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HomeMy WebLinkAboutBocc Packet 09252013 County Retirement PlanAGENDA ITEM SUMMARY REGULAR MEETING DATE: September 25, 2013 AGENDA ITEM TITLE: STAFF RESPONSIBLE: Restatement of the Pitkin County Public Employees' Retirement Plan Tom Oken, County Treasurer and Chairman of the Retirement Board ISSUE STATEMENT: The Board needs to approve the amendment and restatement of the retirement plan to comply with statutory and regulatory changes. BACKGROUND: The Board first adopted the Pitkin County Public Employees' Retirement Plan (hereinafter the "Plan"), effective January 1, 1983. Every five years the Plan needs to be amended and restated to incorporate statutory and regulatory changes, and then resubmitted to the Internal Revenue Service for approval. The Plan was most recently restated effective January 1, 2008, and is now due for another restatement effective January 1, 2013. Sherman & Howard L.L.C., our outside counsel for the retirement plan, has drafted the restated Plan to comply with the IRS' Cumulative List of Changes, the Colorado Civil Union Act, and the Supreme Court's recent decision on the Defense of Marriage Act. Also incorporated, at the request of the County's Human Resource Director, is the exclusion from the plan of limited -tern employees, defined as those in positions which are budgeted or funded for two years or less. The HR Director felt that it wasn't worthwhile to take these employees out of social security and into our plan for such a short time period (employees do not begin to participate in the plan until they have been employed for six months). LINK TO STRATEGIC PLAN: Prosperous Economy Core Focus Area- Success Factor 3: High performing County leaders, teams and employees Potential Actions: Attract, develop, motivate and retain a competent, high performing and diverse County workforce KEY DISCUSSION ITEMS: None. BUDGETARY IMPACT: None. The attorney's fees to restate the plan are paid from retirement plan forfeits (the unvested share of terminating participants' accounts). RECOMMENDED BOCC ACTION: Approve the resolution as a consent action. ATTACHMENTS: • Resolution Approving the Amendment and Restatement of the Pitkin County Public Employees' Retirement Plan • Amendment Restating the Pitkin County Public Employees' Retirement Plan • Pitkin County Public Employees' Retirement Plan as amended effective January 1, 2013 RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, APPROVING THE AMENDMENT AND RESTATEMENT OF THE PITKIN COUNTY PUBLIC EMPLOYEES' RETIREMENT PLAN RESOLUTION NO. -2013 RECITALS 1. Pitkin County (hereinafter the "County") entered into and executed the Pitkin County Public Employees' Retirement Plan (hereinafter the "Plan"), effective January 1, 1983. 2. Section 10.4 of the Plan provides in part as follows: "At any time the County may amend this Plan and Trust by action of the [Retirement] Board with the approval of the County Board of Commissioners ..." 3. The County now desires to amend and restate the Plan to comply with statutory and regulatory changes since it last restated the Plan. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Pitkin County, Colorado, that the the attached amendment and restatement of the Pitkin County Public Employees' Retirement Plan, effective January 1, 2013, is hereby approved. INTRODUCED, READ, AND ADOPTED ON THE 25TH DAY OF SEPTEMBER, 2013. ATTEST: BOARD OF COUNTY COMMISSIONERS By: Jeanette Jones George Newman, Chairman Deputy County Clerk Date: APPROVED AS TO FORM: MANAGER APPROVAL: John Ely, County Attorney Jon Peacock, County Manager RESTATEMENT OF THE PITKIN COUNTY PUBLIC EMPLOYEES' RETIREMENT PLAN THIS AMENDMENT is made this'- day of Pitkin County (subsequently called "County"). RECITALS 2013, by A. The County entered into and executed the Pitkin County Public Employees' Retirement Plan (subsequently called "Plan"), effective January 1, 1983. B. The County last restated the Plan, effective January 1, 2008. C. Section 10.4 of the Plan provides in part as follows: "At any time the County may amend this Plan and Trust by action of the Board with the approval of the County Board of Commissioners...." D. The County now desires to amend the Plan to comply with the Internal Revenue Service requirement that the Plan be amended and restated in its entirety to address certain technical changes to the Plan under the Internal Revenue Code of 1986, as amended, and to submit the Plan for a favorable determination letter. NOW THEREFORE, BE IT RESOLVED, that the restatement of the Pitkin County Public Employees' Retirement Plan attached hereto as Exhibit A is hereby approved and adopted, effective January 1, 2013. IN WITNESS WHEREOF, the Pitkin County Employees' Retirement Board has executed this restatement as of the date first above written. PITKIN COUNTY PUBLIC EMPLOYEES' RETIREMENT BOARD By: j Date: q"' 13 PITKIN COUNTY BOARD OF COUNTY COMMISSIONERS By: Date: TAX/1334043.I 1 PITKIN COUNTY PUBLIC EMPLOYEES' RETIREMENT PLAN AS AMENDED EFFECTIVE JANUARY 1, 2013 TAXI l356984.2 TABLE OF CONTENTS ARTICLE 1 NAME AND PURPOSE OF PLAN AND TRUST 1 ARTICLE 2 DEFINITIONS 1 ARTICLE 3 PARTICIPATION 3 3.1 WHO MAY BECOME A PARTICIPANT 3 3.2 EFFECT OF A BREAK IN SERVICE 3 3.3 MILITARY SERVICE 4 ARTICLE 4 CONTRIBUTIONS 4 4.1 DETERMINATION OF CONTRIBUTION BY THE COUNTY 4 • 4.2 DETERMINATION OF PARTICIPANTS TO SHARE IN COUNTY CONTRIBUTION 4.3 4.4 4.5 4.6 ROLLOVER CONTRIBUTIONS 4 4 LIMITATION ON ANNUAL ADDITIONS 5 RETURN OF COUNTY CONTRIBUTIONS 6 COUNTY'S OBLIGATIONS 7 ARTICLE 5 DETERMINATION AND VESTING OF PARTICIPANTS' ACCOUNTS 7 5.1 DETERMINATION OF PARTICIPANTS' ACCOUNTS 7 5.2 VESTING OF PARTICIPANTS' ACCOUNTS 8 5.3 FULL VESTING UPON TERMINATION OF PLAN 8 5.4 SERVICE INCLUDED IN DETERMINATION OF VESTED ACCOUNTS 8 5.5 EFFECT OF BREAK IN SERVICE ON VESTING 9 ARTICLE 6 RETIREMENT DATE -DESIGNATION OF BENEFICIARY 9 6.1 RETIREMENT DATE 9 6.2 DESIGNATION OF BENEFICIARY 9 6.3 PARTICIPANT OR BENEFICIARY WHOSE WHEREABOUTS ARE UNKNOWN 9 ARTICLE 7 DISTRIBUTION FROM TRUST FUND 10 7.1 WHEN ACCOUNTS BECOME DISTRIBUTABLE AND EFFECT OF DISTRIBUTION 10 7.2 DISTRIBUTION OF ACCOUNTS 10 7.3 MINIMUM DISTRIBUTIONS 12 7.4 DISPOSITION OF FORFEITABLE ACCOUNT ON TERMINATION OF EMPLOYMENT 17 7.5 NONALIENATION OF BENEFITS 17 7.6 LOANS TO PARTICIPANTS 17 7.7 QUALIFIED DOMESTIC RELATIONS ORDERS 18 ARTICLE 8 ADMINISTRATION 18 8.1 APPOINTMENT OF BOARD 18 8.2 ORGANIZATION AND OPERATION OF BOARD 19 8.3 INFORMATION TO BE MADE AVAILABLE TO BOARD 19 8.4 GENERAL DUTIES AND POWERS OF BOARD 19 8.5 EMPLOYMENT OF ADVISERS AND PERSONS TO CARRY OUT RESPONSIBILITIES 19 8.6 KEEPING OF RECORDS 19 8.7 COMPENSATION AND EXPENSES 20 8.8 CLAIMS PROCEDURE 20 TAX/1356984.2 ARTICLE 9 POWERS AND DUTIES OF THE TRUSTEE 21 9.1 INVESTMENT OF TRUST FUND 21 9.2 ADMINISTRATIVE POWERS OF THE TRUSTEE 22 9.3 ADVICE OF COUNSEL 23 9.4 RECORDS AND ACCOUNTS OF THE TRUSTEE 23 9.5 APPOINTMENT, RESIGNATION, REMOVAL AND SUBSTITUTION OF TRUSTEE 23 9.6 APPOINTMENT OF TRUSTEE --ACCEPTANCE IN WRITING 23 9.7 INVESTMENT MANAGER 23 ARTICLE 10 CONTINUANCE, TERMINATION, AND AMENDMENT OF PLAN AND TRUST 24 10.1 TERMINATION OF PLAN AND TRUST 24 10.2 MERGER, CONSOLIDATION, OR TRANSFER OF ASSETS OR LIABILITIES OF THE PLAN 24 10.3 DISTRIBUTION UPON TERMINATION OF TRUST 24 10.4 AMENDMENTS TO PLAN AND TRUST 24 ARTICLE 11 MISCELLANEOUS 25 11.1 BENEFITS TO BE PROVIDED SOLELY FROM THE TRUST FUND 25 11.2 NOTICES FROM PARTICIPANTS TO BE FILED WITH BOARD 25 11.3 TEXT TO CONTROL 25 11.4 SEVERABILITY 25 11.5 JURISDICTION 25 11.6 PLAN FOR EXCLUSIVE BENEFIT OF PARTICIPANTS: REVERSION PROHIBITED 25 TAX/1356984,2 ARTICLE 1 NAME AND PURPOSE OF PLAN AND TRUST The County, by execution of this agreement, amends and restates a qualified money purchase plan and trust, to be known as the Pitkin County Public Employees' Retirement Plan to provide retirement benefits for its employees. The plan and trust fund are created for the exclusive benefit of employee - participants and their beneficiaries. The plan is intended to qualify under Section 401(a) of the Code, and the trust created under the plan is intended to be exempt under Section 501(a) of the Code. ARTICLE 2 DEFINITIONS When used herein, the following words shall have the following meanings, unless the context clearly indicates otherwise: 2.1 "Account," unless otherwise indicated, means a participant's entire interest in the trust fund created by the County's contributions and the income, expenses, gains, and losses attributable to such contributions. 2.2 "Beneficiary" means the person who, under this Plan, becomes entitled to receive a Participant's Account upon his death. 2.3 `Break in Service" for purposes of vesting means a period of severance of 45 days or longer. 2.4 `Board" means the Pitkin County Public Employees' Retirement Board. 2.5 "Civil Union Partner" means the person with whom the Participant has entered into a legally valid civil union, as of the earlier of the date benefit payments to the Participant commence under the Plan or the Participant's date of death. The Board may require documentation of a legal civil union before benefits are paid to a surviving Civil Union Partner. A Civil Union Partner shall not be treated as a Spouse under this Plan unless expressly provided in the Plan. 2.6 "Code" means the Internal Revenue Code of 1986, as it presently is constituted, as it may be amended, or any successor statute of similar purpose. 2.7 "Compensation" means the total of all salaries, wages, overtime, bonuses, and other similar compensation paid to a Participant by the County for personal services rendered during the year. Effective for Plan Years beginning before January 1, 1996, and on or after January 1, 2002, the annual Compensation of each Participant taken into account under the Plan for any year shall not exceed $200,000, as adjusted for cost -of -living increases in accordance with Section 401(a)(17)(B) of the Code (currently $255,000 in 2013). For any Participant who became a Participant on or before December 31, 1995, the maximum annual Compensation will be the adjusted annual Compensation amount allowed to be taken into account under the Plan as of July 1, 1993, which shall not be less than $235,840, and shall be adjusted by the Secretary of the Treasury for increases in cost of living in accordance with Section 401(a)(17)(B) of the Code (currently $380,000 in 2013). Annual Compensation means compensation during the Plan Year or such other consecutive 12- month period over which Compensation is otherwise determined (the determination period). The cost-of- 1. TAXI I356984.2 living adjustment in effect for a calendar year applies to any period, not exceeding 12 months, over which Compensation is determined that begins in the calendar year. If a determination period consists of fewer than 12 months, the annual Compensation limit will be multiplied by a fraction, the numerator of which is the number of months in the determination period, and the denominator of which is 12. 2.8 "County" means Pitkin County, Colorado, a political subdivision of the State of Colorado. 2.9 "Effective Date" of this Plan means January 1, 1983. "Effective Date" of this restated plan means January 1, 2013, except as otherwise expressly provided in this Plan or under the requirements of law. 2.10 "Employee" means any person now or hereafter in the employ of the County, including elected officials of the County, but excluding part-time, seasonal, and limited -term employee, and independent contractors and leased employees. For purposes of the Plan and this Section 2.9, "part-time employee" means any person whose customary employment is for not more than 20 hours in any one week. "Seasonal employee" means any person whose customary employment is for not more than five months in any calendar year. "Limited - term" employee means, for Plan Years beginning on or after January 1, 2013, any person whose customary employment is in a position which is budgeted and/or funded for two years or less. "Leased employee" means for Plan Years beginning after December 31, 1996, any person (other than an Employee of the County) who has performed services for the County (or for the County and related persons as determined under Section 414(n)(6) of the Code) under an agreement between the County and the leasing organization on a substantially full-time basis for a period of at least one year and the services are performed under the primary direction or control of the County. Any leased employee will be treated as an employee of the County for purposes of this Plan and any contributions or benefits provided by the leasing organizations that are attributable to the services performed for the County will be treated as provided under a plan maintained by the County, provided, however, that a leased employee will not be treated as employed by the County if the leased employee is covered by a money purchase pension plan maintained by the leasing organization that provides [a] a nonintegrated employer contribution of at least 10% of compensation, as defined in Section 415(c)(3) of the Code, including amounts contributed pursuant to a salary reduction agreement that are excludable from the employee's gross income under Sections 125, 132(f)(4), 402(e)(3), 402(h)(1)(B) or 403(b) of the Code; [b]. immediate participation (unless the individual has had compensation of less than $1,000 in each of the preceding four plan years ending with the current Plan Year); and [c] full and immediate vesting. In addition, leased employees may not constitute more than 20 percent of the County's non -highly compensated employees. 2.11 "Normal Retirement Date" means the earlier of: (i) the date a Participant attains age 65, provided, however, that for a Participant who becomes a Participant after attaining age 60, "Normal. Retirement Date" means the date such Participant has completed a five-year Period of Service; or (ii) the date a Participant becomes 100% vested in his account pursuant to Section 5.2[b]. 2.12 "Participant" means any Employee who has become a Participant under this Plan. Participation shall cease upon distribution of a Participant's entire vested Account and forfeiture of a Participant's entire nonvested Account after (or if a Participant . has no vested Account then upon) termination of employment because of retirement, death, total disability, or termination of employment for any other reason. 2.13 "Period of Service" means a period beginning on the date a Participant's employment or reemployment by the County as an Employee commences and ending on the date a Period of Severance begins. Such term shall also include any Period of Service performed by such Employee for any other 2 TAX/1356984.2 government entity participating in a reciprocal or cooperating arrangement with the County whereby County employees would be credited with service under such government entity's retirement program. Effective for reinstatement of employment initiated after December 12, 1994, notwithstanding any provision of this Plan to the contrary, contributions, benefits and service credit with respect to Qualified Military Service will be provided in accordance with Code Section 414(u). 2.14 "Period of Severance" means a period beginning on the date a Participant's employment as an Employee terminates for any reason and ending on the date the Participant's reemployment as an Employee commences. 2.15 "Plan" and "Plan and Trust" mean the ]Honey purchase plan and trust set forth in and by this document and all subsequent amendments to it. 2.16 "Plan Year" means the calendar year and this shall be the fiscal year of the trust established under this Plan. 2.17 "Qualified Military Service" means any service in the uniformed services (as defined in Chapter 43 of Title 38, United States Code) by an individual if such individual is entitled to reemployment rights under such chapter with respect to such service. 2.18 "Surviving Spouse" or "Spouse" shall mean the person who is legally married, as determined under the Code, to the Participant as of the earlier of the date benefit payments to the Participant commence under the Plan or the Participant's date of death. The Board may require proof of marital status before benefits are paid to a Surviving Spouse. 2.19 "Total Disability" means a Participant's inability as a result of sickness, accidental bodily injury, or similar circumstances to work at such Participant's job for a period in excess of six months. Such inability shall be determined by the County Manager after consultation with appropriate medical sources. 2.20 "Trustee" means the person or persons appointed by the Board as the trustee of the trust fund established by this Plan and Trust and any duly appointed and qualified successor trustee. 2.21 "Trust Fund" means the assets of the trust established by this Plan and Trust from which the benefits under this Plan shall be paid and shall include all income of any nature earned by the fund and all changes in fair market value. 2.22 The masculine gender shall include the feminine, and the singular shall include the plural. ARTICLE 3 PARTICIPATION 3.1 WHO MAY BECOME A PARTICIPANT: As of the Effective Date of this Amended and Restated Plan, all Employees of the County who have completed a Period of Service of six months or longer shall be enrolled as Participants of this Plan. Any new Employee of the County shall be enrolled as a Participant of this Plan as of the first day of the pay period during which he has completed a Period of Service of six months. 3.2 EFFECT OF A BREAK IN SERVICE: For purposes of determining eligibility to participate, service before a Break in Service shall not be counted. 3 TAX/1356984,2 3.3 MILITARY SERVICE: Notwithstanding any provision of this Plan to the contrary, the following provisions shall apply: [a] Contributions, benefits and service credit with respect to Qualified Military Service will be provided in accordance with and to the extent required by Code Section 414(u); [b] Effective for years beginning on or after January 1, 2009, [A] an individual receiving a differential wage payment, as defined in Code Section 3401(h)(2), shall be treated as an employee of the employer making the payment; [B] the differential wage payment shall be treated as compensation for purposes of Code Section 415 and any other Code Section that references the definition of Compensation under Code Section 415; and [C] the Plan shall not be treated as failing to meet the requirements of any provision described in Code Section 414(u)(1)(C) by reason of any contribution or benefit which is based on the differential wage payment. This paragraph [b] applies only if all employees of the Employer performing service in the uniformed services described in Code Section 3401(h)(2)(A) are entitled to receive differential wage payments on reasonably equivalent terms and, if eligible to participate in the Plan, to make contributions based on the differential wage payments on reasonably equivalent terms; and [c] If a Participant dies while performing Qualified Military Service, the survivors of the Participant are entitled to any additional benefits (other than benefit accruals relating to the period of Qualified Military Service) provided under the Plan as if the Participant had resumed employment with the County and then died. ARTICLE 4 CONTRIBUTIONS 4.1 DETERMINATION OF CONTRIBUTION BY THE COUNTY: The County shall make contributions to the Trust Fund for calendar year 1983 for each Participant equal to 12.26% of each Participant's compensation for such year. Thereafter, the County shall make contributions for each year for each Participant equal. to 14% less a percentage amount determined as follows: estimated total cost of premiums for life insurance, accidental death and dismemberment, survivor and disability coverage divided by estimated total compensation of all Participants for such year. Any forfeitures caused by termination of employment that are in excess of plan expenses shall be applied to reduce County contributions. The County shall make payment of its contributions within 10 days after the end of each month. The County's contribution for any Plan Year shall be paid to the Trustee and shall become a part of the Trust Fund. Such contribution shall be made in cash. 4.2 DETERMINATION OF PARTICIPANTS TO SHARE IN COUNTY CONTRIBUTION: A Participant will be entitled to his share in the contribution of the County for any Plan Year. 4.3 ROLLOVER CONTRIBUTIONS: The Plan may, after publication of rollover contribution procedures by the Board, accept participant rollover contributions and/or direct rollovers of distributions made after December 31, 2001, from a qualified plan described in Sections 401(a) or 403(a) of the Code; an annuity contract described in Section 403(b) of the Code; or an eligible plan under Section 457(b) of the Code which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state; and may, after publication of rollover contribution procedures by the Board, accept a participant rollover contribution of the portion of a distribution from an individual retirement account or annuity described in Sections 408(a) or 408(b) of the Code that is eligible to be rolled over and would otherwise be includible in gross income. 4 '1'AX/1356984.2 4.4 LIMITATION ON ANNUAL ADDITIONS: [a] Definitions: For purposes of this Section 4.4, the following terms will be defined as follows: (1) "Annual addition" means the sum of the County contributions and forfeitures allocated to a Participant's Account during any limitation year. Annual additions will not include [A] catch-up contributions made in accordance with Section 41.4(v) of the Code; [B] a restorative payment (as defined in Section 1.415(c)-1(b)(2)(ii)(C) of the Treasury Regulations); [C] excess deferrals that are distributed in accordance with Section 1.402(g)-1(e)(2) or (3) of the 'Treasury Regulations; [D] rollover contributions described in Sections 402(c)(1), 403(a)(4), 403(b)(8), 408(d)(3) and 457(e)(16) of the Code; [E] a direct transfer of a benefit or employee contributions from a qualified plan to this plan; [D] repayments of loans made to a Participant from the Plan; [E] repayments of contributions to a government plan (as described in Section 415(k)(3) of the Code), as well as employer restoration of benefits that are required pursuant to the repayments; and [F] Employee contributions to a qualified cost of living arrangement within the meaning of Section 415(k)(2)(B) of the Code. Any excess amount used to reduce County contributions under this Section will be treated as annual additions for such limitation year. (2) "Compensation" for purposes of limiting annual additions and combined benefits and contributions under this Section, means a Participant's earned income, wages, salaries, fees for professional service and other amounts received for personal services actually rendered in the course of employment with the County (including, but not limited to, commissions paid salesmen, compensation for services on the basis of a percentage of profits, commissions on insurance premiums, tips, and bonuses) and excluding the following: [A] County contributions to a plan of deferred compensation to the extent contributions are not included in gross income of the Employee for the taxable year in which contributed; [B] County contributions on behalf of an Employee to a Simplified Employee Pension Plan to the extent such contributions are deductible under Section 219(b)(7) of the Code; [C] any distributions from a plan of deferred compensation whether or not includable in the gross income of the Employee when distributed; or [D] other amounts which receive special tax benefits, or contributions made by the County (whether or not under a salary reduction agreement) towards the purchase of a 403(b) annuity contract (whether or not the contributions are excludable from the gross income of the employee). For purposes of this Section 4.4, compensation for a limitation year includes only the compensation that is actually paid to the Participant during the limitation year and compensation that is includable in the Participant's gross income during the limitation year. "Compensation" for purposes of this paragraph shall include Participant salary deferral contributions described in Section 402(g)(3) of the Code, any amounts which are not included in the Participant's gross income by reason of Sections 125 (cafeteria plans) and 457 (deferrals to governmental 5 TAX/1356984.2 (3) plans) of the Code, and elective amounts that are not includable in the gross income of the Participant by reason of Section 132(0(4). Deemed Section 125 compensation (within the meaning of Section 1.415(c)-2(g)(6)(ii) of the Treasury Regulations) will not be counted for purposes of determining amounts not included in the Participant's gross income by reason of Section 125 of the Code). For limitation years beginning on or after January 1, 2005, payments made within two -and -one-half months after a Participant's severance from employment (within the meaning of Section 401(k)(2)(B)(i)(I) of the Code) will constitute compensation under this paragraph if such payments would have been paid to the Participant prior to and absent his or her severance from employment and if such payments represent: [1] remuneration for services performed by the Participant during the Participant's regular working hours; [II] remuneration for services performed by the Participant outside the Participant's regular working hours; [III] commissions; [IV] bonuses or similar remuneration; and [V] accrued bona fide sick, vacation, or other leave, but only if the Participant would have been able to use the leave if he or she had continued employment. Payments not described above in [I] through [V] of the preceding sentence do not constitute "Compensation" under this paragraph even if paid within two -and -one-half months following a Participant's severance from employment except for payments to an individual not currently performing services for the County by reason of Qualified Military Service to the extent such payments do not exceed the amounts the individual would have received if the individual had continued to perform services for the County in lieu of entering Qualified Military Service. "Limitation year" means the Plan Year. [b] Limitation on Annual Addition: The annual addition to the account of any Participant attributable to all defined contribution plans (including money purchase pension plans, and profit-sharing plans, of the County) may not exceed (notwithstanding catch-up contributions permitted under Section 414(v) of the Code) the lesser of [1] $40,000 (as adjusted cost of living increases under Section 415(d) of the Code), or [2] 100% of such Participant's compensation (except that the limit referred to in this clause [2] shall not apply to any contribution for medical benefits after a Participant's separation from service within the meaning of Sections 401(h) or 419A(f)(2) of the Code which otherwise would be treated as an annual addition). If this limit is exceeded, then the excess amount will be disposed of in a manner determined by the County. One option may include in accordance with the Employee Plans Compliance Resolution System, as set forth in Revenue Procedure 2013-12, or any superseding guidance, including, but not limited to, the preamble of the final regulations issued under Section 415 of the Code. 4.5 RETURN OF COUNTY CONTRIBUTIONS: A contribution by the County to the Plan shall be returned to the County, at the County's discretion, under any of the following circumstances: [a] If a contribution is made by the County by a mistake of fact, including a mistaken excess contribution, within one year of its payment to the Plan; or [b] If qualification of the Plan is denied, within one year after the date of denial of qualification of the Plan. The County shall state by written request to the Trustee the amount of the contribution to be returned and the reason for such return. Such amount shall not include any earnings attributable to the contribution and shall be reduced by any losses attributable to the contribution. Upon sending such request to the Trustee, 6 TAX/1356984.2 the County simultaneously shall send to the Board a copy of the request. The Trustee shall return such contribution to the County immediately upon receipt of the written request by the County. All contributions by the County to the Plan are declared to be conditioned upon the qualification of the Plan under Section 401 of the Code. 4.6 COUNTY'S OBLIGATIONS: The adoption and continuance of the Plan shall not be deemed to constitute a contract between the County and any Employee or Participant, nor to be a consideration for, or inducement or condition of, the employment of any person. Nothing in this Plan shall be deemed to give any Employee or Participant the right to be retained in the employ of the County, or to interfere with the right of the County to discharge any Employee at any time, nor shall it be deemed to give the County the right to require the Employee to remain in its employ, nor shall it interfere with the right of any Employee to terminate his employment at any time. ARTICLE 5 DETERMINATION AND VESTING OF PARTICIPANTS' ACCOUNTS 5.1 DETERMINATION OF PARTICIPANTS' ACCOUNTS: [a] Participants' Accounts: The Board shall maintain an Account for each Participant showing the dollar value of his current Account in the Trust Fund, as of each valuation date, attributable to any contributions made by the County and posted to the Participant's Account and net earnings on such contributions. The Board shall distribute, or cause to be distributed, to each Participant at least annually a written statement setting forth the current value of such Participant's Account and such other information as the Board shall determine. [b] Valuation: (1) Valuation Dates: The valuation dates of the Trust Fund shall be each business day of the Plan Year. (2) Valuation of Participant Accounts: As of each Valuation Date net earnings, losses, and changes in the fair market value of each separate investment fund available under the Plan will be computed and allocated on an investment fund basis to the Participants in the ratio that the total dollar value of the interest (whether or not vested) of each Participant in each investment fund, including the portions resulting from posted contributions, bears to the aggregate dollar value of all such Participants in each investment fund as of the last previous valuation date. [c] Allocation of County Contributions and Forfeitures: At least annually as of the last day in each Plan Year, and more frequently as the Board may determine, the Board shall allocate to the Accounts of Participants any amounts contributed by the County to the Trust Fund for the period then ended in the manner provided in Section 4.1. Forfeitures used to reduce County contributions shall be allocated along with County contributions. [d] Suspense Account for Unallocated Forfeitures: In the event that the amount of forfeitures used to reduce the County's contributions and to be allocated to any Participant's Account would exceed the annual addition limitations, a separate suspense account shall be established to hold such unallocated forfeitures for any year or years provided that: 7 TAX/1356984.2 (1) no County contributions may be made at any time when their allocation would be precluded by Section 415 of the Code; (2) investment gains and losses and other income are not allocated to the suspense account; and (3) the amounts in the suspense account are allocated under Section 5.1[c] as of each allocation date on which forfeitures may be allocated until the suspense account is exhausted. In the event of Plan termination, the balance of such suspense account may revert to the County. 5.2 VESTING OF PARTICIPANTS' ACCOUNTS: [a] General Rules: If any Participant reaches his Normal Retirement Date, dies, or suffers total disability while employed by the County, his entire. Account shall become fully vested without regard to the length of the Period of Service such Participant has had with the County. Any Account, whether vested or forfeitable, shall become payable to a Participant or his beneficiaries only to the extent provided in this Plan. A Participant who has designated a beneficiary and who dies shall cease to have any interest in this Plan or in his Account, and his beneficiary shall become entitled to distribution of the Participant's Account under this Plan and not as a result of any transfer of the interest or Account. [b] Vesting Schedule: Except as provided in Section 3.2 a Participant shall be vested in the portion of his Account attributable to County contributions in accordance with the following schedule: [e] Percentage of Account Period of Service Which is Vested Less than 6 months 0 6 months or more but less than 1 year 50% 1 year or more but less than 2 years 60% 2 years or more but less than 3 years 70% 3 years or more but less than 4 years 80% 4 years or more but less than 5 years 90% 5 years or more 100% Limitations on Vesting: Any amount returned to the County. under Section 4.4 shall not he considered a forfeiture in violation of this Section 5.2 even if a resulting adjustment is made to a Participant's Account that is partly or entirely vested. 5.3 FULL VESTING UPON TERMINATION OF PLAN: Upon the termination or partial termination of this Plan, the Accounts of all Participants affected, as of the date such termination or partial termination occurred, shall be fully vested. The temporary suspension of County contributions shall not constitute a termination or partial termination of this Plan and shall not require full vesting. 5.4 SERVICE INCLUDED IN DETERMINATION OF VESTED ACCOUNTS: All Periods of Service with the County shall be included for purposes of determining a Participant's vested Account under Section 5.2, except any Periods of Service excluded by reason of a break in service under Section 5.5. 8 TAX/1356984.2 5.5 EFFECT OF BREAK TN SERVICE ON VESTING: With respect to a Participant's Account attributable to County contributions made after any Break in Service, the percentage that is vested shall be computed without regard to any Period of Service before the break in service. ARTICLE 6 RETIREMENT DATE --DESIGNATION OF BENEFICIARY 6.1 RETIREMENT DATE: The Normal Retirement Date for each Participant shall be the earlier of (i) the attainment of age sixty-five (65), provided, however, that the Normal Retirement Date for each Participant who becomes a Participant at an age above sixty (60) years shall be the date coinciding with the date that such Participant has completed a five-year Period of Service; or (ii) the date a Participant becomes 100% vested in his account pursuant to Section 5.2[b]. Any Participant may retire on or after his Normal Retirement Date. The retirement of any Participant may be deferred, and during such deferment such Participant shall continue in full participation in the Plan and Trust Fund. 6.2 DESIGNATION OF BENEFICIARY: Each Participant shall designate a beneficiary to receive his Account in the Trust Fund upon his death on the form prescribed by and delivered to the Board. The Participant shall have the right to change or revoke a designation at any time by filing a new designation or notice of revocation with the Board. No notice to any beneficiary nor consent by any beneficiary shall be required to effect any change of designation or revocation. If a Participant fails to designate a beneficiary before his death, or if no designated beneficiary survives the Participant, the Board shall direct the Trustee to pay his Account in the Trust Fund first to his Surviving Spouse or Surviving Civil Union Partner, if any, next to his descendants by right of representation, if any, or if none, then to his personal representative. If no personal representative has been appointed, if actual notice of such is given to the Board within 60 days after the Participant's death, and if his Account does not exceed the minimum amount for which any applicable tax release is required, or for which a personal representative must be appointed under applicable state law, the Board may direct the Trustee to pay his Account to such person as may be entitled to it under the laws of the state where such Participant was domiciled at the date of his death. In such case, the Board may require such proof of right or identity from such person as the Board may deem necessary. If his Account exceeds the minimum amount for which any applicable tax release is required, or for which a personal representative must be appointed under applicable state law, the Board may direct the Trustee to establish a custodial account for such Participant in a federally insured bank for purposes of holding such Participant's Account until such time as the Trustee is notified that a personal representative has been appointed. For purposes of this Section 6.2, representation means division of a Participant's Account into as many shares as there are, at the date on which the Account becomes distributable, surviving descendants in the nearest degree of kinship and deceased descendants in the same degree who left descendants who survive such deceased descendants, each surviving descendant in the nearest degree receiving one share and the share of each deceased descendant in the same degree being divided among his descendants in the same manner. 6.3 PARTICIPANT OR BENEFICIARY WHOSE WHEREABOUTS ARE UNKNOWN: In the case of any Participant or beneficiary whose whereabouts are unknown, the Board shall notify such Participant or beneficiary at his last known address by certified mail with return receipt requested advising him of his right to a pending distribution. If the Participant or beneficiary cannot be located in this manner, the Board shall direct the Trustee to forfeit the Account and apply the forfeited amount to reduce County contributions in accordance with Section 4.1. If a claim for forfeited benefits is subsequently made by the Participant or beneficiary, the amount forfeited, unadjusted for earnings or interest, shall be restored by means of a County contribution. 9 TAX/1356984.2 ARTICLE 7 DISTRIBUTION FROM TRUST FUND 7.1 WHEN ACCOUNTS BECOME DISTRIBUTABLE AND EFFECT OF DISTRIBUTION: If a Participant terminates employment for any reason, his vested Account shall be distributable under Section 7.2. When his Account becomes distributable, such Participant shall cease to have any further interest or participation in the Trust Fund or any subsequent accruals or contributions to the Trust Fund except the right to receive distribution of the value of his Account. The Trustee will provide to each Participant, no fewer than 30 days nor more than 180 days prior to the date the Participant's benefit payment commences, a written explanation of the terms and conditions of the optional forms of payment under the Plan, the Participant's right to defer distributions, and the consequences of failing to defer receipt of the distribution, A Participant may waive the 30-day notice requirement described in the preceding sentence. 7.2 DISTRIBUTION OF ACCOUNTS: [a] Distribution Upon Retirement, Death, Total Disability, or Termination of Employment: If a Participant's Account becomes distributable upon his termination of employment with the County because of retirement, death, total disability or termination of employment for any reason, the Trustee shall pay to him the value of his vested Account as determined under Section 5.1 [b] as of the Valuation Date coincident with or next preceding the date of distribution. The distribution shall be made not later than 180 days after the Participant's termination of employment. Distribution must be made not later than April 1 of the calendar year following the calendar year during which the Participant attains age 70'/z or actually retires, whichever is later. If a Participant's Account becomes distributable because of his death, or if a Participant dies before his entire Account balance has been distributed, his beneficiary shall receive in one single sum cash payment, no later than 180 days after the Participant's death, an amount equal to the remaining value of the Participant's vested Account as of the Valuation Date coincident with or next preceding the distribution. Any death benefit provided through insurance or otherwise shall be incidental within the meaning of Treasury Regulations Section 1.401-1(b)(1)(i). [b] Eligible Rollover Distributions: (1) General Rule: Notwithstanding any provision of the Plan to the contrary that otherwise would limit a Participant's distribution election under this Article, a Participant may elect, at the time and in the manner prescribed by the Board, to have any portion in an eligible rollover distribution paid directly to an eligible retirement plan specified by the Participant in a direct rollover. (2) Definitions: [Al Eligible rollover distribution: An eligible rollover distribution is any distribution of all or any portion of the balance to the credit of the distributee, except that an eligible rollover distribution does not include [i] any distribution that is one of a series of substantially equal periodic payments (not less frequently than annually) made for the life (or life expectancy) of the distributee or the joint lives (or joint life expectancies) of the distributee and the distributee's designated beneficiary, or for a specified period of ten years or more; [ii] any distribution to the extent such distribution is required under Section 401(a)(9) of the Code; [iii] the portion of any distribution that is not includable in gross income (determined without 10 TAX/1356984.2 regard to the exclusion for net unrealized appreciation with respect to employer securities); [iv] any hardship distribution; and [v] any other distribution that is reasonably expected to total Less than $200 during a year. A portion of a distribution shall not fail to be an eligible rollover distribution merely because the portion consists of after-tax employee contributions which are not includible in gross income. However, such portion may be transferred only to an individual retirement account or annuity described in Section 408(a) or (b) of the Code or a Roth individual retirement account or annuity described in Section 408A of the Code, or to a qualified defined contribution plan described in Sections 401(a) or 403(a) of the Code, or to an annuity contract described in Section 403(b) of the Code, and such plan or contract provides for separate accounting for amounts so transferred (and earnings thereon), including separately accounting for the portion of such distribution which is includible in gross income and the portion of such distribution which is not so includible. An eligible rollover distribution shall include any distribution to a designated beneficiary which would be treated as an eligible rollover distribution by reason of Section 402(c)(I1) of the Code, or Sections 403(a)(4)(B), 403(b)(8)(B), or 457(e)(16)(B) of the Code, if the requirements of Section 402(c)(11) of the Code were satisfied. Amounts transferred from a trust under a plan qualified under Section 401(a) of the Code to a nonqualified foreign trust are treated as a distribution from the transferor plan. [13] Eligible retirement plan: An eligible retirement plan is an eligible plan under Section 457(b) of the Code which is maintained by a state, political subdivision of a state, or any agency or instrumentality of a state or political subdivision of a state and which agrees to separately account for amounts transferred into such plan from this Plan, an individual retirement account described in Section 408(a) of the Code, an individual retirement annuity described in Section 408(b) of the Code, an annuity plan described in Section 403(a) of the Code, an annuity contract described in Section 403(b) of the Code, or a qualified plan described in Section 401(a) of the Code, or, a Roth IRA described in Section 408A(b) of the Code, that accepts the distributee's eligible rollover distribution. The definition of eligible retirement plan shall also apply in the case of a distribution to a Surviving Spouse, or to a Spouse or former Spouse who is the alternate payee under a qualified domestic relations order, as defined in Section 414(p) of the Code, or to a non -Spouse Beneficiary (but for a non -Spouse Beneficiary, eligible retirement plan shall be limited to individual retirement accounts and individual retirement annuities). If any portion of an eligible rollover distribution is attributable to payments or distributions from a designated Roth account, an eligible retirement plan with respect to such portion shall include only another designated Roth account of the individual from whose account the payments or distributions were made, or a Roth IRA of such individual. [C] Distributee: A distributee includes an Employee or former Employee. In addition, the Employee's or former Employee's Surviving Spouse and the Employee's or former Employee's Spouse or former Spouse who is the alternate payee under a qualified domestic relations order, and the Employee's or former Employee's non -Spouse Beneficiary, are distributees with regard to the interest of such person. TAX/1356984.2 [c] (3) [i] Non -Spouse Beneficiary Rollover: A designated Beneficiary who is not the Participant's Surviving Spouse is a Distributee with respect to the interest of the designated Beneficiary if the distribution that is otherwise an eligible rollover distribution is made by a direct trustee -to -trustee transfer ("direct rollover") to an individual retirement account described in Section 408(a) of the Code or an individual retirement annuity described in Section 408(b) of the Code, that is established for the purposes of receiving the distribution on behalf of the designated Beneficiary. Distributions from the Plan to a non -Spouse Beneficiary are not eligible for a sixty-day rollover. A non -Spouse Beneficiary may not rollover an amount which is a required minimum distribution. If the Participant dies before the Participant's required beginning date and the non -Spouse Beneficiary rolls over to an individual retirement account the maximum amount eligible for rollover, the non -Spouse Beneficiary may elect to use either the five-year rule or the life expectancy rule set forth in Treasury Regulation Section I.401(a)(9)-3, A-4(c), in determining the required minimum distributions from the individual retirement account that receives the non -Spouse Beneficiary's distribution. [ii] Trust Beneficiary: If the Participant's named Beneficiary is a trust that satisfies the requirements to be a designated Beneficiary under Section 401(a)(9)(E) of the Code, the Plan may make a direct rollover to an individual retirement account on behalf of the trust. [D] Direct rollover: A direct rollover is a payment by the Plan to the eligible retirement plan specified by the distribute. Procedures: The Board may establish procedures for the distribution of eligible rollover distributions, including any limitations on the amount eligible for a rollover distribution, to the extent permitted by law. Mandatory Distributions: In the event of a mandatory distribution greater than $1,000 in accordance with the provisions of Section 7.2[a], if the Participant does not elect to have such distribution paid directly to an eligible retirement plan specified by the Participant in a direct rollover or to receive the distribution directly in accordance with Section 7.2, then the Plan Administrator will pay the distribution in a direct rollover to an individual retirement plan designated by the Plan Administrator. 7.3 MINIMUM DISTRIBUTIONS: Notwithstanding any other provisions of this Article, the following distribution rules will apply: [a] General Rules: (1) The Plan will apply the minimum distribution requirements of Section 401(a)(9) of the Code in accordance with the regulations under Section 401(a)(9) of the Code and the minimum distribution incidental benefit requirement of Section 401(a)(9)(G) of the Code. (2) Limits on Distribution Periods: As of the first distribution calendar year, distributions to a Participant, if not made in a single sum, may only be made over one of the following periods: 12 TAX/1356984.2 [A] the life of the Participant; [B] the joint lives. of the Participant and a designated Beneficiary; [C] a period certain not extending beyond the life expectancy of the Participant; or [D] a period certain not extending beyond the joint life and last survivor expectancy of the Participant and a designated Beneficiary. [b] Time and Manner of Distribution: (1) Required Beginning Date: The Participant's entire interest will be distributed, or begin to be distributed, to the Participant no later than the Participant's required beginning date. (2) Death of Participant Before Distributions Begin: If the Participant dies before distributions begin, the Participant's entire Account will be distributed, or begin to be distributed, no later than as follows: [A] If the Participant's Surviving Spouse is the Participant's sole designated Beneficiary, then, distributions to the Surviving Spouse may, but are not required to, begin by December 31 of the calendar year immediately following the calendar year in which the Participant died, or by December 31 of the calendar year in which the Participant would have attained age 701/2, if later: Alternatively, the Participant's entire interest will be distributed to the designated Beneficiary by December 31 of the calendar year containing the fifth anniversary of the Participant's death. If the Surviving Spouse dies after the Participant, but before distributions to either the Participant or the Surviving Spouse begins, this alternative will apply as if the Surviving Spouse were the Participant. [B] Distributions to the designated Beneficiary may, but are not required to, begin by December 31 of the calendar year immediately following the calendar year in which the Participant died. Alternatively, the Participant's entire interest will be distributed to the designated Beneficiary by December 31 of the calendar year containing the fifth anniversary of the Participant's death. [C] If there is no designated Beneficiary as of September 30 of the year following the year of the Participant's death, the Participant's entire interest will be distributed by December 31 of the calendar year containing the fifth anniversary of .the Participant's death. [D] If the Participant's Surviving Spouse is the Participant's sole designated Beneficiary and the Surviving Spouse dies after the Participant but before distributions to the Surviving Spouse are required to begin, this Section 7.3[b][2], other than Section 7.3[b][2][A], will apply as if the Surviving Spouse were the Participant. For purposes of this Section 7.3[b][2] and Section 7.3[d], unless Section 7.3[b][2][D] applies, distributions are considered to begin on the Participant's required beginning date. If Section 7.3[b][2][D] applies, distributions are considered to begin on the date distributions are required to begin to the Surviving Spouse under Section 7.3[b][2][A]. If distributions under an annuity 13 TAX/ 13569 84.2 [c] (3) purchased from an insurance company irrevocably commence to the Participant before the Participant's required beginning date (or to the Participant's Surviving Spouse before the date distributions are required to begin to the Surviving Spouse under Section 7.3[b][2][A] the date distributions are considered to begin is the date distributions actually commence. Participants and Beneficiaries may elect on an individual basis whether the five- year rule or the life expectancy rule applies to distributions after the death of a Participant who has a designated Beneficiary. The election must be made no later than the earlier of September 30 of the calendar year in which the distribution would be required under the life expectancy rule, or by September 30 of the calendar year that contains the fifth anniversary of the Participant's (or, if applicable, the Surviving Spouse's) death. if neither the Participant nor Beneficiary makes an election, distributions will be made in accordance with the five-year rule. Forms of Distribution: Unless the Participant's interest is distributed in the form of an annuity purchased from an insurance company or in a single -sum on or before the required beginning date, as of the first distribution calendar year distributions will be made in accordance with Sections 7.3[c] and 7.3[d]. If the Participant's interest is distributed in the form of an annuity purchased from an insurance company, distributions thereunder will be made in accordance with the requirements of Section 401(a)(9) of the Code and the regulations. Required Minimum Distributions During Participant's Lifetime: {1) Amount of Required Minimum Distribution For Each Distribution Calendar Year: During the Participant's lifetime, the minimum amount that will be distributed for each distribution calendar year is the lesser of: [A] the quotient obtained by dividing the Participant's Account balance by the distribution period in the Uniform Lifetime Table set forth in Treasury Regulation Section 1.401 (a)(9)-9, Q&A-2, using the Participant's age as of the Participant's birthday in the distribution calendar year; or [B] if the Participant's sole designated Beneficiary for the distribution calendar year is the Participant's Spouse, the quotient obtained by dividing the Participant's Account balance by the number in the Joint and Last Survivor Table set forth in Treasury Regulation Section 1.401(a)(9)-9, Q&A-3, using the Participant's and Spouse's attained ages as of the Participant's and Spouse's birthdays in the distribution calendar year. (2) Lifetime Required Minimum Distributions Continue Through Year of Participant's Death: Required minimum distributions will be determined under this Section 7.3[c] beginning with the first distribution calendar year and continuing up to, and including, the distribution calendar year that includes the Participant's date of death, [d] Required Minimum Distributions After Participant's Death: (1) Death On or After Date Distributions Begin: 14 TAX/1356984.2 [A] Participant Survived by Designated Beneficiary: If the Participant dies on or after the date distributions begin and there is a designated Beneficiary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant's death is the quotient obtained by dividing the Participant's Account balance by the longer of the remaining life expectancy of the Participant or the remaining life expectancy of the Participant's designated Beneficiary, determined as follows: [i] The Participant's remaining life expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. [ii] If the Participant's Surviving Spouse is the Participant's sole designated Beneficiary, the remaining life expectancy of the Surviving Spouse is calculated for each distribution calendar year after the year of the Participant's death using the Surviving Spouse's age as of the Spouse's birthday in that year. For distribution calendar years after the year of the Surviving Spouse's death, the remaining life expectancy of the Surviving Spouse is calculated using the age of the Surviving Spouse as of the Spouse's birthday in the calendar year of the Spouse's death, reduced by one for each subsequent calendar year. [iii] If the Participant's Surviving Spouse is not the Participant's sole designated Beneficiary, the designated Beneficiary's remaining life expectancy is calculated using the age of the Beneficiary in the year following the year of the Participant's death, reduced by one for each subsequent year. [B] No Designated Beneficiary: If the Participant dies on or after the date distributions begin and there is no designated Beneficiary as of the September 30 of the year after the year of the Participant's death, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant's death is the quotient obtained by dividing the Participant's Account balance by the Participant's remaining life expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. (2) Death Before Date Distributions Begin: [A] Participant Survived by Designated Beneficiary: If the Participant dies before the date distributions begin and there is a designated Beneficiary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant's death is the quotient obtained by dividing the Participant's account balance by' the remaining life expectancy of the Participant's designated Beneficiary, determined as provided in Section 7.3[d][1]. Alternatively, the distribution to the designated Beneficiary is not required to begin by the date above if the entire interest is distributed to the designated Beneficiary by the December 31 of the calendar year containing the fifth anniversary of the Participant's death. If the Participant's Surviving Spouse is the Participant's sole designated Beneficiary, and the Surviving Spouse dies after the Participant but before distributions to either the Participant or the Surviving Spouse begin, this alternative will apply as of the Surviving Spouse were the Participant. 15 TAX/1356984.2 Participants and Beneficiaries may elect on an individual basis whether the five- year rule or the life expectancy rules applies to distributions after the death of a Participant who has a designated Beneficiary. The election must be made no later than the earlier of September 30 of the calendar year in which the distribution would be required under the life expectancy rule, or by September 30 of the calendar year that contains the fifth anniversary of the Participant's (or, if applicable, the Surviving Spouse's) death. If neither the Participant or Beneficiary makes an election, distributions will be made in accordance with the five-year rule. [B] No Designated Beneficiary: If the Participant dies before the date distributions begin and there is no designated Beneficiary as of September 30 of the year following the year of the Participant's death, distribution of the Participant's entire interest will be completed by December 31 of the calendar year containing the fifth anniversary of the Participant's death. [C] Death of Surviving Spouse Before Distributions to Surviving Spouse Are Required to Begin: If the Participant dies before the date distributions begin, the Participant's Surviving Spouse is the Participant's sole designated Beneficiary, and the Surviving Spouse dies before distributions are required to begin to the Surviving Spouse under Section 7.3[b][2][A], this Section 7.3[d][2] will apply as if the Surviving Spouse were the Participant. [e] Definitions: (1) Designated Beneficiary: The individual who is designated as the Beneficiary of the Participant's Account under the Plan and who is the designated Beneficiary under Section 401(a)(9) of the Code and Treasury Regulation Section 1,401(a)(9) 4. (2) Distribution Calendar Year: A calendar year for which a minimum distribution is required. For distributions beginning before the Participant's death, the first distribution calendar year is the calendar year immediately preceding the calendar year which contains the Participant's required beginning date. For distributions beginning after the Participant's death, the first distribution calendar year is the calendar year in which distributions are required to begin under Section 7.3[b][2]. The required minimum distribution for the Participant's first distribution calendar year will be made on or before the Participant's required beginning date. The required minimum distribution for other .distribution calendar years, including the required minimum distribution for the distribution calendar year in which the Participant's required beginning date occurs, will be made on or before December 31 of that distribution calendar year. (3) Life Expectancy: Life expectancy as computed by use of the single life table in Treasury Regulation Section 1.401(a)(9)-9, Q&A-1. (4) Participant's Account Balance: The Account balance as of the last valuation date in the calendar year immediately preceding the distribution calendar year (valuation calendar year) increased by the amount of any contributions made and allocated or forfeitures allocated to the Account as of dates in the valuation calendar year after the valuation date and decreased by distributions made in the valuation calendar year after the valuation date. The Account balance for the valuation calendar year includes any amounts rolled 16 TAi /1356984,2 Lt] (5) over or transferred to the Plan either in the valuation calendar year or in the distribution calendar year if distributed or transferred in the valuation calendar year. • Required Beginning Date: The required beginning date of a Participant is April 1 of the calendar year following the later of the calendar year in which the Participant attains age 701/2 or the calendar year in which the Participant retires. TEFRA Section 242(b)(2) Elections: Notwithstanding the other requirements of this Section 7.3, distributions may be made under a designation made before January 1, 1984, in accordance with Section 242(b)(2) of the Tax Equity and Fiscal Responsibility Act (TEFRA) and the provisions of the Plan that relate to Section 242(b)(2) of TEFRA. 7.4 DISPOSITION OF FORFEITABLE ACCOUNT ON TERMINATION OF EMPLOYMENT: If a Participant's employment is terminated for any reason other than retirement, death, or total disability, while any part of his Account in the Trust Fund is forfeitable, then that portion of his Account which is forfeitable shall be forfeited by him upon distribution of his vested Account. Any amount forfeited shall remain in the Trust Fund and shall be applied to the payment of Plan expenses with any excess applied to reduce the County contributions for the Plan Year in which it is forfeited as provided under Section 4.1. A Participant who terminates employment with no vested Account will be deemed to have received a distribution as of the date the Participant terminates employment and the Participant's nonvested Account will be forfeited as of the date the Participant terminates employment. 7.5 NONALIENATION OF BENEFITS: Except for assignments for child support purposes as provided for in sections 14-10-118(1) and 14-14-107, C.R.S. as they existed prior to July 1, 1996, and except for income garnishments for child support purposes pursuant to section 14-14-111, C.R.S., for writs of garnishment that are the result of a judgment taken for arrearages for child support or for child support orders or for child support debt, and for payments made in compliance with a properly executed court order approving a written agreement entered into pursuant to section 14-10-113(6), C.R.S., none of the moneys, funds, individual accounts, or other benefits specified in this Plan shall be assignable either in law or in equity or be subject to execution, levy, attachment, garnishment, or other legal process. 7.6 LOANS TO PARTICIPANTS: [a] General Rules: The Board, in accordance with a uniform and non-discriminatory policy, may direct the Trustee to make a loan to any Participant who makes a written request for a loan in accordance with the loan policies adopted by the Board. Procedures and rules regarding Participant loans will be promulgated by the Board. No loan to a Participant may exceed one half of the Participant's vested Account balance. In addition, a loan, when added to the outstanding balance of all other loans to the Participant from this and any other qualified Plan maintained by the County, may not exceed $50,000 less the excess of the highest outstanding balance of loans from the Plan during the one-year period ending on the day before such loan is made over the outstanding balance of loans from the Plan on the day such loan is made. For purposes of the loan limits described above, all plans of the County will be treated as one plan. An assignment or pledge of any portion of the Participant's interest in the Plan and any loan, pledge, or assignment of any insurance contract purchased under the Plan will be treated as a loan under this Section. [b] Security and Interest: All loans will be adequately secured and will bear a rate of interest to be determined by the Board that shall be considered reasonable on the date the loan was made. A 17 TAX113569542 Cel Participant loan will be considered an investment of the Account of the Participant requesting the loan and interest paid on a loan will be allocated to the Account of the Participant -borrower. Repayment of Loan: Any loan must be repaid in level payments of principal and interest at least quarterly within the term of the loan or on the occurrence of an event that renders the Participant's Account distributable, whichever occurs first. If a Participant does not repay a loan within the time prescribed, in addition to enforcing payment through any legal remedy, the Board may instruct the Trustee to deduct the total amount of the loan and any unpaid interest due on it from the Participant's Account when the Account becomes distributable under the Plan. The term of the loan may not extend beyond five years from the date of the loan unless the loan is used to acquire a dwelling unit which within a reasonable time (determined at the time the loan is made) will be used as the principal residence of the Participant. Loans will be suspended as permitted under Code Section 414(u). 7.7 QUALIFIED DOMESTIC RELATIONS ORDERS: The Board will establish reasonable procedures for determining the qualified status of a domestic relations order pursuant to Section 14-10-113(6), C.R.S. Such procedures: (1) will be in writing; (2) will provide that each person specified in a domestic relations order as entitled to payment of plan benefits will be notified of the procedures promptly upon receipt of the order by the Plan; and (3) will permit an alternate payee to designate a representative for receipt of copies of notices that are sent to the alternate payee. Within a r easonable period of time after receipt of an order, the Board will determine if the order is a qualified domestic relations order and will notify the Participant and each alternate payee of the determination. During any period in which the issue of whether a domestic relations order is a qualified domestic relations order is being determined, the Board will segregate, in a separate account, the amounts that would have been payable to the alternate payee during the period if the order had been determined to be a qualified domestic relations order. If, within 18 months the order is determined not to be a qualified domestic relations order or the issue as to whether the order is a qualified domestic relations order is not resolved, then the Board will pay under the terms of the Plan the segregated amounts to the person or persons who would have been entitled to those amounts if there had been no order. If the Board acts in accordance with the provisions of the Plan, then the Plan's obligation to the Participant and each alternate payee is discharged to the extent of any payment made. ARTICLE 8 ADMINISTRATION 8.1 APPOINTMENT OF BOARD: The Board shall consist of 5 members with staggered 4 year terms. One member shall be the County Treasurer of Pitkin County. Two of the members shall be nonelected County employees elected by participating employees under procedures specified by the 18 TAX/ 1356984.2 Board of County Commissioners and the other two members shall be registered electors of the County appointed by the Board of County Commissioners. The Board of County Commissioners may remove any Board member other than the County Treasurer for failure to discharge his official duties and responsibilities as defined in the plan. Any vacancy occurring on the Board because of resignation, removal or death shall be filled for the remainder of the term of such member by appointment by the Board of County Commissioners. 8.2 ORGANIZATION AND OPERATION OF BOARD: The Board may adopt such procedures as it deems desirable for the conduct of its affairs, provided, however, that the following rules and procedures shall apply: [a] The Board shall act only by a majority vote of the entire Board, such action to be properly documented in writing and filed with the County Clerk and Recorder. [b] The Board shall meet at least quarterly. All meetings of the Board shall be open to the Employees and to the public. [c] The Board shall comply with all applicable State, Local and Federal laws. [d] The Board shall furnish each Plan Participant with a report of the value of his Account, including earnings, at least annually. [e] The Board shall annually report to the Employees the status, including contributions and disbursements, of each account defined in this Plan. 8.3 INFORMATION TO BE MADE AVAILABLE TO BOARD: To enable the Board to perform all of its duties under the Plan, the County shall provide the Board with access to the information that is available in County records for each Employee as the Board may require. Information not in the County records may be obtained from the participants. The Board, and the County may rely on and shall not be liable because of any information that an Employee provides, either directly or indirectly. 8.4 GENERAL DUTIES AND POWERS OF BOARD: The Board shall decide all questions arising in the administration, interpretation, and application of the Plan and Trust, including all questions relating to eligibility, vesting, and distribution, except as may be reserved under this Plan to the County or the Board of County Commissioners. The Board from time to time shall direct the Trustee concerning the payments to be made out of the Trust Fund pursuant to the Plan. All notices, directions, information, and other communications to and from the Board shall be in writing. 8.5 EMPLOYMENT OF ADVISERS AND PERSONS TO CARRY OUT RESPONSIBILITIES: The Board may employ one or more persons to render advice with regard to any responsibility the Board has under the Plan and may employ one or more persons to carry out any of his responsibilities under the Plan. 8.6 KEEPING OF RECORDS: The Board shall keep a record of all of its proceedings and shall keep all such books of account, records, and other data as may be necessary or advisable in its judgment for the administration of this Plan and Trust, including records to reflect the affairs of this Plan, to determine the amount of vested and/or forfeitable interests of the respective Participants, and to determine the amount of all benefits payable under this Plan. The Board shall maintain separate accounts for each Participant as provided under Section 5.1. Subject to the requirements of law, any person dealing with the Board may rely on, and shall incur no liability in relying on, a certificate or memorandum in writing signed by the Board as evidence of any action taken or resolution adopted by the Board. 19 TAX/I356984,2 8.7 COMPENSATION AND EXPENSES: [a] General: All Plan expenses shall be paid by the Plan first by application of forfeitures under Section 7.4; second by application of net earnings on Plan investments, and then from County contributions; provided, however, that the County, in its discretion, may elect to pay directly all or any part of such Plan expenses. [b] Compensation and Expenses of Board and Trustees: No Board Member or Trustee shall receive any compensation from the Plan, except for reimbursement of expenses properly and actually incurred. [c] Compensation of Trustee: A Trustee who is not a full-time Employee of the County shall be entitled to such compensation for its services as the Board and the Trustee mutually shall determine. [d] Compensation of Persons Retained or Employed by Fiduciary: The compensation of all agents, counsel, or other persons retained or employed by the Board or by the Trustee shall be determined by the Board of Trustees provided that a person who is a full-time employee of the County shall receive no compensation from the Plan. 8.8 CLAIMS PROCEDURE: [a] Filing and Initial Determination of Claim: Any Participant, beneficiary, or his duly authorized representative may file a claim for a Plan benefit to which the claimant believes that he is entitled. Such a claim must be in writing and delivered to the Board in person or by certified mail, postage prepaid. Within 90 days after receipt of such claim, the Board shall send to the claimant by certified mail, postage prepaid, notice of the granting or denying, in whole or in part, of such claim, unless special circumstances require an extension of time for processing the claim. In no event may the extension exceed 90 days from the end of the initial period. If such extension is necessary, the claimant will be given a written notice to this effect prior to the expiration of the initial 90-day period. The Board shall have full discretion to deny or grant a claim in whole or in part. If notice of the denial of a claim is not furnished in accordance with this paragraph [a], the claim shall be deemed denied and the claimant shall be permitted to exercise his right of review pursuant to paragraphs [b] and [c] of this Section. [b] Request for Review of Claim Denial: Within 60 days after receipt by the claimant of written notification of the denial in whole or in part of his claim, the claimant or his duly authorized representative, upon written application to the Board in person or by certified mail, postage prepaid, may request a review of such denial, may review pertinent documents, and may submit issues and comments in writing. Upon its receipt of the request for review, the Board shall notify the Board of County Commissioners of the request. [c] Claims Reviewer: Upon its receipt of notice of a request for review, the Board of County Commissioners shall appoint a person other than the Board to be the claims reviewer. The Board shall deliver to the claims reviewer all documents pertinent to the review. The claims reviewer shall make a prompt decision on the review. The decision on review shall be written in a manner calculated to be understood by the claimant, and shall include specific reasons for the decision and specific references to the pertinent Plan provisions on which the decision is based. The decision on review shall be made not later than 60 days after the Board's receipt of a request for a review, unless special circumstances require an extension of time for processing, in which case a decision shall be rendered not later than 120 days after receipt of a request for review. If such 20 TAX/1356984.2 extension is necessary, the claimant shall be given written notice of the extension prior to the expiration of the initial 60-day period. If notice of the decision on the review is not furnished in accordance with this paragraph [c], the claim shall be deemed denied and the claimant shall be permitted to exercise his right to legal remedy pursuant to paragraph [d] of this Section. [d] Legal Remedy: After exhaustion of the claims procedure as provided under this Plan, nothing shall prevent any person from pursuing any other legal remedy. ARTICLE 9 POWERS AND DUTIES OF THE TRUSTEE 9.1 INVESTMENT OF TRUST FUND: [a] Duties of Trustee: The duty of the Trustee is to hold in trust the funds it receives. The Trustee shall have exclusive authority and discretion to manage and control the assets of the Plan and to manage, invest and reinvest the Trust Fund and the income from it under this article, without distinction between principal and income. The Trustee shall be responsible only for the sums it actually receives as Trustee. The Trustee shall have no duty to collect any sums from the Board. [b] Powers of Trustee: The Trustee shall have the power to invest and/or reinvest any and all money or property of any description at any time held by it and constituting a part of the Trust Fund, without previous application to, or subsequent ratification of, any court, tribunal or commission, or any federal or state governmental agency. The Trustees shall be governed by the standard for investments prescribed in Colorado Revised Statutes Section 15-1-304. The Trustee may invest in real property and all interests in real property, in bonds, notes, debentures, mortgages, commercial paper, preferred stocks, common stocks, or other securities, rights, obligations or property, real or personal, including shares or certificates of participation issued by regulated investment companies or regulated investment trusts, shares or units of participation in qualified common trust funds, in qualified pooled funds, or in pooled investment funds of an insurance company qualified to do business in the state; provided, however, that the aggregate amount invested in corporate stocks or corporate bonds, notes or debentures that are convertible into corporate stock .or in investment trust shares, shall not exceed the limit specified in Colorado Revised Statutes Section 24-51-206(3). [c] Participant Investment Directions: (1) '1'AX/1356984.2 General Rules. Each Participant may direct investment of their Account in categories of investments permitted by law and in accordance with the rules and procedures for Participant investment direction established by the Board. The rules may specify the percentage of a Participant's Account that may be invested at the Participant's direction, and any portion of a Participant's Account that will remain subject to investment direction by the Board. The Board and the Trustee will be under no duty to question any investment direction by a Participant, or to make suggestions to the Participant with respect to Participant directed investments. If a Participant fails to direct the Trustee as to the investment of any portion of the Participant's Account, that portion of the Account will be invested at the Board's discretion until effective investment directions are received. The right to direct investments under this Section will be the sole and exclusive investment power granted to Participants. The exercise of investment direction by a Participant will not cause the Participant to be a fiduciary, and neither the Trustee, Board, 21 nor the County will be liable for any loss that results from exercise of investment direction by a Participant. (2) Investment Funds. The Trustee may offer investment funds that may include fixed income obligations, such as savings accounts, certificates of deposit, and fixed income government and corporate obligations. The investment categories also may include common stock, real property, notes, mortgages, commercial paper, preferred stocks, mutual funds, or other securities, rights, obligations, or property, real or personal, including shares of certificates of participation issued by regulated investment trusts and shares or units of participation in qualified common trust funds or pooled funds. Participant Accounts in investment categories offered by the Trustee may be commingled. Investment categories may not include collectibles within the meaning of Code Section 408(m). 9.2 ADMINISTRATIVE POWERS OF THE TRUSTEE: Subject to the requirements imposed by law, the Trustee shall have all powers necessary or advisable to carry out the provisions of this Plan and Trust and all inherent, implied, and statutory powers now or subsequently provided by law, including specifically the power to do any of the following: [a] to cause any securities or other property to be registered and held in its name as Trustee, or in the name of one or more of its nominees, without disclosing the Fiduciary capacity, or to keep the same in unregistered form payable to bearer; [b] to sell, grant options to sell, exchange, pledge, encumber, mortgage, deed in trust, or use any other form of hypothecation, or otherwise dispose of the whole or any part of the Trust Fund on such terms and for such property or cash, or part cash and credit, as it may deem best; to retain, hold, maintain, or continue any securities or investments which it may hold as part of the Trust Fund for such length of time as it may deem advisable; and generally, in all respects, to do all things and exercise each and every right, power and privilege in connection with and in relation to the Trust Fund as could be done, exercised or executed by an individual holding and owning such property in absolute and unconditional ownership; [c] to abandon, compromise, contest, and arbitrate claims and demands; to institute, compromise, and defend actions by law (but without obligation to do so); in connection with such powers, to employ counsel as the Trustee shall deem advisable; and to exercise such powers all at the risk and expense of the Trust Fund; [d] to borrow money for this Trust upon such terms and conditions as the Trustee shall deem advisable, and to secure the repayment of such by the mortgage or pledge of any assets of the Trust Fund; [e] to vote in person or by proxy any shares of stock or rights held in the Trust Fund; to participate in and to exchange securities or other property in reorganization, liquidation, or dissolution of any corporation, the securities of which are held in the Trust Fund; and If] to pay any amount due on any loan or advance made to the Trust Fund, to charge against and pay from the Trust Fund all taxes of any nature levied, assessed, or imposed upon the Trust Fund, and to pay all reasonable expenses and attorney fees necessarily incurred by the Trustee with respect to any of the foregoing matters. 22 TAX/1356984.2 9.3 ADVICE OF COUNSEL: The Trustee may consult with legal counsel, who may be counsel for the County, or Trustee's own counsel, with respect to the meaning or construction of the Plan and Trust or Trustee's obligations or duties. The Trustee shall be protected from any responsibility with respect to any action taken or omitted by it in good faith pursuant to the advice of such counsel, to the extent permitted by law. 9.4 RECORDS AND ACCOUNTS OF THE TRUSTEE: The Trustee shall keep all the records and accounts that may be necessary in the administration and conduct of this Trust. The Trustee's records and accounts shall be open to inspection by the County and the Board at all reasonable times during business hours. All income, profits, recoveries, contributions, forfeitures, and any and all moneys, securities, and properties of any kind at any time received or held by the Trustee shall be held for investment purposes as a commingled Trust Fund. Separate accounts or records may be maintained for operational and accounting purposes, but no such account or record shall be considered as segregating any funds or property from any other funds or property contained in the commingled fund, except as otherwise provided. After the close of each year of the Trust, the Trustee shall render to the County and the Board a statement of assets and liabilities of the Trust Fund for such year. 9.5 APPOINTMENT, RESIGNATION, REMOVAL AND SUBSTITUTION OF TRUSTEE: The Board may serve as Trustee or may appoint a Trustee or Trustees, each of which shall hold office until resignation or removal by the Board. The Trustee may resign at any time upon 30 days' written notice to the Board. The Trustee may be removed at any time by the Board upon 30 days' written notice to the Trustee with or without cause. Upon resignation or removal of the Trustee, the Board, shall appoint a successor trustee which shall have the same powers and duties as are conferred upon the Trustee appointed under this Plan. The resigning or removed Trustee shall deliver to its successor trustee all property of the Trust Fund, less a reasonable amount necessary to provide for its compensation, expenses, and any taxes or advances chargeable or payable out of the Trust Fund. If the Trustee is an individual, death shall be treated as a resignation, effective immediately. If any corporate Trustee at any time shall be merged or consolidated with, or shall sell or transfer substantially all of its assets and business to another corporation, whether state or federal, or shall be reorganized or reincorporated in any manner, then the resulting or acquiring corporation shall be substituted for such corporate Trustee without the execution of any instrument and without any action upon the part of the Board, any Participant or beneficiary, or any other person having or claiming to have an interest in the Trust Fund or under the Plan. 9.6 APPOINTMENT OF TRUSTEE --ACCEPTANCE IN WRITING: The Trustee shall accept its appointment as soon as practical by executing this Plan or by delivering a signed document to the Board. The Board shall appoint a new Trustee if the Trustee fails to accept its appointment in writing. 9.7 INVESTMENT MANAGER: If the Board so directs, the Trustee shall appoint an Investment Manager to assume powers or responsibilities for the investment and management of assets of the Plan. The Investment Manager shall assume full liability for all duties and powers assigned to him and shall be subject to the fiduciary standards and responsibilities imposed by law. The Trustees shall not be liable for acts or omissions of the Investment Manager nor shall the Trustees be under an obligation to manage any assets of the Plan that are subject to the management of an Investment Manager. Nothing in this paragraph shall relieve any Trustees of any liability under the Plan for any act or omission of the Trustees. The Investment Manager shall be a fiduciary [a] who has the power to manage, acquire, or dispose of any assets of a Plan; [b] who is [1] registered as an investment adviser under the Investment Advisers Act of 1940; [2] a bank, as defined in that Act; or [3] an insurance company qualified to perform services described in [a] under the laws of more than one state; and [c] who has acknowledged in writing that he is a fiduciary with respect to the Plan. 23 TAX/1356984.2 ARTICLE 10 CONTINUANCE, TERMINATION, AND AMENDMENT OF PLAN AND TRUST 10.1 TERMINATION OF PLAN AND TRUST: [a] General Rules: The expectation of the County is to continue this Plan and Trust indefinitely, but the continuance of the Plan and Trust is not assumed as a contractual obligation by the County, and the right is reserved to the County, by action of the Board of County Commissioners, to terminate this Plan and/or Trust in whole or in part at any time. Such termination by the County in no event shall have the effect of revesting any part of the Trust Fund in the County. Notice of such termination shall be given to the Trustee and the Board in the form of an instrument in writing executed by the County pursuant to the action of the Board of County Commissioners. In its discretion the Board may request a favorable determination letter from the Internal Revenue Service stating that the prior qualified status of the Plan has not been affected by such termination. Termination of the Plan and/or Trust shall take effect as of the date of the delivery of the notice of termination and favorable determination letter, if obtained, to the Trustee. [b] Termination of Plan and Continuance of Trust: The County, by action of the Board of County Commissioners, may terminate this Plan but retain the assets of the Trust Fund and pay them under the terms of the Plan as if no Plan termination had occurred. In its discretion the Board may request a favorable determination letter from the Internal Revenue Service stating that the prior qualified status of the Plan and Trust has not been affected by the termination. The termination of the Plan shall take effect as of the date specified by the Board of County Commissioners. If the Plan is terminated under this paragraph, the Trust shall continue until the earlier of such time as all assets of the Trust are distributed, or the Board of County Commissioners terminates the Trust under Section 10.1 [a]. 10.2 MERGER, CONSOLIDATION, OR TRANSFER OF ASSETS OR LIABILITIES OF THE PLAN: The Board of County Commissioners may merge or consolidate this Plan with any other plan or may transfer the assets or liabilities of the Plan to or from any other plan. After approval by the Internal Revenue Service, the Board of County Commissioners transferred to a qualified defined contribution plan established by the Roaring Fork Transportation Authority the Account of any Participant who transferred employment from the County to the Roaring Fork Transportation Authority, including the unvested portion. Thereafter, each such Participant's Account was subject to the terms of the Roaring Fork Transportation Authority Plan. After such transfer, such Participant ceased to have any further interest or participation in the Trust Fund or any subsequent accruals or contributions to the Trust Fund. Such transfer did not result in a partial termination of the Plan. 10.3 DISTRIBUTION UPON TERMINATION OF TRUST: If the Trust is terminated under this article, the Trustee shall determine the value of the Trust Fund and of the respective interests of the Participants and beneficiaries under Article 5 as of the business day next following the date of such termination. The Trustee then shall transfer to each Participant or beneficiary the net balance of the Participant's Account. 10.4 AMENDMENTS TO PLAN AND TRUST: At any time the County may amend this Plan and Trust by action of the Board with the approval of the County Board of Commissioners, provided that no amendment shall cause the Trust Fund to be diverted to purposes other than for the exclusive benefit of 24 TAX! € 356984.2 the Participants and their beneficiaries. No amendment shall decrease the vested interest of any Participant. Notwithstanding anything in this Plan and Trust to the contrary, the Plan and Trust may be amended at any time to conform to the provisions and requirements of federal and state law with respect to employees' trusts or any amendments to such laws or regulations or rulings issued pursuant to them. No such amendment shall be considered prejudicial to the interest of any Participant or beneficiary under this Plan. ARTICLE 11 MISCELLANEOUS 11.1 BENEFITS TO BE PROVIDED SOLELY FROM THE TRUST FUND: All benefits payable under this Plan shall be paid or provided solely from the Trust Fund, and the County assumes no liability or responsibility for payment of benefits. 11.2 NOTICES FROM PARTICIPANTS TO BE FILED WITH BOARD: Whenever provision is made in the Plan that a Participant may exercise any option or election or designate any beneficiary, the action of such Participant shall be evidenced by a written notice signed by the Participant and delivered to the Board in person or by certified mail. If a form is furnished by the Board for such purpose, a Participant shall give written notice of his exercise of any option or election or of his designation of any beneficiary on the form provided for such purpose. Written notice shall not be effective until received by the Board. 11.3 TEXT TO CONTROL: The headings of articles and sections are included solely for convenience of reference. If any conflict between any heading and the text of this Plan and Trust exists, the text shall control. 11.4 SEVERABILITY: If any provision of this Plan and Trust is illegal or invalid for any reason, such illegality or invalidity shall not affect the remaining provisions. On the contrary, such remaining provisions shall be fully severable, and this Plan and Trust shall be construed and enforced as if such illegal or invalid provisions never had been inserted in this Plan and Trust. 11.5 JURISDICTION: This Plan shall be construed and administered under the laws of the State of Colorado when the laws of that jurisdiction are not in conflict with federal substantive law. 11.6 PLAN FOR EXCLUSIVE BENEFIT OF PARTICIPANTS: REVERSION PROHIBITED: This Plan and Trust has been established for the exclusive benefit of the Participants and their beneficiaries. Under no circumstances shall any funds contributed to or held by the Trustee at any time revert to or be used by or enjoyed by the County, except to the extent permitted by law. IN WITNESS WHEREOF, the parties to thi agree vent have executed this document by their duly authorized officers, this 5day of 2013. (Corporate Seal) PITKIN COUNTY, COLORADO ATTEST: By: TAX/1356984.2 25 Secretary PITKIN COUNTY PUBLIC EMPLOYEES' RETIREMENT BOARD By: Chairman TRUSTEE: PITKIN COUNTY EMPLOYEES' RETIREMENT BOARD By: / 26 TAX/1356984.2 Chairman