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Plan Documents - Flex Systems® FlexSystem° Article I: Table of Contents Article I Table Of Contents Article VI Elections 6.01 Available Benefits Article II Purpose 6.02 Election Maximum Amounts 2.01 Creation and Title 6.03 Failure to Elect 2.02 Effective Date 6.04 Effective Periods for Elections 2.03 Purpose 6.05 Change in Status Events 6.06 Non - Discrimination Article III Definitions 3.01 Change in Status Event Article VII Contributions 3.02 Code 7.01 Employer Contributions 3.03 Compensation 7.02 Employee Salary Reductions 3.04 Dependent 7.03 Administrative Fees 3.05 Effective Date 7.04 Increases or Decreases in 3.06 Eligible Employee Premium 3.07 Employee 3.08 Employer Article VIII Records and Reports 3.09 Enrollment Communication 8.01 Responsibility 3.10 Participant 8.02 Records 3.11 Plan Year 8.03 Examination of Records 3.12 Qualified Benefits Plan 3.13 Spouse Article IX Plan Termination 9.01 Plan Termination Article IV Administration 9.02 Rights to Terminate 4.01 Employer's Duties 4.02 Information to be Provided to Article X Plan Construction the Employer 10.01 Taxation 4.03 Interpreting Plan Terms 10.02 Adoption by Related 4.04 Misstatements Organizations 4.05 Review Procedures 10.03 Uniform Exercise of Powers 4.06 Rules Apply Uniformly 10.04 Construction 4.07 Facility of Payment 10.05 Entire Document 4.08 Information to be Furnished 10.06 Severability 4.09 Medical Child Support Orders 10.07 Benefits Provided through Third Parties Article V Eligibility and Participation 10.08 Rights Against the Employer 5.01 Eligibility Requirements 10.09 Successor - Businesses 5.02 Current Employees at the Time of Plan Inception Article XI Plan Adoption and Schedule 5.03 New Employees 11.01 Employer Adoption 5.04 Re- Employment of Former 11.02 Plan Year Employees 11.03 Effective Date 5.05 Becoming a Participant 11.04 Eligible Employee 5.06 Notification to Employees 11.05 Commencement of Participa- 5.07 Termination of Participation tion 5.08 Family Medical Leave Act 11.06 Qualified Benefits Plans 5.09 Uniformed Services Employ- ment & Reemployment Rights Act(USERRA) 5.10 Layoff, Leave of Absences and Sabbaticals 0 FlexSystein Plan Document Article II: Purpose 2.01 Creation and Title. The Employer adopts this Cafeteria Plan as indicated by the Employer signature in Article XI - 11.01, and creates this Cafeteria Plan under the terms and conditions set forth in this Plan Docu- ment as well as through the Enrollment Communications that are expressly incor- porated by reference into this Plan Docu- ment and described in Article XI - 11.06. 2.02 Effective Date. The original Effective Date of this Cafeteria Plan and the Effective Date of this Plan Document are identified on the Plan Schedule, see Article XI. 2.03 Purpose. The Plan allows Participants to elect between cash Compensation or certain nontaxable Qualified Benefits Plans main- tained by the Employer as identified on the Plan Schedule, see Article XI. The Employer intends that this Plan qualify as a Cafeteria Plan under Section 125 of the Internal Rev- enue Code. Notwithstanding any term in this Plan Document, if any term is found to be in conflict with federal or state law, the term will automatically be amended to comply with the federal or state law. 3.01 Change in Status Event. A Change in Status Event allows a Participant to revoke or change his/her pre -tax election during the Plan Year, and outside of the scheduled open Enrollment period. The Employer al- lows all of the Change in Status Events published by the IRS for this type of Plan under 26 CFR 1.123 -4, as amended. A Participant who becomes eligible under the Health Insurance Portability & Account- ability Act of 1996 ( "HIPAA ") for coverage under an accident or health benefit offered by the Employer will be allowed to make a consistent election, or election change under this Plan. 3.02 Code. The Internal Revenue Code of 1986, as amended from time to time. 3.03 Compensation. All the earned income, salary, wages and other earnings paid by the Employer to a Participant during a Plan Year, including any amounts contributed by the Employer pursuant to a salary reduction agreement which are not includable in gross income under Sections 12S, 402(8)(3), 402(h), 403(6) or 457(b) of the Internal Revenue Code. 0 FlexSysrem Plan Document 3.04 Dependent. For the purpose of the tax advantages available under this Plan, a Dependent is an individual who is a depen- dent of a Participant within the meaning of Section 152(a) of the Internal Revenue Code, and any child of the Participant to whom IRS Rev. Proc. 2008 -48 applies (regarding certain children of divorced or separated parents who receive more than half of their support for the calendar year from one or both parents and are in the custody of one or both parents for more than half of the calendar year). For the purposes of the tax advantages available under Qualified Benefit Plans that provide accident and health benefits as defined under Sections 105 and 106 of the Code, a Dependent is determined without regard to Subsections (b)(1), (b)(2), and (d)(1)(B) thereof and includes any child (as defined in Code § 152(f)(1)) of the Par- ticipant who at the end of the taxable year has not attained age 27. 3.05 Effective Date. The date specified in the Plan Schedule, see Article XI, on which the Plan was first effective, and the date that this Plan Document is in effect. 3.06 Eligible Employee. An Employee who is eligible to participate in the one or more Qualified Benefits Plans sponsored by the Employer, limited to Employees as defined below who meet the additional require- ments in the Plan Schedule, see Article XI, and not including the following: (a) Employees who are Non - Resident Aliens (within the meaning of Section 7701(b)(1)(B) of the Internal Revenue Code) who are de- riving no earned income (within the mean ing of Section 911(d)(2) of the Code) from the Employer which constitutes income from sources within the United States (within the meaning of Section 861(a)(3) of the Code); and, (b) Employees who are self - employed indi- viduals (as described in Section 401(c) of the Internal Revenue Code) including sole pro- prietors, partners in a partnership, or more than 2% owners of subchapter "S" Corpora- tions. This exclusion applies to the Spouse, children, parents, and grandparents under the Code Section 318 attribution rules. An Eligible Employee will also meet any additional conditions and terms as defined in the Enrollment Communication. If an Employee is not eligible Ito participate in this Plan and allowed to participate under any Qualified Benefits Plan, then the Em- ployee cost will be paid with taxable in- come, and the Compensation will not be reduced by the Employer. 3.07 Employee. An Employee is a person who is currently or hereafter employed by the Employer, or by any other Employer aggre- gated under Sections 414(b), (c), (m), (n), or (o) of the Internal Revenue Code and the regulations thereunder, including a leased Employee subject to Section 414(n) of the Code. 0 FlexSyscem Non Document 3.08 Employer. The Employer adopting this Plan under Article XI, and any affiliate or subsidiary that, with the consent of the Em- ployer becomes an Employer, by adopting the Plan, or any successor business organi- zation that assumes the obligations of the Employer. 3.09 Enrollment Communication. The Employer will provide a written Enrollment Commu- nication at open Enrollment and during the Plan Year for midyear enrollees. The Enrollment Communication will provide the specific process for Enrollment in the Qualified Benefits Plans. The Enrollment Communication is expressly incorporated by reference into this Plan Document. Enrolling in a Qualified Benefits Plan will automatically enroll you in the Medical or Medical - Related Premium Plan. There is no separate Enrollment form for the Medical or Medical - Related Premium Plan. 3.10 Participant. Any person who has been or is an Eligible Employee and who qualifies to participate and enrolls in a Qualified Benefits Plan. 3.11 Plan Year. Commencing on the first day of the Plan Year and each anniversary thereof, except that the first Plan Year may include a period of fewer than twelve (12) consecu- tive months. The Plan Year is identified on the Plan Schedule, see Article Xl. 3.12 Qualified Benefits Plan. Employer -spon- sored plans that are allowed tax advantages under this Plan pursuant to Section 125(f) of the Internal Revenue Code. 3.13 Spouse. An individual who is legally mar- ried to a Participant but is not separated from a Participant or under a decree of legal separation. Article IV: Administration 4.01 Employer's Duties. In addition to any rights, duties or powers specified in this Plan Document, the Employer will have the following rights, duties, and powers: (a) to interpret the Plan, to determine the amount, manner and time for payment of any benefits under the Plan, and to construe or remedy any ambiguities, inconsistencies or omissions under the Plan; (b) to adopt and apply any rules or proce- dures to ensure the orderly and efficient 4.03 administration of the Plan, and from time to time, amend or supplement such rules and regulations; (c) to determine the rights of any Partici- pant, Spouse, or Dependent to benefits under the Qualified Benefit Plans; (d) to develop appellate and review pro- cedures for any Participant, Spouse, or Dependent denied benefits under the Plan; (e) to maintain records it may require in connection with the proper administration of the Plan; (f) to employ any agents, attorneys, accoun- tants or other parties (who may also be employed by the Employer) and to allocate or delegate to them such powers or duties as is necessary to assist in the proper and efficient administration of the Plan, pro- vided that such allocation or delegation and the acceptance thereof is in writing; (g) to correct any defect, supply any omis- sion, or reconcile any inconsistency in the Plan in such a manner and to such extent as it shall be deemed expedient to administer the Plan; (h) to amend or terminate this Plan. 4.02 Information to be Provided to the Employ- er. The Employer, or any of its agents, will collect employment records of Participants under the Plan. These records will include, 0 FlexSystem Plan Docuir.ent but will not be limited to, any information regarding period of employment, leaves of absence, salary history, termination of employment, or any other information the Employer may need for the proper admin- istration of the Plan. A Participant will fur- nish the Employer the data the Employer reasonably requests to ensure the proper and efficient administration of the Plan, with documentation for items such as proof of relationship as needed. Interpreting Plan Terms. Any interpretation of any provision of this Plan made in good faith by the Employer as to the terms of this Plan is final and will be binding upon the parties. 4.04 Misstatements. Any misstatement or other mistake of fact will be corrected as soon as reasonably possible upon notification to the Employer and any adjustment or correction attributable to such misstatement or mistake of fact will be made by the Employ- er as he considers equitable and practicable. 4.05 Review Procedures. An Employee or his/ her authorized representative can appeal a decision made to deny Enrollment in a Qualified Benefits Plan or a decision to disal- low an election change by sending a written request for an appeal to the Employer within 60 days of the decision to deny Enrollment or an election change. The ap peal will be performed in a manner that does not afford deference to the initial de- termination and will be conducted by the Employer or designee. A Participant can request, free of charge, reasonable access to, and copies of, all documents and records relevant to the decision. Benefit appeals for denied claims are addressed in the Qualified Benefits Plan descriptions provided by the Employer. 4.06 Rules Apply Uniformly. The Employer will perform assigned duties in a reasonable manner and on a nondiscriminatory basis, and will apply uniform rules to all Partici- pants similarly situated under the Plan. 4.07 Facility of Payment. whenever a Partici- pant who is entitled to receive a benefit under this Plan is under legal disability or is incapacitated to be unable to manage his/her financial affairs, the Employer may make payments to the Participant's legal representative, relative, or for the benefit of such Participant in such manner as the Employer considers advisable. Any such payment of a benefit in accordance with the provisions of this document shall be a complete discharge of any liability for the making of such payment under the provi- sions of this Plan. 4.08 Information to be Furnished. Participants shall provide the Employer with such in- formation and evidence, and shall sign such documents, as may be requested reasonably from time to time for the purpose of admin- istering the Plan. 4.09 Medical Child Support orders. The Em- ployer will adhere to the terms of any judg- ment, decree, or court order (including a court's approval of a domestic relations settlement agreement) which complies with federal or applicable state law. The Employer will comply with the administrative require- ments described under 29 USC Sec. 1169 relating to Qualified Medical Child Support Orders (QMCSO), including any federal regulations or state laws relating to the same. On the date coverage is provided as directed by a QMCSO the Employee -par- ent will become eligible to participate in this Plan in order to pay his/her share of the cost of the coverage on a pre -tax basis. 5.01 Eligibility Requirements. Each Employee who enrolls in a Qualified Benefits Plan must be eligible to participate in this Plan to receive the tax advantages made available under this Plan. The eligibility for this Plan is set forth in the Plan Schedule, see Article XI. 5.02 Current Employees at the time of Plan inception. At the time of Plan adoption, all non - excluded Employees who meet the eligibility requirements may participate. 5.03 New Employees. New Employees engaged for employment after the Plan adoption, who meet the eligibility requirements, may participate in the Plan the next following entry date as indicated in the Plan Schedule, see Article Xi. 5.04 Re- employment of Former Employees. A Participant whose employment terminates and is subsequently re- employed within 30 days of his /her separation of service and within the same Plan Year will immedi- ately rejoin the Plan with the same Ben- efit elections. Should the Participant return within 30 days of his /her separation of ser- OFlex5yst2m Plan Pocu;xent vice during the following Plan Year, the Par- ticipant will be allowed to change elections through the Plan Enrollment process. A Participant whose employment terminates and who is subsequently re- employed with more than 30 days separation of service will need to re- satisfy Plan eligibility require- ments to rejoin the Plan. Any unused re- imbursement Benefits Account balance prior to the initial separation of service date will be forfeited. 5.05 Becoming a Participant. To become a Par- ticipant, an Eligible Employee shall enroll in a Qualified Benefits Plan by any application, agreements, or process as may be required by the Employer at the time of Enrollment. The Enrollment Communication provided by the Employer at the time of Enrollment will define the process for becoming a Participant. By completing the Enrollment process, the Employee shall be deemed for all purposes to have agreed to participate and to conform to the Plan requirements. An Employee, electing to participate in the Plan, is choosing to participate for the entire Plan Year. The annualized sum of salary reduction benefit elections shall constitute a current obligation of the Employee to the Employer. Such obligation may be revoked or changed only when the Em- ployee has experienced and documents a Change in Status Event, when the request is consistent with the event, and notice is provided to the Plan within 30 days. 5.06 Notification to Employees. The Employer will communicate (in writing) to all Partici- pants the terms and conditions of this Plan through administrative communications at the time of Enrollment and as needed during the Plan Year. These communications are expressly incorporated by reference into this Plan Document. 5.07 Termination of Participation. A Participant will automatically cease to be a Participant on the earliest of the following dates: (a) the date on which this Plan or any Quali- fied Benefits Plan is terminated by the Employer; (b) the end of the Plan Year, unless the Participant enrolls in a Qualified Benefits Plan for the next Plan Year; (c) the date on which the Participant fails to pay any required premium (including payment by salary reduction); (d) when the Participant's employment with Plan Sponsor is terminated this Plan will terminate on the earlier of the day of the termination or the day using the rule stated in the SPD, whether termination is initiated by the Participant or the Plan Sponsor, however the Participants election can continue to be used for one or more of the Qualified Benefit Plans for the specified period of time communicated in the SPD. Participation under each Qualified Benefit Plan is described in the materials provided by the Employer; see Article XI Section 11.6 for a list of plans and literature available from the Employer. 5.08 Family Medical Leave Act. The Family & Medical Leave Act of 1993 (29 U.S.C. 2611) as amended, is referred to as FMLA. FMLA Leave will not be available to Employees for Plan Years in which the Employer has 50 or fewer Employees as counted in that Act. 0 FlexSystem Plan Document For Plan Years in which the Employer has more than 50 Employees, the Employer is required to make FMLA Leave available to Eligible Employees under circumstances that are prescribed by applicable federal law, including a period in which an Employee is off due to the FMLA shall be treated in accordance with the rules for a layoff or a leave of absence and provided to the ex- tent required by the FMLA (e.g., the Employ- er will continue to pay its share of the contribution to the extent the Participant opts to continue coverage). If the Employer is subject to the FMLA, a Participant may revoke or continue an election through the Plan upon commencement of the FMLA Leave, whether such leave is paid or unpaid. This provision applies in addition to any other right to revoke and reelect benefits under the Plan. Upon return from FMLA Leave, a Participant may be reinstated to all pre -leave elections. 5.09 Uniformed Services Employment & Reem ployment Rights Act (USERRA). The Em- ployer shall permit Participants to continue benefits elections as required under the Uniformed Services Employment & Reem- ployment Rights Act and shall provide such reinstatement rights as required by such law. 5.10 Layoff, Leave of Absences, and Sabbaticals. Continuation under the Plan may occur in one of the following ways: (a) In the case of a planned layoff, an Employee may be able to pre -fund a Quali- fied Benefits Plan through the end of the planned leave or the end of the Plan Year. (b) During the period which the Employee is off and receiving a salary, the pre -tax deductions may continue. If the Employee is not receiving a salary, he /she may continue to fund his /her election with after -tax dol- lars while on leave. (Payment schedule to be agreed upon between the Employer and Employee prior to the commencement of the leave.) Article VI: Elections 6.01 Available Benefits. The Qualified Benefits the Plan will be allowed to alter or discon- Plans offered under this Plan are listed on tine the Participant's benefits elections the Plan Schedule; see Article XI. The option during a Plan Year except when due to and for an Employee to make after -tax contri- consistent with a Change in Status Event. butions for certain Qualified Benefits Plans Enrollment requests must be made within will be communicated by the Employer at 30 days of the Change in Status Event and the time of Enrollment. be consistent with the event. Notwithstand- ing, an Employee can make a prospective 6.02 Election Maximum Amounts. Each Par- change to a Health Savings Account (HSA) ticipant shall elect any combination of the election under this Plan during the Plan benefits made available. No Participant Year without having a Change in Status may choose available benefits costing more Event. than the maximum amount, if any, as indi- cated in the Qualified Benefits Plan. The A Change in Status Event allows a Partici- maximum election amounts will be in- pant to change his/her contribution election cluded in the Enrollment Communication during the Plan Year, and outside of the and the literature available for each Quali- scheduled open Enrollment period. The fied Benefits Plan. Employer has elected to allow all of the Change in Status Events published by the 6.03 Failure to Elect. A Participant failing to IRS for this type of plan. An unpermitted complete the Enrollment process on or election change will cause the elected ben - before the specified due date for the Plan efit to be included in a Participant's gross in- Year, or a midyear enrollee during the Plan come and can disqualify the Plan from tax Year, shall be deemed to have elected to preferred status. receive his full Compensation in cash. The Employer will communicate any applicable Upon the occurrence of a Change in Status Enrollment deadlines in writing at the time Event, the Participant will notify the of Enrollment. Employer within 30 days and complete the forms provided by the Employer. The Em- 6.04 Effective Periods for Elections. The election ployer can require additional documenta- must be made by each Participant prior to tion for evidence of the event. The new the commencement of each Plan Year, election will be effective prospectively and and shall be irrevocable except as provided will apply only to those benefits accruing to for in a Change in Status Event that would the Participant, the Participant's Spouse, allow an election change. Participants may or the Participant's Dependents after the not carry over any unused contributions or effective date of the election change. With available benefits from one Plan Year to respect to an election change under the spe- a subsequent Plan Year unless the Plan cial Enrollment period provisions of HIPAA, Schedule indicates that the Plan has incor- "timely submitted" will mean submitted no porated the Grace Period. Further, Partici- later than the last day of such special En- pants may not use any contributions from rollment period. one Plan Year to purchase any available ben- efits that will be provided in a subsequent 6.06 Non - Discrimination. The Plan is not Plan Year, intended to discriminate in favor of highly compensated individuals or key Employees 6.05 Change in Status Events. No Participant in as to eligibility to participate or contribu- 0 FlexSystem Plan Document tions and benefits as required by the Code. The Employer may exclude or limit certain highly compensated individuals from par- ticipation in the Plan, in the Employer's judgment, such actions serve to assure that the Plan does not violate applicable nondis- Article VII: Contributions 7.01 Employer Contributions. The Employer will contribute out of its general assets the amounts necessary to meet its obligations under the Plan. Unless the Employer pro- vides differently in the Enrollment Commu- nication or separate Plan Documents for the various Qualified Benefits Plans, there are no segregated funds established to col- lect or maintain the contributions. Contri- butions to the Plan for any Plan Year will be limited to the amounts necessary to pay for the Qualified Benefits Plans elected by the Participants. The Employer may provide additional con- tributions in the way of cash or spending credits that can be used for any Quali- fied Benefits Plan, or used in a limited man- ner as defined by the Employer. The Employer may make defined contributions to specific Qualified Benefit Plans. The Enrollment Communications will include the amount of any Employer contribution, the rules defining how the Employer con- tributions can be used by the Participants, and any limitations on the use of Employer contributions. Employer contributions will continue to be provided while on approved FMLA Leave to the same extent provided to an Employee actively at work. 7.02 Employee Salary Reductions. The Partici- pant shall agree to reduce his/her Com- pensation from the Employer by such amounts as are necessary to provide for those Qualified Benefits Plans which the Participant has elected. "Employee" salary reduction amounts are "Employer" contribu- tions for purposes of Internal Revenue Code Section 125 and its applicable regulations. No Participant shall have, by virtue of the Plan, any interest in any specific asset or 0 Flex System Picvn Document crimination rules. The Employer can make necessary adjustments to Employee contri- butions during the Plan Year to assure that the Plan passes the required discrimination tests. assets of the Employer. A Participant has only an unsecured contractual right to receive the benefits defined and limited by the Qualified Benefits Plans. 7.03 Administrative Fees. The Employer may charge the Employee reasonable cafeteria plan administrative fees. If any administra- tive fees are required, the Enrollment Com- munication will include the amount of the administrative fee and whether it is with held from the Employee's salary reduction. 7.04 Increases or Decreases in Premium. The Employer reserves the right to increase the Participant's share of any Premiums and decrease the Employer's share by a like amount. The Employer will notify Partici- pants prior to raising the Participant's obligations. If the premium or required contribution for any Qualified Benefits Plan increases or decreases during the Plan Year, a Participant's contributions will increase or decrease automatically in an amount sufficient to pay for such increase or decrease. However, in the case of an increase in premium, if a similar benefit is offered under the Plan at the time of said increase, the Participant may select such similar benefit rather than pay the increase. The Employer reserves the right to reduce the Participant's share of any Premiums and increase the Employer's share by a like amount. The duration of this "Premium Holiday" is at the Employer's discretion and will be communicated by the Employer. As this is considered to be temporary, Partici- pants are not considered to have incurred a Change in Status should the Employer invoke this option. WA Article VIII: Records and Reports 8.01 Responsibility. The Employer shall exercise authority and responsibility to comply with the Plan relating to Participant records, balances, and benefits payable under this Plan. The Employer also shall be respon- sible for all Plan reporting and disclosure requirements. 8.02 Records. The Employer will process claims and maintain Employer account records, which shall record "deposits" and check "balances" prior to each reimbursement. An information report will be provided periodically to Plan Participants showing previous balances, deposits, payments, reimbursements, and current balances. 8.03 Examination of Records. The Employer will make each Participant's records under the Plan available for his/her examination at reasonable times and during normal busi- ness hours. i, Article IX: Plan Termination V 9.01 Plan Termination. The Plan or any portion of the Plan shall be subject to termination at any time by the Employer, provided how- ever, that such termination shall not affect any right or claim arising under the Plan prior to termination. Any unclaimed funds shall become payable as the Employer may direct. Such direction may include, but not be limited to a continuation of the Plan in order to pay balances in accordance with elected benefits. 9.02 Rights to Terminate. In accordance with the procedures set forth in this section, the Employer may terminate the Plan at any time. In the event of a dissolution, merger consolidation, or reorganization of the Employer, the Plan shall terminate unless the Plan is adopted and continued by a successor to. the Employer in accordance with the resolution of its Board of Directors. FIN— Article X: Plan Construction 10.01 Taxation. The Employer intends that this Plan be in compliance with Section 12S of the Internal Revenue Code, and therefore, the Employer may deduct the amount paid for the benefits provided from federal in- come and employment taxes. This Plan has not been submitted to the Internal Rev- enue Service, and there is no assurance that the intended tax benefit under this Plan will be realized. Neither the Employer nor its designated representatives makes any commitment or guarantee that any amounts elected or paid for the benefit of a Participant will be excludable from the 0 PiexSystem Plan Document 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 is exclud- able 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. Any Participant, by accepting a benefit under this Plan, agrees to be liable for any tax penalties and inter- est which may be imposed by the Internal Revenue Service with respect to these benefits. 10.02 Adoption by Related Organizations. Upon the approval of the Employer, this Plan may be adopted by any organization in affiliation with the Employer. For the purpose of this Plan affiliated organizations are described in Section 414(b), (c) or (m) of the Internal Revenue Code. The adopting organizations shall execute and deliver to the Employer a supplemental agreement providing for the adoption of this Plan and such other docu- ments as the Employer deems necessary or desirable. The provisions of this Plan shall be applicable to such organization to the extent provided in the supplemental agree- ment. 10.03 Uniform Exercise of Powers. In the exercise of any of its powers, duties and discretion under this Plan, and within the scope of its authority, and in all of its acts, decisions, and determinations hereunder, the Employ- er shall at all times act in good faith and in a non - discriminatory manner and shall follow a consistent policy on comparable is- sues. All Employer actions and determi- nations shall be duly recorded. All such records, together with such other docu- ments as maybe necessary for the admin- istration of this Plan, shall be preserved. De- cisions regarding any Employer- disputed questions relative to the rights of a Par- ticipant hereunder and upon all matters within the scope of its authority shall be final and binding on all parries in interest. 10.04 Construction. No provision of this Plan shall be construed to conflict with any Treasury Department, Department of Labor, or Internal Revenue Service Regulation, Rul- ing, Release, or Proposed Regulation or other order which affect, or could affect, the terms of the Plan. This Plan will be in compliance with any changes related to the Internal Revenue Code. This 125 Plan is not subject to the Employee Retirement Income Security Act of 1974 (ERISA); however the 0 FiexSystem Plan Document Qualified Benefits Plans offered by the Em- ployer can be subject to ERISA. Refer to the Qualified Benefits Plan for details. 10.05 Entire Document. This document, including any appendices or supplements thereto, shall constitute the entire and complete document, and as such shall govem the rights, liabilities and obligations of the Plan, except as the Plan may be modified. 10.06 Severability. In the event any provisions of this document shall be held illegal or invalid for any reason by law or a court of competent jurisdiction, said illegality or invalidity shall not affect the remaining provisions included herein either initially, or beyond the date said provisions are first held to be illegal or invalid, provided the basic purposes hereof can be affected through the remaining valid and legal provi- sions. 10.07 Benefits Provided through Third Parties. In the case of any benefit provided through a third party, such as an insurance com- pany, pursuant to a contract or policy with such third party, if any conflict or inconsis- tency exists between the description of benefits contained in this Plan and such contract or policy, then the terms of such contract or policy shall control. 10.08 Rights Against the Employer. Neither the establishment of the Plan, nor any modifica- tion thereof, nor any distribution hereunder, shall be construed as giving to any Partici- pant or any person whomsoever any legal or equitable rights against the Employer, its shareholders, directors, or officers, as such, or as giving any person the right to be retained in the employ of the Employer. 10.09 Successor - Businesses. Unless this Plan be sooner terminated, a successor to the busi- ness of the Employer, by whatever form or manner resulting, may continue this Plan by appropriate supplemental agreement. 11.01 Article XI Plan Adoption and Schedule Employer Adoption. By signing this Plan Document, the Employer identified below represents that it has formally adopted this Cafeteria Plan. 11.02 Plan Year. The Plan Year is from Jan 2011 to ,20.IH_. There is a short Plan Year beginning 20 and ending 20 (if left blank, there is no short Plan Year.) 11.03 Effective Date. This Cafeteria Plan was originally effective on 20 9. This Cafeteria Plan has been created or restated by this Plan Document effective o q L, 20 A5—. 11.04 Eligible Employee. An Employee who meets the definition of an Eligible Employee, 3.06, and the requirements in this part 11.04, can enroll in this Plan by completing the process outlined in the Enrollment Communica- tions. An Eligible Employee must be regularly scheduled to work _(,� hours per week in order to enroll in this Plan. Part - time Employees working fewer hours are not Eligible Employees. ® PlexSystem Plan Document Description of Excluded Employees Union. Employees who are included in the unit of Employees covered by a collective bargaining agree- ment between the Employer and Employee represen- tatives, provided benefits were the subject of good faith bargaining and two percent or less of the Em- ployees of the Employer who are covered pursuant to that agreement are professionals (as defined in Treasury regulation Section 1.410(b) -9). For this pur- pose, the term "Employee Representatives" does not include any organization more than half of whose members are Employees who are owners, officers, or executives of the Employer. _ Excluded Eligible Not applicable Seasonal Employees regularly working less than months within a year. Excluded Eligible Not applicable Employees under years of age. Excluded Eligible Not applicable 11.05 Commencement of Participation. An Eli- gible Employee can enroll in this Plan at the annual open Enrollment period or upon completion of the employment requirement identified below: No wait, on the date of hire 30 days after the date of hire 60 days after the date of hire 90 days after the date of hire First of the month after the date of hire First of the month after 30 days of con- tinuous employment First of the month after 60 days of con- tinuous employment First of the month after 90 days of con- tinuous employment (not allowed for plans that are new or renewing January 1, 2014) Other 11.06 Qualified Benefits Plans. The Plan Docu- ments and Summary Plan Descriptions identified in the chart below are expressly incorporated by reference into this Plan Document and provide specific description of each of the benefits available through the plan, including the periods during which the benefits are provided (the periods of coverage if different from the Plan Year for this Plan), and the Plan's rules governing participation. The following Plans are offered under this Cafeteria Plan: Check if offered under this Plan: Qualified Benefits Plans Available Plan Documents or Summary Plan Description (SPD) Medical or Medical - Related Premium for A Medical or Medical- Related Premium SPD a group health plan. (This can include an will be provided by the Employer within 90 imbedded or standalone dental/vision plan.) days of Enrollment and upon request. Health Savings Account (HSA)' Non - Employer- Sponsored Premium Account Plan for individual health plans (NESP). Medical or Medical - Related Expense Reim- bursement Benefit (Health FSA). Dependent Care Benefit. Supplemental insurance (Voluntary Indem- nity Plans). Disability Insurance Premium (Employee Only) - Pre - taxing Employee contributions will make benefits paid taxable compensa- tion. Voluntary/Group Term Life insurance " NOTES ' A Participant is required to make an election before the start of the Plan Year, or before the first day of his/her coverage, showing the amount contributed to an HSA tax free under this Plan. A Participant will be able to change his/her HSA election for any month in the Plan ® Flex$ystem Plan Document Details will be provided in the Enrollment Communication. See Appendix A. See Appendix B. A Medical or Medical- Relat- ed Expense Reimbursement Benefit SPD will be provided by the Employer within 90 days of Enrollment and upon request. See Appendix C. Details will be provided in the Enrollment Communication. Details will be provided in the Enrollment Communication. Details will be provided in the Enrollment Communication. Year regardless of whether the Employee can show a Change in Status Event. "The cost of excess coverage as determined in Table I, published by the IRS, a will be imputed income. Excess coverage is any amount over a $50,000 benefit.