not apply to those Employees
employed by the Employer as of JULY 1, 1989
as they will be Salary Deferral Employees as
of JULY 1, 1989 regardless of their age and
service.
Any age requirement may not exceed age 21, provided
if Section 2.4(a)(iii) of the Adoption Agreement is
selected, the age requirement may not exceed age
20-1/2. Any service requirement may not exceed one
Eligibility Year, provided if Section 2.4(a)(iii) of
the Adoption Agreement is selected, the service
requirement may not exceed 1/2 Eligibility Year. If
the service requirement selected is a fractional
Year, and if Section 2.5(a) of the Adoption Agreement
is selected, (A) an Employee will be required to
complete the fractional portion of the number of
Hours of Service specified in Section 2.3(c)(i) of
the Adoption Agreement to receive credit for that
fractional Year, and (B) at least two Entry Dates
must be designated pursuant to Sections 2.4(a)(i),
(vi) or (vii).
(b) will be an Eligible Employee (eligible to enter the
Plan to share in NonElective Employer Contributions)
once he or she: (Select each that applies)
(i) X(5) completes 1 Eligibility Years.
---- -----
(ii)____ attains age _______.
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(2) effective for Plan Years ending on or before December 31, 1992
(3) effective for Plan Years beginning on or after January 1, 1993
(4) This section 2.2(a)(iv) applies only to those Employees who
generally perform over 20 work hours per week
(5) effective for Plan Years ending on or before December 31, 1992
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(iii) X(6) completes 1 Eligibility Years and
---- ----
attains age 21 .
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(iv) X(7) service and age requirements
---- selected above do not apply to those
Employees employed by the Employer as of
JULY 1, 1989 as they will be Eligible
Employees as of JULY 1, 1989 regardless of
their age and service
Any age requirement may not exceed age 21, provided
if Section 2.4(b)(iii) of the Adoption Agreement is
selected, the age requirement may not exceed age
20-1/2. If Section 2.4(b)(iii) and either Section
4.1(a)(i) or (ii), of the Adoption Agreement are
selected, the service requirement may not exceed 1/2
year. If Section 2.4(b)(iii) of the Adoption
Agreement is not selected, but Section 4.1(a)(iii) of
the Adoption Agreement is selected, the service
requirement may not exceed two Eligibility Years. If
both Sections 2.4(b)(iii) and 4.1(a)(iii) of the
Adoption Agreement are selected, the service
requirement may not exceed 1-1/2 Eligibility Years.
If more than one Eligibility Year is required, each
Member's Accrued Benefit must be fully vested at all
times and Section 4.1(a)(iii) of the Adoption
Agreement must be selected. If the service
requirement selected is a fractional Year or a whole
and a fractional Year, and if Section 2.5(a) of the
Adoption Agreement is selected, (A) an Employee will
be required to complete the fractional portion of the
number of Hours of Service specified in Section
2.3(c)(i) of the Adoption Agreement to receive credit
for that fractional Year, and (B) at least two Entry
Dates must be designated pursuant to Sections
2.4(b)(i), (vi) or (vii).
(c) will be eligible to enter the Plan to share in
Employer Matching Contributions once he or she
becomes:
(i) X a Salary Deferred Employee pursuant to
--- paragraph (a);
(ii)___ an Eligible Employee pursuant to paragraph
(b).
2.3 An Eligibility Year is the 12-consecutive month period
beginning on an Employee's Employment Date. After the first
Year, Eligibility Years will: (Select either (a) or (b) and
complete (c)(i), if applicable)
(a) continue to be calculated as the 12-consecutive month
period beginning on anniversaries of his Employment
Date;
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(6) effective for Plan Years beginning on or after January 1, 1993
(7) This section 2.2(b)(iv) applies only to those Employees who
generally perform over 20 work hours per week
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(b) X be calculated on the basis of Plan Years beginning
--- with the first Plan Year beginning after his
Employment Date.(8) If the Hour-Count alternative is
selected in Section 2.5 of the Adoption Agreement, an
Employee who is credited with sufficient Hours of
Service required under Section 2.3(c)(i) of the
Adoption Agreement in both the initial Eligibility
Year and the first Eligibility Year which begins
after his Employment Date will be credited with two
Eligibility Years.
(c) an Employee will earn an Eligibility Year:
(i) If the Employer selects the Hour-Count
alternative in Section 2.5 of the Adoption
Agreement, for each Eligibility Year he
completes at least 1,000 (may not
exceed 1,000) Hours of Service;
(ii) If the Employer selects the Elapsed-Time
alternative in Section 2.5 of the Adoption
Agreement, for each Eligibility Year he is
an Employee.
2.4 The Entry Dates for participation in the Plan:
(a) with respect to Salary Deferral Employees are:
(Select one)
(i) X (I) January 1 ; and
--- --------------------
(II) JULY 1____________ . (Date specified
may not be more than 6 months after date
specified in (I); or
(ii)___ the first day of the Plan Year which is
nearest to the date an Employee becomes a
Salary Deferral Employee;
(iii)___ the first day of the Plan Year beginning
after an Employee becomes a Salary Deferral
Employee;
(iv)___ the first day of the Plan Year during which
an Employee becomes a Salary Deferral
Employee;
(v)___ the later of the Effective Date or a Salary
Deferral Employee's date of hire;
(vi)___ the first day of the month after an
Employee becomes a Salary Deferral
Employee; or
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(8) For purposes of determining the Eligibility Years, Vesting Years and
other Years of Service of a Member who transferred employment from Magnetic
Resonance Equity Limited Partnership to ▇▇▇▇▇-▇▇▇▇▇▇▇ Crosswoods Ltd. effective
January 1, 1997, such Member's service with Magnetic Resonance Equity Limited
Partnership shall be taken into account.
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(vii)___ the following dates occurring after an
Employee becomes a Salary Deferral
Employee:
___________________
___________________
___________________
___________________
(at least two dates must be specified and no
date specified may be more than six months
after all other dates specified)
(b) with respect to Eligible Employees are: (Select one)
(i) X (I) January 1 ; and
--- --------------------
(II) JULY 1 ____________ . (Date specified
may not be more than 6 months after date
specified in (I); or
(ii)___ the first day of the Plan Year which is
nearest to the date an Employee becomes an
Eligible Employee;
(iii)___ the first day of the Plan Year beginning
after an Employee becomes an Eligible
Employee;
(iv)___ the first day of the Plan Year during which
an Employee becomes an Eligible Employee;
(v)___ the later of the Effective Date or an
Eligible Employee's date of hire;
(vi)___ the first day of the month after an Employee
becomes a Eligible Employee; or
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(vii)___ the following dates occurring after an
Employee becomes a Eligible Employee:
__________________
__________________
(at least two dates must be specified and no
date specified may be more than six months
after all other dates specified)
2.5 Service will be credited under the Plan using: (Select one)
(a) X the Hour-Count method; or
---
(b) ____ the Elapsed-Time method.
III. PROVISIONS RELATING TO EARNING A BENEFIT
3.1 Subject to Article IV of the Plan (Benefits, Limitations), the
Employer Contribution forms selected below and Forfeitures for
a given Plan Year will be allocated to the Trust Fund Account
of each Member described: (Select one or more as appropriate):
(a) X Non-Elective Employer Contributions made under
--- Section 3.3 of this Adoption Agreement will be
allocated as of each Allocation Date:
(i) among the Non-Elective Employer Contribution
Accounts of: (Select one or more)
(I) X Members who are Employees as of
--- that Allocation Date who completed
at least ___1___ (not to exceed
1,000) Hours of Service during the
Plan Year;
(II) X Members who died, Retired or
--- became Disabled during that Plan
Year and were not suspended under
Section 2.4 of the Plan (Suspension
of Participation);
(III)___ All persons who were Members at any
time during the Plan Year and who
completed at least ________ (not to
exceed 1,000) Hours of Service;
If more than 500 Hours of Service are
required under Section 3.1(a)(i)(I) or
(III), the number of hours required for a
given Plan Year will be reduced (but to no
less than 500 Hours of Service) to
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the extent necessary to cause the Plan to
comply with Code Sections 401(a)(26) and
410(b).
(ii) in the following manner: (Select one or
more)
(I) X in the proportion that the
--- Member's Compensation during that
Plan Year bears to the Compensation
paid during that Plan Year to all
Members described in subpart (i)
above; or
(II)___ in an amount equal to ______% of
the Member's Compensation during
that Plan Year in excess of the
"wage base" and ______% of his
Compensation during that Plan Year
below the "wage base." The first
percentage may not exceed the least
of (A) twice the second percentage
or (B) the second percentage plus
the Permitted Disparity Limit
(which, as described below, depends
on the "wage base" selected). Any
remaining Non-Elective Employer
Contribution during that Plan Year
will be allocated in the proportion
that the Compensation paid during
the Plan Year to each Member
described in subpart (i) bears to
the Compensation paid during that
Plan Year to all Members described
in subpart (i).
If the Non-Elective Employer
Contribution is insufficient to
support a full allocation, the
amount allocated above and below
the "wage base" will be
proportionately reduced.
For purposes of this allocation,
the "wage base" means: (Select one)
(A)___ $______ (may not
exceed current Social
Security Taxable Wage Base;
if you insert a specific
dollar amount, the "wage
base" allocation level may
be changed only by amending
the Plan (i.e. signing a
new Adoption Agreement))(9);
or
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(9) For purposes of this "wage base", the Permitted Disparity Limit can
be no greater than:
- 5.7%, if the "wage base" does not exceed the greater of
$10,000 or 20% of the Social Security Taxable Wage
Base in effect as of the beginning of the Plan Year;
- 5.4%, if the "wage base" is an amount that is less than
the Social Security Taxable Wage Base in effect as
of the beginning of the Plan Year but that is more
than 80% of that Social Security Taxable Wage Base;
and
- 4.3%, if the "wage base" is more than the greater of
$10,000 or 20% of the Social Security Taxable Wage
Base in effect as of the beginning of the Plan
Year, but does not exceed 80% of that Social
Security Taxable Wage Base.
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(B) _____ the Social
Security Taxable Wage Base
in effect as of the first
day of the Plan Year for
which the allocation is
made (the "wage base" will
change as the Social
Security Taxable Wage Base
changes). For purposes of
this "wage base", the
Permitted Disparity Limit
is the greater of (1) 5.7%
or (2) the rate of tax paid
by the Employer under Code
Section 3111(a) in effect
as of the beginning of the
Plan Year and attributable
to Old-Age Insurance;
provided that the
percentages specified in
(1) and (2) shall be
reduced to the extent
required by applicable
regulations or other
pronouncements by the IRS
then in effect.
(III)___ other:____________________________
____________________________
____________________________
(Any method described in this
Section must not result in
discrimination in favor of Highly
Compensated Employees.)
(b) X An Employer Matching Contribution will be allocated:
---
(i) as of the Allocation Date and each of the
following additional Matching Contribution
Allocation Dates (select one):
(I) X none;
---
(II)___ June 30 and December 31;
(III)___ March 31, June 30, September 30 and
December 31; or
(IV)___ other (please specify):____________
___________________________________
___________________________________
A period beginning the day after each
Matching Contribution Allocation Date and
ending as of the next succeeding Matching
Contribution Allocation Date will be
referred to herein as an "allocation
period;"
(ii) to the Employer Matching Contribution
Accounts of those of the following Members
who make Employee Deferred Contributions
during the allocation period: (Select one or
more)
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(I) X Members who are Employees as of
--- that Matching Contribution
Allocation Date during the
allocation period;
(II) X Members who died, Retired or
--- became Disabled during that
allocation period and were not
suspended under Section 2.4 of the
Plan (Suspension of Participation);
(III)___ All persons who were Members at any
time during the allocation period;
(IV)___ other: (please specify)_____________
____________________________________
____________________________________
If more than 500 Hours of Service
are required under Section
3.1(b)(ii)(IV), the number of hours
required for a given Plan Year will
be reduced (but to no less than 500
Hours of Service) to the extent
necessary to cause the Plan to
comply with Code Sections 401(a)(26)
and 410(b).
(iii) Such Employer Matching Contributions will be
allocated as follows: (Select One)
(I)___ ___% of the portion of the Member's
Employee Deferred Contributions for
the allocation period not in excess
of __% of the Member's Compensation
for the allocation period;
(II)___ ___% of the portion of the Member's
Employee Deferred Contributions for
the allocation period which does not
exceed _____% of the Member's
Compensation for the allocation
period, plus _____% of the portion
of the Member's Employee Deferred
Contributions for the allocation
period in excess of that amount but
not in excess of _____% of the
Member's Compensation for the
allocation period; or
(III) X the percentage of the Member's
--- Employee Deferred Contributions for
the allocation period as determined
by the Employer and applied
uniformly with respect to those
Members entitled to receive an
Employer Matching Contribution.
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(c) Forfeitures arising during the Plan Year in
accordance with Section 4.5 of the Plan will be
applied as follows:
(i) To the extent attributable to former
Members' Non-Elective Employer Contribution
Accounts: (rank as appropriate)
(I)___ not applicable
(II) X reduce the Employer Matching
--- Contribution for the Plan Year
(III)___ allocate in the manner specified in
Section 3.1(a) of the Adoption
Agreement
(ii) To the extent attributable to former
Members' Employer Matching Contribution
Accounts: (rank as appropriate)
(I)___ not applicable
(II) X reduce the Employer Matching
--- Contribution for the Plan Year
(III)___ allocate among the Members described
in Section 3.1(b)(ii) of the
Adoption Agreement in proportion
that each Member's Employee Deferred
Contributions for the Plan Year bear
to the Employee Deferred
Contributions for the Plan Year of
all Members described in Section
3.1(b)(ii).
(d) For any Top-Heavy Plan Year, the amount (excluding
any amounts attributable to any salary reduction
arrangements) allocated to each Non-Key Employee who
is a Participant at any time during that Plan Year
(i)_X_ who is an Employee on the last day of the Plan
Year or (ii) whether or not he is an Employee on the
last day of the Plan Year (Select one) will at least
equal the lesser of:
(i) (I) X 3% of his Compensation
--- for that Plan Year (Select this
percentage if the Member does not
also participate in a defined
benefit plan sponsored by the
Employer or an Affiliate and the
Employer does not want to use a
"Defined Contribution Fraction" and
a "Defined Benefit Fraction" See
Sections 4.3(c) and (f) of the Plan
- in excess of 1.0).
(II)___ 4% of his Compensation for that Plan
Year (Select this percentage if the
Member does not also participate in
a defined benefit plan sponsored by
the Employer or an Affiliate and the
Employer does want to use a "Defined
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Contribution Fraction" and a
"Defined Benefit Fraction" See
Sections 4.3(c) and (f) of the Plan
- of 1.25).
(III)___ 5% of his Compensation for that Plan
Year (Select this percentage if the
Member does participate in a defined
benefit plan sponsored by the
Employer or an Affiliate, the top
heavy minimum is to be provided
under this Plan (or this Plan and
another defined contribution plan)
and the Employer does not want to
use a "Defined Contribution
Fraction" and a "Defined Benefit
Fraction" - See Sections 4.3(c) and
(f) of the Plan - in excess of 1.0).
(IV)___ 7-1/2% of his Compensation for that
Plan Year (Select this percentage if
the Member does participate in a
defined benefit plan sponsored by
the Employer or an Affiliate, the
top heavy minimum is to be provided
under this Plan (or this Plan and
another defined contribution plan)
and the Employer does want to use a
"Defined Contribution Fraction" and
a "Defined Benefit Fraction" - See
Sections 4.3(c) and (f) of the Plan
- of 1.25).
(V)___ an amount calculated under Rev. Rul.
81-202 sufficient to provide a
benefit comparable to the defined
benefit top heavy minimum required
under Code Section 416; or
(ii) Unless the Plan is part of a Required
Aggregation Group which includes a defined
benefit plan which complies with Code
Section 401(a)(4) solely because of the
Plan, the largest percentage of Compensation
allocated to a Key Employee.
This allocation will be made regardless of
the Member's Period of Service, Compensation
or contributions for that Year and may be
made under this Plan or any other defined
contribution plan in which he participates
and which is included in the Required
Aggregation Group or under a combination of
all such defined contribution plans in which
he participates. Neither Employee Deferred
Contributions nor Employer Matching
Contributions may be taken into account for
the purpose of satisfying the minimum
top-heavy contribution requirement, although
such may be taken into account for the
purposes of determining the largest
percentage of Compensation allocated to a
Key Employee.
(e) If a Member also participates in a qualified defined
benefit pension plan sponsored by the Employer or an
Affiliate, the Employer elects to provide the "top
heavy" minimum benefit under: (Select one)
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(i) X this Plan, regardless of whether the
--- Employer has Net Profits for that Year;
(ii)____ the defined benefit plan.
(f) Subject to Section 4.2(a)(iv) of the Plan, upon
complete termination of the Plan, all unallocated
Employer Contributions and forfeitures will be
allocated to the Trust Fund Accounts of all Members
who have not Severed from Service as of the
termination date. Those allocations will be made as
provided in the preceding paragraphs.
(g) For purposes of determining "top heaviness," the
value of benefits accrued by a Participant under any
defined benefit plan which is sponsored by the
Employer and which is included in either a Required
or Permissive Aggregation Group with this Plan will
be determined using the following factors (Complete
this subsection only if the Employer sponsors a
defined benefit plan under which a Participant in
this Plan is accruing a benefit):
(i) interest rate:___________________________
(ii) mortality table:________________________
These same factors will be used to determine the rate
of accrual under all defined benefit plans sponsored
by the Employer which are included in either a
Required or Permissive Aggregation Group with this
Plan.
The Accrued Benefit of a Participant other than a Key
Employee will be determined under (a) the method, if
any, that uniformly applies for accrual purposes
under all defined benefit plans maintained by the
Employer, or (b) if there is no such method, as if
such benefit accrued not more rapidly than the
slowest accrual rate permitted by the fractional rule
of Code Section 411(b)(1)(C).
3.2 Compensation means amounts paid or made available by the
Employer to an Employee:
(a) for services performed during each: (Select one)
(i) X Plan Year as designated in Section 1.5 of
--- the Adoption Agreement;
(ii)___ 12 month period ending during the Plan Year
on ______________________;
mo/day
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(b) and including only: (Select one)
(i) X Wages required to be reported under
--- Code Sections 6041 and 6051 (Wages, Tips and
Other Compensation Box on Form W-2);
(ii) ____ Section 3401(a) wages (for purposes of
income tax withholding);
(iii)___ 415 safe harbor compensation;
(iv)____ All compensation within the meaning of Code
Section 415(c)(3) and excluding all other
compensation;
(c) and excluding (even if includible in gross income):
(Select one or more, if appropriate)
(i) reimbursements and other expense allowances;
(ii) fringe benefits (cash and noncash);
(iii) moving expenses;
(iv) deferred compensation;
(v) welfare benefits;
(vi) all of the above [(i) through (v)];
(d) X and (indicate as many as appropriate, if any)
---
Including Excluding
--------- ---------
(i)___ ____________ amounts contributed by the
Employer pursuant to a salary reduction
agreement and which are not includible in
gross income of the Employee under Code
Sections 125, 402(a)(8), 402(h) or 403(b);
(ii)___ ____________ amounts deferred under Code
Section 457(b) eligible deferred
compensation plan (of state and local
governments and tax exempt organizations);
(iii)___ ______________ employee contributions under
Code Section 414(h)(2) (under a governmental
plan) that are picked up by the Employer and
treated as employer contributions;
(iv) X all of the above;
--- ----------
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(e)___ and excluding the following items or amounts from the
Compensation of Highly Compensated Employees_________
_____________________________________________________
(f)___ and further modified as follows:_____________________
____________________________________________________;
(g) and further subject to the rules and definitions
stated in Section 1.13 of the Plan.
(h) If a Member's Entry Date is not on or before the
first day of the 12 month period described in Section
3.2(a) above, his Compensation for purposes of
allocating a portion of the Employer Contribution and
forfeitures:
(Select one)
(i)___ is limited to Compensation since his Entry
Date; or
(ii) X will include all Compensation during the
--- 12 month period described in Section 3.2(a)
above, including Compensation earned during
that period before his Entry Date.
(i) With respect to any Self-Employed Individual or
Owner-Employee, Compensation means his earned income
as defined under Code Section 401(c)(2).
NOTE: If Sections 3.2(c)(i), (c)(ii), (c)(iii),
(c)(iv), (c)(v), (d)(i), (d)(ii), d(iii), or (f) are
selected, the resulting definition of Compensation
must be reasonable and not discriminate in favor of
highly compensated employees (by design or in
operation). See Reg. Section 1.414(s)-1(d). If
Section 3.1(b)(ii) of this Adoption Agreement has
been selected and the Plan utilizes permitted
disparity under Code Section 401(l), no exclusions
from taxable compensation may be made.
3.3 The Non-Elective Employer Contribution for each Plan Year will
not exceed 15% of all Members' Compensation for the Employer's
taxable year and will be determined under the following
Employer Contribution Formula: (Select one)
(a)___ that portion of the Employer's Net Profits which it
elects to contribute;
(b)___ ___% of the Employer's Net Profits;
(c)___ $_________________; or
(d) X that portion of all Members' Compensation which the
--- Employer elects to contribute for any Plan Year.
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3.4 Investments will be controlled by the Trustee or an Investment
Manager unless the Employer allows Members to control
investment of their accounts under the following provisions:
(Select one)
(a)___ Members may not direct investment of their accounts
(If (a) is selected, do not complete any other parts
of this Section);
(b) X Members may direct investment of their accounts (If
--- (b) is selected, complete (i) or (ii) below):
(i) X Any investment discretion allowed to
--- Members will be limited to options made
available by the Trustee; or
(ii)___ Any investment discretion allowed to Members
will not be limited to options made
available by the Trustee.
3.5 Loans will X will not (Select one) be allowed under the
----- -----
Plan.
3.6 Voluntary Employee Contributions will X will not
----- -----
(Select one) be allowed under the Plan.
3.7 The receipt of Rollovers X will will not (Select
----- -----
one) be allowed under the Plan.
3.8 If a Participant is covered under another defined contribution
plan sponsored by the Employer and if that plan is not also a
regional prototype plan,
(a) X the provisions of Section 4.2 of the Plan
--- relating to limitation on Annual Additions allocated
to Members' Trust Fund Accounts, will apply as if the
other plan were a regional prototype plan.
(b)___ (Other):_______________________________________________
_______________________________________________________
_____________________________________
(Any method of limiting Annual Additions allocated to
Members' Trust Fund Accounts under this Plan and any
other defined contribution plan must do so in a
manner that precludes Employer discretion.)
IV. PROVISIONS RELATING TO VESTING, RETIREMENT AND DISTRIBUTIONS
4.1 (a) The following schedule will be applied to determine a
Member's Vested Amount in that portion of his Accrued Benefit
allocated to his Non-Elective Employer Contribution Account:
(Select one)
17
Non-Forfeitable
---------------
Vesting Years Percentage
------------- ----------
(i)___ Less than 5 0%
5 or more 100%
(ii) X Less than 1 0%
--- ----
1 but Less than 2 20%
----
2 but Less than 3 40%
----
3 but Less than 4 60% (at least 20%)
----
4 but Less than 5 80% (at least 40%)
----
5 but Less than 6 100% (at least 60%)
----
6 but Less than 7 100% (at least 80%)
----
7 or More 100%
(iii) ____ a Member's Vested Amount always is 100%.
You must select (a)(iii) if an Employee must complete
more than one Eligibility Year to become an Eligible
Employee under Section 2.2(b) of the Adoption
Agreement.
(b) The following schedule will be applied to determine a Member's
Vested Amount in that portion of his Accrued Benefit allocated
to his Employer Matching Contribution Account: (Select one)
Non-Forfeitable
---------------
Vesting Years Percentage
------------- ----------
(i)___ Less than 5 0%
5 or more 100%
(ii) X Less than 1 0%
--- ----
1 but Less than 2 20%
----
2 but Less than 3 40%
----
3 but Less than 4 60% (at least 20%)
----
4 but Less than 5 80% (at least 40%)
----
5 but Less than 6 100% (at least 60%)
----
6 but Less than 7 100% (at least 80%)
----
7 or More 100%
(iii) ____ a Member's Vested Amount always is 100%.
You must select (b)(iii) if an Employee must complete
more than one Eligibility Year to become eligible to
share in Employer Matching Contributions under
Section 2.2(c) of the Adoption Agreement.
18
(c) For any Top-Heavy Plan Year, the following special top-heavy
vesting schedule will be applied to determine a Member's
Vested Amount: (Select one)
Non-Forfeitable
---------------
Vesting Years Percentage
------------- ----------
(i)___ Less than 3 0%
3 or more 100%
(ii)___ Less than 2 0%
2 but Less than 3 20%
3 but Less than 4 40%
4 but Less than 5 60%
5 but Less than 6 80%
6 or More 100%
Non-Forfeitable
---------------
Vesting Years Percentage
------------- ----------
(iii) X Less than 1 0%
-- ---
1 but Less than 2 20%
---
2 but Less than 3 40% (at least 20%)
---
3 but Less than 4 60% (at least 40%)
---
4 but Less than 5 80% (at least 60%)
---
5 but Less than 6 100% (at least 80%)
---
6 or More 100%
If an Employee must complete more than one
Eligibility Year to become an Eligible Employee under
Section 2.2(b) of the Adoption Agreement, you must
complete (c)(iii) by inserting 100% in each line.
4.2 A Member will earn a Vesting Year for each one Year Period of
Service: (Select one)
(a)___ beginning on his Employment Date, and each
anniversary of that date.
(b)___ beginning on the later of his Employment Date or
__________ (not later than the Effective Date of the
Plan), or each anniversary of that date.
(c) X completed during Plan Years: (Select one)
---
(i)_____ beginning after his Employment Date.
(ii)_____ ending after his Employment Date.
19
(iii)___ beginning after the later of
__________________ (not later than the
Effective Date) or his Employment Date.
(iv) X ending after the later of July 1, 1989
--- (not later than the Effective Date) or his
Employment Date.(10)
(d)___ determined in the same manner as Eligibility Years
under Section 2.3 of the Adoption Agreement.
(Check and complete (e) only if a minimum age requirement is
desired for vesting.)
(e)___ Effective for Plan Years beginning before December
31, 1984, Vesting Years will not include Years of
Service completed before the Employee attains age
_____ (not to exceed age 22). Effective for Plan
Years beginning after December 31, 1984, Vesting
Years will not include Years of Service completed
before the Employee attains age _____ (not to exceed
age 18).
4.3 A Member will attain his Early Retirement Date upon: (Select
one or both)
(a) X attaining age 60 (not to exceed age 65); or
--- -----
(b)___ attaining age ______ (not to exceed age 65) and
completing a Period of Service of at least _______
Years.
4.4 A Member will attain his Normal Retirement Date upon: (Select
one or both)
(a) X attaining age 65 (may not exceed age 65); or
--- ----
(b)___ attaining age ______ (not to exceed age 65) and
completing a Period of Service of at least _______
Years (may not exceed 5 Years).
4.5 Plan Benefits will be paid in the following forms: (Select as
appropriate)
(a) X a lump sum paid on the date specified by the
--- Member.
(b)___ in a fixed number of equal installments beginning on
the date specified by the Member and payable monthly
for a period of 5, 10 or 15 Years, but in no event
over a period to exceed the Member's life expectancy.
(c)___ in monthly installments beginning on the date
specified by the Member and
--------
(10) For purposes of determining the Eligibility Years, Vesting Years
and other Years of Service of a Member who transferred employment from Magnetic
Resonance Equity Limited Partnership to ▇▇▇▇▇-▇▇▇▇▇▇▇ Crosswoods Ltd. effective
January 1, 1997, such Member's service with Magnetic Resonance Equity Limited
Partnership shall be taken into account.
20
ending with the month he dies. No benefit will be
paid after the Member's death.
(If this option is elected, the Employer must also
select option (e) below. If a married Member selects
this form of payment, his benefit nevertheless must
be paid as described in (e) below unless the Member
waives that form of benefit and his spouse consents
to that waiver as described in Section 6.8 of the
Plan).
(d)___ in monthly installments beginning on the date
specified by the Member and before his Social
Security benefits begin and ending with the month he
dies. The amount of these benefits will be adjusted
so that each monthly benefit plus any Social Security
benefits are as nearly uniform as possible.
(If a married Member selects this form of payment,
his benefit nevertheless must be paid as described in
(e) below unless the Member waives that form of
benefit and his spouse consents to that waiver as
described in Section 6.8 of the Plan.)
(e)___ in monthly installments beginning on the date
specified by the Member and ending with the month he
dies. After the Member's death, his Beneficiary will
receive a monthly benefit equal to 50%, 66-2/3%, 75%
or 100% (as selected by the Member) of the monthly
benefit paid to the Member during his life. No
benefits will be paid after the Beneficiary's death.
If this option is elected, the Employer must also
select option (c) above.
(f)___ in the number of monthly installments selected by the
Member beginning on the date specified by the Member.
If the Member dies before receiving the specified
number of monthly payments, the balance of the
specified number of monthly payments will be made to
his Beneficiary. If the Member does not die before
receiving the specified number of monthly payments,
benefits will continue in the same amount until he
dies. In that case, no benefits will be paid after
the Member's death to a Beneficiary.
(g)___ in the number of monthly installments selected by the
Member and beginning on the date specified by the
Member. Benefits will end on the earlier of the
Member's death or the date he has received the
specified number of monthly benefits.
(h)X(11) Others: PAYMENTS OVER A PERIOD CERTAIN SELECTED
---- BY THE MEMBER THAT DOES NOT EXTEND BEYOND TEN (10)
YEARS. EACH PAYMENT SHALL EQUAL THE GREATER OF 10% OF
THE MEMBERS VESTED TRUST FUND ACCOUNT OR $500, AFTER
HAVING FIRST
--------
(11) effective only with respect to benefits accrued before January 1,
1993
21
SEGREGATED THE TRUST FUND ACCOUNT IN A RESERVE FUND.
(If an optional form of benefit is added under this
subparagraph which is, in effect, a life annuity, and
if a married Member selects this form of payment, his
benefit nevertheless must be paid as described in (e)
above unless the Member waives that form of benefit
and his spouse consents to that waiver as described
in Section 6.8 of the Plan.)
(Benefits _____ will _____ will not (Select one) be
offered under option (c), (d), (e), (f) and (g) if
the Plan Administrator is not able to purchase a
commercial annuity to pay the selected form of
benefit.)
Unless the Member makes an effective election
otherwise, his Distributable Credit will
automatically be distributed under the alternative
providing the largest monthly periodic payments to
the Member pursuant to option (a) above. (Insert one
of (a) through (h), as applicable)
4.6 Benefits will begin on the date specified by the Member on or
after his Early Retirement Date. Subject to any of the
following conditions selected, benefits also may begin on an
earlier date selected by the Member; that date must be after
the Member's Severance from Service unless (h) below has been
selected or appropriate limitations have been specified in
(i). (Select one or more as appropriate. You do not need to
check any of the following limitations)
(a)___ if the Plan has sufficient cash to pay the benefits:
(b)___ after the Member reaches age ______;
(c)___ if the Member completed a Period of Service of at
least _____ Years before be Severed from Service;
(d)___ after the Member reaches age _____ if he also
completed a Period of Service of at least _____ Years
before he Severed from Service;
(e)___ if the Member's account balance is not greater than
$________.
(f)___ with respect to a lump sum distribution, _________
Plan Years after the end of the Plan Year in which
the Member Severed from Service.
(g)___ with respect to a lump sum distribution, after the
Allocation Date that follows the Member's Severance
from Service, if the Member may be entitled to an
allocation of Employer Contributions or forfeitures
on that Allocation Date.
(h)____ while employed, with respect to Employer
Contributions which were
22
contributed to the Plan at least two years before the
date of withdrawal.
(i)___ other:_______________________________________________
_____________________________________________________
_____________________________________________________
(any limitation added under (i) must be objective and
may not allow any discretion in its application);
(j)___ any restriction on distribution ____ will ____ will
not (Select one) also apply to distributions to
Beneficiaries.
(NOTE: A married Member may elect a lump-sum distribution of
benefits before his Severance from Service only as provided in
Section 5.3 of the Plan (Cash-Outs).)
Regardless of any restriction selected above, and subject to
Section 7.3 of the Plan, each Member who met any service
requirements specified as a condition of Early Retirement in
Section 4.3 of the Adoption Agreement before he Severed from
Service may elect to have benefits begin anytime after he
satisfied the age requirement specified as a condition of
Early Retirement. Also, any options selected in this Section
must comply with the minimum required distribution rules under
Plan Section 7.3.
4.7 Regardless of any other provision, benefits payable under any
Qualified Domestic Relations Order: (Select one)
(a)___ may not be paid before the earliest date the Member's
benefit could have been paid; or
(b) X may be paid on any date specified in that Order
--- even if that date precedes the earliest date the
Member's benefit could have been paid.
4.8 If a Member requests, cash-outs in part or whole from Vested
Accounts in excess of $3,500 __X__ will ______ will not
(Select one) be allowed in advance of the Member's death or
retirement to the extent provided under Section 5.3 of the
Plan. (If the Member is married, the Member's spouse must
consent to that distribution in the manner provided in Section
6.8 of the Plan.)
4.9 The provision of the Plan allowing advance hardship
distributions __X__ is _______ is not (Select one) available
under the Plan.
4.10 Effective for distributions made on or after January 1, 1993
and subject to Section 1.18 of the Plan, a Distributee may
elect, at the time and in the manner prescribed by the Plan
Administrator, to have all or a portion of an Eligible
Rollover
23
Distribution paid directly to an Eligible Retirement Plan
specified by the Distributee in a Direct Rollover.
4.11 If an Excess Employee Deferred Contributions, Excess
Contributions or Excess Aggregate Contributions are
distributed to Member after the last day of the Plan Year to
which they relate, the income or loss allocable to the period
beginning the first day of the next Plan Year and the date
such excess amounts are distributed (the "Gap Period") shall
be:
(a)___ disregarded;
(b)___ determined based upon the actual income or loss
allocable to the Member's Trust Fund Account(s) to
which such excess relates;
(c) X determined by taking 10% of the income allocable to
--- the excess contributions for the Plan Year to which
they relate and multiplying that amount by the number
of calendar months that have elapsed since the end of
that Plan Year (including for this purpose the month
of the distribution only if such distribution is made
after the fifteenth day of such month); or
(d) ____ other (please specify):
4.12 If an Affiliate adopts this Plan with the Employer's consent
as provided in Section 14.12 of the Plan:
(a) the Employer Contribution Formula selected in Section
3.3 of the Adoption Agreement: (Select one)
(i) X will be applied in the aggregate for all
--- Employees of the Employer and the adopting
Affiliate; or
(ii)___ will be separately applied for Employees of
the Employer and the adopting Affiliate.
If the second alternative is adopted, the same
formula will be applied, it just will be applied
separately for each group of Employees.
(b) forfeitures generated by the Severance from Service
of Members employed by the Employer and the adopting
Affiliate will be allocated (i) __X__ among Members
employed by either the Employer or the adopting
Affiliate, or (ii)___ will be allocated only among
Members employed by the entity which employed the
severed Member (Select one).
24
Failure to complete the Adoption Agreement properly may cause the Plan
to be disqualified.
IN WITNESS WHEREOF, ▇▇▇▇▇-▇▇▇▇▇▇▇ Health Services Corporation and the
Affiliated Employers listed on the Schedule 1, attached has caused this
instrument to be executed by its duly authorized officer this 1st day of
January, 1997.
▇▇▇▇▇-▇▇▇▇▇▇▇ Health Services Corporation
-----------------------------------------
(name of employer)
Two Nationwide Plaza
▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇
-----------------------------------------
(street address)
▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇
-----------------------------------------
(city, state, zip code)
(▇▇▇) ▇▇▇-▇▇▇▇
-----------------------------------------
(telephone number)
By:/s/ ▇▇▇▇▇▇▇ ▇. Gold
--------------------------------------
▇▇▇▇▇▇▇ ▇. Gold, President
NOTE: Even though the Internal Revenue Service has reviewed this Plan
and Adoption Agreement and issued a Notification Letter, an adopting Employer
may not rely on that Notification Letter unless it separately requests that the
Internal Revenue Service issue a determination letter with respect to the Plan
as adopted by that Employer.
