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HomeMy WebLinkAboutRES.2061.05-02-2005BILL NO. 05-75 RESOLUTION NO. t A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDED PLAN DOCUMENT WITH MARSHALL & ILSLEY TRUST COMPANY, N.A., FOR THE CITY OF CAPE GIRARDEAU SECTION 125 CAFETERIA PLAN BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS: ARTICLE 1. The City Manager, for and on behalf of the City of Cape Girardeau, Missouri, is hereby authorized to execute an Amended Plan Document with Marshall & Ilsley Trust Company, N.A., for the City of Cape Girardeau Section 125 Cafeteria Plan. A copy of said Amended Plan Document is attached to this Resolution and made a part hereof. PASSED AND ADOPTED THIS 21 DAY OF l;_ 20 60-Ja4- Knudtson, Mayor Gayle L. Conrad, City Clerk 5/17/04 THE CITY OF CAPE GIRARDEAU FLEXIBLE BENEFITS PLAN TABLE OF CONTENTS ARTICLEI DEFINITIONS...........................................................................................5 ARTICLE II PARTICIPATION.....................................................................................8 4.1 BENEFIT OPTIONS 12 2.1 ELIGIBILITY 13 4.3 DEPENDENT CARE ASSISTANCE PROGRAM BENEFIT 8 2.2 EFFECTIVE DATE OF PARTICIPATION 8 2.3 APPLICATION TO PARTICIPATE 8 2.4 TERMINATION OF PARTICIPATION 9 2.5 CHANGE OF EMPLOYMENT STATUS 9 2.6 TERMINATION OF EMPLOYMENT 14 4.9 SUPPLEMENTAL CANCER CARE BENEFIT 9 2.7 DEATH 14 4.10 SUPPLEMENTAL HOSPITAL INDEMNITY BENEFIT 11 ARTICLE III CONTRIBUTIONS TO THE PLAN.....................................................11 3.1 SALARY REDIRECTION 11 3.2 APPLICATION OF CONTRIBUTIONS 12 3.3 PERIODIC CONTRIBUTIONS 12 ARTICLEIV BENEFITS...............................................................................................12 4.1 BENEFIT OPTIONS 12 4.2 HEALTH CARE REIMBURSEMENT PLAN BENEFIT 13 4.3 DEPENDENT CARE ASSISTANCE PROGRAM BENEFIT 13 4.4 CASH BENEFIT 13 4.5 HEALTH INSURANCE BENEFIT 13 4.6 DENTAL INSURANCE BENEFIT 13 4.7 SUPPLEMENTAL INTENSIVE CARE BENEFIT 14 4.8 SUPPLEMENTAL ACCIDENT CARE BENEFIT 14 4.9 SUPPLEMENTAL CANCER CARE BENEFIT 14 4.10 SUPPLEMENTAL HOSPITAL INDEMNITY BENEFIT 14 4.11 NONDISCRIMINATION REQUIREMENTS 15 ARTICLE V PARTICIPANT ELECTIONS...............................................................16 5.1 INITIAL ELECTIONS 16 5.2 SUBSEQUENT ANNUAL ELECTIONS 16 5.3 FAILURE TO ELECT 17 5.4 CHANGE OF ELECTION 17 ARTICLE VI HEALTH CARE REIMBURSEMENT PLAN.....................................22 6.1 ESTABLISHMENT OF PLAN 22 6.2 DEFINITIONS 22 6.3 FORFEITURES 23 6.4 LIMITATION ON ALLOCATIONS 23 6.5 NONDISCRIMINATION REQUIREMENTS 23 6.6 COORDINATION WITH CAFETERIA PLAN 24 6.7 HEALTH CARE REIMBURSEMENT PLAN CLAIMS 24 ARTICLE VII DEPENDENT CARE ASSISTANCE PROGRAM..............................25 7.1 ESTABLISHMENT OF PROGRAM 25 7.2 DEFINITIONS 25 7.3 DEPENDENT CARE ASSISTANCE ACCOUNTS 27 7.4 INCREASES IN DEPENDENT CARE ASSISTANCE ACCOUNTS 27 7.5 DECREASES IN DEPENDENT CARE ASSISTANCE ACCOUNTS 27 7.6 ALLOWABLE DEPENDENT CARE ASSISTANCE REIMBURSEMENT 27 7.7 ANNUAL STATEMENT OF BENEFITS 27 7.8 FORFEITURES 28 7.9 LIMITATION ON PAYMENTS 28 7.10 NONDISCRIMINATION REQUIREMENTS 28 7.11 COORDINATION WITH CAFETERIA PLAN 29 7.12 DEPENDENT CARE ASSISTANCE PROGRAM CLAIMS 29 ARTICLE VIII BENEFITS AND RIGHTS.................................................................... 30 8.1 CLAIM FOR BENEFITS 30 8.2 APPLICATION OF BENEFIT PLAN SURPLUS 32 8.3 NAMED FIDUCIARY 32 ARTICLE IX ADMINISTRATION...............................................................................32 9.1 PLAN ADMINISTRATION 32 9.2 EXAMINATION OF RECORDS 33 9.3 PAYMENT OF EXPENSES 33 9.4 INSURANCE CONTROL CLAUSE 33 9.5 INDEMNIFICATION OF ADMINISTRATOR 34 ARTICLE X AMENDMENT OR TERMINATION OF PLAN ................................ 34 10.1 AMENDMENT 34 10.2 TERMINATION 34 ARTICLE XI MISCELLANEOUS................................................................................35 11.1 PLAN INTERPRETATION 35 11.2 GENDER AND NUMBER 35 11.3 WRITTEN DOCUMENT 35 11.4 EXCLUSIVE BENEFIT 35 11.5 PARTICIPANT'S RIGHTS 35 11.6 ACTION BY THE EMPLOYER 35 11.7 NO GUARANTEE OF TAX CONSEQUENCES 36 11.8 INDEMNIFICATION OF EMPLOYER BY PARTICIPANTS 36 11.9 FUNDING 36 11.10 GOVERNING LAW 36 11.11 SEVERABILITY 37 11.12 CAPTIONS 37 11.13 CONTINUATION OF COVERAGE 37 11.14 FAMILY AND MEDICAL LEAVE ACT 37 11.15 HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT 38 11.16 UNIFORM SERVICES EMPLOYMENT AND REEMPLOYMENT RIGHTS ACT 40 THE CITY OF CAPE GIRARDEAU FLEXIBLE BENEFITS PLAN INTRODUCTION Effective January 1, 2004, the Employer amends and rewrites the Plan known as The City of Cape Girardeau Tax Savings Plan and Custodial Account to recognize contributions made to the Employer by its Employees. The purpose of this Plan is to reward Employees by providing benefits for those Employees who shall qualify hereunder and their dependents and beneficiaries. The concept of this plan is to allow Employees to choose among different types of benefits based on their own particular goals, desires and needs. The Plan shall be known as The City of Cape Girardeau Flexible Benefits Plan (the "Plan"). This document is designed to qualify as a "Cafeteria Plan" within the meaning of Code Section 125, under which an Employee elects to receive benefits under the Plan as included or excludable from the Employee's income under Section 125(a) and other applicable Code Sections. Portions of this document also reflect individual component plans designed to separately qualify as: (1) a Medical Reimbursement Plan under Code Section 105; (2) a Premium Conversion Plan under Code Section 106; and (3) a Dependent Care Assistance Plan under Code Section 129. ARTICLE I DEFINITIONS 1.1. "Administrator" means The City of Cape Girardeau, or the individual(s) or corporation appointed by the Employer to carry out the administration of the Plan. In the event an Administrator has not been appointed, or resigns from a prior appointment, the Employer shall be deemed to be the Administrator. 1.2. "Affiliated Employer" means the Employer and any corporation which is a member of a controlled group of corporations (as defined in Code Section 414{b}) which includes the Employer; any trade or business (whether or not incorporated) which is under common control (as defined in Code Section 414{c}) with the Employer; any organization (whether or not incorporated) which is a member of an affiliated service group (as defined in Code Section 414(m)) which includes the Employer; and any other entity required to be aggregated with the Employer pursuant to Treasury regulations under Code Section 414(o). 1.3. "Benefit" means any of the optional benefit choices available to a Participant as outlined in Section 4.1. 1.4. "Cafeteria Plan Benefit Dollars" means the amount available to Participants, pursuant to Article III, to purchase Benefits. Each dollar contributed to this Plan shall be converted to one Cafeteria Plan Benefit Dollar. 1.5. "Code" means the Internal Revenue Code of 1986, as amended or replaced from time to time. 5 1.6. "Compensation" means the total cash remuneration received by the Participant from the Employer during a Plan Year prior to any Salary Redirection Agreement reductions authorized here under. Compensation shall include overtime, commissions, and bonuses. 1.7. "Dependent" means any individual who is a tax dependent of the Participant as defined in Code Section 152 except that: (a) for purposes of accident or health coverage, any child to whom Code Section 152(e) applies (regarding a child of divorced parents, etc, where one or both parents have custody of the child for more than half of the calendar year and where the parents together provide more than half of the child's support for the year) is treated as a dependent of both parents; and (b) for purposes of the Dependent Care Assistance Program, a dependent means a qualifying individual as defined in Code Section 21(b)(1) with respect to the Participant and in the case of divorced parents, the child shall, as provided in Code Section 21(e)(5), be treated as a qualifying individual of the custodial parent (within the meaning of Code Section 152(e)(1)), and shall not be treated as a qualifying individual with respect to the non-custodial parent. Notwithstanding the foregoing, the Health Care Reimbursement Plan will provide benefits in accordance with the applicable requirements of any qualified medical child support order, as defined in ERISA 609(a), even if the child does not meet the definition of "dependent". 1.8. "Effective Date" means August 1, 1989. The plan was amended and rewritten effective January 1, 2004. 1.9. "Election Period" means the period immediately preceding the beginning of each Plan Year established by the Administrator, such period to be applied on an uniform and nondiscriminatory basis for all Employees and Participants. However, an Employee's initial Election Period shall be determined pursuant to Section 5.1. 1.10. "Eligible Employee" means any person who is a full-time common law employee of the Employer who is receiving remuneration for personal services rendered to the Employer. A full- time employee is defined as an employee who is scheduled to work thirty (30) or more hours per week on a regular basis. 1.11. "Employee" means any person who is employed by the Employer, but excludes any person who performs services as an independent contractor and does not include leased employees within the meaning of Code Section 414(n)(2). Any classification, reclassification or other characterization of any such individual as an employee of the Employer, whether as a statutory or common law employee, by a court of law or by action of any federal, state or local governmental agency shall be of no effect on the exclusion of such individual from participation in the plan. 1.12. "Employer" means The City of Cape Girardeau and any affiliated employer that shall adopt this Plan; any successor who shall maintain this Plan; and any predecessor which has maintained this Plan. 1.13. "Employer Contribution" means the contributions made on behalf of a Participant by the Employer. These contributions shall be converted to Cafeteria Plan Benefit Dollars and allocated to the insured or self-funded Benefits established under the Plan pursuant to the Participants' elections made under Article V. Con 1. 14. "ERISA" means the Employee Retirement Income Security Act of 1974, as amended from time to time. 1.15. "Highly Compensated Employee" means, for the purposes of determining discrimination, an Employee described in Code Section 414(q) and the Treasury regulations thereunder. 1.16. "Insurance Contract" means any contract issued by an Insurer underwriting a Benefit. 1.17. "Insurer" means any insurance company that underwrites a Benefit under this Plan or, with respect to any self-funded benefits, the Employer. 1.18. "Key Employee" means an employee defined in Code Section 416(i)(1) and the Treasury regulations thereunder. 1.19. "Participant" means any Eligible Employee who elects to become a Participant pursuant to Section 2.3 and has not for any reason become ineligible to participate further in the Plan. 1.20. "Plan" means this instrument, including all amendments thereto. 1.21. "Plan Year" means the 12 -month period beginning January 1 st and ending December 31 st. The Plan Year shall be the coverage period for the Benefits provided under this Plan. In the event a Participant commences participation during a Plan Year, then the initial coverage period shall be that portion of the Plan Year commencing on such Participant's date of entry and ending on the last day of such Plan Year. 1.22. "Premium Expenses" or "Premiums" mean the Participant's cost for the self-funded or insured benefits described in Section 4.1. 1.23. "Premium Reimbursement Account" means the account established for a Participant pursuant to this Plan to which part of the Cafeteria Plan Benefit Dollars may be allocated and from which Premiums of the Participant may be paid or reimbursed. If more than one type of insured or self- funded Benefit is elected, a sub -account shall be established for each type of insured Benefit. 1.24. `ISalary Redirection" means the contributions made by the Employer on behalf of Participants pursuant to Section 3.1. These contributions shall be converted to Cafeteria Plan Benefit Dollars and allocated to the accounts established under the Plan pursuant to the Participants' elections made under this Plan. 1.25. "Salary Redirection Agreement" means an agreement between the Participant and the Employer under which the Participant agrees to reduce his Compensation or to forego all or part of the increases in such Compensation and to have such amounts contributed by the Employer to the Plan on the Participant's behalf. The Salary Redirection Agreement shall apply only to Compensation that has not been actually or constructively received by the Participant as of the date of the agreement (after taking this Plan and Code Section 125 into account) and, subsequently does not become currently available to the Participant. 1.26. "Spouse" means the legally married husband or wife of a Participant, unless legally separated by court decree. 7 ARTICLE II PARTICIPATION 2.1 ELIGIBILITY Any Eligible Employee shall be entitled to participate hereunder upon the first of the month following or coinciding with 30 days of employment. Any Eligible Employee who was a Participant in the Plan on the effective date of this amendment shall continue to be eligible to participate in the Plan. If a former Participant is rehired during the same Plan Year in which termination of employment occurs and the former Participant qualifies as an Eligible Employee, such former Participant shall be eligible for Salary Redirection pursuant to Section 2.6. 2.2 EFFECTIVE DATE OF PARTICIPATION An newly Eligible Employee who makes an initial election to participate under Section 5.1 shall become a Participant in the Plan effective as of the first day of the month coinciding with or following the date the benefit department receives your properly completed election form. An Eligible Employee who makes an election to participate under Section 5.2 shall become a Participant in the Plan effective as of the first day of the Plan Year following such election, provided the requirements for participation under Section 5.2 are satisfied during the applicable Election Period. Notwithstanding the foregoing, an Eligible Employee shall become a Participant with respect to the insured Benefits effective as of the entry date under the Employer's group medical plan. 2.3 APPLICATION TO PARTICIPATE An Employee who is eligible to participate in this Plan shall, during the applicable Election Period, complete an application to participate and make an election of benefits, which the Administrator shall furnish to the Employee. The election made on such form shall be irrevocable until the end of the applicable Plan Year unless the Participant is entitled to change his Benefit elections pursuant to Section 5.4 hereof. An Eligible Employee shall also be required to execute a Salary Redirection Agreement during the Election Period for the Plan Year during which he wishes to participate in this Plan. Any such Salary Redirection Agreement shall be effective beginning on the Employee's effective date of participation pursuant to Section 2.2. 2.4 TERMINATION OF PARTICIPATION A Participant shall cease to be a Participant in this Plan upon the earlier of- (a) £ (a) The expiration of the Plan Year for which the Employee elected to Participate, unless the Participant makes a timely election to continue participation subject to Section 2.3. (b) The date on which the Employee ceases to be an employee eligible to participate under Section 2.1 because of retirement, termination of employment subject to provisions of Section 2.6, layoff, reduction in hours subject to Section 2.5, death subject to Section 2.7 or any other reason. (c) The date the Participant revokes an election to participate under a circumstance when such change is permitted under the terms of this plan, or (d) The termination of this Plan, subject to the provisions of Section 10.2. Participation under insured Benefits will cease as of the date specified by the specific health insurance plan. 2.5 CHANGE OF EMPLOYMENT STATUS If a Participant ceases to be an Eligible Employee because of a change in employment status or classification (other than through termination of employment), the Participant shall become a limited Participant in this Plan for the remainder of the Plan Year in which such change of employment status occurs. As a limited Participant, no further Salary Redirection may be made on behalf of the Participant, and except as otherwise provided herein, all further Benefit elections shall cease, subject to the limited Participant's right to continue coverage under the individual health benefits. Without continuation coverage, any balance in the limited Participant's Health Care Reimbursement Plan may be used to reimburse the limited Participant for any allowable Medical Expenses incurred during the portion of the Plan Year during which he was an Eligible Employee (except as otherwise provided in Section 2.6(c)(1)). The limited Participant's Dependent Care Assistance Program balance may be used during such Plan Year to reimburse the limited Participant for any allowable Employment -Related Dependent Care Expenses incurred during the Plan Year. Subject to the provisions of Section 2.6, if the limited Participant later becomes an Eligible Employee, then the limited Participant may again become a full Participant in this Plan, provided he otherwise satisfies the participation requirements set forth in this Article H as if he were a new Employee and made an election in accordance with Section 5.1. 2.6 TERMINATION OF EMPLOYMENT If a Participant's employment with the Employer is terminated for any reason other than death, his participation in the Plan shall be governed in accordance with the following: Z (a) With regard to Insurance Benefits provided under Section 4.1, the Participant's participation in the Plan shall cease, subject to the Participant's right to continue coverage under any Insurance Contract for which premiums have already been paid. (b) With regard to the Dependent Care Assistance Program, the Participant's participation in the Plan shall cease and no further Salary Redirection contributions shall be made. However, such Participant may request reimbursement for any qualified Employment - Related Dependent Care Expenses per Section 7.2(d), incurred during the Participant's coverage period and continuing through the end of the Plan Year in which the termination occurs, based on the level of the Dependent Care Assistance Account as of the date of termination. (c) With regard to the Health Care Reimbursement Plan, the Participant may elect to continue the participation in the Plan to the extent required under Code Section 4980B and Section 11.13 of the Plan as set forth herein. (1) If the Participant elects to continue participation in the Health Care Reimbursement Plan to the extent required under Code Section 4980B and Section 11.13 of the Plan as set forth herein, the Participant may continue to seek reimbursement from the Health Care Reimbursement Fund based on the elections made prior to the beginning of the Plan Year. However, such contributions after termination of employment shall be with after-tax dollars instead of Salary Redirections. (2) If the Participant does not elect to continue participation in the Health Care Reimbursement Plan for the remainder of the Plan Year in which such termination occurs, participation in the Plan shall cease and no further Salary Redirection contributions shall be made. However, such Participant may submit claims for expenses incurred during the portion of the Plan Year preceding the date of termination. (3) No Participant will be allowed to continue coverage under Code Section 4980B in accordance to Section 11.13 unless the Participant's maximum unpaid contributions are less than or equal to the Participant's maximum Health Care Reimbursement Plan benefits for the remainder of the Plan Year. Even if a Participant may continue coverage under Code Section 4980B (as stated in Section 11.13 of the Plan) through the application of the preceding sentence, the Participant may not continue such coverage during any subsequent Plan Year. (d) In the event a Participant terminates his participation in the Health Care Reimbursement Plan during the Plan Year, if Salary Redirections are made other than on a pro rata basis, upon termination the Participant shall be entitled to a reimbursement for any Salary Redirection previously paid for coverage or benefits relating to the period after the date of the Participant's separation from service regardless of the Participant's claims or reimbursements as of such date. 10 (e) This Section shall be applied and administered consistent with such further rights a Participant and his Dependents may acquire pursuant to Code Section 4980B and Section 11.13 of the Plan. 2.7 DEATH If a Participant dies, his participation in the Plan shall cease. However, such Participant's beneficiaries, or the representative of his estate, may submit claims for any allowable medical expenses incurred during the portion of the Plan Year preceding the Participant's death (except as otherwise provided in Section 2.6(c)(1)), or Employment -Related Dependent Care Expenses incurred during the Plan Year. A Participant may designate a specific beneficiary for this purpose. If no such beneficiary is specified, the Administrator may designate the Participant's Spouse, one of his Dependents or a representative of his estate. ARTICLE III CONTRIBUTIONS TO THE PLAN 3.1 SALARY REDIRECTION Benefits under the Plan shall be financed by Salary Redirections sufficient to support the cost of Benefits that a Participant has elected hereunder. The amount of the Salary Redirection shall be specified in the Salary Redirection Agreement and shall be applicable for a Plan Year. Notwithstanding the above, for new Participants, the Salary Redirection agreement shall only be applicable from the first day of coverage following the Employee's entry date up to and including the last day of the Plan Year. These contributions shall be converted to Cafeteria Plan Benefit Dollars and allocated to the funds or accounts established under the Plan pursuant to the Participants' elections made under Article V. Any Salary Redirection shall be determined prior to the beginning of a Plan Year (subject to initial elections pursuant to Section 5.1) and prior to the end of the Election Period, and shall be irrevocable for such Plan Year. However, a Participant may revoke a Benefit election or a Salary Redirection Agreement after the Plan Year has commenced and make a new election with respect to the remainder of the Plan Year, if both the revocation and the new election are on account of and consistent with a change in work or family status or such other permitted events as determined under Article V of the Plan and consistent with the rules and regulations of the Department of the Treasury. Salary Redirection amounts shall be contributed on a pro rata basis for each pay period during the Plan Year. All individual Salary Redirection Agreements are deemed to be part of this Plan and incorporated by reference hereunder. 11 3.2 APPLICATION OF CONTRIBUTIONS As soon as reasonably practical after each payroll period, the Employer shall apply the Salary Redirection to provide the Benefits elected by the affected Participants. Any contribution made or withheld for the Health Care Reimbursement Fund or Dependent Care Assistance Account shall be credited to such fund or account. Amounts designated for the Participant's Premium Expense Reimbursement Account shall likewise be credited to such account for the purpose of paying Premium Expenses. 3.3 PERIODIC CONTRIBUTIONS Notwithstanding the requirement provided above and in other Articles of this Plan that Salary Redirection be contributed to the Plan by the Employer on behalf of an Employee on a level and pro rata basis for each payroll period. The Employer and Administrator may implement a procedure in which Salary Redirection are contributed throughout the Plan Year on a periodic basis that is not pro rata for each payroll period. However, with regard to the Health Care Reimbursement Plan, the payment schedule for the required contributions may not be based on the rate or amount of reimbursements during the Plan Year. In the event Salary Redirections are not made on a pro -rata basis, upon termination of participation, a Participant may be entitled to a refund of such Salary Redirections pursuant to Section 2.6(d). ARTICLE IV BENEFITS 4.1 BENEFIT OPTIONS Each Participant may elect to have the amount of his Cafeteria Plan Benefit Dollars applied to any one or more of the following optional Benefits: (1) Health Care Reimbursement Plan (2) Dependent Care Assistance Program (3) Cash Benefit (i.e. Compensation that a Participant elected, or was deemed to have elected, to receive as a taxable cash benefit in lieu of other non-taxable benefits available under this Plan.) In addition, each Participant shall have a sufficient portion of his Cafeteria Plan Benefit Dollars applied to the following insured benefits unless the Participant elects not to receive such benefits: (4) Health Insurance Benefit (5) Dental Insurance Benefit 12 (6) Supplemental Intensive Care Benefit (7) Supplemental Accident Care Benefit (8) Supplemental Cancer Care Benefit (9) Supplemental Hospital Indemnity Benefit 4.2 HEALTH CARE REIMBURSEMENT PLAN BENEFIT Each Participant may elect coverage under the Health Care Reimbursement Plan Option, in which case Article VI shall apply. 4.3 DEPENDENT CARE ASSISTANCE PROGRAM BENEFIT Each Participant may elect coverage under the Dependent Care Assistance Program option, in which case Article VII shall apply. 4.4 CASH BENEFIT If a Participant does not elect any Salary Redirections, such Participant shall be deemed to chosen the Cash Benefit (or was not deemed to have elected) as his sole Benefit option. 4.5 HEALTH INSURANCE BENEFIT (a) Each Participant may elect to be covered under a Health and Hospitalization Insurance Contract for the Participant, his or her spouse, and his or her Dependents. The Employer may select suitable Health and Hospitalization Insurance Contracts for use in providing this health insurance benefit, which policies will provide uniform benefits for all Participants electing this Benefit. (b) The rights and conditions with respect to the benefits payable from such Health and Hospitalization Insurance Contract shall be determined therefrom, and such Insurance Contract shall be incorporated herein by reference. 4.6 DENTAL INSURANCE BENEFIT (a) Each Participant may elect to be covered by the Employer's Dental Insurance Contract. The Employer may select suitable Dental Insurance Contracts for use in providing this Dental insurance benefit, for which the policies will provide uniform benefits for all Participants electing this Benefit. 13 (b) The rights and conditions with respect to the benefits payable from such Dental Insurance Contract shall be determined therefrom, and such Dental Insurance Contract shall be incorporated herein by reference. 4.7 SUPPLEMENTAL INTENSIVE CARE BENEFIT (a) Each Participant may elect to be covered by the Employer's Supplemental Intensive Care Benefit Insurance Contract. The amount of coverage hereunder shall be sufficient to provide a basic benefit as determined by the policy in effect for the Plan Year. The Employer may select suitable Contract(s), which will provide benefits for all Participants electing this Benefit on a uniform basis. (b) The rights and conditions with respect to the Benefits payable from such Supplemental Intensive Care Benefit Insurance Contract shall be determined therefrom, and such Contract shall be incorporated herein by reference. 4.8 SUPPLEMENTAL ACCIDENT CARE BENEFIT (a) Each Participant may elect to be covered by the Employer's Supplemental Accident Care Benefit Insurance Contract. The amount of coverage hereunder shall be sufficient to provide a basic benefit as determined by the policy in effect for the Plan Year. The Employer may select suitable Contract(s), which will provide benefits for all Participants electing this Benefit on a uniform basis. (b) The rights and conditions with respect to the Benefits payable from such Supplemental Accident Care Benefit Insurance Contract shall be determined therefrom, and such Contract shall be incorporated herein by reference. 4.9 SUPPLEMENTAL CANCER CARE BENEFIT (a) Each Participant may elect to be covered by the Employer's Supplemental Cancer Care Benefit Insurance Contract. The amount of coverage hereunder shall be sufficient to provide a basic benefit as determined by the policy in effect for the Plan Year. The Employer may select suitable Contract(s), which will provide benefits for all Participants electing this Benefit on a uniform basis. (b) The rights and conditions with respect to the Benefits payable from such Supplemental Cancer Care Benefit Insurance Contract shall be determined therefrom, and such Contract shall be incorporated herein by reference. 4.10 SUPPLEMENTAL HOSPITAL INDEMNITY BENEFIT (a) Each Participant may elect to be covered by the Employer's Supplemental Hospital Indemnity Benefit Insurance Contract. The amount of coverage hereunder shall be sufficient to provide a basic benefit as determined by the policy in effect for the Plan 14 Year. The Employer may select suitable Contract(s), which will provide benefits for all Participants electing this Benefit on a uniform basis. (b) The rights and conditions with respect to the Benefits payable from such Supplemental Hospital Indemnity Benefit Insurance Contract shall be determined therefrom, and such Contract shall be incorporated herein by reference. 4.11 NONDISCRIMINATION REQUIREMENTS (a) It is the intent of this Plan to provide benefits to a classification of employees which the Secretary of the Treasury finds not to be discriminatory in favor of the group in whose favor discrimination may not occur under Section 125. (b) It is the intent of this Plan not to provide qualified benefits as defined under Code Section 125 to Key Employees in amounts that exceed 25% of the aggregate of such Benefits provided for all Eligible Employees under the Plan. For purposes of the preceding sentence, qualified benefits shall not include benefits that (without regard to this paragraph) are included in gross income. (c) If the Administrator deems it necessary to avoid discrimination or possible taxation to Key Employees or a group of employees in whose favor discrimination may not occur in violation of Code Section 125, it may, but shall not be required to, reduce contributions or non-taxable Benefits in order to assure compliance with this Section. Any act taken by the Administrator under this Section shall be carried out in a uniform and nondiscriminatory manner. If the Administrator decides to reduce contributions or non-taxable benefits, it shall be done in the following manner. First, the non-taxable Benefits of the affected Participant (either an employee who is highly compensated or a Key Employee, whichever is applicable) who has elected the highest amount of non-- taxable on-taxable Benefits for the Plan Year shall have his non-taxable benefits reduced until the discrimination tests set forth in this Section are satisfied or until the amount of his non- taxable Benefits equals the non-taxable Benefits of the affected Participant who has elected the second highest amount of non-taxable Benefits. This process shall continue until the nondiscrimination tests set forth in this Section are satisfied. With respect to any affected Participant who has had Benefits reduced pursuant to this Section, the reduction shall be made proportionately among Health Care Reimbursement Plan Benefits and Dependent Care Assistance Program benefits, and once all these Benefits are expended, proportionately among insured Benefits. Contributions which are not utilized to provide Benefits to any Participant by virtue of any administrative act under this paragraph shall be forfeited and deposited into the benefit plan surplus. 15 ARTICLE V PARTICIPANT ELECTIONS 5.1 INITIAL ELECTIONS An Employee who meets the eligibility requirements of Section 2. 1, will have an additional 30 days from the date he or she becomes an Eligible Employee to elect participation in this Plan for all or the remainder of such Plan Year in accordance to Section 2.3. Participation in the Plan shall not be effective until after receipt of the Participant's election pursuant to Section 2.2 and shall be limited to Benefit expenses incurred for the balance of the Plan Year for which the election is made. If such Eligible Employee fails to make such election or satisfy such requirements within this 30 day initial Election Period, such Eligible Employee will be deemed to have elected not to participate in the Plan for all or the remainder of the Plan Year. Section 5.2 will be applicable with regard to subsequent annual elections to participate in the Plan. If a former Participant is rehired to an Eligible Employee position during the same Plan Year in which termination of employment occurred and that Participant's prior coverage was terminated, the following shall apply: (a) If the Employee meets an Eligible Employee status within 30 days or less of the termination of employment the Participant shall be reinstated with the same Benefit election such Participant had prior to termination without loss of coverage. Salary Redirection for the Health Care Reimbursement Plan and Dependent Care Assistance Program for the remainder of the Plan Year will be in an amount equal to the prior Benefit Election for the Plan Year less prior Plan Year Benefit contributions subject to the Participant's right to change his Benefit Elections pursuant to Section 5.4. (b) If the Employee meets the Eligible Employee status 30 days or more after termination of employment the Participant shall be entitled to make a new Benefit Election in accordance to Section 2.2 and Section 2.3. The new Benefit Election and Salary Redirection for non-insured Benefits for the remainder of the Plan Year may not exceed the difference of the maximum account allowance less the prior Benefit elections for that Plan Year. 5.2 SUBSEQUENT ANNUAL ELECTIONS During the Election Period prior to each subsequent Plan Year, each Participant (and each Eligible Employee who elected not to participate in the Plan in the prior Plan Year) shall be given the opportunity to make a Benefit election regarding Plan Benefits for the next Plan Year. The Participant or Eligible Employee must make such an election and satisfy the requirements of Section 2.3 during the Election Period. Any such election shall be effective for any Benefit expenses incurred during the Plan Year, which follow the end of the Election Period. With regard to subsequent annual elections, the following options shall apply: 16 (a) A Participant or Eligible Employee who failed to initially elect to participate may elect different or new Benefits under the Plan during the Election Period; (b) A Participant may terminate his participation in the Plan by notifying the Administrator in writing during the Election Period that he does not want to participate in the Plan for the next Plan Year; (c) An Employee who elects not to participate for the Plan Year following the Election Period will have to wait until the next Election Period before again electing to participate in the Plan, with respect to the Health Care Reimbursement Plan and the Dependent Care Assistance Program, unless such Employee is entitled to make a Change of Election pursuant to Section 5.2. 5.3 FAILURE TO ELECT Any Participant who fails to complete a new benefit election form pursuant to Section 5.2 by the end of the applicable Election Period shall be treated in the following manner: (a) With regard to Benefits available under the Plan for which no Premium Expenses apply, such Participant shall be deemed to have elected not to participate in the Plan for the upcoming Plan Year. No further Salary Redirections shall therefore be authorized or made for subsequent Plan Year for such Benefits. (b) With regard to Benefits available under the Plan that are insured and for which Premium Expenses apply, such Participant shall be deemed to have made the same Benefit elections as then in effect for the current Plan Year. The Participant shall also be deemed to have elected Salary Redirection in an amount necessary to purchase such insured Benefit options. 5.4 CHANGE OF ELECTION A Participant may change a Benefit election up to five (5) times during the Plan Year to which such election relates and make a new Benefit election with respect to the remainder of such Plan Year if, under the facts and circumstances, the changes are necessitated by and consistent with change of election events acceptable under the rules and regulations adopted by the Department of the Treasury, the provisions of which are incorporated by reference. However, no Participant shall be allowed to reduce an election for Health Care Reimbursement or Dependent Care Assistance Benefits to a point where the annualized contribution for such benefit is less than the amount already reimbursed. Notwithstanding anything herein to the contrary, if the rules and regulations of the Internal Revenue Service, Department of Labor, or any other governmental entity conflict with the terms of the Plan, then the rules and regulations of the Internal Revenue Service, Department of Labor, or other governmental entity shall control. An election change is considered consistent if the qualifying event affects eligibility under an Employer's Plan, and the that same event results in an increase or decrease in the number of 17 family members who may benefit from coverage under the Plan. The qualifying event must directly affect coverage for the individual the change in election is made for. In addition, if the Participant, Spouse or Dependent gains eligibility for coverage under a family member's plan as a result of a change in marital status or a change in employment status, then a Participant's election change to cease or decrease coverage for that individual corresponds with that change in status only if coverage for that individual becomes applicable or is increased under the family member plan. Regardless of the consistency requirement, if the Participant, the Participant's spouse, or dependent becomes eligible for continuation coverage under the Employer's group health plans as provided in Code Section 4980B or any similar state law and the Participant retains eligibility under the Cafeteria Plan hereunder, the Participant may use Salary Redirection under this Plan to pay for the continuation coverage. Any new election shall be effective as of the first day of the next pay period coinciding with or next following the day a new election form is received by the Administrator, not withstanding special enrollment rights provided for in Code Section 9801(f). For the purposes of this subsection, a change in election shall include the following events or other events permitted by Treasury regulations: (a) Change in Status. A Participant may change or terminate an 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 that affects coverage eligibility of a Participant, Participant's Spouse, or Dependent. 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 an election based on that change. (1) Legal Marital Status: Events that change a Participant's legal marital status, including marriage, divorce, death of a spouse, legal separation or annulment; (2) Number of Dependents: Events that change a Participant's number of dependents, including birth, adoption, placement for adoption, or death of a dependent; (3) Employment Status: Any of the following events that change the employment status of the Participant, spouse, or dependent: termination or commencement of employment, a strike or lockout, commencement or return from an unpaid leave of absence, incurring a reduction or increase in hours of employment, or a change in work site. In addition, if the eligibility conditions of this Plan or other employee benefit plan of the Employer of the Participant, spouse, or dependent depend on the employment status of that individual and there is a change in that individual's employment status with the consequence that the individual becomes (or ceases to be) eligible under the plan, then that change constitutes a change in employment under this subsection; It.] (4) Dependent Satisfies or Ceases to Satisfy the Eligibility Requirements: An event that causes the Participant's dependent to satisfy or cease to satisfy the requirements for coverage due to attainment of age, student status, or any similar circumstance. For the Dependent Care Assistance Program, a dependent becoming or ceasing to be a "Qualifying Dependent" as defined under Code Section 21(b) qualified as a change in status; and (5) Residency: A change in the place of residence of the Participant, the Participant's Spouse or Dependent allows the Participant to change or drop insured Benefits. (b) HIPAA Special Enrollment Rights. If a Participant, Spouse, or Dependent is entitled to a special enrollment right under a group health plan, as required by Code Section 9801(f), then the Participant may revoke a prior election for health or accident coverage and make a new election (including salary reduction), provided the election corresponds with such special enrollment rights. A special enrollment right might arise if medical coverage was declined for the Employee, Spouse or Dependent 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 if a new Dependent is acquired. For purposes of this provision, (1) an election to prospectively 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 (2) 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. Notwithstanding subsection (a), if a judgment, decree, or order resulting from a divorce, legal separation, annulment, or change in legal custody (including a qualified medical child support order defined in ERISA Section 609) requires accident or health coverage for a Participant's Dependent child (including a foster child who is a dependent), a Participant may: (1) Elect to add or increase coverage if an order requires the Participant to cover a Dependent; or (2) Decrease or cancel coverage for the child if the order requires the Participant's spouse, former spouse or another individual to cover the Dependent, and the Dependent actually becomes covered under the Plan of the spouse, former spouse or other individual. (d) Medicare and Medicaid. Notwithstanding subsection (a), if a Participant, Spouse or Dependent who is enrolled in an accident or health 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 program for distribution of pediatric vaccines), the Participant may prospectively reduce or cancel the health or accident coverage of the 19 person becoming entitled to coverage. Furthermore, if the Participant, Spouse, or Dependent entitled to Medicare or Medicaid loses eligibility for such coverage, then the Participant may prospectively elect to commence or increase the health or accident coverage. (e) Change in Cost. A Participant shall not be permitted to change an election to the Health Care Reimbursement Plan as a result of a change under this subsection. (1) Automatic Decrease or Increase. If the Participant's share of the premium decreases during a Plan Year or insignificantly increases, then the Salary Redirections under each affected Participant's election shall be retrospectively adjusted to reflect such change. The Plan Administrator will decide, in accordance with prevailing IRS guidance, whether increases in costs are "insignificant" based upon all surrounding facts and circumstance (including, but not limited to, the dollar amount or percentage of the cost change). (2) Significant Cost Increase. If the Participant's cost of a benefit package option increases significantly, attributable to action by the Employee or the Employer, the Administrator shall permit the affected Participants to either make corresponding changes in their payments or revoke their election and, in lieu thereof, receive on a prospective basis coverage under another benefit package option with similar coverage. If the increase is deemed to be significant and no other similar coverage is available, the Participant may drop coverage. The Plan Administrator will decide, in accordance with prevailing IRS guidance, which defines similar coverage to be coverage for the same category of benefits for the same individual, whether a substitute Benefit package constitutes "similar coverage" based upon all surrounding facts and circumstances. (3) Significant Cost Decrease. If the Participant's cost of a benefit package option decreases significantly during a Plan Year, Employees who had not previously enrolled may enroll and Participants who elected another option providing similar coverage may revoke their current coverage election and elect the option that has decreased in cost since the coverage period commenced if permitted under each respective insured Benefit. (4) Dependent Care Plan Change in Cost Limitation. A "change in cost" provision applies to the Dependent Care Assistance Program only if the cost change is imposed by a service provider who is not a "relative" of the Participant by blood or marriage, as defined in Proposed Treas. Reg. Section 1.125-4(f)(2)(iii). (fl Change in Coverage. A Participant shall not be permitted to change an election to the Health Care Reimbursement Plan as a result of a change under this subsection. (1) Significant Curtailment or Cessation of Coverage. If the coverage under a Benefit is deemed by the Administrator to be significantly curtailed or ceases during a Plan Year, affected Participants may revoke their elections of such Benefit and, in lieu 20 thereof, elect to receive on a prospective basis coverage under another plan with similar coverage. Accident and health plan coverage is deemed "significantly curtailed" only if there is an overall reduction in coverage, which reduces coverage to all Participants in general. If a significant curtailment does not result in a loss of coverage, alternate coverage can be elected, but coverage cannot be dropped. If the curtailment results in a loss of coverage, the election can be dropped, but only if no other benefit option for similar coverage is available. The Plan Administrator will decide, in accordance with prevailing IRS guidance which states that a significant curtailment of coverage includes a significant increase in deductible; significant increase in co -payments; and a significant increase in the out-of-pocket cost sharing amounts under the Plan, whether curtailment is "significant" and whether a substitute benefit option constitutes "similar coverage" based upon all surrounding facts and circumstances. The Plan Administrator will also decide, in accordance with prevailing IRS guidance, what constitutes a "loss of coverage" based on final regulations stating plan sponsors may consider the following events: a substantial decrease in the medical providers available under the option; a reduction in benefits for a specific type of medical condition for which treatment is being received; and any similar fundamental loss of coverage. (2) Addition or Elimination of Benefit Package Option Providing Similar Coverage. If, during the Plan Year the Plan adds or eliminates a benefit package option or other coverage option, then affected Participants may elect the newly -added option (or elect another option if an option has been eliminated) prospectively and make corresponding election changes with respect to other benefit package options providing similar coverage. If the Plan significantly improves a Benefit, Participants who elected other Benefit Options and Employees who are not enrolled, may elect the Benefit if allowed on each respective insured plan. The Plan Administrator will decide, in accordance with prevailing IRS guidance, whether other benefit options constitute "similar coverage" based upon all surrounding facts and circumstances. (3) Change in Coverage of Spouse or Dependent Under Another Employer's Plan. A Participant may make a prospective election change that corresponds with changes made under any Employer's cafeteria or qualified benefits plan, so long as (a) the Spouse's or Dependent's plan permits the change and the change is permitted under Code Section 125 or (b) the Spouse or Dependent makes the change during an annual enrollment period that occurs in the middle of the Participant's Plan Year. The Plan Administrator will decide, in accordance with prevailing IRS guidance, whether a requested change is on account of and corresponds with a change made under the plan of the Spouse's or Dependent's employer. (4) Loss of Coverage under a Plan Maintained by a Governmental or Educational Institution. A Participant may add coverage for a Participant, Spouse or Dependent, 21 if the same Participant, Spouse, or Dependent loses coverage under any group health coverage plan sponsored by a governmental or Educational Institution. A Participant who terminates and is rehired within thirty (30) days shall be deemed to have continued coverage during such period of termination as if he or she was never terminated unless there is another qualifying event. Missing payments shall be made whole during the remainder of the Plan Year. There shall be no coverage loss to the Participant. A Participant who terminates and is rehired after thirty (30) days shall be able to change elections. The Health Care Reimbursement Plan maximum election for the remainder of the Plan Year will be the difference between the annual maximum less any prior election. The Dependent Care Assistance Program maximum election for the remainder of the Plan Year will be the difference between the annual maximum less any prior contributions. There may be a coverage loss if the Participant did not or was not able to continue under COBRA. ARTICLE VI HEALTH CARE REIMBURSEMENT PLAN 6.1 ESTABLISHMENT OF PLAN This Health Care Reimbursement Plan is intended to qualify as a medical reimbursement plan under Code Section 105 and shall be interpreted in a manner consistent with such Code Section 105 and the Treasury regulations thereunder. Participants who elect to participate in this Health Care Reimbursement Plan may submit claims for the reimbursement of Medical Expenses. All amounts reimbursed under this Health Care Reimbursement Plan shall be periodically paid from amounts allocated to the Health Care Reimbursement Fund. Periodic payments reimbursing Participants from the Health Care Reimbursement Fund shall in no event occur less frequently than monthly. 6.2 DEFINITIONS For the purposes of this Article and the Cafeteria Plan, the terms below have the following meaning: (a) "Health Care Reimbursement Fund" means the fund established for a Participant pursuant to this Plan to which part of his Cafeteria Plan Benefit Dollars may be allocated and from which all allowable Medical Expenses may be reimbursed. (b) "Health Care Reimbursement Plan" means the plan of benefits contained in this Article, which provides for the reimbursement of eligible Medical Expenses incurred by a Participant or his Dependents. 22 6.3 6.4 6.5 (c) "Highly Compensated Participant" means, for the purposes of this Article and determining discrimination under code Section 105 (h), a participant who is: (1) one of the 5 highest paid officers; (2) a shareholder who owns (or is considered to own applying the rules of Code Section 318) more than 10 percent in value of the stock of the Employer; or (3) among the highest paid 25 percent of all Employees (other than exclusions permitted by Code Section 105(h)(3)(B) for those individuals who are not Participants). (d) "Medical Expenses" means any expense for medical care within the meaning of the term "medical care" or "medical expense" as defined in Code Section 213(d) and as allowed under Code Section 105 and the rulings and Treasury regulations thereunder, and not otherwise used by the Participant as a deduction in determining his tax liability under the Code. However, a Participant may not be reimbursed for the cost of other health coverage such as premiums paid under plans maintained by the employer of the Participant's spouse or individual policies maintained by the Participant or his spouse or dependent. Furthermore, a Participant may not be reimbursed for "qualified long- term care services" as defined in Code Section 7702B(c). (e) The definitions of Article I are hereby incorporated by reference to the extent necessary to interpret and apply the provisions of this Health Care Reimbursement Plan. FORFEITURES The amount in the Health Care Reimbursement Fund as of the end of any Plan Year (and after the processing of all claims for such Plan Year pursuant to Section 6.7 hereof) shall be forfeited and credited to the benefit plan surplus. In such event, the Participant shall have no further claim to such amount for any reason subject to Section 8.2. LIMITATION ON ALLOCATIONS The maximum annual Benefit amount that a Participant may elect to receive under the Health Care Reimbursement Plan in any Plan Year shall be $5,000.00. NONDISCRIMINATION REQUIREMENTS (a) It is the intent of this Health Care Reimbursement Plan not to discriminate in violation of the Code and the Treasury regulations thereunder. (b) If the Administrator deems it necessary to avoid discrimination under this Health Care Reimbursement Plan, it may, but shall not be required to, reject any elections or reduce contributions or Benefits in order to assure compliance with this Section. Any act taken by the Administrator under this Section shall be carried out in a uniform and 23 nondiscriminatory manner. If the Administrator decides to reject any elections or reduce contributions or Benefits, it shall be done in the following manner. First, the Benefits designated for the Health Care Reimbursement Fund by the member of the group in whose favor discrimination may not occur pursuant to Code Section 105 that elected to contribute the highest amount to the fund for the Plan Year shall be reduced until the nondiscrimination tests set forth in this Section or the Code are satisfied, or until the amount designated for the fund equals the amount designated for the fund by the next member of the group in whose favor discrimination may not occur pursuant to Code Sections 105 who has elected the second highest contribution to the Health Care Reimbursement Fund for the Plan Year. This process shall continue until the nondiscrimination tests set forth in this Section or the Code are satisfied. Contributions which are not utilized to provide Benefits to any Participant by virtue of any administrative act under this paragraph shall be forfeited and credited to the benefit plan surplus. 6.6 COORDINATION WITH CAFETERIA PLAN All Participants under the Cafeteria Plan are eligible to receive Benefits under this Health Care Reimbursement Plan. The enrollment under the Cafeteria Plan shall constitute enrollment under this Health Care Reimbursement Plan. In addition, other matters concerning contributions, elections and the like shall be governed by the general provisions of the Cafeteria Plan. 6.7 HEALTH CARE REIMBURSEMENT PLAN CLAIMS (a) All Medical Expenses incurred by a Participant, Spouse, or Dependent shall be reimbursed during the Plan Year subject to Section 2.6, even though the submission of such a claim occurs after his participation hereunder ceases; but provided that the Medical Expenses were incurred during the applicable Plan Year, (but prior to the date coverage ceases, except as otherwise provided in Section 2.5, 2.6 and 2.7). Medical Expenses are treated as having been incurred when the Participant is provided with the medical care that gives rise to the medical expenses, not when the Participant is formally billed or charged for, or pays for the medical care. (b) The Administrator shall direct reimbursement to each eligible Participant for all allowable Medical Expenses, up to a maximum of the amount designated by the Participant for the Health Care Reimbursement Fund for the Plan Year. Reimbursements shall be made available to the Participant throughout the year without regard to the level of Cafeteria Plan Benefit Dollars which have been allocated to the fund at any given point in time. Furthermore, a Participant shall be entitled to reimbursements only for amounts in excess of any payments or other reimbursements under any health care plan sponsored by the Employer, a governmental agency or any other plan covering a Participant and/or his Spouse or Dependents. (c) Claims for the reimbursement of Medical Expenses incurred in any Plan Year shall be paid as soon after a claim has been filed as is administratively practicable; provided 24 however, that if a Participant fails to submit a claim within the 90 day period immediately following the end of the Plan Year, those Medical Expense claims shall not be considered for reimbursement by the Administrator. (d) Reimbursement payments under this Plan shall be made directly to the Participant. However, in the Administrator's discretion, payments may be made directly to the service provider. The application for payment or reimbursement shall be made to the Administrator on an acceptable form within a reasonable time of incurring the debt or paying for the service. The application shall include a written statement from an independent third party stating that the Medical Expense has been incurred and the amount of such expense. Furthermore, the Participant shall provide a written statement that the Medical Expense has not been reimbursed or is not reimbursable under other health plan coverage and, if reimbursed from the Health Care Reimbursement Fund, such amount will not be claimed as a tax deduction. The Administrator shall retain a file of all such applications. (e) If a Participant fails to accept or cash a claim reimbursement within 120 days after a reimbursement has been issued and the Administrator has made reasonable attempt to reimburse the Participant, the funds shall be considered unclaimed and will be treated as plan forfeitures under Section 6.3 provided that, if a Participant should later renew his or her written request for reimbursement of said amount, the Company shall reimburse such amount to Participant within 90 days of the renewed reimbursement request. ARTICLE VII DEPENDENT CARE ASSISTANCE PROGRAM 7.1 ESTABLISHMENT OF PROGRAM This Dependent Care Assistance Program is intended to qualify as a program under Code Section 129 and shall be interpreted in a manner consistent with such Code Section. Participants may submit claims for the reimbursement of Employment -Related Dependent Care Expenses. All amounts reimbursed under this Dependent Care Assistance Program shall be paid from amounts allocated to the Participant's Dependent Care Assistance Account. 7.2 DEFINITIONS For the purposes of this Article and the Cafeteria Plan the terms below shall have the following meaning: (a) "Dependent Care Assistance Account" means the account established for a Participant pursuant to this Article to which part of his Cafeteria Plan Benefit Dollars may be 25 allocated and from which Employment -Related Dependent Care Expenses of the Participant may be reimbursed. (b) "Dependent Care Assistance Program" means the program of benefits contained in this Article, which provides for the reimbursement of eligible expenses for the care of the Qualifying Dependents of Participants. (c) "Earned Income" means earned income as defined under Code Section 32(c)(2), but excluding such amounts paid or incurred by the Employer for dependent care assistance to the Participant. (d) "Employment -Related Dependent Care Expenses" means the amounts paid for expenses of a Participant for those services, which if paid by the Participant, would be considered employment related expenses under Code Section 21(b)(2). Generally, they shall include expenses for household services or for the care of a Qualifying Dependent, to the extent that such expenses are incurred to enable the Participant to be gainfully employed for any period for which there are one or more Qualifying Dependents with respect to such Participant. Employment-related Dependent Care Expenses are treated as having been incurred when the Participant's Qualifying Dependents are provided with the dependent care that gives rise to the Employment -Related Dependent Care Expenses, not when the Participant is formally billed or charged for, or pays for the care. The determination of whether an amount qualifies as an Employment -Related Dependent Care Expense shall be made subject to the following rules: (1) If such amounts are paid for expenses incurred outside the Participant's household, they shall constitute Employment -Related Dependent Care Expenses only if incurred for a Qualifying Dependent as defined in Section 7.2(e)(1) (or deemed to be, as described in Section 7.2(e)(1) pursuant to Section 7.2(e)(3)), or for a Qualifying Dependent as defined in Section 7.2(e)(2) (or deemed to be, as described in Section 7.2(e)(2) pursuant to Section 7.2(e)(3)) who regularly spends at least 8 hours per day in the Participant's household; (2) If the expense is incurred outside the Participant's home at a facility that provides care for a fee, payment, or grant for more than 6 individuals who do not regularly reside at the facility, the facility must comply with all applicable state and local laws and regulations, including licensing requirements, if any; and (3) Employment -Related Dependent Care Expenses of a Participant shall not include amounts paid or incurred to a child of such Participant who is under the age of 19 or to an individual who is a dependent of such Participant or such Participant's Spouse. (e) "Qualifying Dependent" means, for Dependent Care Assistance Program purposes, 26 (1) A Dependent of a Participant who is under the age of 13, with respect to whom the Participant is entitled to an exemption under Code Section 151(c); (2) A Dependent or the Spouse of a Participant who is physically or mentally incapable of caring for himself or herself; or (3) A child that is deemed to be a Qualifying Dependent described in paragraph (1) or (2) above, whichever is appropriate, pursuant to Code Section 21(e)(5). (f) The definitions of Article I are hereby incorporated by reference to the extent necessary to interpret and apply the provisions of this Dependent Care Assistance Program. 7.3 DEPENDENT CARE ASSISTANCE ACCOUNTS The Administrator shall establish a Dependent Care Assistance Account for each Participant who elects to apply Cafeteria Plan Benefit Dollars to Dependent Care Assistance Program benefits. 7.4 INCREASES IN DEPENDENT CARE ASSISTANCE ACCOUNTS A Participant's Dependent Care Assistance Account shall be increased each pay period by the portion of Cafeteria Plan Benefit Dollars that he has elected to apply toward his Dependent Care Assistance Account pursuant to elections made under Article V hereof. 7.5 DECREASES IN DEPENDENT CARE ASSISTANCE ACCOUNTS A Participant's Dependent Care Assistance Account shall be reduced by the amount of any Employment -Related Dependent Care Expense reimbursements paid or incurred on behalf of a Participant pursuant to Section 7.12 hereof. 7.6 ALLOWABLE DEPENDENT CARE ASSISTANCE REIMBURSEMENT Subject to limitations contained in Section 7.9 of this Program and to the extent of the amount contained in the Participant's Dependent Care Assistance Account, a Participant who incurs Employment -Related Dependent Care Expenses shall be entitled to receive from the Employer full reimbursement for the entire amount of such expenses incurred during the Plan Year or portion thereof during which he is a Participant. 7.7 ANNUAL STATEMENT OF BENEFITS On or before January 31 st of each calendar year, the Employer shall furnish to each Employee who was a Participant and received benefits under Section 7.6 during the prior calendar year, a statement of all such benefits paid to or on behalf of such Participant during the prior calendar year. 27 7.8 FORFEITURES The amount in a Participant's Dependent Care Assistance Account as of the end of any Plan Year (and after the processing of all claims for such Plan Year pursuant to Section 7.12 hereof) shall be forfeited and credited to the benefit plan surplus. In such event, the Participant shall have no further claim to such amount for any reason. 7.9 LIMITATION ON PAYMENTS Notwithstanding any provision contained in this Article to the contrary or negotiated union contracts to the contrary, the amounts paid from a Participant's Dependent Care Assistance Account in or on account of any taxable year of the Participant shall not exceed the lesser of the Earned Income limitation described in Code Section 129(b) or $5,000 ($2,500 if a separate tax return is filed by a Participant who is married as determined under the rules of paragraphs (3) and (4) of Code Section 21(e)). 7.10 NONDISCRIMINATION REQUIREMENTS (a) It is the intent of this Dependent Care Assistance Program that contributions or benefits not discriminate in favor of the group of employees in whose favor discrimination may not occur under Code Sections 129(d). (b) It is the intent of this Dependent Care Assistance Program that not more than 25 percent of the amounts paid by the Employer for dependent care assistance during the Plan Year will be provided for the class of individuals who are shareholders or owners (or their Spouses or Dependents), each of whom (on any day of the Plan Year) owns more than 5 percent of the stock or of the capital or profits interest in the Employer. (c) If the Administrator deems it necessary to avoid discrimination or possible taxation to a group of employees in whose favor discrimination may not occur in violation of Code Section 129 it may, but shall not be required to, reject any elections or reduce contributions or non-taxable benefits in order to assure compliance with this Section. Any act taken by the Administrator under this Section shall be carried out in a uniform and nondiscriminatory manner. If the Administrator decides to reject any elections or reduce contributions or Benefits, it shall be done in the following manner. First, the Benefits designated for the Dependent Care Assistance Account by the affected Participant that elected to contribute the highest amount to such account for the Plan Year shall be reduced until the nondiscrimination tests set forth in this Section are satisfied, or until the amount designated for the account equals the amount designated for the account of the affected Participant who has elected the second highest contribution to the Dependent Care Assistance Account for the Plan Year. This process shall continue until the nondiscrimination tests set forth in this Section are satisfied. Contributions which are not utilized to provide Benefits to any Participant by virtue of any administrative act under this paragraph shall be forfeited. 28 7.11 COORDINATION WITH CAFETERIA PLAN All Participants under the Cafeteria Plan are eligible to receive Benefits under this Dependent Care Assistance Program. The enrollment and termination of participation under the Cafeteria Plan shall constitute enrollment and termination of participation under this Dependent Care Assistance Program. In addition, other matters concerning contributions, elections and the like shall be governed by the general provisions of the Cafeteria Plan. 7.12 DEPENDENT CARE ASSISTANCE PROGRAM CLAIMS The Administrator shall direct the payment of all such Dependent Care Assistance claims to the Participant upon the presentation to the Administrator of documentation of such expenses in a form satisfactory to the Administrator. However, in the Administrator's discretion, payments may be made directly to the service provider. In its discretion in administering the Plan, the Administrator may utilize forms and require documentation of costs as may be necessary to verify the claims submitted. At a minimum, the form shall include a statement from an independent third party as proof that the expense has been incurred and the amount of such expense. In addition, the Administrator may require that each Participant who desires to receive reimbursement under this Program for Employment -Related Dependent Care Expenses submit to the Administrator a statement, which may contain some or all of the following information: (a) The Dependent or Dependents for whom the services were performed; (b) The nature of the services performed for the Participant, the cost of which he wishes reimbursement; (c) The relationship, if any, of the person performing the services to the Participant; (d) If the services are being performed by a child of the Participant, the age of the child; (e) A statement as to where the services were performed; (f) If any of the services were performed outside the home, a statement as to whether the Dependent for whom such services were performed spends at least 8 hours a day in the Participant's household; (g) If the services were being performed in a day care center, a statement: (1) that the day care center complies with all applicable laws and regulations of the state of residence, (2) that the day care center provides care for more than 6 individuals (other than individuals residing at the center), and (3) the amount of fee paid to the center. 29 (h) If the Participant is married, a statement containing the following: (1) the Spouse's salary or wages if he or she is employed, or (2) if the Participant's Spouse is not employed, a statement that (i) he or she is incapacitated, or (ii) he or she is a full-time student attending an educational institution and the months during the year which he or she attended such institution. (i) If a Participant fails to submit a claim within the 90 -day period immediately following the end of the Plan Year, those claims shall not be considered for reimbursement by the Administrator. (j) If a Participant fails to accept or cash a claim reimbursement within 120 days after a reimbursement has been issued and the Administrator has made reasonable attempt to reimburse the Participant, the funds shall be considered unclaimed and will be treated as plan forfeitures under Section 7.8 provided that, if a Participant should later renew his or her written request for reimbursement of said amount, the Company shall reimburse such amount to Participant within 90 days of the renewed reimbursement request. ARTICLE VIII BENEFITS AND RIGHTS 8.1 CLAIM FOR BENEFITS (a) Any claim for Benefits underwritten by insured Contracts shall be made in accordance with that specific Benefit plan. If the Benefit is denied, the Participant or beneficiary shall follow the claims review procedures for that insured Benefit. A `Claim for Benefits' under the Health Care Reimbursement Plan or the Dependent Care Assistance Plan for purposes of triggering ERISA is deemed to have been made when a signed claim request is received by the Plan Administrator or authorized representative from the Participant, beneficiary or authorized representative using a pre -approved form and attaching third -party documentation substantiating health care expenses per Section 6.7 or dependent care expenses per Section 7.12, and such other information as is reasonably necessary to determine the validity of the claim. (b) The Administrator shall make a benefit determination within a reasonable time period not longer than 30 days after receipt, unless for matters beyond the control of the Plan Administrator a 15 -day extension is required, in which case, the claimant will be notified. A claim for benefits will be deemed incomplete if information necessary to render a full and fair claim determination under the Plan is missing, a notice detailing 30 information necessary to perfect the claim or make it whole shall be issued to the claimant. The Participant has 45 days after receipt of the incomplete notice to provide such information to the Administrator. The Administrator's time period for making a benefit determination is tolled from the date an incomplete notice is issued to the date the claimant responds. (c) If an adverse determination is made regarding a claim for benefits, the claimant shall, in a manner calculated to be understood by the claimant, be notified of: (1) the specific reason(s) for the adverse determination; (2) specific plan provisions on which the determination is based; (3) description of addition materials or information necessary from the claimant to complete the claim; (4) the plan's review or appeal procedures, including time limits and a statement of the claimant's rights to bring civil action under 502(a) of the Act following the appeal. A Participant shall have 180 days from receipt of an adverse determination to submit written comments, documents or information to support the claim for benefits under Code provisions and Cafeteria Plan and request a review of the determination. If no action is taken, the Participant's ERISA rights of appeal for the claim expire. (d) If a Participant makes a written request for an adverse decision appeal in a timely manner, an authorized representative of the Administrator other than the representative or subordinate of the representative making the initial adverse determination shall independently review the claim for benefits and as well as all subsequently submitted materials. The Participant shall be notified of a decision within 60 days. The written decision shall be made in accordance with governing plan documents and where appropriate, Plan provisions that have been applied consistently with respect to similarly situated claimants. If an adverse determination is made, the Administrator shall set forth: (1) the specific reasons for the adverse decision, (2) reference to Plan provision(s) on which the decision is based, and (3) a description of claimant's review or appeal procedures, including time limits, and if applicable, any internal rules, protocol or similar criterion used in making the decision. (4) a statement of the claimant's right to bring suit under ERISA after the appeal. (e) Any balance remaining in a Participant's Health Care Reimbursement Plan or Dependent Care Assistance Program at the end of each Plan Year shall be forfeited and deposited in the benefit plan surplus of the Employer pursuant to Section 6.3 or Section 7.8, whichever is applicable, unless the Participant had made a written claim for such Plan Year, which has been denied and is pending; in which event the amount of the claim 31 shall be held in his account until the claim appeal procedures set forth above have been satisfied or the claim is paid. If any such claim is denied on appeal, the amount held beyond the end of the Plan Year shall be forfeited and credited to the benefit plan surplus. 8.2 APPLICATION OF BENEFIT PLAN SURPLUS Any forfeited amounts credited to the benefit plan surplus by virtue of the failure of a Participant to incur a qualified expense or seek reimbursement in a timely manner may, but need not be, separately accounted for after the close of the Plan Year (or after such further time specified herein for the filing of claims) in which such forfeitures arose. In no event shall such amounts be carried over to reimburse a Participant for expenses incurred during a subsequent Plan Year for the same or any other Benefit available under the Plan; nor shall amounts forfeited by a particular Participant be made available to such Participant in any other form or manner, except as permitted by Treasury regulations. Amounts in the benefit plan surplus shall be applied in any manner determined by the Employer that shall not violate the Code, ERISA, or any regulations thereunder, including defraying of administrative costs and experience losses. 8.3 NAMED FIDUCIARY Amounts in the benefit plan surplus shall first be used to defray any administrative costs and experience losses and thereafter be retained by the Employer. ARTICLE IX ADMINISTRATION 9.1 PLAN ADMINISTRATION The operation of the Plan shall be under the supervision of the Administrator. It shall be a principal duty of the Administrator to see that the Plan is carried out in accordance with its terms, and for the exclusive benefit of Employees entitled to participate in the Plan. The Administrator shall have full power to administer the Plan in all of its details, subject, however, to the pertinent provisions of the Code. The Administrator's powers shall include, but shall not be limited to the following authority, in addition to all other powers provided by this Plan: (a) To make and enforce such rules and regulations as the Administrator deems necessary or proper for the efficient administration of the Plan; (b) To interpret the Plan, the Administrator's interpretations thereof in good faith to be final and conclusive on all persons claiming benefits by operation of the Plan; (c) To decide all questions concerning the Plan and the eligibility of any person to participate in the Plan and to receive benefits provided by operation of the Plan; 32 (d) To reject elections or to limit contributions or Benefits for certain highly compensated participants if it deems such to be desirable in order to avoid discrimination under the Plan in violation of applicable provisions of the Code; (e) To provide Employees with a reasonable notification of their benefits available by operation of the Plan; (f) To approve reimbursement requests and to authorize the payment of benefits; and (g) To appoint such agents, counsel, accountants, consultants, and actuaries as may be required to assist in administering the Plan. Any procedure, discretionary act, interpretation or construction taken by the Administrator shall be done in a nondiscriminatory manner based upon uniform principles consistently applied and shall be consistent with the intent that the Plan shall continue to comply with the terms of Code Section 125 and the Treasury regulations thereunder. Benefits under this Plan will be paid only if the Administrator decides in its discretion that the Participant is entitled to them. 9.2 EXAMINATION OF RECORDS The Administrator shall make available to each Participant, Eligible Employee and any other Employee of the Employer such records as pertain to their interest under the Plan for examination at reasonable times during normal business hours. 9.3 PAYMENT OF EXPENSES Any reasonable administrative expenses shall be paid by the Employer unless the Employer determines that administrative costs shall be borne by the Participants under the Plan or by any Trust Fund which may be established hereunder. The Administrator may impose reasonable conditions for payments, provided that such conditions shall not discriminate in favor of highly compensated employees. 9.4 INSURANCE CONTROL CLAUSE In the event of a conflict between the terms of this Plan and the terms of an Insurance Contract of an independent third party Insurer whose product is then being used in conjunction with this Plan, the terms of the Insurance Contract shall control as to those Participants receiving coverage under such Insurance Contract. For this purpose, the Insurance Contract shall control in defining the persons eligible for insurance, the dates of their eligibility, the conditions which must be satisfied to become insured, if any, the benefits Participants are entitled to and the circumstances under which insurance terminates. 33 9.5 INDEMNIFICATION OF ADMINISTRATOR The Employer agrees to indemnify and to defend to the fullest extent permitted by law any Employee serving as the Administrator or as a member of a committee designated as Administrator (including any Employee or former Employee who previously served as Administrator or as a member of such committee) against all liabilities, damages, costs and expenses (including attorney's fees and amounts paid in settlement of any claims approved by the Employer) occasioned by any act or omission to act in connection with the Plan, if such act or omission is in good faith. ARTICLE X AMENDMENT OR TERMINATION OF PLAN 10.1 AMENDMENT The Employer, at any time or from time to time, may amend any or all of the provisions of the Plan without the consent of any Employee or Participant. No amendment shall have the effect of modifying any benefit election of any Participant in effect at the time of such amendment, unless such amendment is made to comply with Federal, state or local laws, statutes or regulations. 10.2 TERMINATION The Employer is establishing this Plan with the intent that it will be maintained for an indefinite period of time. Notwithstanding the foregoing, the Employer reserves the right to terminate the Plan, in whole or in part, at any time. In the event the Plan is terminated, no further contributions shall be made. Benefits under any Insurance Contract shall be paid in accordance with the terms of the Contract. No further additions shall be made to the Health Care Reimbursement Fund or Dependent Care Assistance Account, but all payments from such Fund shall continue to be made according to the elections in effect until the end of the Plan Year in which the Plan termination occurs (and for a reasonable period of time thereafter, if required for the filing of claims). Any amounts remaining in any such account as of the end of the Plan Year in which Plan termination occurs shall be forfeited and deposited in the benefit plan surplus after the expiration of the filing period. 34 ARTICLE XI MISCELLANEOUS 11.1 PLAN INTERPRETATION All provisions of this Plan shall be interpreted and applied in a uniform, nondiscriminatory manner. This Plan shall be read in its entirety and not severed except as provided in Section 11.11. 11.2 GENDER AND NUMBER Wherever any words are used herein in the masculine, feminine or neuter gender, they shall be construed as though they were also used in another gender in all cases where they would so apply, and whenever any words are used herein in the singular or plural form, they shall be construed as though they were also used in the other form in all cases where they would so apply. 11.3 WRITTEN DOCUMENT This Plan, in conjunction with any separate written document which may be required by law, is intended to satisfy the written Plan requirement of Code Section 125 and any Treasury Regulations thereunder relating to cafeteria plans. 11.4 EXCLUSIVE BENEFIT This Plan shall be maintained for the exclusive benefit of the Employees who participate in the Plan. 11.5 PARTICIPANT'S RIGHTS This Plan shall not be deemed to constitute an employment contract between the Employer and any Participant or to be a consideration or an inducement for the employment of any Participant or Employee. Nothing contained in this Plan shall be deemed to give any Participant or Employee the right to be retained in the service of the Employer or to interfere with the right of the Employer to discharge any Participant or Employee at any time regardless of the effect which such discharge shall have upon him as a Participant of this Plan. 11.6 ACTION BY THE EMPLOYER Whenever the Employer under the terms of the Plan is permitted or required to do or perform any act or matter or thing, it shall be done and performed by a person duly authorized by its legally constituted authority. 35 11.7 NO GUARANTEE OF TAX CONSEQUENCES Neither the Administrator nor the Employer makes any commitment or guarantee that any amounts paid to or for the benefit of a Participant under the Plan will be excludable from the Participant's gross income for Federal or state income tax purposes, or that any other Federal or state tax treatment will apply to or be available to any Participant. It shall be the obligation of each Participant to determine whether each payment under the Plan is excludable from the Participant's gross income for Federal and state income tax purposes, and to notify the Employer, if the Participant has reason to believe that any such payment is not so excludable. Notwithstanding the foregoing, the rights of Participants under this Plan shall be legally enforceable. 11.8 INDEMNIFICATION OF EMPLOYER BY PARTICIPANTS If any Participant receives one or more payments or reimbursements under the Plan that are not for a permitted Benefit, such Participant shall indemnify and reimburse the Employer for any liability it may incur for failure to withhold Federal or state income tax or Social Security tax from such payments or reimbursements. However, such indemnification and reimbursement shall not exceed the amount of additional Federal and state income tax (plus any penalties) that the Participant would have owed if the payments or reimbursements had been made to the Participant as regular cash compensation, plus the Participant's share of any Social Security tax that would have been paid on such compensation, less any such additional income and Social Security tax actually paid by the Participant. 11.9 FUNDING Unless otherwise required by law, contributions to the Plan need not be placed in trust or dedicated to a specific Benefit, but shall instead be considered general assets of the Employer. Furthermore, and unless otherwise required by law, nothing herein shall be construed to require the Employer or the Administrator to maintain any fund or segregate any amount for the benefit of any Participant, and no Participant or other person shall have any claim against, right to, or security or other interest in, any fund, account or asset of the Employer from which any payment under the Plan may be made. 11.10 GOVERNING LAW This Plan is governed by the Code and the Treasury regulations issued thereunder (as they might be amended from time to time). In no event shall the Employer guarantee the favorable tax treatment sought by this Plan. To the extent not preempted by Federal law, the provisions of this Plan shall be construed, enforced and administered according to the laws of the State of Missouri. 36 11. 11 SEVERABILITY If any provision of the Plan is held invalid or unenforceable, its invalidity or unenforceability shall not affect any other provisions of the Plan, and the Plan shall be construed and enforced as if such provision had not been included herein. 11.12 CAPTIONS The captions contained herein are inserted only as a matter of convenience and for reference, and in no way define, limit, enlarge or describe the scope or intent of the Plan, nor in any way shall affect the Plan or the construction of any provision thereof. 11.13 CONTINUATION OF COVERAGE Notwithstanding anything in the Plan to the contrary, in the event any welfare benefit under this Plan, subject to the continuation coverage requirements of Code Section 4980B becomes unavailable, the Participant may be entitled to continuation coverage as prescribed in Code Section 4980B. 11.14 FAMILY AND MEDICAL LEAVE ACT Notwithstanding any provision in the Plan to the contrary, if a Participant goes on a qualifying leave under the Family and Medical Leave Act of 1993 (FMLA) and elect to continue coverage(s) while on leave, then to the extent required by the FMLA, the Employer will continue to maintain the Participant's insured and uninsured group health benefits on the same terms and conditions as if the Participant were still active. If the Participant elects to continue coverage while on leave, he shall enter into a payment agreement with the Employer prior to leave based on the Participant's share of the premium due for the current Plan Year. One or more of the following payment methods may be used: • with after-tax dollars, by sending monthly payment to the Employer • with pre-tax salary reduction by pre -paying all or a portion of the coverage contributions during the leave for that Plan Year. • With pre-tax salary reduction by catching -up on all or a portion of the coverage contributions during the leave for that Plan Year. Salary redirection must be from the same Plan Year as the leave. If a Participant's coverage ceases while on FMLA leave, the Participant, will be permitted to re-enter the Plan upon return from such leave, however the Participant's annual election prior to the leave will be pro -rated for the period of time during the FMLA when coverage ceased, unless the Participant is entitled to make a new election pursuant to Section 5.7. 37 11.15 HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT Notwithstanding anything in this Plan to the contrary, this Plan shall be operated in accordance with HIPAA and regulations thereunder. Members of the Company's workforce have access to the individually identifiable health information of Plan participants for administrative functions of the Plan. When this health information is provided from the Plan to the Plan Sponsor, it is Protected Health Information (PHI). The Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations restrict the Plan Sponsor's ability to use and disclose PHI. The following HIPAA definition of PHI applies to this plan: Protected Health Information. Protected health information means information that is created or received by the Plan and relates to the past, present, or future physical or mental health or condition of a participant; the provision of health care to a participant; or the past, present, or future payment for the provision of health care to a participant; and that identifies the participant or for which there is a reasonable basis to believe the information can be use to identify the participant. Protected health information includes information of persons living or deceased. The Plan Sponsor shall have access to PHI from the Plan only as permitted under this plan amendment or as otherwise required or permitted by HIPAA. Provision of Protected Health Information to Plan Sponsor (a) Permitted Disclosure of Enrollment/Disenrollment Information The Plan may disclose to the Plan Sponsor information on whether the individual is participating in the Plan. (b) Permitted Uses and Disclosure of Summary Health Information The Plan may disclose Summary Health Information to the Plan Sponsor, provided the Plan Sponsor requests the Summary Health Information for the purpose of (a) obtaining premium bids from health plans for providing health insurance coverage under the Plan; or (b) modifying, amending, or terminating the Plan. "Summary Health Information" means: information that (a) summarizes the claims history, claims expenses or type of claims experienced by individuals for whom a plan sponsor had provided health benefits under a Health Plan; and (b) from which the information described at 42 CFR § 164.514(b)(2)(i) has been deleted, except that the geographic information described in 42 CFR § 164.514(b)(2)(i)(B) need only be aggregated to the level of a five -digit zip code. Permitted and Required Uses and Disclosure of Protected Health Information for Plan Administrative Purposes W Unless otherwise permitted by law, and subject to the conditions of disclosure described in paragraph IV and obtaining written certification pursuant to paragraph VI, the Plan may disclose PHI to the Plan Sponsor, provided the Plan Sponsor uses or discloses such PHI only for Plan administration purposes. "Plan administration purposes" means administration functions performed by the Plan Sponsor on behalf of the Plan, such as quality assurance, claims processing, auditing, and monitoring. Plan administration functions do not include functions performed by the Plan Sponsor in connection with any other benefit or benefit plan of the Plan Sponsor, and they do not include any employment-related functions. Notwithstanding the provisions of this Plan to the contrary, in no event shall the Plan Sponsor be permitted to use or disclose PHI in a manner that is inconsistent with 45 CFR § 164.504(f). (c) Conditions of Disclosure for Plan Administration Purposes Plan Sponsor agrees that with respect to any PHI (other than enrollment/disenrollment information and Summary Health Information, which are not subject to these restrictions) disclosed to it by the Plan, Plan Sponsor shall: i. Not use or further disclose the PHI other than as permitted or required by the Plan or as required by law. ii.. Ensure that any agent, including a subcontractor, to whom it provides PHI received from the Plan agrees to the same restrictions and conditions that apply to the Plan Sponsor with respect to PHI. iii. Not use or disclose the PHI for employment-related actions and decisions or in connection with any other benefit or employee benefit plan of the Plan Sponsor. iv. Report to the Plan any use or disclosure of the information that is inconsistent with the uses or disclosures provided for of which it becomes aware. V. Make available PHI to comply with HIPAA's right to access in accordance with 45 CFR § 164.524. vi. Make available PHI for amendment and incorporate any amendments to PHI in accordance with 45 CFR § 164.526. vii. Make available the information required to provide an accounting of disclosures in accordance with 45 CFR § 164.528. viii. Make its internal practices, books, and records relating to the use and disclosure of PHI received from the Plan available to the Secretary of Health and Human Services for purposes of determining compliance by the Plan with HIPAA's privacy requirements. ix. If feasible, return or destroy all PHI received from the Plan that the Plan Sponsor still maintains in any form and retain no copies of such information when no longer needed for the purpose for which disclosure was made, except that, if such return or destruction is not feasible, limit further uses and disclosures to those purposes that make the return or destruction of the information infeasible. X. Ensure that the adequate separation between Plan and Plan Sponsor (i.e., the "firewall"), required in 45 CFR § 164.504(f)(2) ( iii ), is satisfied. 39 (e) Adequate Separation Between Plan and Plan Sponsor The Plan Sponsor shall allow employees of the Human Resources Department access to PHI. No other persons shall have access to PHI. These specified employees (or classes of employees) shall only have access to and use PHI to the extent necessary to perform the plan administration functions that the Plan Sponsor performs for the Plan. In the event that any of these specified employees do not comply with the provisions of this Section, that employee shall be subject to disciplinary action by the Plan Sponsor for non-compliance pursuant to the Plan Sponsor's employee discipline and termination procedures. (f) Certification of Plan Sponsor The Plan shall disclose PHI to the Plan Sponsor only upon the receipt of a certification by the Plan Sponsor that the Plan has been amended to incorporate the provisions of 45 CFR § 164.504(f)(2)(ii), and that the Plan Sponsor agrees to the conditions of disclosure set forth in paragraph IV of this Section. 11.16 UNIFORM SERVICES EMPLOYMENT AND REEMPLOYMENT RIGHTS ACT Notwithstanding any provision of this Plan to the contrary, contributions, benefits and service credit with respect to qualified military service shall be provided in accordance with USERRA and the regulations thereunder. A Participant returning from a USERRA Leave shall have elections and benefits restored to him at the same level and type that were in effect at the time when the USERRA Leave began, as well as any benefits that began during the leave of absence for which the Participant would have reasonably become eligible. IN WITNESS WHEREOF, the Company has caused this instrument to be executed by its authorized officer(s) on /)lq-3 af} THE CITY OF CAPE GIRARDEAU —r .��Z , By: WITNESSES AS TO EMPLOYER 0 (Attach Corporate Resolution) City of Cape Girardeau 04 kp Parent: L:\\emp ben\flex\plan documents\A Master Document.6/03 5/17/04 M CERTIFICATE OF CORPORATE RESOLUTION The undersigned Secretary of the City Council of the City of Cape Girardeau (the "City") hereby certifies that the following resolutions were duly adopted by the City Council on and that such resolutions have not been modified or rescinded as of the date hereof: IT IS RESOLVED, that the amended City of Cape Girardeau Flexible Benefits Plan effective January 1, 2004, is hereby approved and adopted. The proper officers of the City are hereby authorized and directed to execute said Plan. IT IS FURTHER RESOLVED, that appropriate officers of the City shall be instructed to take such actions deemed necessary and proper in order to implement the Plan and to set-up adequate accounting and administrative procedures to provide benefits- as provided under the Plan. IT IS FURTHER RESOLVED, that the proper officers of the City shall act as soon as possible to notify employees of the City of the amendments to this Plan by delivering to each employee a Summary Plan Description as presented to this meeting, which is hereby approved. IT IS FURTHER RESOLVED, that the City hereby agrees to indemnify and to hold Marshall & Ilsley Trust Company harmless from and against all claims, expenses (including reasonable attorney fees), liabilities, damages, actions or other charges incurred by or assessed against Marshall & Ilsley Trust Company as a direct or indirect result of anything done or omitted by Marshall & Ilsley Trust Company in reliance upon the directions, or absence of directions, of the Plan Administrator, the Corporation, or any participant in the Plan or any prior service provider. The undersigned further certifies that attached hereto, are true copies of the City of Cape Girardeau Flexible Benefits Plan and the Summary Plan Description approved and adopted in the foregoing resolutions. Secretary Date: J51,�- 5' City of Cape Girardeau Resolution 04 kp 5/17/04 L:EmpBen\flex\corporate resolutions2002 CERTIFICATE OF CORPORATE RESOLUTION The undersigned Secretary of City of Cape Girardeau (the "Corporation") hereby certifies that the following resolutions were duly adopted by the Board of Directors on p5 , and that such resolutions have not been modified or rescinded as of the dat " ereof: IT IS RESOLVED, that the City of Cape Girardeau Flexible Benefits Plan ("Plan"), is hereby amended as follows effective for plan years beginning on or after January 1, 2005: 1. Section 1.7 is amended to read as follows: "Dependent" means any individual who is a dependent of the Participant as defined in Code Section 152 except that: (a) for purposes of accident or health coverage, (1) any child to whom Code Section 152(e) applies (regarding a child of divorced parents, etc, where one or both parents have custody of the child for more than half of the calendar year and where the parents together provide more than half of the child's support for the year) is treated as a dependent of both parents and (2) dependent status shall be determined without regard to subsections (b)(1), (b)(2) and (d)(1)(B) of Section 152; and (b) for purposes of the Dependent Care Assistance Program, a dependent means a qualifying individual as defined in Code Section 21(b)(1) with respect to the Participant and in the case of divorced parents, the child shall, as provided in Code Section 21(e)(5), be treated as a qualifying individual of the custodial parent (within the meaning of Code Section 152(e)(3)), and shall not be treated as a qualifying individual with respect to the non-custodial parent. Notwithstanding the foregoing, the Health Care Reimbursement Plan will provide benefits in accordance with the applicable requirements of any qualified medical child support order, as defined in ERISA 609(a), even if the child does not meet the definition of "dependent". 2. Article V is amended by adding a new Section 5.5 to read as follows: "DEPENDENT" FOR PURPOSES OF ARTICLE V "For purposes of Article V of the Plan, the term "Dependent" shall have the meaning given that term by Treas. Reg. 1.125-4(i)(3) or as otherwise provided by the Internal Revenue Service or the Department of the Treasury." 3. Section 6.2(d) is amended by replacing the word "dependent' with the word "Dependent." 4. Section 7.2(d)(3) is amended to read as follows: "Employment -Related Dependent Care Expenses of a Participant shall not include amounts paid or incurred to a child of such Participant who is under the age of 19 at the close of the taxable year or to an individual with respect to whom Participant or Participant's Spouse is entitled to a deduction under Code Section 151(c)." 5. Section 7.2(e) is amended to read as follows: (e) "Qualifying Dependent" means, for Dependent Care Assistance Program purposes, (1) A Dependent of a Participant (as defined in Section 152(a)(1)) who is under the age of 13; (2) A Dependent or the Spouse of a Participant who is physically or mentally incapable of caring for himself or herself and who has the same principal place of abode as the Participant for more than one-half of the taxable year; or (3) A child that is deemed to be a Qualifying Dependent described in paragraph (1) or (2) above, whichever is appropriate, pursuant to Code Section 21(e)(5). IT IS FURTHER RESOLVED, that appropriate officers of the Corporation shall be instructed to take such actions deemed necessary and proper in order to implement the foregoing resolution. Secretary Date: 5 -- 3_�