Loading...
HomeMy WebLinkAboutRES.1717.10-15-2001BILL NO. 2001-214 RESOLUTION NO. I „11 A A RESOLUTION ADOPTING A FLEXIBLE BENEFITS PLAN WITH AMERICAN FAMILY LIFE ASSURANCE COMPANY (AFLAC), FOR THE CITY OF CAPE GIRARDEAU, MISSOURI WHEREAS, the City of Cape Girardeau, Missouri, wishes to adopt a cafeteria plan within the context of Section 125 of the Internal Revenue Code for the benefit of the City's eligible employees. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS: ARTICLE 1. That the City of Cape Girardeau, Missouri, hereby adopts the Flexible Benefits Plan with American Family Life Assurance Company (AFLAC) (consisting of the flexible benefits plan documents, the Adoption Agreement and component benefit plans and Policies, copies of which are attached hereto as Exhibit "A") for the City of Cape Girardeau, Missouri, effective as of the date specified in the Adoption Agreement. ARTICLE 2. That the City Manager, or his designee may, without a further resolution, execute the Adoption Agreement and any related documents or amendments which may be necessary or appropriate to adopt the plan or maintain its compliance with applicable federal, state and local laws. PASSED AND ADOPTED THIS. DAY OF �'�', , 20 ATTEST: Gayle Conrad, City Clerk -III l' iAL —AL iv ADMINISTRATIVE SERVICES The #1 Provider of Cafeteria Plan Services 08-10-01 DANIEL WARD CITY OF CAPE GIRARDEAU 401 INDEPENDENCE CAPE GIRARDEAU, MO 63703 Dear DANIEL WARD: Welcome to AFLAC's FLEX ONE Cafeteria Program. Enclosed in this packet are the necessary forms to establish a cafeteria plan with the assistance of FLEX ONE . 1) Flexible Benefits Plan Document - containing the Adoption Agreement and Table of Contents. Each separate document should be executed and one copy sent to AFLAC FLEX ONE for our records. 2) Corporate Resolution - to be executed and kept by employer. 3) Summary Plan Description - one copy should be distributed to each eligible employee (regardless of whether they actually choose to participate) by the employer. 4) Once the Plan is in Operation - pertinent information. You should carefully review the Flexible Benefits Plan Document and Summary Plan Description to verify that all of the information concerning benefits offered; eligibility, plan administration and funding have been correctly produced. Due to the complexity of cafeteria plans, we recommend that you consult with your accountant, attorney or other tax advisor concerning the plan provisions, administration and operation before o executing the plan documents. You should note that these documents are documents typical of a plan intended to qualify as a Section 125 cafeteria plan with the terms and conditions thereof, and that they li= may need to be modified to conform to your individual circumstances. AFLAC has developed these documents with legal counsel and it is AFLAC's intent and belief that the documents in form satisfy the requirements of Code Section 125. However, AFLAC is not in w the business of offering legal counsel or tax advice, and thus AFLAC cannot and does not make any LO C) representations about the legal or tax effect of these documents upon any particular employer. C) Therefore, it is each employer's responsibility to determine, with the assistance of the employer's own Mr C) C) C) AMEND97A.3 AFLAC Administrative Services • FLEX ONE* • A Service of American Family Life Assurance Company of Columbus (AFLAC) Worldwide Headquarters: 1932 Wynnton Road • Columbus, Georgia 31999 • 800/3235391 legal counsel, the suitability of these particular documents and the legal and tax effect of these plan documents upon the employer and its employees. Since AFLAC has no control over your subsequent modification and/or administration of the Plan, and the Internal Revenue Service will not render an opinion as to a plan's qualified status under IRS Code Section 125, AFLAC makes no representation (express or implied) as to your Plan's qualification under IRS Code Section 125 and related provisions as it is adopted and subsequently amended: Furthermore, you as sponsoring employer bear sole responsibility for amending your plan (as necessary) to comply with future tax law changes, for meeting all reporting and disclosure requirements imposed by federal law, and for the daily administration of your plan. If your Company is related to any other company through stock ownership or otherwise (e.g., partnership, relatives owning other company, etc.), you may need to consider the employees of the affiliated company for purposes of nondiscrimination testing even if the affiliated company does not adopt this plan, or adopts an entirely separate plan. In addition, if the requirements of IRS Code Section 414(b), (c), (m) or (o) are satisfied, the employees of the affiliated company may be able to participate in this plan. You should consult with your tax advisor concerning the potential impact of IRS Code Section 414(b), (c), (m) and (o). Please note that your cafeteria plan will not be effective until your plan is adopted, and the Plan Documents must be signed PRIOR TO THE EFFECTIVE DATE. Once you have executed the Flexible Benefits Plan Document and Corporate Resolution, if applicable, you need to send an executed copy of the Adoption Agreement to FLEX ONE so your adoption of the cafeteria plan can be verified. Note that while the Plan and related documents are copyrighted, AFLAC gives you limited permission to copy the documents as necessary for distribution to your employees for use solely in the operation of your own cafeteria plan. FLEX ONE will send you an Employer's Administration Manual which details your responsibilities as Plan Administrator of your cafeteria plan. AFLAC will make its best efforts to provide employers information from time to time about developments concerning Section 125 plans. However, for reasons stated above, it is the employer's responsibility to maintain the qualified status of the Section 125 plan, in form and in operation. Should you have any questions concerning the FLEX ONE Cafeteria Program, you may contact us at 1-800-323-5391 between the hours of 8:30 a.m. and 7 p.m. Eastern time, Monday through Friday. Sincerely, Robert M. Ottman Second Vice President FLEX ONE Administration AMEND97A.3 ONCE THE PLAN IS IN OPERATION Compliance with Certain Legal Requirements summarized in the [checklist of Plan Sponsor responsibilities included in the Plan Document Request form] is the responsibility of each Flex One Plan Sponsor. If you have questions with these requirements please consult with your Legal or Tax Advisor. Some of the applicable legal requirements are highlighted below: New Employees should be enrolled into the Cafeteria Plan as they become eligible and satisfy any applicable waiting period by distributing a Summary Plan Description (SPD) and Salary Redirection Agreement to them at least thirty (30) days prior to their eligibility and notifying your AFLAC representative as to their eligibility. (Note: if your employees are eligible to participate as of the date they commence employment, you need to distribute the SPD and Salary Redirection Agreement to them on their first day of work, and require that they enroll as soon as possible (generally during the next thirty (30) days). Pre-tax benefit elections should only be effective prospectively after the election is made. Rehired Employees who are rehired within 30 days or less of the date of termination of employment will be reinstated with the same election(s) such individuals had before termination. If a former employee is rehired more than 30 days following termination of employment and is otherwise eligible to participate in the Plan, the individual may make a new election. Benefit Election Changes employees generally cannot change their election to participate in the Pre-tax Premium payment option or vary the Pre-tax Premiums they have selected. Employees may change their elections for Pre-tax Premiums only during the Annual Enrollment Period, and then, only for the coming Plan Year. There are several important exceptions to this general rule: employees may change or revoke their previous election for Pre-tax premiums during the Plan Year if they file a written request for change with the Plan Administrator within 30 days of any of the following events. 1) A Change in Status will enable a current participant to change or terminate a Salary Redirection Agreement. It will also enable an employee who is otherwise eligible to be a participant, but who failed to complete a Salary Redirection Agreement during the enrollment period, to become a participant and file a Salary Redirection Agreement. However, the election under the new Salary Redirection Agreement must be made on account of and correspond with the Change in Status. As a general rule, this means the event must impact coverage eligibility under an employer plan. [The specific consistency requirements are described in more detail in the Plan document]. For this purpose, a Change in Status is limited to the following: (a) Legal Marital Status: A change in a Participant's legal marital status, including marriage, death of a Spouse, divorce, legal separation or annulment; (b) Change in Number of Tax Dependents: A change in the Participant's number of tax Dependents, including the birth of a child, the adoption or placement for adoption of a Dependent, or the death of a Dependent. (c) Change in Employment Status: Any change in employment status of the Participant, the Participant's Spouse or the Participant's Dependents that affects benefit eligibility under a cafeteria N plan (including this Plan) or other employee benefit plan (including the Benefit Plan(s) or Policy(ies) of the employer of the Participant, the Spouse or Dependents. Such events include any of the following changes in the employment status of the Participant, the Participant's Spouse or the Participant's Dependent: termination or commencement of employment, a strike or lockout, a commencement of or return from an unpaid leave of absence, a change in worksite, switching from salaried to hourly paid, union to non union, or part-time to full time; incurring a reduction or increase in hours of employment or any other similar change which makes the individual become (or cease to be) eligible for a particular C,) employee benefit. � r Lo 1 C) _ 0 PROC297B.4 (d) Dependent Eligibility Requirements: An event that causes a Participant's Dependent to satisfy or cease to satisfy the Dependent eligibility requirements for a particular benefit, such as attaining a specified age, getting married, or ceasing to be a Student; (e) Change in Residence: A change in the place of residence of the Participant, the Participant's Spouse or the Participant's Dependent. 2) Special HIPAA Enrollment Rights. If a Participant, a Participant's Spouse or a Participant's Dependent is entitled to special enrollment rights under a group health plan, as required by HIPAA, and medical coverage was declined under the group health plan because of outside medical coverage and eligibility for such coverage is subsequently lost due to legal separation, divorce, death, termination of employment, reduction in hours, or exhaustion of the maximum COBRA period, or a new Dependent is acquired as a result of marriage, birth, adoption, or placement for adoption, then a Participant may revoke a prior election for health or accident coverage and make a new election (including salary redirection election), provided that the election corresponds with such special enrollment right. For purposes of this provision: i) an election to add previously eligible Dependents as a result of the acquisition of a new Spouse or Dependent child shall be considered to be consistent with the special enrollment right; and ii) a HIPAA special enrollment election attributable to the birth or adoption of a new Dependent child may, subject to the provisions of the underlying group health plan, be effective retroactively (up to 30 days). 3) Certain Judgments, Decrees and Orders. If a judgment, decree, or order (an "Order") resulting from a divorce, legal separation, annulment or change in legal custody (including a qualified medical child support order) requires accident or health coverage for a Participant's Dependent child (including a foster child who is a Dependent of the Participant), a Participant may: i) change his or her election to provide coverage for the Dependent child (provided that the Order requires the Participant to provide coverage), or ii) change his or her election to revoke coverage for the Dependent child if the Order requires that another individual (including the Participant's Spouse or former Spouse) provide coverage under that individual's plan. 4) Medicare and Medicaid. If a Participant, a Participant's Spouse, or a Participant's Dependent who is enrolled in a health or accident benefit under this Plan becomes entitled to Medicare or Medicaid, the Participant may prospectively reduce or cancel the health or accident coverage of the person becoming entitled to Medicare or Medicaid. Further, if a Participant, a Participant's Spouse, or a Participant's Dependent who has been entitled to Medicare or Medicaid loses eligibility for such coverage, the Participant may prospectively elect to commence or increase the health or accident coverage of the individual. 5) Change in Cost. The following rules are not applicable to Health Care Expense Reimbursement accounts under the Plan. (a) Increase or decrease for insignificant cost changes. Participants are required to increase or decrease their elective contributions to reflect insignificant increases or decreases in their required contribution (as determined by the Plan Administrator in its sole discretion on a uniform and consistent basis) for the Benefit Plan(s) or Policy(ies) provided under the Plan. The Plan Administrator, on a reasonable and consistent basis, will automatically effectuate this prospective increase or decrease in affected employees' elective contributions in accordance with such cost changes. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance, whether increases or decreases in costs are "insignificant" based upon all the surrounding facts and circumstances, including, but not limited to, the dollar amount or percentage of the cost change. (b) Significant cost increases. If the Plan Administrator determines that the cost of a Participant's Benefit Plan(s) or Policy(ies) significantly increases during a Plan Year, the Participant may either make a corresponding prospective increase in his or her contributions, or revoke his or her election, and in lieu thereof, receive coverage under another Plan option which provides similar coverage. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance, whether a cost increase is significant, and what constitutes "similar coverage" based upon all the surrounding facts and circumstances. 2 PROC2978.4 (c) Limitation on Change in Cost provisions for Dependent Care Expense Reimbursement. The above "Change in Cost" provisions (Section 3.04(e)) apply to Dependent Care Expense Reimbursement only if the cost change is imposed by a dependent care provider who is not a "relative" of the employee by blood or marriage (as that term is defined in the relevant Regulations Treas. Reg.§ 1.125- 4(f)(2)(iii)). 6) Change in Coverage. The following rules are not applicable to Health Care Expense Reimbursement accounts under the Plan. (a) Significant Curtailment. If the Plan Administrator determines that a Participant's Benefit Plan or Policy coverage under this Plan is significantly curtailed or ceases during a Plan Year, the Participant may revoke his or her election under the Plan. In that case, each affected Participant may prospectively elect coverage under another Benefit Plan or Policy option which provides similar coverage. Coverage under an accident or health plan is deemed "significantly curtailed" only if there is an overall reduction in coverage provided to Participants under the Plan so as to constitute reduced coverage to Participants in general. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance whether a curtailment is "significant", and whether a substitute Benefit Plan or Policy constitutes "similar coverage" based upon all the surrounding facts and circumstances. (b) Addition or elimination of benefit package option providing similar coverage. If during a Plan Year the Plan adds or eliminates a Benefit Plan or Policy, an affected Participant may elect a newly - added option or elect another Benefit Plan or Policy (where a Plan option has been eliminated), and may do so prospectively on a pre-tax basis by making corresponding election changes with respect to coverage under another Benefit Plan or Policy option which provides similar coverage. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance, whether a substitute Benefit Plan or Policy constitutes "similar coverage" based upon all the surrounding facts and circumstances. (c) Change in coverage of Spouse or Dependent under their employer's plan. A Participant may make a prospective election change that is on account of and corresponds with a change made under the plan of the Spouse's, former Spouse's, or Dependent's employer, so long as: i) the cafeteria plan or qualified benefits plan of the Spouse's, former Spouse's, or Dependent's employer permits its participants to make an election change that would be permitted under the proposed or final IRS regulations (as reflected in this Section 3.03); or ii) the Plan permits Participants to make an election for a Plan Year period of coverage which is different from the plan year period of coverage under the cafeteria plan or qualified benefits plan of the Spouse's, former Spouse's or Dependent's employer. The Plan Administrator shall determine, based on prevailing IRS guidance, whether a requested change is on account of and corresponds with a change made under the plan of the Spouse's, former Spouse's or Dependent's employer. Payroll Instructions will be more thoroughly reviewed with you or your payroll specialist by the AFLAC representative. In general, however, any qualified pre-tax benefit (e.g., accident or health insurance, up to $50,000 of group term life insurance coverage, medical or dependent care reimbursement) may be funded by employee salary redirection on a dollar for dollar basis. After-tax qualified benefits (e.g., cash or benefits treated like cash that do not defer the receipt of compensation) must be funded with employee contributions after taxes are withheld. Therefore, the amount redirected from an employee's salary for after-tax benefits will exceed the premium by the amount of applicable federal, state, or local income and employment taxes. N You should check with your insurance carriers to ascertain whether any particular coverage can co be included as a qualified benefit in a cafeteria plan. Plan Document Maintenance. Each plan sponsor is responsible for reviewing the Flex One Plan document to ensure that it is consistent with its desired plan design and legal requirements that may apply in its state. In addition, each plan sponsor is responsible for updating and amending the plan to take into account future Plan design changes and/or legal requirements. For example, the Appendix a of Benefits Plans or Policies should be reviewed (and updated as necessary) each Plan Year to ensure = v that it reflects current pre-tax benefit offerings and lists any eligible individual Policy Form numbers. - 3 Lo C) o _ p PROC2978.4 Form 5500 Annual Reports - All employers are required to file a Form 5500 annual report by the Internal Revenue code. A separate Form 5500 may need to be filed to satisfy any ERISA imposed obligations. ERISA filing obligations will arise whenever there are 100 or more participants in any particular Benefit Plan or Policy. Failure to file a Form 5500 annual report could result in the imposition of fines by the IRS or Department of Labor (DOL). [As set forth in the checklist of Plan Sponsor responsibilities included in the Plan Document Request form, each plan sponsor is responsible for ensuring that it files any required Form 5500 returns. AFLAC will provide certain insurance information required for plan sponsors to complete Schedule A of their Form 5500 filing. This insurance information will automatically be generated when there are 100 or more AFLAC policyholders in any AFLAC insured product, and will also be provided to other plan sponsors upon request. Nondiscrimination Testing is at the very core of the legal requirements imposed by Section 125 of the Internal Revenue Code. Each cafeteria plan sponsor must ensure that its plan satisfies all applicable nondiscrimination requirements imposed by the Internal Revenue Code. Failure to satisfy these requirements will cause adverse tax consequences to highly compensated employees and could possibly disqualify the plan. At a minimum, each plan sponsor should undertake nondiscrimination testing near the beginning and end of each plan year, and whenever there is a substantial change in the participation and/or elections under the plan. [As set forth in the checklist of Plan Sponsor responsibilities included in the Plan Document Request form, each plan sponsor is responsible for ensuring that it performs required nondiscrimination testing.] Summary Plan Description - All plan sponsors are required to give each eligible employee a copy of the summary plan description within 120 days of the effective date of the initial plan year and within 90 days of the effective date of coverage for all subsequent plan years. If an employer makes a change in the plan, the employer must provide the employees with a summary of the changes (a Summary of Material Modifications or (SMM) within seven months after the ending date of the plan year or in the case of a health plan, within 60 days of the adoption of the change. Regulations require that the Summary Plan Description (SPD) display both the Employer Tax Identification (EIN) number and a Plan Identification Number (PIN). You should assign a PIN beginning with the number 501 (Item 4). If this is the first ERISA plan number assigned, the PIN number will be 501. Otherwise, the PIN will be the next available number (e.g., 502, 503, etc.). However, you and/or your plan administrator bear sole responsibility for administering the plan and fulfilling all reporting and disclosure obligations. Certain Insurance Premiums which cover the employee (or in the case of coverage other than life insurance, the employee and tax dependents/family) may be included in the Flex One Plan Documents if adopted as part of your benefits plan. These include: Group Term Life Insurance covering the employee (Eligible under IRS Code Section 79) that is equal to or less than $50,000 (life insurance coverage on dependents is not eligible for pre-tax treatment); Accidental Death and Dismemberment (AD&D) coverage; Medical, Dental, Hospital Indemnity, Cancer Insurance, Vision, Hearing and other qualified premiums. Please Note: When including health, medical and disability income policies within the Flex One Plan: Paying for coverage on a pre-tax basis may cause insurance claim payments under health and medical coverage to be subject to federal and state taxes if claim payments from all health and medical policies/plans are in excess of medical expenses. Paying for disability income policies with pre-tax premiums will cause the benefits payable thereunder to be taxable. Continuation of Coverage - Health benefits offered through a cafeteria plan may be subject to the continuation coverage provisions of the Consolidated Omnibus Budget Reconciliation Act of 1985 4 PROC297B.4 ("COBRA"). This law provides that for all employers of 20 or more employees (including employees of affiliated companies, part-time employees, and certain self-employed and leased employees) on a typical business day, covered participants must be allowed the opportunity to continue employer sponsored health benefits should their coverage under the employer's program cease for any reason except termination for gross misconduct. Although COBRA does not apply to governmental employers, similar requirements apply under the Public Health Service Act. Accordingly, the Flex One Plan includes COBRA provisions. [See your Legal Advisor if you believe these provisions should not apply.] All health coverages elected under the cafeteria plan (including unreimbursed Medical Expense Reimbursement Coverage) are eligible for coverage continuation. Coverages not eligible for continuation include: Group Term Life, Disability, Accidental Death and Dismemberment and Group Travel Accident Insurance. As set forth in the Flex One Plan document, certain participants in the Unreimbursed Medical Expense Reimbursement Coverage may not be eligible for COBRA continuation if they have a negative account balance at the time of the COBRA event. In addition, re -enrollment for subsequent plan years need not be extended under COBRA for the Medical Expense Reimbursement Plan. The right to continuation of coverage begins upon the occurrence of certain events. Such events include a loss or change in the employee's or employee's dependents coverage due to: a. death of the covered employee; b. termination of the covered employee (for reasons other than gross misconduct); C. reduction in the employee's hours of employment; d. divorce or legal separation of the employee; e. the employee becoming entitled to Medicare; or f. a dependent's loss of dependent status under a medical plan. The law requires that the covered individual be extended the opportunity to maintain continuation coverage for 3 years unless the loss of coverage was attributable to the covered employee's termination of employment or reduction in hours. In that case, the required continuation coverage period is 18 months. For an employee or family member who is disabled within sixty (60) days of the employee's termination or reduction in hours, the continuation coverage period is 29 months. The health plan administrator is required to provide notification of the right to continuation of benefits to all eligible employees and their dependents. Employees have 60 days from the date the notification of the right to continue is given to formally continue their coverage. The continuation will be at the employee's expense as no employer contribution is required. Employees have 45 days from the date on which they give notice of their intent to continue coverage to pay the required premiums. The cost of the benefits must be at the regular premium rate, but may include up to a 2% handling fee. W If you have questions regarding COBRA or its effects on the coverage for your employees, please contact your Legal Advisor or other Tax professional for information. CQ � N C7 N T � �Oy LO 5 C) 0 o O PROC297B.4 �� PROC297BA ADOPTION AGREEMENT FOR: CITY OF CAPE GIRARDEAU FLEXIBLE BENEFITS PLAN ESTABLISHMENT OF THE PLAN The Employer named below established as set forth herein, a Flexible Benefits Plan (the "Plan") as of the Effective Date consisting of this Adoption Agreement, the Plan Document and the Benefit Plans and Policies specifically referred to herein including the Dependent Care Expense Reimbursement Plan and/or a Medical Care Expense Reimbursement Plan. The purpose of the Flexible Benefits Plan is to provide eligible Employees a choice between cash and the specified welfare benefits described in this Adoption Agreement. Pre-tax Premium elections under the Plan are intended to qualify for the exclusion from income provided in Section 125 of the Internal Revenue Code of 1986. EMPLOYER INFORMATION 1) Name and Address of Employer/ CITY OF CAPE GIRARDEAU Plan Administrator: DANIEL WARD 401 INDEPENDENCE CAPE GIRARDEAU, MO 63703 2) Employer Telephone Number: (573) 334-3090 3) Employer's Federal Tax Identification Number: 43-6000593 4) 125 Start Date: 07/01/01 5) Effective Date of this Plan: 07/01/01 6) Last Day of the Plan Year: 12/31/01 Subsequent Plan Years: 01/01-12/31 7) Name and Address of the Plan SAME Service Provider: 8) Name and Address of registered ALBERT SPRADLING agent for service of legal MAYOR process: 06/10/00 version 1 Copyright January 1, 1990 AMEND97B.3 9) Affiliated Employers which will participate in the Plan: 10) Employer's type of business: OTHER AMEN097B.3 o := rn MEM LO O U) N o rn O = C'3 O O FI 1MR11 1TV All Employees employed by the Employer shall be eligible to participate under the Plan except the following: An eligible Employee may become a Participant in the Plan: ( ) Immediately, upon his first day of employment (but not prior to the Effective Date of the Plan). ( ) On the day following commencement of employment. ( X) On the first day of the month following 30 days of employment. ( ) OTHER provided the Employee completes a Salary Redirection Agreement. However, eligibility for coverage under any given Benefit Plan or Policy shall be determined by the terms of that Benefit Plan or Policy, and reductions of the Employee's Compensation to pay Pre-tax or After-tax Premiums shall commence when the Employee becomes covered under the applicable Benefit Plan or Policy. An eligible Employee may become a Participant in the Dependent Care and/or Medical Expense Reimbursement Plan(s) (if elected below): ( ) On the same day such Employee is eligible for the Pre -Tax Premium benefits under the Plan. ( ) On the day following commencement of employment. ( ) On the first day of the month following days of employment. ( ) OTHER provided the Employee completes a Salary Redirection Agreement selecting such benefits. BENEFITS PROVIDED UNDER THE PLAN The following Benefit Plans and Policies subject to the terms and conditions of the Plan are available for election by eligible Employees. The maximum a Participant can contribute via the Salary Redirection Agreement is the maximum aggregate cost of the Benefit Plans or Policies elected minus any Nonelective Contribution made by the Employer. It is intended that such Pre-tax Premium amounts shall, for tax purposes, constitute an Employer contribution, but may constitute Employee contributions for state insurance law purposes. Copies of the Benefit Plans or Policies (or a list of eligible Policy Numbers) shall be attached as an appendix to this Plan. Group Medical Insurance Vision Care Insurance Disability Income -Short Term (A&S) X) Cancer Insurance X) Group Dental Coverage X) Group Term Life Insurance Disability Income -Long Term (LTD) X) Intensive Care Insurance X) Accident Insurance X) Hospital Indemnity Insurance (HIP) X) Specified Health Event Medical Care Expense Reimbursement described in Section 5.01(b) of the Plan, not to exceed 0 per Plan Year pursuant to the CITY OF CAPE GIRARDEAU Medical Care Expense Reimbursement Plan. 3 AMEND978.3 ( ) Dependent Care Expense Reimbursement described in Section 5.01(c) of the Plan not to exceed $5,000 per Plan Year or $2,500 for married filing separate returns pursuant to the CITY OF CAPE GIRARDEAU Dependent Care Expense Reimbursement Plan. ( ) Opt -out Option: See enrollment material. THE FUNDING AGENT The Employer selects the following Funding Agent for the Plan (check one): ❑ The Employer, which will comply with the requirements of Section 7.02 of the Plan. ❑ The Flexible Benefits Trust created concurrently with the execution of the Plan, which shall receive contributions under the Plan in accordance with Section 7.03 of the Plan. ADMINISTRATIVE EXPENSES Administrative Expenses incurred in operating the Plan shall be paid by (check one): ❑ The Employer, except as otherwise noted in the Plan. ❑ The Participants, except as otherwise noted in the Plan. 4 AMEND97B.3 co 0 C rn LO C) 0 LO N rn C3 o This Plan shall be construed and enforced according to the Internal Revenue Code of 1986, as amended from time to time, the applicable regulations thereto and the laws of the state of the principal place of business of the Employer. IN WITNESS WHEREOF, the Employer has caused this Plan and Adoption Agreement to be executed on the day of tp ry�l to ratify the adoption of the Plan adopted and effective as of the Effective Date. WITNESS: Employer- CitX of Cape Girardeau GMichael G. er Title: City Manager Date: Effective 6-30-01 Cor orate Officer 5 AMEND978.3 AMEND97B.3 i. N O co _ i� � v CD Lo C) CD C) O M ARTICLE II - ELIGIBILITY AND PARTICIPATION 4 2.01 Eligibility to Participate 4 2.02 Entry Date 4 2.03 Termination of Participation 5 2.04 Eligibility to Participate in Reimbursement Benefits 5 2.05 Qualifying Leave Under Family Leave Act 5 ARTICLE III - PREMIUM ELECTIONS 5 3.01 TABLE OF CONTENTS 3.02 FLEXIBLE BENEFITS PLAN PREAMBLE Annual Election Period 6 ARTICLE I - DEFINITIONS 1 1.01 "Affiliated Employer" 1 1.02 "After-tax Premium(s)" 1 1.03 "Anniversary Date" 1 1.04 "Benefit Plan(s) or Policy(ies)" 1 1.05 "Board of Directors" 1 1.06 "Change in Status" 1 1.07 "Code" 1 1.08 "Compensation" 1 1.09 "Dependent" 1 1.10 "Dependent Care Expense Reimbursement" 2 1.11 "Earned Income" 2 1.12 " Effective Date" 2 1.13 "Eligible Employment Related Expenses" 2 1.14 "Eligible Medical Expenses" 2 1.15 "Employee" 2 1.16 "Employer" 2 1.17 "ERISA" 2 1.18 "Highly Compensated Individual" 2 1.19 "Key Employee" 3 1.20 "Medical Care Expense Reimbursement" 3 1.21 "Nonelective Contributions" 3 1.22 "Participant" 3 1.23 "Plan" 3 1.24 "Plan Administrator" or "committee" 3 1.25 "Plan Year" 3 1.26 "Pre-tax Premium(s)" 3 1.27 "Qualified Benefit' 3 1.28 "Qualifying Employment -Related Expenses" 3 1.29 "Qualifying Individual" 3 1.30 "Qualifying Services" 4 1.31 "Reimbursement Account(s) or Account(s)" 4 1.32 "Salary Redirection Agreement' 4 1.33 "Spouse" 4 1.34 "Student' 4 1.35 "Trustee" 4 ARTICLE II - ELIGIBILITY AND PARTICIPATION 4 2.01 Eligibility to Participate 4 2.02 Entry Date 4 2.03 Termination of Participation 5 2.04 Eligibility to Participate in Reimbursement Benefits 5 2.05 Qualifying Leave Under Family Leave Act 5 ARTICLE III - PREMIUM ELECTIONS 5 3.01 Election of Premiums 5 3.02 Initial Election Period 5 3.03 Annual Election Period 6 3.04 Change of Premium Election 6 3.05 Termination of Election 9 PROC297B.4 ARTICLE IV - PREMIUM PAYMENTS AND CREDITS AND DEBITS TO ACCOUNTS 9 4.01 Source of Premium Payments 9 4.02 Allocations Irrevocable During Plan Year 9 4.03 Reduction of Certain Elections to Prevent Discrimination 9 4.04 Medical Care Expense Reimbursement 10 4.05 Dependent Care Expense Reimbursement 10 ARTICLE V - BENEFITS 11 5.01 Qualified Benefits 11 5.02 Cash Benefit 12 5.03 Repayment of Excess Reimbursements 12 5.04 Termination of Reimbursement Benefits 12 5.05 COBRA Coverage 12 5.06 Coordination of Benefits Under Health FSA 12 ARTICLE VI - PLAN ADMINISTRATION 13 6.01 Allocation of Authority 13 6.02 Provision for Third -Party Plan Service Providers 13 6.03 Fiduciary Liability 13 6.04 Compensation of Plan Administrator 13 6.05 Bonding 14 6.06 Payment of Administrative Expenses 14 6.07 Funding Policy 14 6.08 Disbursement Reports 14 6.09 Reporting and Disclosure Obligations 14 6.10 Indemnification 14 6.11 Substantiation of Expenses 14 6.12 Reimbursement 14 6.13 Annual Statements 15 ARTICLE VII - FUNDING AGENT 15 7.01 Funding of the Plan 15 7.02 The Employer as Funding Agent 15 7.03 Trust as Funding Agent 15 ARTICLE VIII - CLAIMS PROCEDURES 15 8.01 Application to Plan Benefits 15 8.02 Procedure if Benefits are Denied Under the Plan 15 8.03 Requirement for Written Notice of Claim Denial 15 8.04 Right to Request Hearing on Benefit Denial 16 8.05 Disposition of Disputed Claims 16 ARTICLE IX - AMENDMENT OR TERMINATION OF PLAN 16 9.01 Permanency 16 9.02 Employer's Right to Amend 16 9.03 Employer's Right to Terminate 16 9.04 Determination of Effective Date of Amendment or Termination 16 PROC297B.4 co N O M N Lo O O O C co ARTICLE X - GENERAL PROVISIONS 17 10.01 Not an Employment Contract 17 10.02 Applicable Laws 17 10.03 Post -Mortem Payments 17 10.04 Nonalienation of Benefits 17 10.05 Mental or Physical Incompetency 17 10.06 Inability to Locate Payee 17 10.07 Requirement for Proper Forms 17 10.08 Source of Payments 17 10.09 Multiple Functions 17 10.10 Tax Effects 17 10.11 Gender and Number 18 10.12 Headings 18 10.13 Incorporation by Reference 18 10.14 Severability 18 10.15 Effect of Mistake 18 10.16 Provisions Relating to Insurers 18 10.17 Forfeiture of Unclaimed Reimbursement Account Benefits 18 ARTICLE XI - CONTINUATION COVERAGE UNDER COBRA 18 11.01 Continuation Coverage After Termination of Normal Participation 18 11.02 Who is a "Qualified Beneficiary" 19 11.03 Who is not a "Qualified Beneficiary" 19 11.04 What is a "Qualifying Event" 19 11.05 COBRA not applicable to Certain Health Care Expense Account Participants 19 11.06 What Benefit is Available Under Continuation Coverage 20 11.07 Notice Requirements 20 11.08 Election Period 21 11.09 Duration of Continuation Coverage 21 11.10 Automatic Termination of Continuation Coverage 21 PROC297B.4 PROC2978.4 PREAMBLE The Employer hereby establishes a Flexible Benefits Plan ("Plan") for its Employees for purposes of providing eligible Employees with the opportunity to choose from among the fringe benefits available under the Plan. The Plan is intended to qualify as a cafeteria plan under the provisions of Code Section 125. The Dependent Care Expense Reimbursement Plan ("DDC') is intended to qualify as a Code Section 129 dependent care assistance plan, and the Medical Care Expense Reimbursement Plan ("Health FSA") is intended to qualify as a Code Section 105 medical expense reimbursement plan. Although printed within this document, the DDC and Health FSA Plans are separate written plans for purposes of administration and all reporting and nondiscrimination requirements imposed by Sections 105 and 129 of the Code and all applicable provisions of ERISA. The DDC and Medical Care Expense Reimbursement Plans are available only if designated on the Adoption Agreement. s= N O 0 coN O L II O C 0 O PROC2978.4 CV) FLEXIBLE BENEFITS PLAN ARTICLE 1 DEFINITIONS 1.01 "Affiliated Employer" means any Employer within the context of Code Section 414(b), (c),or (m) of the Code which will be treated as single employer for purposes of Code Section 125. 1.02 "After-tax Premium(s)" means amounts withheld from an Employee's Compensation pursuant to a Salary Redirection Agreement to purchase coverages available under the Adoption Agreement on an after-tax basis. 1.03 "Anniversary Date" means the first day of any Plan Year. 1.04 "Benefit Plan(s) or Policy(ies)" means those Qualified Benefits available to a Participant under the Adoption Agreement. Where a Benefit Plan or Policy is made available through an individual insurance policy, the insurer(s) and policy form numbers shall be listed in Appendix A. 1.05 "Board of Directors" means the Board of Directors of the Employer. The Board of Directors, upon adoption of this Plan appoints the Committee to act on the Employer's behalf in all matters regarding the Plan. 1.06 "Change in Status" means any of the events described below, as well as any other events included under subsequent changes to Code Section 125 or regulations issued under Code Section 125 which the Plan Administrator (in its sole discretion) decides to recognize on a uniform and consistent basis: (a) Legal Marital Status: A change in a Participant's legal marital status, including marriage, death of a Spouse, divorce, legal separation or annulment; (b) Change in Number of Tax Dependents (as defined in Section 1.09): A change in the Participant's number of tax Dependents, including the birth of a child, the adoption or placement for adoption of a Dependent, or the death of a Dependent. (c) Change in Employment Status: Any change in employment status of the Participant, the Participant's Spouse or the Participant's Dependents that affects benefit eligibility under a cafeteria plan (including this Plan) or other employee benefit plan (including the Benefit Plan(s) or Policy(ies) of the employer of the Participant, the Spouse or Dependents, such as: termination or commencement of employment; a strike or lockout; a commencement of or return from an unpaid leave of absence; a change in worksite; switching from salaried to hourly paid; union to non union; or part-time to full time; incurring a reduction or increase in hours of employment; or any other similar change which makes the individual become (or cease to be) eligible for a particular employee benefit. (d) Dependent Eligibility Requirements: An event that causes a Participant's Dependent to satisfy or cease to satisfy the Dependent eligibility requirements for a particular benefit, such as attaining a specified age, getting married, or ceasing to be a Student; (e) Change in Residence: A change in the place of residence of the Participant, the Participant's Spouse or the Participant's Dependent. Note: See Section 3.04 for requirements that must be met to permit certain mid -year election changes on account of a Change in Status. 1.07 "Code" means the Internal Revenue Code of 1986, as amended. 1.08 "Compensation" means the cash wages or salary paid to an Employee by the Employer. 1.09 "Dependent" means any individual who is a tax dependent of the Participant as defined in Code Section 152(a), or who is determined to be an alternative recipient of a Plan Participant under an order determined to be a qualified medical child support order (QMCSO) by the Plan Administrator, provided however, that in the case of a divorced Employee: i) Dependent shall be defined as in Code C 1 L0 � o 0 C) p PROC2978.4 Cl) Section 21(e)(5) (e.g., dependent of the parent with the custody) for purposes of the Dependent Care Expense Account Plan; and ii) for purposes of accident or health coverage, a child shall be considered a Dependent of both parents. 1.10 "Dependent Care Expense Reimbursement" shall have the meaning assigned to it by Section 5.01(c) of the Plan. 1.11 "Earned Income" means all income derived from wages, salaries, tips, self-employment, and other Employee Compensation (such as disability or wage continuation benefits), but does not include (a) any amounts received pursuant to any dependent care assistance program under Section 129 of the Code, (b) any amount received as a pension or annuity, or (c) workers compensation. 1.12 "Effective Date" means the effective date of the Plan specified in the Adoption Agreement. 1.13 "Eligible Employment Related Expenses" means those Qualifying Employment -Related Expenses (as defined below) paid or incurred incident to maintaining employment after the date of the Employee's participation in the Dependent Care Expense Reimbursement Plan and during the Plan Year, other than amounts paid to: (a) an individual with respect to whom a Dependent deduction is allowable under Code Sec. 151(a) to the Participant or Spouse; or (b) the Participant's Spouse; or (c) a child of the Participant who is under 19 years of age at the end of the year in which the expenses were incurred. 1.14 "Eligible Medical Expenses" means those expenses incurred by the Employee, or the Employee's Spouse or Dependents, after the date of the Employee's participation in the Medical Care Expense Reimbursement Plan and during the Plan Year otherwise allowable as deductions under Code Sec. 213 (without regard to the limitations contained in Sec. 213(a)), but shall not include i) expenses for qualified long term care services (as defined in Code 7702B(c); or ii) an expense incurred for the payment of premiums under a health insurance plan. For purposes of this Plan, an expense is "incurred" when the Participant or beneficiary is furnished the medical care or services giving rise to the claimed expense. 1.15 "Employee" means any individual who is considered to be in a legal employer-employee relationship with the Employer for federal withholding tax purposes. Such term includes "former employees" for the limited purpose of allowing continued eligibility for benefits hereunder for the remainder of the Plan Year in which an employee ceases to be employed by the Employer. The term "Employee" shall not include any leased employee (as that term is defined in Code Section 414(n) or any self employed individual who receives from the Employer "net earnings from self employment" within the meaning of Code Section 401(c)(2) unless such individual is also an Employee. 1.16 "Employer" means the organization(s) named in the Adoption Agreement provided, however, that when the Plan provides that the Employer has a certain power (e.g., the appointment of a Plan Administrator, entering into a contract with a third party insurer, or amendment or termination of the plan) the term "Employer" shall mean only that entity named on the first line of the Adoption Agreement, and not any Affiliated Employer. Affiliated Employers who sign the Adoption Agreement shall be bound by the Plan as adopted and subsequently amended unless they clearly withdraw from participation herein. 1.17 "ERISA" shall mean the Employee Retirement Income Security Act of 1974, as amended. 1.18 "Highly Compensated Individual" means an individual defined under Code Section 125(e), 129(d)(2), or 105(h)(5), as amended, as a "highly compensated individual" or a "highly compensated employee." 2 PROC297B.4 1.19 "Key Employee" means an individual who is a "key employee" as defined in Code Section 125(b)(2), as amended. 1.20 "Medical Care Expense Reimbursement" shall have the meaning assigned to it by Section 5.01(b) of the Plan. 1.21 "Noneffective Contribution(s)" means any amount which the Employer in its sole discretion may contribute on behalf of each Participant to provide benefits for such Participant and his or her Dependents, if applicable under the Plan. The amount of Nonelective Contribution for each Participant may be adjusted upward or downward in the contributing Employer's sole discretion. The amount shall be disclosed in Participant enrollment materials and shall be calculated for each Plan Year in a uniform and nondiscriminatory manner based upon the Participant's dependent status, commencement or termination date of the Participant's employment during the Plan Year, and such other factors as the Employer shall prescribe. Except as otherwise provided in the Adoption Agreement in no event will any Nonelective Contribution be disbursed to a Participant if the cost of the benefit(s) elected is less than the Nonelective Contribution allocable thereto. Any excess shall be returned to the Employer. 1.22 "Participant" means an Employee who becomes a Participant pursuant to Article II. 1.23 "Plan" means the Adoption Agreement, the Flexible Benefits Plan and (if applicable) the related Trust created by this document. 1.24 "Plan Administrator" "or committee" means the person(s) appointed by the Employer with authority and responsibility to manage and direct the operation and administration of the Plan. If no such person is named, the Plan Administrator shall be the Employer. 1.25 "Plan Year" means the twelve month period specified in the Adoption Agreement provided, however, that a period of less than twelve months may be a Plan Year for the initial Plan Year, the final Plan Year, and a transition period to a different Plan Year. 1.26 "Pre-tax Premium(s)" means any amount withheld from the Employee's Compensation pursuant to a Salary Redirection Agreement which is intended to be paid on a pre-tax basis. This amount shall not exceed the premiums attributable to the most costly Benefit Plan of Policy options afforded hereunder, and for purposes of Code Section 125, shall be treated as an Employer contribution (this amount may, however, be treated as an Employee contribution for purposes of state insurance laws). 1.27 "Qualified Benefit" means any benefit excluded from the Employee's taxable income under Chapter 1 of the Code (other than Sections 106(b),117, 124, 127, or 132), and any other benefit permitted by the Income Tax Regulations (i.e., any group -term life insurance coverage that is includable in gross income by virtue of exceeding the dollar limitation on nontaxable coverage under Code Sec. 79). Long-term care insurance is not a "Qualified Benefit". 1.28 "Qualifying Employment -Related Expenses" means those expenses that would be considered to be employment-related expenses under Section 21(b)(2) of the Code (relating to expenses for household and dependent care services necessary for gainful employment) if paid for by o the Employee to provide Qualifying Services. 1.29 "Qualifying Individual" means: (a) a Dependent of the Participant who is under the age of thirteen (13); a= —= (b) a Dependent of a Participant who is mentally or physically incapable of caring for himself or N herself; or v (c) the Spouse of a Participant who is mentally or physically incapable of caring for himself or Lo herself. 3 o O PROC2978.4 1.30 "Qualifying Services" means services relating to the care of a Qualifying Individual that enable the Participant or Spouse to remain gainfully employed which are performed: (a) in the Participant's home; or (b) outside the Participant's home for (1) the care of a Dependent of the Participant who is under age 13, or (2) the care of any other Qualifying Individual who resides at least eight (8) hours per day in the Participant's household. If the expenses are incurred for services provided by a dependent care center (i.e., a facility that provides care for more than 6 individuals not residing at the facility), the center must comply with all applicable state and local laws and regulations. 1.31 "Reimbursement Account(s) or Account(s)" shall be the funding mechanism by which amounts are withheld from an Employee's Compensation and retained for future Medical Care Expense Reimbursement or Dependent Care Expense Reimbursement. These amounts may either be retained by the Employer, sent to a third parry plan administrator, and/or kept in trust for Employees. No money shall actually be allocated to any individual Participant Account(s); any such Account(s) shall be of a memorandum nature, maintained by the Administrator for accounting purposes, and shall not be representative of any identifiable trust assets. No interest will be credited to or paid on amounts credited to the Participant Account(s). 1.32 "Salary Redirection Agreement" means the actual or deemed agreement pursuant to which an eligible Employee or Participant enrolls in the specific component Benefit Plans or Policies with Pre-tax Premiums or After-tax Premiums in accordance with Article III. If the Employer utilizes an electronic (e.g., electronic signature pad or digitized signature) or interactive voice response (IVR) system for enrollment, the Salary Redirection Agreement may be maintained on an electronic database. 1.33 "Spouse" means an individual who is legally married to a Participant and who is treated as a Spouse under the Code, but for purposes of the Dependent Care Expense Reimbursement Plan provisions, shall not include an individual legally separated from the Participant under a divorce or separate maintenance decree, nor shall it include an individual who, although married to the Participant, files a separate federal income tax return, maintains a separate, principal residence from the Participant during the last six months of the taxable year, and does not furnish more than one-half of the cost of maintaining the principal place of abode of the Qualifying Individual. 1.34 "Student" means an individual who, during each of five (5) or more calendar months during the Plan Year, is a full time student at any college or university, the primary function of which is the conduct of formal instruction, and which routinely maintains a regular faculty and curriculum and normally has an enrolled student body in attendance at the location where its educational activities are regularly presented. 1.35 "Trustee" (if applicable) means the person(s) or institution (and their successors) named on the signature page attached hereto, who have assented to being so named by their signature to this Agreement, otherwise empowered to hold and disburse the funds that are created hereunder. ARTICLE 11 ELIGIBILITY AND PARTICIPATION 2.01 Eligibility to Participate. Each Employee who meets the criteria set forth in the Adoption Agreement shall be eligible to participate in the Plan as of any applicable Entry Date. Eligibility for the benefits elected in the Adoption Agreement shall be subject to the additional requirements, if any, specified in the applicable Benefit Plan or Policy. The provisions of this Article are not intended to override any eligibility requirement(s) or waiting period(s) specified in the applicable Benefit Plans or Policies. 2.02 Entry Date. Each eligible Employee shall become a Participant in the Plan on the Entry Date specified in the Adoption Agreement provided that he or she has satisfied the requirements of the Adoption Agreement. 4 PROC2978.4 2.03 Termination of Participation. Participation shall terminate on the earliest of: i) the date an Employee ceases to be an Employee (except as otherwise provided in Section 3.05 for "COBRA coverage"); ii) when an Employee ceases to meet the eligibility requirements of Section 2.01 of this Plan, iii) the date this Plan is amended to exclude the Employee or is terminated: iv) the effective date of the Employee's election not to participate pursuant to Sections 3.03 or 3.04. Subject to any specific limitations for any particular benefit which the Participant has elected, (a) participation shall be continued during a leave of absence for which the Participant continues to receive a salary from his or her employer and (b) participation shall be suspended during an unpaid leave of absence. 2.04 Eligibility to Participate in Reimbursement Benefits. An Employee, who is otherwise an Eligible Participant pursuant to Sections 2.01 and 2.02 shall be eligible to receive Medical and/or Dependent Care Expense Reimbursements (if selected by the Employer in the Adoption Agreement) if; i) the additional Eligibility criteria (if any) set forth in the Adoption Agreement for the Reimbursement benefits have been satisfied; and ii) a Salary Redirection Agreement is properly executed and submitted on which the aforementioned benefit(s) have been selected. 2.05 Qualifying Leave Under Family Leave Act. Notwithstanding any provision to the contrary in this Plan, if a Participant goes on a qualifying unpaid leave under the Family and Medical Leave Act of 1993 (FMLA), to the extent required by the FMLA, the Employer will continue to maintain the Participant's medical coverage (as defined in Code 5000) on the same terms and conditions as though he were still an active Employee (i.e., the Employer will continue to pay its share of the premium to the extent the Employee opts to continue his coverage). If the Employee opts to continue his coverage, the Employee may pay his share of the premium with after-tax dollars while on leave (or pre- tax dollars to the extent he receives compensation during the leave), or the Employee may be given the option to pre -pay all or a portion of his share of the premium for the expected duration of the leave on a pre-tax salary reduction basis out of his pre -leave Compensation by making a special election to that effect prior to the date such Compensation would normally be made available to him (provided, however, that pre-tax dollars may not be utilized to fund coverage during the next plan year), or via other arrangements agreed upon between the Employee and the Administrator (e.g., the Administrator may fund coverage during the leave and withhold amounts upon the Employee's return). Upon return from such leave, the Employee will be permitted to reenter the Plan on the same basis the Employee was participating in the Plan prior to his leave, or as otherwise required by the FMLA. ARTICLE 111 PREMIUM ELECTIONS 3.01 Election of Premiums. A Participant may elect any combination of Pre-tax Premiums or After-tax Premiums to fund any Benefit Plan or Policy available under the Adoption Agreement, provided however, that only Qualified Benefits (other than group term life insurance coverage in excess of $50,000) may be funded with Pre-tax Premiums. Participants may also be permitted to elect additional cash compensation by opting out of certain coverages to the extent described in the Adoption Agreement under "Opt -Out Option". 3.02 Initial Election Period. (a) Currently Eligible Employees. An Employee who is eligible to become a Participant in this Flexible Benefits Plan as of the Effective Date must complete, sign and file a Salary Redirection co Agreement with the Plan Administrator during the election period (as specified by the Plan Administrator) immediately preceding the Effective Date in order to become a Participant on the Effective Date. The elections made by the Participant on this initial Salary Redirection Agreement shall be effective, subject to Section 3.04, for the Plan Year beginning on the Effective Date. (b) New Employees and Employees Who Have Not Yet Satisfied The Flexible Benefit Plan's Waiting Period. An Employee who becomes eligible to become a Participant in this Flexible Benefits Plan after the Effective Date must complete, sign and file a Salary Redirection Agreement with the Plan o 0 5 o -_ 0 PROC297B.4 Administrator during the sixty (60) day period prior to the day the Employee first becomes eligible to participate in this Plan. If an Employee is eligible to participate in this Flexible Benefits Plan on the date he is first hired, a Salary Redirection Agreement must be completed, signed, and filed with the Plan Administrator within thirty (30) days from the date of hire. The elections made by the Participant on this initial Salary Redirection Agreement shall be prospectively effective as of the first pay period coinciding with or immediately following the date that the Salary Redirection Agreement is filed (or if later, the date of the employee's eligibility under the Flexible Benefits Plan) and, subject to Section 3.04, ending on the last day of the Plan Year in which such participation began. Coverage under the component Benefits Plan or Policies will be effective in accordance with the eligibility requirements contained in such Benefits Plans or Policies. (c) An eligible Employee who fails to complete, sign and file a Salary Redirection Agreement with the Plan Administrator in accordance with paragraph (a) or (b) above during an initial election period may become a participant on a later date in accordance with Section 3.03 or 3.04. 3.03 Annual Election Period. Each Employee who is a Participant in this Plan or who is eligible to become a Participant in this Plan shall be notified, prior to each Anniversary Date of this Plan, of his right to become a Participant in this Plan, to continue participation in this Plan, or to modify or to cease participation in this Plan, and shall be given a reasonable period of time in which to exercise such right: such period of time shall be known as the "annual election period." An Election shall be made by submitting a Salary Redirection Agreement to the Plan Administrator during the election period, and shall be effective for the entire Plan Year beginning on the Anniversary Date. A Participant or Employee who fails to complete, sign and file a Salary Redirection Agreement as required by this Section 3.03 shall be deemed to have elected to continue the same coverages under the Benefit Plans or Policies funded by the same coverages under the Benefit Plans or Policies funded by the same election (e.g., either Pre-tax Premiums or After-tax premiums adjusted to reflect any increase or decrease in premium/cost) then in effect for such Participant or Employee. Notwithstanding the foregoing, annual elections for participation in the Medical Care and Dependent Care Expense Reimbursement Plans must be made by submitting a Salary Redirection Agreement prior to the beginning of each Plan Year -- no deemed elections shall occur under such Plans. 3.04 Change of Premium Election. A Participant shall not make any changes to the Pre-tax Premium amount elected under the Plan, except as provided in Section 3.03, 3.05 or herein: (a) Change in Status. A Participant may change or terminate his or her actual or deemed election under the Plan upon the occurrence of a Change in Status, but only if such change or termination is made on account of and corresponds with a Change in Status which affects coverage eligibility of a Participant, a Participant's Spouse, or a Participant's Dependent (referred to as the general consistency requirement). The Plan Administrator (in its sole discretion) shall determine, based on prevailing IRS guidance, whether a requested change is on account of and corresponds with a Change in Status. Assuming the general consistency requirement is satisfied, a requested change must also satisfy the following specific consistency requirements in order for a Participant to be able to alter his or her election based on the change: (1) Loss of Dependent Eligibility. For a Change in Status involving a Participant's divorce, annulment or legal separation from a Spouse, the death of a Spouse or a Dependent, or a Dependent ceasing to satisfy the eligibility requirements for coverage, a Participant may only elect to cancel accident or health insurance coverage for the Spouse involved in the divorce, annulment, or legal separation, the deceased Spouse or Dependent, or the Dependent that ceased to satisfy the eligibility requirements. Canceling coverage for any other individual under these circumstances would fail to correspond with that Change in Status. Notwithstanding the foregoing, if the Participant, the Participant's Spouse (but not ex-spouse) or the Participant's Dependent becomes eligible for COBRA (or similar health plan continuation coverage under state law) under the Employer's Plan, the Participant may increase his election to pay for such coverage. LV PROC297B.4 (2) Gain of Coverage Eligibility Under Another Employer's Plan. For a Change in Status in which a Participant, a Participant's Spouse or a Participant's Dependent gains eligibility for coverage under another employer's cafeteria plan (or another employer's qualified benefit plan) as a result of a change in marital status or a change in employment status, a Participant may elect to cease or decrease coverage for that individual only if coverage for that individual becomes effective or is increased under the other employer's plan. (3) Dependent Care Expense Reimbursement benefits. With respect to the Dependent Care Expense Reimbursement benefit, a Participant may change or terminate his or her election only if i) such change or termination is made on account of and corresponds with a Change in Status that affects eligibility for coverage under an employer's plan; or ii) the election change is on account of and corresponds with a Change in Status that affects eligibility of dependent care assistance expenses for the tax exclusions available under Code Section 129. (4) Group term life insurance and disability income coverage. For a Change in Status involving a Participant's legal marital status or the employment status of a Participant's Spouse or Dependent (disregarding the requirement that the event caused a gain or loss of eligibility), a Participant may elect either to increase or to decrease group -term life insurance or disability income coverage offered under the Plan. (b) Special HIPAA Enrollment Rights. If a Participant, a Participant's Spouse or a Participant's Dependent is entitled to special enrollment rights under a group health plan, as required by Section 9801(f) of the Code, and medical coverage was declined under the group health plan because of outside medical coverage and eligibility for such coverage is subsequently lost due to legal separation, divorce, death, termination of employment, reduction in hours, or exhaustion of the maximum COBRA period, or a new Dependent is acquired as a result of marriage, birth, adoption, or placement for adoption, then a Participant may revoke a prior election for health or accident coverage and make a new election (including salary redirection election), provided that the election corresponds with such special enrollment right. For purposes of this provision: i) an election to add previously eligible Dependents as a result of the acquisition of a new Spouse or Dependent child shall be considered to be consistent with the special enrollment right; and ii) a HIPAA special enrollment election attributable to the birth or adoption of a new Dependent child may, subject to the provisions of the underlying group health plan, be effective retroactively (up to 30 days). (c) Certain Judgments, Decrees and Orders. If a judgment, decree, or order (an "Order") resulting from a divorce, legal separation, annulment or change in legal custody(including a qualified medical child support order) requires accident or health coverage for a Participant's Dependent child (including a foster child who is a Dependent of the Participant), a Participant may: i) change his or her election to provide coverage for the Dependent child (provided that the Order requires the Participant to provide coverage), or ii) change his or her election to revoke coverage for the Dependent child if the Order requires that another individual (including the Participant's Spouse or former Spouse) provide coverage under that individual's plan. _ (d) Medicare and Medicaid. If a Participant, a Participant's Spouse, or a Participant's Dependent who is enrolled in a health or accident benefit under this Plan becomes entitled to Medicare or Medicaid (other than coverage consisting solely of benefits under Section 1928 of the Social Security Act providing for pediatric vaccines), the Participant may prospectively reduce or cancel the health or accident coverage of the person becoming entitled to Medicare or Medicaid. Further, if a Participant, a Participant's Spouse, or a Participant's Dependent who has been entitled to Medicare or Medicaid loses eligibility for such coverage, the Participant may prospectively elect to commence or increase the health or accident coverage of the individual. (e) Change in Cost. The following rules are not applicable to Health Care Expense Reimbursement accounts under the Plan. N O r 7 CD `M1 v O O PROC2978.4 Cl) (1) Increase or decrease for insignificant cost changes. Participants are required to increase or decrease their elective contributions to reflect insignificant increases or decreases in their required contribution (as determined by the Plan Administrator in its sole discretion on a uniform and consistent basis) for the Benefit Plan(s) or Policy(ies) provided under the Plan. The Plan Administrator, on a reasonable and consistent basis, will automatically effectuate this prospective increase or decrease in affected employees' elective contributions in accordance with such cost changes. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance, whether increase or decreases in costs are "insignificant" based upon all the surrounding facts and circumstances, including, but not limited to, the dollar amount or percentage of the cost change. (2) Significant cost increases. If the Plan Administrator determines that the cost of a Participant's Benefit Plan(s) or Policy(ies) significantly increases during a Plan Year, the Participant may either make a corresponding prospective increase in his or her contributions, or revoke his or her election, and in lieu thereof, receive coverage under another Plan option which provides similar coverage. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance, whether a cost increase is significant, and what constitutes "similar coverage" based upon all the surrounding facts and circumstances. (3) Limitation on Change in Cost provisions for Dependent Care Expense Reimbursement. The above "Change in Cost" provisions (Section 3.04(e)) apply to Dependent Care Expense Reimbursement only if the cost change is imposed by a dependent care provider who is not a "relative" of the employee by blood or marriage (as that term is defined in the relevant Regulations Treas. Reg.§ 1.125-4(f)(2)(iii)). (f) Change in Coverage. The following rules are not applicable to Health Care Expense Reimbursement accounts under the Plan. (1) Significant Curtailment. If the Plan Administrator determines that a Participant's Benefit Plan or Policy coverage under this Plan is significantly curtailed or ceases during a Plan Year, the Participant may revoke his or her election under the Plan. In that case, each affected Participant may prospectively elect coverage under another Benefit Plan or Policy option which provides similar coverage. Coverage under an accident or health plan is deemed "significantly curtailed", and whether a substitute Benefit Plan or Policy constitutes "similar coverage" based upon all the surrounding facts and circumstances. (2) Addition or elimination of benefit package option providing similar coverage. If during a Plan Year the Plan adds or eliminates a Benefit Plan or Policy, an affected Participant may elect a newly -added option or elect another Benefit Plan or Policy (where a Plan option has been eliminated), and may do so prospectively on a pre-tax basis by making corresponding election changes with respect to coverage under another Benefit Plan or Policy option which provides similar coverage. The Plan Administrator (in its sole discretion) will decide, in accordance with prevailing IRS guidance, whether a substitute Benefit Plan or Policy constitutes "similar coverage" based upon all the surrounding facts and circumstances. (3) Change in coverage of Spouse or Dependent under their employer's plan. A Participant may make a prospective election change that is on account of and corresponds with a change made under the plan of the Spouse's, former Spouse's, or Dependent's employer, so long as: i) the cafeteria plan or qualified benefits plan of the Spouse's, former Spouse's, or Dependent's employer permits its participants to make an election change that would be permitted under the proposed or final IRS regulations (as reflected in this Section 3.04); or ii) the Plan permits Participants to make an election for a Plan Year period of coverage which is different from the plan year period of coverage under the cafeteria plan or qualified benefits plan of the Spouse's, former Spouse's or Dependent's employer. The Plan Administrator shall determine, based on prevailing IRS guidance, whether a requested change is on account of and corresponds with a change made under the plan of the Spouse's, former Spouse's or Dependent's employer. 8 PROC297B.4 Any change in an election effecting annual Plan Contribution to the Medical or Dependent Care Expense Reimbursement Plans pursuant to this Section also will change the Maximum Reimbursement Benefits for the period of coverage remaining in the Plan Year. Such Maximum Reimbursement Benefits for the period of coverage following an election change shall be calculated by adding the balance (if any) remaining in each of the Participant's Reimbursement Accounts as of the end of the portion of the Plan Year immediately preceding the change in election, to the total Plan Contributions scheduled to be made by the Participant during the remainder of such Plan Year to such Account(s). An Employee who is eligible to become a Participant but declined to become a Participant during the initial election period pursuant to Section 3.02(a) or (b) may become a Participant and file a Pre-tax Contribution election within thirty (30) days of the occurrence of an event described in Section 3.04 above, but only if the election under the new Salary Redirection Agreement is made on account of and corresponds with the event (as described above). A participant otherwise entitled to make a new election under this Section must do so within 30 days of the event (e.g., Change in Status, significant change in cost or coverage, Medicare or Medicaid eligibility, special enrollment right or judgment, decree or order). Subject to the provisions of the underlying group health plan, elections made to add medical coverage for a newborn or newly adopted Dependent child pursuant to a HIPAA special enrollment right may be retroactive for up to 30 days. All other new elections shall be effective immediately following the date the Participant files his new Salary Redirection Agreement with the Plan Administrator. Elections made pursuant to this Section shall be effective for the balance of the Plan Year in which the election is made unless a subsequent event (described above) allows a further election change. 3.05 Termination of Election. Except as otherwise provided in Section 2.03, Termination of employment shall automatically revoke any Salary Redirection Agreement. Except as provided below, if revocation occurs under this Section 3.05, no new election with respect to Pre-tax Premiums may be made by such Participant during the remainder of the Plan Year. Except as otherwise provided in the applicable Benefit Plans or Policies, former Participants who are rehired within 30 days or less of the date of termination of employment will be reinstated with the same election(s) such individuals had before termination. If a former Participant is rehired more than 30 days following termination of employment and is otherwise eligible to participate in the Plan, the individual may make a new election. ARTICLE IV PREMIUM PAYMENTS AND CREDITS AND DEBITS TO ACCOUNTS 4.01 Source of Premium Payments. The Employer shall withhold from a Participant's Compensation on a Pre-tax or After-tax basis (as elected on the Salary Redirection Agreement) an amount equal to the contributions required from the Participant (less any applicable Nonelective Contribution) for coverage of the Participant, or the Participant's Spouse or Dependents, under the Benefit Plans or Policies elected by the Participant and maintained by the Employer as noted in the Adoption Agreement under this Plan. The component Benefit Plans or Policies, and required Employee contributions thereunder shall be set forth on an annual schedule and/or disclosed to Participants in enrollment material. Amounts withheld from a Participant's Compensation as Pre-tax Premiums or After-tax Premiums shall be applied to fund benefits as soon as administratively feasible. The maximum amount of Pre-tax Premiums plus any Nonelective Contribution made available by the Employer for the benefit of each Plan Participant shall not exceed the aggregate cost of the benefits elected. -_ 4.02 Allocations Irrevocable During Plan Year. Except as provided in Sections 3.04, 3.05, co 4.03, and 4.04, neither (i) the insurance coverages nor amounts withheld therefore elected under Section 5.01(a), nor (ii) the amount to be credited to a Participant Account during the Plan Year pursuant to Sections 4.04 and 4.05, nor (iii) the allocation of such amounts to the appropriate Account(s) of the Participant, can be changed during the Plan Year. 4.03 Reduction of Certain Elections to Prevent Discrimination. If the Plan Administrator a determines, before or during any Plan Year, that the Plan may fail to satisfy for such Plan Year any requirement imposed by the Code or any limitation on Pre-tax Premiums allocable to Key Employees or � to Highly Compensated Individuals, the Plan Administrator shall take such action(s) as he deems Lo 9 C) 0 C:) C) PROC297B.4 appropriate, under rules uniformly applicable to similarly situated Participants, to assure compliance with such requirement or limitation. Such action may include, without limitation, a modification or revocation of a Highly Compensated Individual's or Key Employee's Salary Redirection Agreement without the consent of such Employee. 4.04 Medical Care Expense Reimbursement. (a) Debiting and Crediting of Accounts. Each Participant's Medical Care Expense Reimbursement Account ("Account") will be credited with amounts withheld from the Participant's Compensation for Medical Care Expense Reimbursement pursuant to the Salary Redirection Agreement. The Account will be debited for reimbursement amounts disbursed to the Participant in accordance with Article V of this document. The entire amount elected by the Participant on the Salary Redirection Agreement as an annual amount for the Plan Year for Medical Care Expense Reimbursement less any reimbursements already disbursed shall be available to the Participant at any time during the Plan Year without regard to the balance in the Account (provided that the periodic premiums have been paid). Thus, the maximum amount of Medical Care Expense Reimbursement at any particular time during the Plan Year will not relate to the amount which a Participant has had withheld up to that time. In no event will the amount of medical expense reimbursement benefits in any Plan Year exceed the annual amount specified for the Plan Year in the Salary Redirection Agreement for Medical Care Expense Reimbursement. Any amount allocated to the Account shall be forfeited by the Participant and restored to the Employer if it has not been applied to provide Medical Care Expense Reimbursement by the ninetieth (90th) day following the end of the Plan Year for which the election was effective. Amounts so forfeited shall be used to offset administrative expenses. (b) Source of Payments. All Medical Care Expense Reimbursement benefits derived hereunder shall be paid exclusively from the amounts in each Employee's Medical Care Expense Reimbursement Account funded by amounts withheld from the Employee's wages pursuant to the Salary Redirection Agreement for Medical Care Expense Reimbursement and any Nonelective Contributions allocated thereto. In the event that an Employee's reimbursement request for Medical Care Expense Reimbursement benefits exceeds the amount currently available in the Employee's Medical Care Expense Reimbursement Account, the Employer shall pay the excess amount up to the amount elected by the Participant on the Salary Redirection Agreement for Medical Care Expense Reimbursement less any reimbursements already disbursed. Future premium payments by the Employee shall then go to the Employer as reimbursement for the money so advanced on behalf of the Employee. (c) Employer Risk. If an Employee terminates employment before the Employer has been reimbursed for the money it has advanced on behalf of the Employee, the entire unreimbursed portion shall be deemed to be an "administrative expense" to be refunded to the Employer by any unused Account balance(s) (if any) as provided in Section 4.04(a). 4.05 Dependent Care Expense Reimbursement. (a) Crediting and Debiting of Accounts. Each Participant's Dependent Care Expense Reimbursement Account ("Account") will be credited with amounts withheld from the Participant's Compensation for Dependent Care Expense Reimbursement pursuant to the Salary Redirection Agreement. The Account will be debited for reimbursement amounts disbursed to the Participant in accordance with Article V of this Plan document. In the event that the amount in the Account is less than the amount of reimbursable benefit requests at any time during the Plan Year, the excess part of the reimbursement will be carried over into following months (within the same Plan Year), to be paid out as the Account balance becomes adequate. In no event will the amount of Dependent Care Expense Reimbursement benefits exceed the amount withheld pursuant to the Salary Redirection Agreement for any Plan Year. Any amount allocated to the Account shall be forfeited by the Participant and restored to the Employer if it has not been applied to provide Dependent Care Expense Reimbursement for the Plan Year by the ninetieth (90th) day following the end of the Plan Year for which the election was effective. Amounts so forfeited shall be used to offset administrative costs. 10 PROC297B.4 (b) Source of Payments. All Dependent Care Expense Reimbursement benefits derived hereunder shall be paid exclusively from the amounts in each Employee's Dependent Care Expense Reimbursement Account funded by amounts withheld from the Employee's wages pursuant to the Salary Redirection Agreement for Dependent Care Expense Reimbursement, and any Nonelective Contributions allocable thereto. ARTICLE V BENEFITS 5.01 Qualified Benefits. The maximum benefit a Participant may elect under this Plan shall not exceed the Sum of i) the Aggregate Premium for all Insurance Premium Payments under 5.01(a);ii) the Maximum Medical Care Expense Reimbursement under 5.01(b); and iii) the Maximum Dependent Care Reimbursement under 5.01(c). The Qualified Benefits available for election are one or more of the following: (a) Insurance Premium Payment. The Employer shall withhold from a Participant's Compensation an amount equal to the contributions required from the Participant (less any applicable Nonelective contribution) for coverage of the Participant, or the dependent coverage of the Participant's spouse or Dependents, under the Benefit Plans or Policies elected by the Participant and maintained by the Employer as noted in the Adoption Agreement. The benefits are subject to the terms and conditions of the applicable Benefit Plans or Policies specifically referred to in the Adoption Agreement and incorporated herein into this Plan. (b) Medical Care Expense Reimbursement. If pursuant to the Adoption Agreement, the Employer has elected to maintain a Medical Care Expense Reimbursement Plan, payment shall be made to the Participant in cash as reimbursement for Eligible Medical Expenses incurred by the Participant or his Dependents while he is an Employee, during the Plan Year for which the Participant's election is effective. These expenses must also be expenses which -- (1) are not covered, paid or reimbursed from any other source; and (2) meet the criteria of tax -deductibility as a medical or dental expense under Section 213 of the Code, as amended and the regulations thereunder, and (3) meet any limitations imposed by applicable regulations promulgated under Code Section 125; and (4) will not be taken as a deduction from income on the Participant's federal income tax return in any tax year; and (5) do not exceed the lesser of (a) the maximum annual amount allocable to Medical Care Expense Reimbursement specified in the Adoption Agreement, or (b) the annual amount that the Employee has elected to have withheld for Medical Care Expense Reimbursement; less previous Medical Care Expense Reimbursements made during the Plan Year; and — (6) are verified in writing to the satisfaction of the Administrator that a covered expense has occurred and the reimbursement for which meet the substantiation requirements of Section 6.11. M (c) Dependent Care Expense Reimbursement. If pursuant to the Adoption Agreement, the Employer has elected to maintain a Dependent Care Expense Reimbursement Plan, payment shall be made to the Participant in cash as reimbursement for Eligible Employment Related Expenses incurred by him or her while an Employee, during the Plan Year for which the Participant's election is effective, provided that the substantiation requirements of Section 6.11 have been complied with. No payment otherwise due a Participant hereunder shall exceed the smallest of: Cq (1) the Participant's Earned Income for the applicable month; or U) 0 11 p PROC297B.4 Ch (2) the Earned Income of the Participant's Spouse for such month (Note: a Spouse of a Participant who is not employed during a month in which the Participant incurs Eligible Employment Related Expenses and who is either incapacitated or a Student shall be deemed to have Earned Income in the amount of $200 per month per Qualifying Individual for whom the Participant incurs Eligible Employment Related Expense(s), up to a maximum amount of $400 per month); or (3) the annual amount the Participant has elected to have withheld from his Compensation for Dependent Care Expense Reimbursement less any prior Dependent Care Expense Reimbursements during the Plan Year; or (4) Five Thousand Dollars ($5,000), or, if the Participant is married and files a separate tax return, Two Thousand Five Hundred Dollars ($2,500) (or any future aggregate limitations promulgated under Code Section 129) less any prior reimbursements during the Plan Year. 5.02 Cash Benefit. Employees who elect not to receive coverage under certain Employer sponsored plans may be entitled to additional cash compensation as described in the Adoption Agreement under "Opt -out Option". To the extent that a Participant does not elect under a Salary Redirection Agreement to have the maximum amount of his Compensation contributed as a Pre-tax Premium or After-tax Premium hereunder, such amount not elected shall be paid to the Participant in the form of normal Compensation payments; provided however, that Nonelective Contributions may not be received in the form of cash compensation. 5.03 Repayment of Excess Reimbursements. If, as of the end of any Plan Year, it is determined that a Participant has received payments under this Plan that exceed the amount of Eligible Reimbursement Expenses that have been substantiated by such Participant during the Plan Year, the Plan Administrator shall give the Participant prompt written notice of any such excess amount, and the Participant shall repay the amount of such excess to the Employer within sixty (60) days of receipt of such notification. 5.04 Termination of Reimbursement Benefits. Coverage under the Medical Care Expense Reimbursement and/or Dependent Care Expense Reimbursement Plan(s) shall cease as of the date on which a Participant is no longer employed by the Company or when a premium payment has not been made for any reason. Provided, however, that Participants shall have the right to submit Claims for reimbursement for Eligible Employment -Related Expenses arising during the Plan Year at any time until ninety (90) days after the end of the Plan Year for which the election had been in effect, and to receive reimbursement hereunder. Participants in the Medical Reimbursement Plan shall have the right to submit claims for reimbursement for Eligible Medical Expense arising during the Plan Year and before the date of separation from service at any time until ninety (90) days after the end of the Plan Year for which the election had been in effect, and to receive reimbursement hereunder. Unless a COBRA election is made, Participants shall not be entitled to receive reimbursement for Medical Care expenses incurred after coverage ceases under this Section, and any unused reimbursement benefits at the expiration of the 90 -day period following the close of the Plan Year shall be treated in accordance with Sections 4.04 or 4.05. 5.05 COBRA Coverage. Each Benefit Plan or Policy made available under Article V that is considered to be a "group health plan" under Code Sec. 49808, because employees and their families are provided with health care benefits within the meaning of Code Sec. 212(d)(1), including the Medical Care Expense Reimbursement Benefit, shall contain the necessary provisions required by Code Sec. 4980B and ERISA Sec. 601, to assure that such benefits may be continued on or after the occurrence of the qualifying events defined in Code Sec. 49806(f)(3). 5.06 Coordination of Benefits Under Health FSA. The Health FSA is intended to pay benefits solely for otherwise unreimbursed medical expenses. Accordingly, it shall not be considered a group health plan for coordination of benefits purposes, and its benefits shall not be taken into account when determining benefits payable under any other plan. 12 PROC297B.4 ARTICLE VI PLAN ADMINISTRATION 6.01 Allocation of Authority. Except as to those functions reserved within the Plan to the Employer, the Plan Administrator appointed pursuant to the Adoption Agreement shall control and manage the operation and administration of the Plan. The Plan Administrator shall have the exclusive right to interpret the Plan and to decide all matters arising thereunder, including the right to make determinations of fact and construe and interpret possible ambiguities, inconsistencies, or omissions in the Plan and the Summary Plan Description issued in connection with the Plan. All determinations of the Plan Administrator with respect to any matter hereunder shall be conclusive and binding on all persons. Without limiting the generality of the foregoing, the Plan Administrator shall have the following powers and duties: (a) To require any person to furnish such reasonable information as he may request for the purpose of the proper administration of the Plan as a condition to receiving any benefits under the Plan; (b) To make and enforce such rules and regulations and prescribe the use of such forms as he shall deem necessary for the efficient administration of the Plan; (c) To decide on questions concerning the Plan and the eligibility of any Employee to participate in the Plan and to make or revoke elections under the Plan, in accordance with the provisions of the Plan; (d) To determine the amount of benefits which shall be payable to any person in accordance with the provisions of the Plan; to inform the Employer, insurer or Trustee (if any), as appropriate, of the amount of such benefits; and to provide a full and fair review to any Participant whose claim for benefits has been denied in whole or in part; (e) To designate other persons to carry out any duty or power which may or may not otherwise be a fiduciary responsibility of the Plan Administrator, under the terms of the Plan; (f) To keep records of all acts and determinations, and to keep all such records, books of account, data and other documents as may be necessary for the proper administration of the Plan; (g) To prepare and distribute to all Employees information concerning the Plan and their rights under the Plan; (h) To do all things necessary to operate and administer the Plan in accordance with its provisions. 6.02 Provision for Third -Party Plan Service Providers. The Plan Administrator, subject to approval of the Employer, may employ the services of such persons as it may deem necessary or desirable in connection with the operation of the Plan and to rely upon all tables, valuations, certificates, reports and opinions furnished thereby. Unless otherwise provided in the service agreement, obligations under this Plan shall remain the obligation of the Employer. m 6.03 Fiduciary Liability. To the extent permitted by law, neither the Plan Administrator nor any co other person shall incur any liability for any acts or for failure to act except for their own willful misconduct or willful breach of this Plan. 6.04 Compensation of Plan Administrator. Unless otherwise determined by the Employer and permitted by law, any Plan Administrator who is also an employee of the Employer shall serve without compensation for services rendered in such capacity, but all reasonable expenses incurred in the performance of their duties shall be paid by the Employer. C-) v n 13 CD o 0 C) PROC297B.4 �� C0 6.05 Bonding. Unless otherwise determined by the Employer, or unless required by any Federal or State law, the Plan Administrator shall not be required to give any bond or other security in any jurisdiction in connection with the administration of this Plan. 6.06 Payment of Administrative Expenses. Unless otherwise indicated in the Adoption Agreement, all reasonable expenses incurred in administering the Plan shall be paid by the Employer, provided, however that each Participant shall bear the monthly cost (if any) charged for the maintenance of any Reimbursement Account unless otherwise paid by the Employer. 6.07 Funding Policy. The Employer shall have the right to enter into a contract with one or more insurance companies for the purposes of providing any benefits under the Plan and to replace any of such insurance companies or contracts. Any dividends, retroactive rate adjustments or other refunds of any type which may become payable under any such insurance contract shall not be assets of the Plan but shall be the property of, and shall be retained by the Employer to provide future Benefit Plan or Policy benefits. 6.08 Disbursement Reports. The Plan Administrator shall issue directions to the Employer concerning all benefits which are to be paid from the Employer's general assets pursuant to the provisions of the Plan. 6.09 Reporting and Disclosure Obligations. Unless specified otherwise, it shall be the Employer and Plan Administrator's sole responsibility to comply with all filing, reporting, and disclosure requirements, imposed by the Department of Labor and/or Internal Revenue Service, specifically including, but not limited to creating, filing and distributing Summary Annual Reports, Form 5500's, and Summary Plan Descriptions. Furthermore, the Employer and Plan Administrator shall be required to amend the Plan as is necessary to ensure compliance with applicable tax and other laws and regulations. 6.10 Indemnification. The Plan Administrator shall be indemnified by the Employer against claims, and the expenses of defending against such claims, resulting from any action or conduct relating to the administration of the Plan except claims arising from gross negligence, willful neglect, or willful misconduct. 6.11 Substantiation of Expenses. Each Participant must submit a written Request for Reimbursement form to the Plan Administrator to receive reimbursements from his Medical or Dependent Care Expense Reimbursement Account(s), on a form provided by the Plan Administrator accompanied by a written statement/bill from an independent third party stating that the expense has been incurred, and the amount thereof. The forms shall contain such evidence as the Plan Administrator shall deem necessary as to substantiate the nature, the amount, and timeliness of any expenses that may be reimbursed. 6.12 Reimbursement. Reimbursements shall be made as soon as administratively feasible after the required forms have been received by the Plan Administrator. Reimbursements of less than $15 may be carried forward and aggregated with future reimbursements until the reimbursable amount is greater than $15, provided, however, that the entire amount of reimbursable reimbursements outstanding at the end of the Plan Year shall be reimbursed without regard to the $15 threshold limit. Such forms and documentation must be submitted by the fourth (4th) Friday of the month in order to receive a reimbursement in the following month. Year-end expense reimbursements must be submitted to the Plan Administrator within 90 days of the close of the Plan Year for which the Salary Redirection Agreement is effective, and during which such expense was incurred, in order to be eligible for reimbursement. Likewise, if a Participant terminates participation in the Plan with a credit balance in any Reimbursement Account, such Participant shall be entitled to submit to the Plan Administrator any Requests for Reimbursement for reimbursable expenses incurred prior to such cessation of Participation at any time within 90 days after the close of the Plan Year for which the Salary Redirection Agreement is effective. 14 PROC297B.4 6.13 Annual Statements. The Plan Administrator shall furnish each Participant with an annual statement, showing the amounts paid or expenses incurred by the Employer in providing Medical and/or Dependent Care Expense Reimbursement during the previous calendar year and the respective Reimbursement Account balance(s) on or before January 31 following the close of the applicable Plan Year. ARTICLE VII FUNDING AGENT 7.01 Funding of the Plan. The Plan shall be funded with amounts withheld from Compensation pursuant to Salary Redirection Agreements and by Nonelective Contributions by the Employer. 7.02 The Employer as Funding Agent. If the Employer is designated the Funding Agent in the Adoption Agreement, the Employer will immediately apply all such amounts, without regard to their source, to pay for the welfare benefits provided in the Adoption Agreement and shall comply with all applicable regulations promulgated by the Department of Labor ("D.O.L.") taking into consideration any enforcement procedures adopted by the D.O.L. 7.03 Trust as Funding Agent. If a Trust is designated Funding Agent in the Adoption Agreement, an appropriate Trust Agreement shall be attached at the end of this Plan. ARTICLE Vlll CLAIMS PROCEDURES 8.01 Application to Plan Benefits. The provisions of this Article do not apply to: i) claims for benefits under individual policies or ii) claims for benefits under group policies not subject to ERISA. In the event a claim arises with respect to benefits under such policies, the insurer shall be the appropriate named fiduciary for purposes of benefit determinations, and with regard to benefits under such policies, shall have the discretionary authority to construe and interpret the policies and make factual determinations thereunder. If applicable, these provisions apply to claims for benefits only to the extent that no claims procedure is specified for such benefit in the applicable Benefit Plan or Policy. If a claims procedure is otherwise available under the applicable Benefit Plan or Policy, this Article shall not apply to benefits under the component Benefit Plan or Policy, but shall only apply to issues germane to the pre-tax benefits available under this Plan (i.e., such as a determination of: a Change in Status; significant change in premiums charged; or eligibility and participation matters under this Flexible Benefits Plan document). This Article shall be the claims procedure applicable to the Medical Care Expense Reimbursement and the Dependent Care Expense Reimbursement Plan(s). 8.02 Procedure if Benefits are Denied Under the Plan. Any Employee, beneficiary, or his duly authorized representative may file a claim for a benefit to which the claimant believes that he is entitled, but that has been previously denied by the Plan Administrator. Such a claim must be in writing and delivered to the Plan Administrator in person or by mail, postage paid. Within ninety (90) days after receipt of such claim, the Plan Administrator shall send to the claimant, by 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 ninety (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 Plan Administrator 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 Section 8.02, the claim shall be deemed denied and the claimant shall be permitted to exercise his right to review pursuant to Sections 8.04 and 8.05. 8.03 Requirement for Written Notice of Claim Denial. The Plan Administrator shall provide a written notice to every claimant who is denied a claim for benefits under this Article. Such written notice shall set forth in a manner calculated to be understood by the claimant, the following information: N o (a) The specific reason or reasons for the denial; r 15 o o � 0 PROC2978.4 (b) Specific reference to pertinent Plan provisions on which the denial is based; (c) A description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why such material is necessary; and (d) An explanation of the Plan's claim review procedure. 8.04 Right to Request Hearing on Benefit Denial. Within sixty (60) days after the 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 may make a written application to the Plan Administrator, in person or by certified mail, postage prepaid, to be afforded a review of such denial; may review pertinent documents; and may submit issues and comments in writing. 8.05 Disposition of Disputed Claims. Upon receipt of a request for review, the Plan Administrator shall make a prompt decision on the review matter. The decision on such 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 or insurance policy provisions on which the decision was based. The decision upon review shall be made not later than sixty (60) days after the Plan Administrator'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 one hundred twenty (120) days after receipt of a request for review. If an extension is necessary, the claimant shall be given written notice of the extension prior to the expiration of the initial sixty (60) day period. If notice of the decision on the review is not furnished in accordance with this Section 8.05, the claim shall be deemed denied and the Claimant shall be permitted to exercise his right to a legal remedy. ARTICLE IX AMENDMENT OR TERMINATION OF PLAN 9.01 Permanency. While the Employer fully expects that this Plan will continue indefinitely, due to unforeseen, future business contingencies, permanency of the Plan will be subject to the Employer's right to amend or terminate the Plan, as provided in Sections 9.02 and 9.03, below. Nothing in this Plan is intended to be or shall be construed to entitle any Participant, retired or otherwise, to vested or nonterminable benefits. 9.02 Employer's Right to Amend. The Employer reserves the right to amend the Plan at any time and from time -to -time, and retroactively, if deemed necessary or appropriate to meet the requirements of Code Section 125, or any similar provisions of subsequent revenue or other laws, to modify or amend in whole or in part any or all of the provisions of the Plan. All amendments shall be made in writing and shall be approved by the Board of Directors (or a duly authorized officer of the Employer) in accordance with its normal procedures for transacting business. Such amendments may apply retroactively or prospectively. Each Benefit Plan or Policy shall be amended in accordance with the terms specified therein, or, if no amendment procedure is prescribed, in accordance with this section. Any amendment made by the Employer shall be deemed to be approved and adopted by any Affiliated Employer. 9.03 Employer's Right to Terminate. The Employer reserves the right to discontinue or terminate the Plan without prejudice at any time and for any reason without prior notice. Such decision to terminate the Plan shall be made in writing and shall be approved by the Board of Directors (or a duly authorized officer of the Employer) in accordance with its normal procedures for transacting business. Affiliated Employers may withdraw from participation in the plan, but may not terminate it. 9.04 Determination of Effective Date of Amendment or Termination. Any such amendment, discontinuance or termination shall be effective as of such date as the Employer shall determine. Subject to Sections 4.04(a) and 4.05(a) (if applicable), no amendment, discontinuance or termination shall allow the return to any Employer of any Reimbursement Account balance nor its use for any purpose other than for the exclusive benefit of the Participants and their beneficiaries. 16 PROC297B.4 00 V) o N O r U) O O ARTICLE X GENERAL PROVISIONS 10.01 Not an Employment Contract. Neither this Plan nor any action taken with respect to it shall confer upon any person the right to continue employment with any Employer. 10.02 Applicable Laws. The provisions of the Plan shall be construed, administered and enforced according to applicable Federal law and the laws of the State of the principal place of business of the Employer to the extent not preempted. 10.03 Post -Mortem Payments. Any benefit payable under the Plan after the death of a Participant shall be paid to his surviving spouse (if any), otherwise, to his estate. If there is doubt as to the right of any beneficiary to receive any amount, the Plan Administrator may retain such amount until the rights thereto are determined, without liability for any interest thereon. 10.04 Nonalienation of Benefits. Except as expressly provided by the Plan Administrator, no benefit under the Plan shall be subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or charge, and any attempt to do so shall be void. No benefit under the Plan shall in any manner be liable for or subject to the debts, contracts, liabilities, engagements or torts of any person. 10.05 Mental or Physical Incompetency. Every person receiving or claiming benefits under the Plan shall be presumed to be mentally and physically competent and of age until the Plan Administrator receives a written notice, in a form and manner acceptable to it, that such person is mentally or physically incompetent or a minor, and that a guardian, conservator or other person legally vested with the care of his estate has been appointed. 10.06 Inability to Locate Payee. If the Plan Administrator is unable to make payment to any Participant or other person to whom a payment is due under the Plan because it cannot ascertain the identity or whereabouts of such Participants or other person after reasonable efforts have been made to identify or locate such person such payment and all subsequent payments otherwise due to such Participant or other person shall be forfeited one year after the date any such payment first became due. 10.07 Requirement for Proper Forms. All communications in connection with the Plan made by a Participant shall become effective only when duly executed on any forms as may be required and furnished by, and filed with, the Plan Administrator. 10.08 Source of Payments. The Employer, the Trust fund (if selected as Funding Agent), and any insurance company contracts purchased or held by the Employer or funded pursuant to this Plan shall be the sole sources of benefits under the Plan. No Employee or beneficiary shall have any right to, or interest in, any assets of the Employer upon termination of employment or otherwise, except as provided from time to time under the Plan, and then only to the extent of the benefits payable under the Plan to such Employee or beneficiary. 10.09 Multiple Functions. Any person or group of persons may serve in more than one fiduciary capacity with respect to the Plan. 10.10 Tax Effects. Neither the Employer, its agents, the Plan Administrator, nor the Trustee makes any warranty or other representation as to whether any Pre-tax Premiums made to or on behalf of any Participant hereunder will be treated as excludable from gross income for local, state, or federal income tax purposes. If for any reason it is determined that any amount paid for the benefit of a Participant or Beneficiary is includable in an Employee's gross income for local, federal, or state income tax purposes, then under no circumstances shall the recipient have any recourse against the Plan Administrator or the Employer with respect to any increased taxes or other losses or damages suffered by the Employees as a result thereof. The Plan is designed and is intended to be operated as a "cafeteria plan" under Section 125 of the Code. 17 PROC297B.4 10.11 Gender and Number. Masculine pronouns include the feminine as well as the neuter genders, and the singular shall include the plural, unless indicated otherwise by the context. 10.12 Headings. The Article and Section headings contained herein are for convenience of reference only, and shall not be construed as defining or limiting the matter contained thereunder. 10.13 Incorporation by Reference. Except for the Medical and Dependent Care Expense Reimbursement Plan(s), the actual terms and conditions of the separate component Benefit Plans or Policies offered under this Plan are contained in separate, written documents governing each respective benefit, and shall govern in the event of a conflict between the individual plan document, and this Plan as to substantive content. To that end, each such separate document, as amended or subsequently replaced, is hereby incorporated by reference as if fully recited herein. The provisions of the Medical and Dependent Care Expense Reimbursement Plan(s) are reproduced herein, but shall constitute separate plans for purposes of all applicable Code and ERISA provisions. 10.14 Severability. Should any part of this Plan subsequently be invalidated by a court of competent jurisdiction, the remainder thereof shall be given effect to the maximum extent possible. 10.15 Effect of Mistake. In the event of a mistake as to the eligibility or participation of an Employee, or the allocations made to the account of any Participant, or the amount of distributions made or to be made to a Participant or other person, the Plan Administrator shall, to the extent it deems possible, cause to be allocated or cause to be withheld or accelerated, or otherwise make adjustment of, such amounts as will in its judgment accord to such Participant or other person the credits to the account or distributions to which he is properly entitled under the Plan. Such action by the Administrator may include withholding of any amounts due the Plan or the Employer from Compensation paid by the Employer. 10.16 Provisions Relating to Insurers. No insurer shall be required or permitted to issue an insurance policy or contract that is inconsistent with the purposes of this Plan, nor be bound to take any action not in accordance with the terms of any policy or contract with this Plan. The insurer shall not be deemed to be a party to this Plan, nor shall it be bound to interpret the construction or validity of the Plan. The insurer shall be protected from its good faith reliance on the written representations and instructions of the Trustee and the Plan Administrator, and shall not be responsible for the initial or continued qualified status of the Plan. 10.17 Forfeiture of Unclaimed Reimbursement Account Benefits. Any Reimbursement Account benefit payments that are unclaimed (e.g., uncashed benefit checks) by the close of the Plan Year following the Plan Year in which the Health or Dependent Care Expense was incurred shall be forfeited. ARTICLE XI CONTINUATION COVERAGE UNDER COBRA The following provisions shall be applicable to the Medical Care Expense Reimbursement Plan, and any other group health plan (as defined by Code Sections 4980B and 5000(b)(1) and the regulations promulgated thereunder) subject to COBRA that does not otherwise contain COBRA provisions. As noted in Section 11 .05, COBRA coverage need not be extended to certain Health Care Expense Account Participants. The intent of this Article is to extend continuation rights required by COBRA. To the extent greater rights are provided for hereunder, this Article shall be void. 11.01 Continuation Coverage after Termination of Normal Participation. During any Plan Year during which the Employer is subject to Code Section 4980B, each person who is a Qualified Beneficiary shall have the right to elect to continue coverage under the Medical Care Expense Reimbursement Plan (or other group health plan subject to COBRA) upon the occurrence of a Qualifying Event that would otherwise result in such person losing coverage hereunder. Such extended coverage under the plan is known as "Continuation Coverage." 18 PROC297B.4 11.02 Who is a "Qualified Beneficiary". A "Qualified Beneficiary" is any person who is, as of the day before a Qualifying Event, (a) an Employee of the Employer (including persons who are considered to be "employees" within Code Sec. 401(c), directors and independent contractors) covered under a health plan offered under the Plan as of such day (such persons are called "Covered Employees"), (b) the Spouse of the Covered Employee, or (c) a Dependent of the Covered Employee. A Covered Employee can be a Qualified Beneficiary only if the Qualifying Event consists of termination of employment (for any reason other than gross misconduct) or reduction of hours of the Covered Employee's employment. A child born to or placed for adoption with a Covered Employee during Continuation Coverage will also be a Qualified Beneficiary. A retiree or other former Employee actively participating in the Plan by reason of a previous period of employment will be treated as a "Qualified Beneficiary". 11.03 Who is not a "Qualified Beneficiary". A person is not a Qualified Beneficiary if, as of such day, either the individual is covered under the Medical Care Expense Reimbursement Plan (or other group health plan subject to COBRA) by virtue of the election of Continuation Coverage by another person and is not already a Qualified Beneficiary by reason of a prior Qualifying Event, or is entitled to Medicare coverage under Title XVIII of the Social Security Act. Furthermore, an individual who fails to elect Continuation Coverage within the election period provided in Section 11.07, below, shall not be considered to be a Qualified Beneficiary. Event": 11.04 What is a "Qualifying Event". Any of the following shall be considered as a "Qualifying (a) death of a Covered Employee; or (b) termination (other than by reason of gross misconduct) of the Covered Employee's employment or reduction of hours of employment; or (c) divorce or legal separation of a Covered Employee from the employee's spouse; or (d) a Covered Employee's becoming entitled to receive Medicare benefits under Title XVIII of the Social Security Act; or (e) a dependent child of a Covered Employee ceasing to be a Dependent. In the case of any person treated as a Covered "Employee" but who is not a common-law employee, termination of "employment" means termination of the relationship that originally gave rise to eligibility to participate in the Medical Care Expense Reimbursement Plan (or other group health plan subject to COBRA.) 11.05 COBRA Not Applicable to Certain Health Care Expense Account Participants. In accordance with IRS regulations, COBRA continuation coverages will not be offered to Medical Care Expense Account Plan participants under certain circumstances: (a) Unavailability of COBRA in Plan Year in Which Qualifying Event Occurs. COBRA continuation coverage will not be offered to a Qualified Beneficiary in the Plan Year in which the Qualifying Event occurred of: (1) Conditions in 11.05(b) are Satisfied. The Medical Care Expense Account Plan satisfies the conditions set forth in Section 11.05(b); and (2) Health Care Expense Account has a Deficit at the Time of the Qualifying Event. Taking into account all claims submitted on or before the date of the Qualifying Event, the Qualified Beneficiary's remaining Medical Care Expense Account balance for 1—= N the Plan Year is less than the maximum required COBRA premiums for the rest of the year (i.e., the Medical Care Expense Account is in a deficit position). 19 Lo � o 0 0 PROC297B.4 M .� �11 (b) Unavailability of COBRA in Subsequent Plan Years. COBRA continuation will not be offered to a Medical Care Expense Account Participant in any Plan Year following the Plan Year in which the Qualifying Event occurs (thus even if COBRA is offered for the year in which the qualifying event occurs, the COBRA coverage will cease at the end of the year and cannot be continued for the next plan year); (1) Health FSA is Exempt from HIPAA. The Medical Care Expense Account is exempt from HIPAA (i.e., a major medical plan is available in addition to the Medical Care Expense Account, and the Medical Care Expense Account benefit does not exceed two times the salary reduction or, if greater, the salary redirections plus $500; and (2) COBRA Premium Equals or Exceeds Medical Care Expense Account Benefit. If for the plan year in which the Qualifying Event occurs, the maximum amount the Qualified Beneficiary could be required to pay for a full year of Medical Care Expense Account COBRA coverage equals or exceeds the maximum benefit available to the Qualified Beneficiary for the plan year. The Plan Administrator will notify Medical Care Expense Account Participants as to their COBRA eligibility (if any). 11.06 What Benefit is Available under Continuation Coverage. Each person who is eligible to elect to continue coverage under Article XI shall have the right to continue the level of coverage in effect for the Covered Employee on the day before the Qualifying Event (or a lesser level of coverage). If a Qualified Beneficiary of another group health plan maintained by the Employer is prevented from receiving a previous level of Benefits due to a change in plan Benefits or plan termination , such individual will be entitled to elect any available level of coverage under the Medical Care Expense Reimbursement Plan. A premium for Continuation Coverage shall be charged to Employees and Qualified Beneficiaries in such amounts and shall be payable at such times as are established by the Plan Administrator and permitted by applicable law. 11.07 Notice Requirements. (a) When an Employee becomes covered under this Medical Care Expense Reimbursement Plan (or any other group health plan subject to COBRA), the Plan Administrator must inform the Participant (and spouse, if any) in writing of the rights to continued coverage, as described in Article XI. (b) The Employer shall give the Plan Administrator (if different from the Employer) written notice of a Qualifying Event within thirty (30) days of the occurrence thereof. (c) Within fourteen (14) days of receipt of the Employer's notice, the Plan Administrator shall furnish each Qualifying Beneficiary with written notification of the termination of regular coverage under the Medical Care Expense Reimbursement Plan (or any other group health plan subject to COBRA), as well as a recital of the rights of any such Beneficiary to elect Continuation Coverage, as required by Code Sec. 4980B and ERISA Sec. 601, in accordance with the terms of this Plan. (d) In the case of a Qualifying Event described in Section 11.04(c) or (e), a Covered Employee or a Qualified Beneficiary who is a Spouse or Dependent of such Employee must notify the Plan Administrator within sixty (60) days of the occurrence thereof. The Plan Administrator shall give written notification of Conversion Coverage rights to any other affected Qualified Beneficiaries within fourteen (14) days of receipt of the notice described in this Section 11.07(d). Notwithstanding any of the foregoing, notification to a Qualified Beneficiary who is a spouse of a Covered Employee is treated as notification to all other Qualified Beneficiaries residing with that person at the time notification is made. 20 PROC2978.4 11.08 Election Period. Any Qualified Beneficiary entitled to Continuation Coverage shall have 60 days from the date of the notice required by Section 11.06, in the case of occurrence of a Qualifying Event, in which to return a signed election to the Plan Administrator indicating the choice to continue benefits under this Plan. 11.09 Duration of Continuation Coverage. Except as otherwise provided in this Plan, Continuation Coverage shall extend for a period of 18 months after the date that regular coverage ceased due to occurrence of the initial Qualifying Event described in Section 11.04(b), unless during such 18 -month period a subsequent, Qualifying Event occurs, in which case, another election to extend coverage for 18 months shall be available to the Beneficiary. Except as otherwise provided in this Section, in the case of a Qualifying Event not described in Section 11.04(b), Continuation Coverage shall extend for a period of 36 months after the date that regular coverage ceased due to the occurrence of the Qualifying Event. In the case of a Qualified Beneficiary who is determined, under title II or XVI of the Social Security Act to have been disabled within 60 days of a Qualifying Event described in Section 11.04 (b), Continuation Coverage with respect to such event shall extend for a period of 29 months after the date that regular coverage ceased due to the occurrence of the Qualifying Event if the Qualified Beneficiary has provided notice of such determination within sixty (60) days after the date of such determination and before the end of the initial 18 month Continuation Coverage period. In the event a Covered Employee becomes entitled to Medicare coverage, the period of Continuation Coverage for a Qualified Beneficiary, other than the Covered Employee for such Qualifying Event or any subsequent Qualifying Event, shall not terminate for a period of 36 months from the date the Covered Employee becomes entitled to Medicare benefits. In no event, however, shall Continuation Coverage extend more than 36 months beyond the date of the original Qualifying Event. 11.10 Automatic Termination of Continuation Coverage. Continuation Coverage shall automatically cease if (a) the Employer no longer offers the particular group health coverage to any of its employees (b) the required premium for Continuation Coverage for a particular coverage is not paid within 30 days of the date due or within 45 days after the initial election of Continuation Coverage made pursuant to Section 11.08 (whichever is later), (c) an electing Qualified Beneficiary becomes covered under another group health plan other than a group health plan which may limit a Qualified Beneficiary's coverage because it involves a pre-existing condition, or (d) an electing Qualified Beneficiary becomes eligible to receive benefits under Medicare. IN WITNESS WHEREOF, the Employer has executed this Flexible Benefits Plan, Medical Care Expense Reimbursement Plan, and/or Dependent Care Expense Reimbursement Plan (as noted in the Adoption Agreement), the date and year first written below, to be effective as set forth in the Adoption Agreement. WITNESS: l i' Employpt/ City of Cape Girardeau i� Title: Michael G. Miller, City Manager Corporate Officer Date: Effective 6-30-01 21 PROC297B.4 RESOLUTION ADOPTING A FLEXIBLE BENEFITS PLAN The undersigned hereby certifies that the following described Resolution was officially and legally adopted at the duly authorized official meeting of the body with legal authority (hereafter "Authority") to pass said Resolution. Said meeting was held on the date set forth below. WHEREAS, the Authority wishes to adopt a cafeteria plan within the context of Section 125 of the Internal Revenue Code for the benefit of the Employer's eligible employees. NOW, THEREFORE, BE IT RESOLVED, that the Authority hereby adopts the Flexible Benefits Plan (consisting of the flexible benefits plan document, the Adoption Agreement and component benefit plans and Policies) for the Employer named herein below effective as of the date specified in the Adoption Agreement. RESOLVED FURTHER, that any officer of the employer may, without a further resolution, execute the Adoption Agreement and any related documents or amendments which may be necessary or appropriate to adopt the plan or maintain its compliance with applicable federal, state and local law. Name: City of Cane Girardeau Missouri Body With Legal Authority Of Employer To Pass Resolution: Cjty Council (Examples - Board of Directors, Board of Commissioner, etc.) Date of Official Meeting of Authority at which Resolution was Legally Passed: Octobp'r 15, 2001 Lud Corporao Officer 6'{ C%r.S [OFFICIAL SEAL] that Resolution was le-jalfpassed Michael G. Miller City Manaqer Print Name and Title of Person above Date: Effective 6-30-01 "Note: Legal requirements for a valid Board of Directors Resolution vary from state to state. This document is merely a suggested form. Each Employer should consult with its own legal counsel to ensure compliance with applicable law. AMEND97B.3