ROBERTS, ODEFEY, WITTE WALL, LLP ATTORNEYS AT LAW DAVID ROBERTS TEL: 361.552.2971 ANNE MARIE ODEFEY PORT LAVACA TEXAS 77979 FAX: 361.552.5368 SANDRA WITTE CARLY W. WALL JOHN T. VILLAFRANCA October 8, 2018 Jessica Priest Victoria Advocate Re: Public Information Act Request Dear Ms. Priest: The Calhoun Port Authority has received the Public Information Act request contained in your email dated September 26, 2018, requesting a copy of the Calhoun Port Authority?s retirement/deferred compensation plan. Any documents that are responsive to your Public Information Act request are enclosed. Yours truly, ROBERTS, OJEFEY, WITTE WALL, LLP . c? SW/sd Enclosures cc: Charles R. Hausmann, Port Director NATIONAL ASSOCIATION OF COUNTIES DEFERRED COMPENSATION PROGRAM THE DEFERRED COMPENSATION PLAN FOR PUBLIC EMPLOYEES PLAN DOCUMENT I. I aw?? ?Hal?s-eves?? Di?i?lti?i?cf) TX NAME on count? The Plan consists of the provisions set iorth in this document, and is applicable to each Public Employee who elects to participate in the Plan. The Plan is efieotlve as to each such Public Employee upon the date he becomes a by signing and filing with the Administrator the Para ticipation Agreement referred to herein. ARTICLE I Definitions 1.01. The following terms shell, for purposes of this Plan, have the meaning set forth below. (0) means the person, department, agency or organization appointed by the EMPLOYER to administer the Plan. means the person properly designated by a to receive the benefit under this Plan.? COMPENSATION means ali payments made by the EMPLOYER as remuneration for ser- vices rendered, including salaries, fees, etc. EMPLOYER means the above referenced county or any of its agencies, departments, subdivisions 'or instrumentailtles for which services are performed by a PAR- COMPENSATION means, for the purposes of the limitations on deferrals, compensation for services performed for the EMPLOYER which is currently includible in gross income after giving effect to all provisions of the The amount of lncludibie .- Compensation shall be determined without regard to any communityproperty laws. if) CONTRACTOR means any person receiving any type of compensation from the EMPLOYER or any of its agencies, departments, subdivisions or instrumentalitles for which services are rendered pursuant to one or more written or oral contracts, if such person is not an employee. - means the Internal Revenue Code of 1986, as now in effect or as hereafter amended. NORMAL means the age specified in writing by the PARTICIPANT. it the EMPLOYER has an Retirement System, the Normal Retirement Age . specified by the PARTICIPANT must be an age at which the is eligible to retire pursuant to the Retirement System, by virtue of age, length of ser- vice, or both, without consent of the EMPLOYER and with the right to receive immediate retirement benefits withoutaotuarial or similar reduction because of retirement before some later specified age. in no event shall Normal Retirement Age be later than age 70112. means any Public Employee who is eligible to defer Compensation under the Plan and who participates under this Plan by signing the Participation Agreement. AGREEMENT means the application to the Administrator to participate in the Plan. . (8?89) Page i PLAN means the Deferred Compensation Plan For Public Employees as set forth in this document and as it may be amended from time to time. PLAN YEARmeans the calendar year in which the Plan becomes effective, and each succeeding calendar year during the existence of this Pian. PUBLIC EMPLOYEE means any person who receives any type of compensation from the EMPLOYER for which services are rendered (including, but not Iimlted to, elected or appointed officials, salaried employees and independent contractors). SEPARATION FROM SERVICE means Separation From Service as defined in iFiC Section and on account of the death or retirement. An independent Contractor snail not be considered Separated From Service with the EMPLOYER and shall not receive any benefits hereunder uniessij) at least 12 months have expired since the date on which the iast contract, pursuant to which the Independent Contractor provided any services to the EMPLOYER, was terminated and (2 2the independent Contractor has performed no services iorthe EMPLOYER during the 12- mohth period referred to herein- ?either as an independent Contractor. or employee, (o UNFORESEEABLE EMERGENCY means severe financiai hardship to the resetting from a sudden and unexpected illness or accident of the PARTICIPANT or a' dependent (as defined In IRC Section 152(a)) of the PARTICIPANT, loss of the PARTICIPANTS property doe to casualty, or other simiiar or extraordinary and unforeseeabie circumstances arising as a resuit of events beyond the control ofthe PA FITICI PA NT, . ARTICLE II Election to Defer Compensation - A . ..- i 2.01 The PARTICIPANT may afoot to participate by signing the Participation Agreement and consenting to a reduction of salary by the deferral amount Specified in the Participation Agreement. The amount of the reduction (?deferred amount?) must equal at least $20 per month. 2 02 The EMPLOYER shali commence the reduction no earlier than the first pay period com mencing during the first month after the date on which the Participation Agreement Is filed with the Administrator 2 03 The PARTICIPANT may revoke his eiection to participate and may amend the amount of Compensation to be deferred by signing and with the Administrator a written revocation or amendment on a form and in the procedural manner approved by the Administrator. In addition, the may amend his Investment specification In the procedurai manner approved by the Administrator. Any amendment which Increases the amount deferred for any pay period shall be effective cniy if an agreement providing for such additionai deferred amount is entered into before the beginning of the month in which the pay period commences. Any revocation or amendment of the amount deferred shall be effective prospectiveiy only Any change In the PARTICIPANT 8 investment specification by the whether it appiies to amounts previously deferred or amounts to be deferred in the future shaii be effective prospectively only and shall be effective on a date consistent with the ruies and specifications of the Investment carrier. After the death of the his Beneficiary shali have the right to amend the or the Beneficiary? own, l.nvestment specification by signing and filing with the Administrator a written amendment on a form and in the procedurai manner approved by the Administrator. Any change in an investment specification by a Beneficiary shalt be effective on a date consistent with the ruies and specifications of the investmentcarrier. The right?of a Benefh ciary to amend an investment specification shaii terminate. on the test. day available for an election concerning the mode of payment pursuant to Section 8.03 below. Notice to ALL PARTICIPANTS to Read These Provisions Providing Deferral Limitations and ?Catch- up? Deferrals Under the Plan . . 2 .04. Except as provided in Section 2.05 the maximum deferred amount under the Plan for the PARTICIPANT taxebie year shaii not exceed the iesser of 500 or 33 1/3 of the PAR- Inciudibie Compensation as provided in IRC Section 457 Page 2 oc?scz-s (ass) .- MVW .. For one or more of the last 3 taxable years ending before the attainment rement Age underthe Plan, the maximum deferral shall be the lesser of: 2.05. ?of Normal Reti 0r(b) the limitation established forthe taxable year under Section 2.04, plus the limitation established . for purposes of Section 2.04 for prior taxable years beginning after December 31, 1978,'during which the PARTICIPANT Was eligible to participate less the amount of Compensation deferred under the Plan for such prior taxable years. 206?. 'I?in applying the deferral limitations of Sections 2.04 and 2.05, any amounts excluded from the gross income for the taxable year under iFiC Section 403(b), and, effective January 1, 1989, under Sections 402(c)(8) and 402(h)(1)(B) and deductible contributions to an organization described in lFiC Section 501(c)(18), shall be treated as amounts deterred as provided in Section 457(0). ARTICLE EMPLOYER Contributions . .. The EMPLOYER may contribute to the Plan for EMPLOYER contributions shall vest at the time such contributions are made. For purposes of administering Sections 2.04 and 2.05, EMPLOYER contributions shall apply toward the maximum deferral limits in the Plan Year that such contributions are made. ARTICLE IV Plan Transfers 4.01. I .it a terminates employment with the EMPLOYER and accepts employment with another employer which maintains an eligible deferred compensation plan (as defined in 1R0 Section 457) and the new employer?s plan accepts transfers, the may transfer his account balance from the Plan to the plan maintained by the new employer. 4.02. Transfers from other eligible deferred compensation plans (as defined in lFiC Section 457) to the Plan will be accepted at the request if such transfers are in cash or non- annulty products currently offered under the Plan. Any such transferred amount shall not be subject to the limitations of Section 2.04, provided, however, that the actual amount deferred during the calendar year under both plans shall be taken into account in calculating the deferral limitation for that year. For purposes of determining the limitation set forth in Section 2.05, years of eligibility to participate in the prior plan and deferrals under that plan shall be considered. ARTICLE Designation of Beneficiary The shall have the right to file, with the Administrator, a written Beneficiary or change of Beneficiary form designating the person or persons who shall receive the benefits payable under this Plan in the event of the PARTICIPANTS death. The form for this purpose shall be provided by the Administrator and will have no effect until it is signed, filed with the Administrator by the and accepted by the the dies without having a . Beneficiary form on file, the benefits will be paid to the estate. The accepts and acknowledges that he has the burden for executing and filing with the Administrator a proper Beneficiary designation form. . ARTICLE VI Accounts and Reports . 6.0.1. THE EMPLOYER shall remit the amounts deferred to the Administrator or his designated agent. The Administrator shall have no duty to determine whether the funds paid to him by the. EMPLOYER are correct, nor to collect or enforce such payment. 6.02. For convenience and to facilitate an orderly administration of the Plan, the Administrator shall maintain a deferred account with respect to each PARTICIPANT. A written report of the status of the deterred account shall be furnished at least annually and within ninety (90) days after the end of each calendar year to the . reuse) . Page 3 x. .. a 1m; '33?um. mung-u Aurlmu-x-M 6.03. Within ninety (90) days after the end of the calendar year, the Administrator shall file with the EMPLOYER a written report of the assets of the Plan, a schedule of all receipts and disburse- ments, and a report of all material transactions of the Plan during the preceding year. 6.04. The Administrator?s beyopen to inspection. during'normal business hours by the EMPLOYER or any or their designated representatives. 6.05. All reports to the shall be based on fair market value as of the reporting data. ARTICLE Vii investment of Deferred Amount 7.01. The deferred amounts shall be delivered by, the EMPLOYER to the Administrator or his designated agent for investment as designated by the EMPLOYER. 7.02. .The EMPLOYER shall use the or Beneticiary?s investment specifications so as to determine the value of the deferred account maintained with respect to the as if the deterred amounts had been invested according to such specifications. The EMPLOYER shall be under no obligation to Invest the deferred amounts as specified by the PARTICIPANT or Beneficiary. 7203. Ali interest, dividends, charges for premiums and administrative expenses, and changes in value due to market fluctuations applicable to each deferred account shall be credited or debited to the account as they occur. 7.04. All assets of the Plan, including all deferred amounts, prcperty and rights purchased with deferred amounts, and all income attributable to such deterred amounts, property or rights, shall remain (until made available to the PARTICIPANT or Beneficiary) solely the property and rights of the EMPLOYER {without being restricted to the provision of benefits under the Plan), subject only to the claims of creditors of the EMPLOYER. Contracts and other evidences of the investments of all assets under this Plan shall be registered in the name of the EMPLOYER which shall be the owner and beneficiary thereof. The rights of the created by this Plan shall be those ?cf a general creditor of the EMPLOYER, and in an amount equal to the fair market value of the deferred account maintained with respect to the The acknowledges that his rights are no greater than those of a general creditor of the EMPLOYER and that in any suit for an accounting, to impose a constructive trust, or to recover any sum underthis Plan, the rights are limited to those of a general creditor of the EMPLOYER. The EMPLOYER acknowledges that the Administrator is the agent of the EMPLOYER. ARTICLE Benefits . 8.01. Commencement of Distributions: The PARTICIPANT may elect the time at which distributions under the Plan are to commence by designating the ?month and year during which the first distribution is to be made. The earliest distribution commencement date that maybe elected by the PARTICIPANT shall be the earlier of: . The date on which the PARTICIPANT separates from service; or The date on which the attains age 701/2 or?terminates deferrals under this Plan, whichever is later. in addition, the date chosen must be at least five (5) days following the date on which the election is filed with the Administrator. The shall make such election no later than sixty {60) days following the end of the calendar year in which the PARTICIPANT separates from service or sixty (60) days following attainment of age 70, whichever occurs first. Benefits payable to the will be the equivalent of the total benefits that would have been created had the deferred amounts been invested as specified by the PARTICIPANT. The date elected for commencement of distributions (?the Elected Commencement Date") shall be not later than the Mandatory Commencement Date, which is the later of: April 1 of the calendar year following the calendar year in which the attains age 701/2: or April 1 of the oalendaryearfollowing the calendar year in which the separates from service with the EMPLOYER. Page 4 (8?39) 4.1: .- - "hi :P?Saw?; .. we:? . ?1 . argues; tell-44. w- . 2 date on Iection shall not be changed once the election is made. Failure to file an election with the 5.999 ?strator within the appropriate time period will result in the Administrator beginning distributions Commencement Date. . - . of Payment: Benefits shall be paid in accordance with the payment Option elected by the Payment, method of payment, and settlement options are available as provided by Eb'h'bf the available investment specifications. At least thirty (30) days prior to the Elected or eac diatcry Commencement Date, the shall elect the mode of payment based upon the ?imiri?cns then available. Such election shaii be irrevocable after the thirtieth {30th) day preceding the '09 which benefits will commence. Failure to file an election with the Administrator will result in: If the account value is $10,000.00 or less, the Administrator shall make a - lump sum distribution to the or if the account value is greaterihan $10,000.00, the Administrator shall elect an annuity payout for the which provides for payments to the PARTICEPANT in the form of a life annuity with a ten {10) year certain period. 803. Payments to Beneficiary: If the dies while employed with the EMPLOYER, or the dies before the benefits to which he is entitled Underthis Plan have been exhausted, 'the benefit payable under this Plan shall be paid to his designated Beneficiary. The Beneficiary shall have the right to elect the time and mode of payment of such benefits, subject to the limitations set forth in this Plan. Such election as to the time of payment (distribution commencement date) shall be tiled by the Beneficiary not later than one hundred twenty (120) days following the death and shall not be changed once the election is made. The distribution commencement date must be at least five (5) clays following the date on which the election as to the time of payment is filed with the Administratorisubiect to the December 31 commencement date for surviving spouses as described later in this Section), and distributions to a Beneficiary shall be completed within the applicable time period specified in the remaining paragraphs of this Section. An election concerning the mode of payment shall be it led by the Beneficiary either at least thirty (30) days priorto the date elected for the commencement of benefits, or(ii) within one hundred twenty (120) days following the death, whichever is later. Failure to file an election as to the time of payment will result in the Administrator beginning distribution to the Beneficiary no earlier than one hundred twenty-five (125) days following the death (subiect to the December 31 commencement date for surviving spouses as described later in this Section). Failure to file an election as to the manner of payment will result in the Administrator making a lump sum cash distribution. - If the dies prior to January 1, i989, benefits payable to a Beneficiary shall, in all events, he completed during a period not in excess of the life of the Beneficiary, if such Beneficiary is the surviving spouse of the or 15 years, in all other circumstances. it the dies on or after January 1, 1989, and after the commencement of distributions, then any amount not distributed to the during his life shall be distributed to the Beneficiary at least as rapidly as under the method of distribution used by the at the time of the PARTICIPANTS death. in addition, if the dies prior to the commencement of distributions, but on or afterdanuary l, 1989, then the PARTICIPANTS account shall be distributed- to the Beneficiary within 5 years (or over the life or life expectancy of the Beneficiary, but not to exceed 15 years, if distributions commence within 1 year); provided, however, that if such Beneficiary is the surviving spouse of the then such distributions need not commence prior to December 31 of the calendar year in which the PARTICIPANT would have attained age 701/2 (or such otherdate as may be permitted under applicable Treasury Regulations), and benefits payable to such spouse shall be completed during a period not in excess of such spouse's life expectancy. No settlement?opticn available to the shall provide benefits to Beneficiaries which are equal to or greater than 33'il3% of the maximum benefit (or such other amount as may be permitted under applicable Treasury Regulations) that would have been payable to the it no provision had been made for payment to a Beneficiary (as determined by the use of the expected return multiples in Treasury Regulation Section 1.720, or, in the case of payments under a contract issued by an insurance company, by the use of the mortality tables of such company). In addition, any settlement option payable over a period of more than i year shall be made only in substantially nonincreasing amounts paid not less frequently than annually. 00?50243 (8?89} Page 5 p.04. Unfcreseeable Emergency: Notwithstanding any'oiher provisions herein, in the event of an Untoreseeable Emergency, a PARTICIPANT may request that benefits be paid to him immediately; provided, however, that payment of any such benefits after the Elected or Mandatory Commencement Date shall be subject to any limitations specified by an investment carrier. Such request shall be filed in accordance with procedures established pursuant to this Plan. if the? application for payment is approved by the EMPLOYER or its designee, payments shall be effected within 45 days of such approval. Benefits to be paid shall be limited strictly. to the amount necessary to meet the Unforeseeabie Emergency constituting financial hardship to the extent such Unforeseeable Emergency is not relieved: through reimbursement or compensation by insurance or otherwise; (13) by liquidation of the assets, to the extent the liquidation of such assets would not itself cause financial hardship; or by cessation of deferrals under the Plan. Foreseeable personal expenditures normally budgetable, such as a down payment on a home, the purchase of an automobile, college or other educational expenses, etc, will not constitute an Unforeseeable Emergency. The decision of the EMPLOYER or its designee concerning the payment of benefits under this Section shall be final. . ARTICLE lX Administration of Plan 9.01. The Employer may at any time amend, modify, or terminate the Plan without the consent of the (or any Beneficiary thereof). All amendments shall become effective forty~five (45) days after the Issuance of notice of the amendments by the Administrator to the EMPLOYER. To the extent it is possible to do so, the Administrator shall mail an explanation of all amendments that become effective during the year to the PARTICIPANT with his annual report. No amendments shall deprive the of any of the benefits to which he is entitled under this Plan with respect to deferred amounts credited to his account prior to the effective date of the amendment. if the Plan is curtailed, terminated, or the acceptance of additional deferred amounts suspended permanently, the Administrator shall nonetheless be responsible forthe supervision of the payment of benefits resulting from amounts deferred prior to the amendment, modification, or termination in accordance with Article Vili hereof. 9.02. Any companies that may issue any policies, contracts, or other forms of investment media used by the EMPLOYER or specified by the are not parties to this. Plan and such companies shall have no responsibility or accountablility to the or his Beneficiary with regard to the operation of this Plan. 9.03. Participation in this Plan by a Public Employee shall not be construed to give a contract of employment to the or to alter or amend an existing employment contract of the . PARTICIPANT, nor shall participation in this Plan be construed as affording to the PARTICIPANT any representation or guarantee regarding his continued employment. . . 9.04. The EMPLOYER and the Administrator do not represent or guarantee that any particular Federal or State income, payroll, personal prcperty, or other tax consequence will occur because of the PARTICIPANTS participation in this Plan. The PARTICIPANT should consult with his own representative regarding all questions of Federal or State income, payroll, personal property, or other tax consequences arising from participation in this Plan. 9.05. The Administrator shall have the power to appoint agents to act for and in the administration of this Plan and to select depositories for the assets of this Plan. 9.06. Whenever used herein, the masculine gender shall include the feminine and the singular shall include the plural unless the provisions of the Plan specifically require a different construction. Page 6 conceals (8?89) $5331.45, -- I 15- 9.07. The laws of the state of the EMPLOYER shall apply in determining the construction and validity of this Plan. 9.05. The rights of the PARTICIPANT Plan shall not be subject to the rights of creditors of the or-?any Beneficiary, and shall be exempt from execution, attachment, prior assignment, or any ether judicial relief or order for the benefit of creditors or other third persons. 9.09. it is agreed that neither the nor his Beneficiary nor any other designee? shall have any right to commute, sell, assign, pledge, encumber, transfer, or otherwise convey the right to receive any payments hereunder which payments and right thereto are expressly declared to be nonassignabie and nontransferable. . . . 9.10. This Plan, and any properly adopted amendments, shall constitute the total agreement or contract between the EMPLOYER and the regarding the Plan. No oral statement regarding the Plan may be relied upon by the 9.11. This Plan and any properly adopted amendments, shall be binding on the parties hereto and their respective heirs, administrators, trustees, successors, and assignees and on all Beneficiaries of the ARTICLE Notice to ALL PARTICIPANTS to Read These Provisions Providing Broad Powers and Absolute Safeguards to the EMPLOYER . . -. . 10.01. - The EMPLOYER, or its authorized agent, the Administrator, shall be authorized ?to resolVe any questions of fact necessary to decide the right under this Plan and such decision shall be binding on the and any Beneficiary thereof. 10.02; The EMPLOYER, or its authorized agent, the Administrator, shall be authorized to construe the Plan and to resolve any ambiguity in the Plan. 10.03. The PABTICIPANT specifically agrees not to seek recovery against the EMPLOYER, the Administrator or any other employee, contractee, or agent of the EMPLOYER or Administrator, or any endorser for any loss sustained by the PARTICIPANT or his Beneficiary, torthe non-performance of their duties, negligence, or any other misconduct of the above named persons except that this paragraph shall not excuse fraud or wrongful taking by any person. 10.04. The EMPLOYER, or its agents including the Administrator, if in doubt concerning the correctness of their action in making a payment of a benefit, may suspend the payment until satisfied as to the correctness of the payment or the person to receive the payment or allow the filing in any State court of competent Jurisdiction, a suit in such form as they considerappropriate for a legal determination of the benefits to be paid and the persons to receive them. The EMPLOYER shall comply with the final orders of the court in any such suit and the for himself and his Beneficiary, consents to be bound thereby insofar as it affects the benefits payable under this Plan or the method or manner of payment. 10.05. The EMPLOYER and its agents, including the Administrator, are hereby held harmless from all court costs and all claims for the attorneys? fees arising from; any action brought by the or any Beneficiary thereof under this Plan or to enforce his rights under this Plan, including any amendments hereof. 10.08. The Administrator shall not be reddired to participate in any litigation Concerning the Plan except upon written demand from the EMPLOYER. The Adminmtramr may compromise! adeSt or effect settlement of litigation when specifically insuucted to d0 30 by the EMPLOYER- . - ., a-r?ipaa-a. ocmsozoe (8?89) . . .. . has alread acce ted the Nationat Association of Counties Defermd If the nigg?fgfongram and adoyteted deferred compensation plan, as defined in 00ml? 457 under such Program (the ?Prior Plan?), then the EMPLOYER Intends that this Plan 860:] orgasm: and restate the Prior Plan. In such event, this Plan shall apply to all participants in Pier Plan on the effective date hereof, and also to each Public Employee who elects to . participate in this Plan on and after the effective date hereof. I ARTICLE Effectlve Date This Pten shall be effective on the date and year written below. IN WITNESS WHEREOF, the undersigned has executed this Plan this i 0f ,19 9/ . .11- I 2 Catt/Mellow?) Cow-4N5} ngs?gxml, 73/, I: (Name of County) 1" l: 83" Pom; ptmxam?omPLEASE SIGN-AND RETURN THIS PAGE ONLY. (3-89} . - .. . .. NATIONAL ASSOCIATION OF COUNTIES DEFERRED COMPENSATION PROGRAM ADMINISTRATIVE AGREEMENT This Agreement is executed this A day wife, by and betwe NACoServlcest,.a unties the ounty of ?ail?Men) (its pivot hem-ma. subsidiary of the National Association of Co (County), and Public Employees Benefit Services Corporation (PEBSCO). WHEREAS, NACO endorses and NACoServlces sponsors a prototype deferred compensation program (Prograrm) pursuant to Section 457 of the internal Revenue Code of 1986, as amended; and . . WHEREAS, the County recognizes that such tax deferred savings benefits as may be derived from adoption or? .3 deferred compensation plan (Plan) under the Program will act as Incentives for employees to voluntarily set aside 3mg invest portions of their current income to meet their future financial requirements and supplement their retiremcent income; and WHEREAS, the County recognizes that through the adoption of a Plan under the Program, all such regulatony, operational, administrative, and other Plan management responsibilities are assumed by NACOServices on behalf'of the County, in accordance with the Program document, and certain responsibilities have been and may be delegatred by NACoServices, to the Program Administrator; and WHEREAS, the County recognizes the important contribution of NAOoServices? technical expertise in the design, implementation, and administration of a national Program established and administered in compliance with all applicable regulatory authorities; and WHEREAS, the County recognizes the advantages and economies of scale secured by the mass purchasing leverage of NACOServices and Participating Counties through a comprehensive national bid selection analysis; send WHEREAS, the County recognizes the benefit of NACoServlces' making arrangements on behalf of Counties 5th a functional administrative system to administer the Program; and . WHEREAS, the County has enacted the necessary resoluticnicourt order to adopt the NACO Deferred Compensatiton Program and this County Administrative Agreement and to establish its Plan for its employees. NOW, THEREFORE, in consideration of the premises set forth hereinabcve, and the promises contained hereinafter, the parties agree as tolicvvs: 1. THE PROGRAM A. NACO endorses a prototype Section 457 Program developed in cooperation with NACoServices and PEBSCO, a third party administrator, which permits the County and its employees to enjoy the advantages derived from Section 457 of the internal Revenue Code, as amended. . B. The Program is intended to assist the County in providing an increased measure of financial security to its employees by providing for additional retirement income through the deferral Oi before-tax dollars and the reduction of current income tax liability. C. Plans adopted pursuant to the Program will be provided at no cost to the County other than incidental expense related to payroll deductions. - ii. REGULATORY CONSIDERATIONS PEBSCO has represented and warranted to NAOoServices that the Program and the Plane adepted thereunder meet all necessary criteria for. approval by ail federal and state regulatory authorities governing such programs. lil. COMPETITIVE BID PROCESS . The Program makes available to the County a third party administrator and investment and insurance products which as a result Of a careful evaluation of administrative abilities and experience, and the combination of costs, benefits, and services, provide a quality deferred compensation program. National bid selection processes for these administrative and investment services were performed by NACoServices. - Iv. PROGRAM ADMINISTRATOR . M, and NACoServices have agreed to sponsor. the Program in its present form, and have selected art-v exclusively contracted with an independent third party administrator, PEBSCO, qualified to fulfill the responsibility for all administrative requirements necessary for the successful Operation of the Program. The County hereby accepts PEBSCO to act as Program Administrator in fulfilling the administrative and marltetlijii requirements of its Plan and the Program. {2390) 1- he. -.-- -.- . . .. . - Jar-mg Luann-1.4 it .11 I . "Mun:- -- 1?51} {r ?i v. neshonsreiuriss OF NACcServicee agrees to: . . mm: m- magnum-.1 .. 0 monitor the administrative, operational, and financial performance of the Program Administrator and selected 5 investment and insurance providers and take such actions as are reasonably necessary to assure the County and its employees the best possible combination of costs, benefits, and services; and monitor annually the accounting and audit systems of the Program Administrator and the selected investment media as is necessary to ensure the fiscal integrity of the Program. Vi. OF THE counrv? The County agrees to the following terms and conditions of the Program as provided below: A. General Terms and Conditions provide NACoServices and PEBSCO its full cooperation and support in administering the necessary salary deferral system for contributions to the Plan; and notify PEBSCO in writing, within seven (7) days of a participant?s separation from service with a County; a disseminate from time to time such promotional materials as provided to it for employee distribution; 0 arrange for representatives of PEBSCO to conduct enrollment meetings with the County?s employees; - name a county official or committee to act as an administrator on behalf of the County on all material matters relating to activities of the Plan; 0 accept the terms and conditions of the investment media and, if applicable, insurance contracts issued to the County pursuant to the Plan adopted by the County. - use only the Plan Document, promotional materials, and other forms provided to it as a participant under the Program in connection with its Plan or otherwise approved by NACoServices or PEBSCO. - select among the payout options available under the Program. i 3. Addition of Second Fixed Product Provider At such time as NAGoServices selects a second fixed product provider under the Program (anticipated January 1, i991), County hereby authorizes PEBSCO to: I withdraw the annual administrative fee on the anniversary date or the prorated administrative fee upon full withdrawal. The an nuai fee of $12 or $15 (depending on the participant statement frequency] is allocated and withdrawn from the participants? vetoes based on the relative values of each investment option to the total value held for the participant at the time the withdrawal is made, it allocate 50% of the County?s fixed option delerrais to Nationwide Life insurance Company, the current fixed product provider, and 50% of the County?s fixed option deferrals to the second fixed product provider on a prospective basis; provided, however, that if a second fixed product provider is not offered under the Program at some point, all subsequent deferrals and earnings that would otherwise have been aliocated to such second fixed product provider Shall instead be allocated to Nationwide Life insurance Company. 4? collect, in the event the County withdraws all or part of its account value under a product offered under the program other than one issued by Nationwide Life insurance Company, the lesser of 4% of the account value or the applicable percentage set forth in the table below through December 31, 199?, after which the amount payable to PEBSCO shall be the lesser of 2% of the account value or the applicable percentage set forth in the table below through December 31, 2000. No amount shall be due under this paragraph beginning January 1, 2001. - Participant Years Of Participation? tam-1am:- It?! . . . -. .. 35's; 'sce . Beginning July 1, 1985 - Percentage 142 Thereafter 0% *Partioipant Years of Participation credited toward the schedule of percentages set forth above may only be those years earned beginning with the date a Plan participant's first deferral was credited to the County?s account, on or after July 1, :1985, under a product to which the above charges? apply. C. NACOVA The County hereby agrees that it will exchange the current Nationwide Life insurance Company DCVA variable annuity contract forthe Nationwide Life insurance Company variable annuity contract upon the offering of the latter under the Program. The County agrees to and understands that NACoServices will establish, maintain and change, as appropriate, the performance criteria for the mutual funds which will be offered under, added to, or removed from, the and the Program. {2!90) . VII. TERMINATION: A. COUNTY County may terminate this Agreement upon 90 days?. written notice to NAGoServices and PEBSCO if NACoSewioes or PEBSGO fails to perform any o'f'their obiigations hereunder. During such 90_day period, the party shall have the right to cure the default or breach. Any written notice given hereunder snail specifically state the nature of the default or breach. . . . NACOSERVICES PEBSCO it the County fails to agree, whether by act or emission, to the terms and conditions for participation in the Program, NAGoServicee or PEBSCO shall have the right to terminate this Agreement upon 90 days? written notice to the County; provided, however, the County may cure the or omission within 90 days immediateiy following the date of said notice. - CONTRACT TERM . This Agreement is effective untli written notice of termination pursuant to Article Vii above is provided by any?party. Title:\ P0 ?61" 63" W349 9' PUBLIC EMPLOYEES BENEFIT SERVICES CORPORATION Title: hoarse-o (2/903 a . TERMINATION: A. COUNTY County may terminate this Agreement upon 90 days' written notice to NACoServioes and PEBSCO if NAOoServicee or PEBSGO falls to perform any of their obligations hereunder. During such 90 day period, the defaulting party shall have the right, to cure the or breach. Any written notice given hereunder shat! specifically state the nature of the default or breach. 8. ORPEBSCO . if the County fails to agree, whether by act or emission, to the terms and conditions for participation in the have the right to terminate this Agreement upon 90 days? written Pregram, NACoServioee or PEBSCO shalt notice to the County; provided, however, the County may cure the default or omission within 90 days lmmediateiy foiiowlng the date of said notice. thi. CONTRACT TERM This Agreement is effective until written notice of termination pursuant to Articte Vli above is provided by any party. NACOSERVICE hie Title: PC) 63f Rea/199.. (kl/19"? N?Wr'f PUBLIC EMP SERVICES int?) y" . - Title: oo-zae?o {2:90; I HOME OFFICE ONE NATIONWIDE PLAZA COLUMBUS, OHIO 43216 INSURANCE COMPANY (the Company) agrees to make payments to the person or persons entitled thereto, in accordance with and subject to the terms of this Contract. CONTRACT SCHEDULE Owner swam-act: CALHOUN COUNTY NAVIGATI - ContractNumbes DISTRICT 0N 652110 Plan: .CALHOUN COUNTY NAVIGATION DIST IC ContractData . - - DEFERRED COMPENSATUON PLAN 7 85 uriediction: EX A 5 Issue Date: 1?2 8 55,91 ppiication of the.0wner, and payment of contributions, This Contract has been issued in consideration of the a bject to all the terms set forth in the following pages, as provided herein. This Contract is issued and accepted su which are a part of this Contract. Signed for- the Company at its Home Office, One Nationwide Plaza. Columbus, Ohio, to be effective on the Contract Date. 8.4m [(4436, . Secretary Attest GROUP FIXED FUND RETIREMENT CONTRACT PARTICIPATING TSP 557 (4(90} TABLE OF CONTENTS CONTRACT SCHEDULE ARTICLE I: Section 1.01 Section 1.02 Section 1.03 Section 1.04 Section 1.05 Section 1.06 Section 1.0? Section 1.08 Section 1.09 Section 1.10 Section 1.11 Section 1.12 ARTICLE II: Section 2.01 Section 2.02 Section 2.03 Section 2.04 Section 2.05 Section 2.06 ARTICLE Section 3.01 Section 3.02 Section 3.03 Section 3.04 Section 3.05 Section 3.06 ARTICLE IV: Section 4.01 Section 4.02 Section 4.03 Section 4.04 Section 4.05 ARTICLE V: Section 5.01 Section 5.02 Section 5.03 ARTICLE VI: Section 6.01 Section 6.02 Section 6.03 Section 6.04 Section 6.05 Section 6.06 Section 6.07 Section 6.08 Section 6.09 Section 6.10 TABLE A: DEFINITIONS Administrative Charge Annuity Asset Management Charge Contract Year Exchange Percentage Group Flexible Fund Retirement Contract Group Fixed Fund Retirement Contract Participant Participant Account Year Plan Retired Participant Transfer Percentage VARIABLES .. . . . Guaranteed Interest Rates Asset Management Charge Administrative Charge Premium Taxes Contingent Deferred Sales Charge Sales Charge Exemptions DEPOSIT FUND . . . Deposit Fund Amount of Deposit Fund Contributions Credited to DepositFund Date of Credit Exchanges from the Deposit Fund Transfers from the Deposit Fund BENEFITS Notice and Election to Purchase an Annuity Optional Annuity Forms Withdrawal from Deposit Fund to Purchase Annuity Cash Payments Minimum Payments SUSPENSION AND TERMINATION Suspension Termination by OWner Termination of Contract by Company GENERAL PROVISIONS The Contract Guarantees . Modification of the Contract Individual Certificates Misstatements and Adjustments Evidence of Survival Ownership and Assignment Designation of Beneficiary Data to be Furnished to the Company Participating, Dividends Life Income provided by $1,000 Consideration i . ARTICLE I: DEFINITIONS SECTION 1.01 ADMINISTRATIVE CHARGE The Administrative Charge is $12 per Participant per year for semiannual statements, and $15 per Participant per year for quarterly statements. SECTION 1.02 ANNUITY An Annuity is a scheduled series of payments as described at Table A of this Contract. SECTION 1.03 ASSET MANAGEMENT CHARGE The Asset Management Charge is 0.001506% of the daily amount in the deposit fund. SECTION 1.04 CONTRACT YEAR A Contract Year is each period starting with either: (1) the Contract Date; or (2) a Contract Anniversary. It ends immediately prior to the next Contract Anniversary. Contract Anniversary?A Contract Anniversary is an anniversary of the Contract Date. SECTION 1.05 EXCHANGE PERCENTAGE The Exchange Percentage under this Contract is 12. SECTION 1.06 GROUP FLEXIBLE FUND RETIREMENT CONTRACT (TSP 556) A group variable annuity Contract issued by the Company. SECTION 1.07 GROUP FIXED FUND RETIREMENT CONTRACT (TSP 557) The fixed annuity Contract described herein. SECTION 1.08 PARTICIPANT A Participant is an eligible employee, member or other person who is entitled to benefits under the Plan. Such persons are determined and reported to the Company by the Owner. SECTION 1.09 PARTICIPANT ACCOUNT YEAR A Participant Account Year for each Participant is each one-year period starting with either: (1) the Participant Effective Date; or (2) a Participant Anniversary. Participant Effective Date?The Participant Effective Date for each Participant is the first date contributions are credited to the deposit fund on behalf of such Participant under the Contract. Participant Anniversary? The Participant Anniversary is an anniversary of the Participant Effective Date. SECTION 1.10 PLAN The Plan is the document referred to in the Contract Schedule as the Plan. The terms of this Contract will apply to: (1) the Plan as constituted on the Contract Date of this Contract; and (2) each amendment of the Plan which is filed with the Company. In the event of a conflict between the terms of the Plan and the terms of this Contract, the terms of this Contract will govern. The Plan is mentioned herein for reference purposes only. The Company reserves the right to modify the Contract, in accordance with Section 6.03, if any?Plan amendment affects the Company?s duties, rights or obligations. SECTION 1.11 RETIRED PARTICIPANT A Retired Participant is a person receiving Annuity payments. SECTION 1.12 TRANSFER PERCENTAGE The Transfer Percentage under this Contract is 12. TSP 557 Page 1 ARTICLE II: VARIABLES SECTION 2.01 GUARANTEED INTEREST RATES For Contributions Received For Contributions Received During 1984-85 1984 and Prior 1985 6.50% 1933 11.05% 1986 5.50% 1984 7.50% Thereafter 8.50% 1985 6.50% 1986 5.50% Thereafter 3.50% SECTION 2.02 ASSET MANAGEMENT CHARGE The Company-will daily withdraw from the deposit fund the amount of the Asset Management Charge. SECTION 2.03 ADMINISTRATIVE CHARGE The Company will maintain individual records with respect to each Participant and will make a charge for expenses attributable to maintaining such records. The Company will effect such charge by making a withdrawal from the deposit fund, on each Participant Anniversary, of an amount equal to the Administrative Charge. Such amount will be multiplied by the number of Participants whose Participant Anniversary falls on such date. ?The Company will assess an Administrative Charge on the date (other than the Participant Annivers ary) that amounts held in respect of a Participant are fully withdrawn frOm the deposit fund. In such case, the amount of the Administrative Charge will be one-twelfth the applicable Administrative Ch arge, multiplied by the number of whole or partial calendar months which have elapsed between the Participant Anniversary (or the Participant Effective Date during the first Participant Account Year) and the date of full withdrawal. For those Plans which provide both the Company?s Group Flexible Fund Retirement Contract (TSP 556} and the Comp any?s Group Fixed Fund Retirement Contract 55 7), the total of the Administrative Charge under the Group Fixed Fund Retirement Contract and the Administrative Charge under the Group Flexible Fund Retirement Contract assessed against any values held on behalf of the Participant shall not exceed the Administrative Charge. Such charge will be allocated between Series (as de?ned by the Group Flexible Fund Retirement Contract) of the DCVA and the deposit fund on the basis of the relative values held on behalf of the Participants at the time the deduction is made. SECTION 2.04 PREMIUM TAXES . To the extent that any premium taxes are incurred by the Company in the operation of this Contract, the Company will withdraw from the deposit fund the amount of any such taxes which are in addition to those referred to in Section 4.08. The Company will withdraw the amount of such taxes at such time as contributions are received by the Company or when amounts are withdrawn item the deposit fund for any purpose other than Transfers or Exchanges, per Article SECTION 2.05 CONTINGENT DEFERRED SALES CHARGE Upon withdrawal of part or all of the value held on behalf of a Participant from the deposit fund the Company will assess a contingent deferred sales charge against the amount withdrawn, on a per Participant basis, in accordance with the following schedule. When assessed, this contingent deferred sales charge will be based on account value. Deferred Sales Number of Participant Charge Percentage Account Years? 4% 0-?and after SECTION 2.06 SALES CHARGE EXEMPTIONS No such contingent deferred sales charge will be assessed if: a Participant has a minimum of five (6) Participant Account Years, and the Participant elects a Designated Amount payment that lasts at least five (5) years. When such a Designated Amount payment from this Contract is elected, the then current Administrative Charge and Asset Management Charge apply to the remaining account value; b. one sum or periodic payments have become payable due to the death of the Participant; or c. a Life Income Annuity, under Section 4.02, is purchased. *Numb er of Participant Account Years credited tawards the contingent deferred sales charge schedule and 5 year exemption set forth above may only be those commencing the issue date of this Contract. Page 2 TSP 557 9 ARTICLE DEPOSIT FUND 4 SECTION 3.01 DEPOSIT FUND The Company will establish and maintain a deposit fund under this Contract. All financial transactions with respect to this Contract will be recorded in the deposit fund. The Company will provide the Owner with an annual accounting of such transactions during the prior calendar year, within a reasonable period of time after the end of such year. SECTION 3.02 AMOUNT OF DEPOSIT FUND At any time, the amount in the deposit fund .will be equal to: (1) The total of all contributions credited under this Article, plus Interest credited as provided in this Article; less (3) Any withdrawals made from the deposit fund in accordance with Articles II, IV, or V. SECTION 3.03 CONTRIBUTIONS CREDITED TO DEPOSIT FUND During each Contract Year, the Owner will make contributions to the Company in such amount as may be determined by the Owner. The contributions will be made as required by the terms of the Plan. The Company will credit the contributions to the deposit fund. Dividends, if any, described in. Section 6.10, will be treated as earnings. Dividends will be credited to the deposit fund effective on January 1 following the calendar year in which they arose. A grace period of 31 days will he allowed by the Company for any contributions by the Owner due under this Contract. SECTION 3.04 DATE OF CREDITS In computing the amount of interest to be credited to the deposit fund, the Company will use: the actual dates on which amounts are credited to the deposit fund; and (2) the actual dates on which withdrawals are made from the deposit fund. During each calendar year, the Company will credit interest to the deposit fund. The rates of interest credited to the deposit fund will be at least as great as those rates in the Schedule of Guaranteed Interest Rates set forth in Section 2.01. The Company will credit interest daily, at annual effective rates, to amounts in the deposit fund, in accordance with the Schedule of Guaranteed Interest Rates, or at such higher interest rates as the Company may, from time to time determine and guarantee in advance of the period for which such interest rates are credited. SECTION 3.05 EXCHANGES FROM THE DEPOSIT FUND For those Plans which provide both the Company?s Group Flexible Fund Retirement Contract (TSP 556) and the Company?s Group Fixed Fund Retirement Contract (TSP 557), the Owner may exchange amounts held in the deposit fund in respect of a Participant into the Company?s Group Flexible Fund Retirement Contract, subject to the following conditions: (1) Exchanges from the deposit fund for a Participant will be limited, for each calendar year, to the Exchange Percentage of the amount held in the deposit fund at the time of the request in respect of such Participant who has requested an exchange, less any transfers, as defined herein, also being made at that time. (2) Only one exchange on behalf of each such Participant may be made from the deposit fund to the Company?s Group Flexible Fund Retirement Centract during a calendar year, even if less than the Exchange Percentage of the amount held in the deposit fund on behalf of such Participant is exchanged. No exchange may be made within 60 days of any prior exchange or transfer. (3) Exchange requests will be affected when received in good order by the Company at its home office. This Section does not apply to withdrawals pursuant to suspension or termination, as defined in Article V, or for any purpose other than exchange or transfer as set forth above. SECTION 3.06 TRANSFERS FROM THE DEPOSIT FUND The Owner may transfer amounts held in the deposit fund in respect of a Participant to any other investment mode provided under the Plan other than the Company?s Group Flexible Fund Retirement Contract or Group Fixed Fund Retirement Contract, subject to the following conditions: 1) Transfers from the deposit fund will be limited, for each calendar year, to the Transfer Percentage of the amount held in the deposit fund at the time of the request in respect of each such Participant who has requested a transfer, less any exchanges, as defined above, also being made at that time. TSP 55'? Page 3 (2) Only one transfer on behalf of a Participant may be made from the deposit fund to any other investment mode during a calendar year, even if less than the Transfer Percentage of the amount held in the deposit fund on behalf of such Participant is transferred. 0 transfer may be made within 60 days of any prior transfer or exchange. (3) Transfers from the deposit fund to any other investment mode on behalf of a Participant will be subject to the applicable contingent deferred sales charge described in Section 2.05. To effect a transfer, the Company will withdraw from the deposit fund the amount to be transferred, up to the limit speci?ed above, as requested by the Owner. The amount transferred to any other investment mode will be equal to the amount Withdrawn from the deposit fund multiplied by the applicable contingent deferred sales charge described in Section 2.05. In the event that the Owner requests both an exchange and a transfer in respect of a Participant to be effective on the same date, the Company, in applying the limits described above, will process the exchange request first. This Section does not apply to Withdrawals pursuant to suspension or termination, as defined in Article V, or for any purpose other than exchange or transfer as set forth above. Page .1 TSP 55'? ARTICLE IV: BENEFITS 4.01 NOTICE AND ELECTION TO PURCHASE AN ANNUITY At least one month prior to the date a Participant or other person is eligible for Annuity payments to commence under the terms of the Plan, the Owner will give notice to the Company to purchase an Annuity for each person for whom Annuity payments are to start and will make an election to have the dollar amount allocated in respect of the appropriate Participant applied to purchase an Annuity under any one of the optional annuity forms described below. Such choice must be made by written notice to the Company received at the home office. The Company will then determine the periodic Annuity payment to be payable for such person in accordance with Section 4.02. .1 SECTION 4.02 OPTIONAL ANNUITY FORMS Life Income with Payment Certainw?Payments will be made during the lifetime of an individual. A period certain of 120, 180, or 240 months may be chosen. If the individual dies prior to the end of such period certain, level payments will continue to the designated beneficiary for the remainder of the certain period. Joint and Last Survivor Life Income??~Payments will be made during the joint lifetime of an individual and another named individual. Payments will continue to be made as long as either is living. Payments will stop with the last payment due prior to the death of the survivor. Installments of a Designated Amount?Equal installments are made until the amount applied is exhausted. The final installment will be the sum remaining with the Company. Installments of a Designated Period-mThe amount to be paid under this Annuity form will be paid over the number of months chosen. Option of Annuitizing at Then Existing Purchase Rates?The Company will permit the Owner to elect the option of utilizing the Company?s then-existing Annuity purchase rates if, at the time of the annuitization decision, such rates are more favorable to the Owner than the guaranteed rates under this Contract. Other Types of Annuity?ePayments will be made on any other basis mutually agreeable between the Company and the Owner. SECTION 4.03 WITHDRAWAL FROM DEPOSIT FUND TO PURCHASE ANNUITY On receipt of a notice from the Owner to purchase an Annuity under this Contract for any person in accordance with the terms of the Plan, the Company will effect the purchase of such Annuity._The amount to be applied by the Company to purchase such Annuity will be equal to the sum of minus minus multiplied by where: is the amount requested by the Owner to be applied to purchase such Annuity; is any applicable chargele] set forth in Article is any state premium taxes levied against such amount; and is 100% except that where the form of Annuity selected is either payable in installments of a designated period and the period chosen is less than 36 months, or the form is any other option permitted by the Company and the period chosen is less than 36 months, than is 100% minus the applicable contingent deferred sales charge described in Section 2.05. SECTION 4.04 CASH PAYMENTS If the Owner notifies the Comp any in writing that an amount has become pay able to a Participant or beneficiary, other than as specified in Section 4.03; and the Owner specifies such amount to be withdrawn, the Company will pay to such Participant, beneficiary or the Owner, in full settlement of all its liability for the amount so withdrawn, an amount equal to the sum of minus multiplied by where: is the amount requested by the Owner to be withdrawn; is any applicable chargels) set forth in Article and is 100%, minus the applicable contingent deferred sales charge described in Section 2.05, except that if. a cash payment has become payable due to the death of a Participant, then the contingent deferred sales charge will not apply. SECTION 4.05 MINIMUM PAYMENTS At any time, if any Annuity payments to be made under this Contract would amount to less than $25 per payment and/or the amount held in respect of the person entitled to receive such Annuity is less than $3,600, the Company may reduce the frequency of Annuity payments to such interval as will result in a payment of at least $25 and has the right to cancel such Annuity. In full satisfaction of its liability for such cancelled Aimuity, the Company will make a cash payment to the person who would otherwise be entitled to receive such Annuity. The amount of such payment will be equal to the value of such cancelled Annuity, as computed by the Company on the basis of the same mortality table and rate of interest as used in computing the consideration for such Annuity. TSP 557 page '5 ARTICLE V: SUSPENSION AND TERMINATION SECTION 5.01 SUSPENSION The Owner may suspend the Contract by giving ninety [90) days written notice to the Company. The Company may suspend the Contract at its option at any time by giving written notice to the Owner if: The Owner has failed to remit to the Company any contributions specified in the Plan within the period specified in Section 3.03; or The Plan is amended so as to adversely affect the financial experience of the Company with respect to the Contract. Suspension of the Contract will become effective as of the ninety?first (91st) day following receipt of written notice by, the Company. Suspension of the Contract will mean only that no further contributions will be accepted by the Comp any, except by mutual consent. All other terms of the Contract will continue to apply, except as provided in Section 6.02. SECTION 5.02 TERMINATION BY OWNER At any time after suspension of this Contract has become effective, the Owner may, on thirty (30) days written notice, terminate the Contract. Termination of the Contract will become effective as of the thirty-?rst [31st) day following receipt of written notice by the Company. Except as provided herein, and Section 6.02, other provisions of the contract will centinue to apply, except that the Company may, at its discretion, discontinue maintenance of individual records with respect to each Participant. If the Company discontinues individual records, it will not assess the Administrative Charge described in Section 2.03. Upon termination of the Contract, the Company will pay to the Owner the balance of the deposit fund in one of the following two (2) forms: - 1. Sixty (60) installinents. The first such installment shall become payable to the Owner during the first month of the calendar year following termination of the Contract. The amount withdrawn from the deposit fund for each installment shall be equal to the sum of minus divided by minus where: is the unpaid balance of the deposit fund as of the end of the previous calendar year; is the sum of the amounts withdrawn from the deposit fund for months prior to the current calendar month under Articles II, IV and is the numb er of remaining installments due to the Owner including the current installment; a is any withdrawals made from the deposit fund under Articles and IV for the current month and any cumulative excess of such withdrawals from prior months over the amounts calculated by subtracting from and dividing by for each such prior month. The amount paid to the Owner will be the amount withdrawn ?rom the deposit fund multiplied by 100% minus the applicable contingent deferred sales charge percentage in Section 2.05. 2. On termination of the Contract, the Owner may direct that all or part of the deposit fund be withdrawn in a lump sum. In such case, the Company will pay to the Owner the amounts so withdrawn, multiplied by 100% minus the applicable contingent deferred sales charge in Section 2.05, less the amount of the market value adjustment. The market value adjustment is the amount which the Company determines, in accordance with its then current procedures applicable to all Contracts of this type and class, would be the net capital loss, if any,? resulting to the Company if investments were liquidated to make the lump sum withdrawal. The then current Company procedures for determination of the market value adjustment will be provided to the Owner on request. SECTION 5.03 TERMINATION OF CONTRACT BY COMPANY This Contract will terminate at the close of business on the date coinciding with the later of: (1) the date when the deposit fund is exhausted by withdrawals thereirom; or (2) the date when no further Annuity payments are payable hereunder. Page 6 557 5! ARTICLE VI: GENERAL PROVISIONS SECTION 6.01 THE CONTRACT This Contract and the application of the Owner constitute the entire Contract between the Company and the Owner. All statements made in the application will be deemed representations and not warranties. Only an officer of the Company has authority, and then only in writing, to modify the Contract or waive any of the Company?s rights or requirements. SECTION 6.02 GUARANTEES The Company guarantees that all provisions of this Contract, except Table A, will not he changed before the fourth Contract Anniversary without the agreement of the Owner subject to the exceptions set fourth in Section 6.08. SECTION 6.03 MODIFICATION OF THE CONTRACT The Comp any reserves the right to change any provision of this contract as of the four th-Contract Anniversary and at time or times thereafter by giving to the Owner not less than 90 days notice before the date on which the change is to become effective. However, no such change will affect the amount or terms of any Annuity purchased under this Contract prior to the date of change. Anything in this Section or Section 6.02 to the contrary notwithstanding, the Company may change the Contract at any time if, in the opinion of the Company, such change is necessary due to a Plan amendment or the action of any legislative, judiciary, or regulatory body which impacts the operation of the Contract. such change shall be retroactive or affect Retired Participants in any manner without their consent, unless such change is considered necessary by the Company to obtain for Participants the benefits of federal or state legislation or regulations or to maintain qualification of the Plan. No agent or other person except an officer of the Comp any or other Home Of?ce official to whom such authority has been delegated has authority to change this Contract, to extend the times for payment of Contributions, to waive any forfeitures, to make any promise or representation, or to give any information. Any such change, extension, waiver, promise, or representation shall not be construed as authority, or act as a precedent, for the same such act by?the Company on another occasion. SECTION 6.04 INDIVIDUAL CERTIFICATES The Company will issue an Annuity certi?cate to the Owner for delivery to each Retired Participant or other person for whom an Annuity is purchased under this Contract, as of the date of the first payment under such Annuity. Each such certificate will set forth in substance the bene?ts to which such Retired Participant is entitled under the Annuity. In addition, if any applicable law so requires, the Company will issue a descriptive certificate to the Owner . for delivery to each Participant for whom an Annuity has not been purchased under this Contract. Each such certificate will set forth in substance the benefits to which such Participant is entitled. Such certificates will not be considered a part of this Contract. SECTION 6.05 AND ADJUSTMENTS If the age, earnings, or any other relevant fact relating to any person is found to have been misstated, the amount of Annuity payments payable by the Company will be adjusted. The amount to be paid will be made on the basis of the corrected information. Such adjustment will be made without changing the date of the first payment of such Annuity, unless some other adjustment, satisfactory to the Owner and the Company, is made with respect to such misstatement. Any adjustment made under the terms of this Section shall be conclusive on any person affected by such adjustment. The dollar amount of any underpayment made by the Company will be paid in full with the next payment due. The dollar amount of any overpayment by the Company due to any misstatement'will be deducted from the next payment or payments due. SECTION 6.06 EVIDENCE OF SURVIVAL If the Company is making Annuity payments which depend upon the survival of any person, the Company will have the right to require proof that such person is living on each date when such payment is due. SECTION 6.07 OWNERSHIP AND ASSIGNMENT This Contract shall belong to the Owner. All contractual rights and principles may be exercised by the Owner. subject to any rights specifically reserved in the Plan for Participants as a group or as individuals. 55'? Page 7 The Contract may not be assigned by the Owner, except as specifically set forth in the Plan. Any assignment of this Contract, or any right or interest hereunder, shall be binding on the Company only after the original or a d?plicate copy of such assignment has been filed with the Company. The Company is not responsible for the sufficiency or validity of any assignment. SECTION 6.08 DESIGNATION OF BENEFICIARY rifhe Participant?s beneficiary shall be as specified by the Owner, and may be as specified by the Participant, if permitted by the Plan. The Owner may change such beneficiary designation from time to time. Such change must be made by written notice filed with the Company. However. an irrevocably designated beneficiary can be changed only with such beneficiary?s written consent. Any new designation will not be effective until such notice is recorded by the Company. When so recorded, the change will take effect as of the date the notice was signed, whether or not the Participant is then living. Any change of beneficiary will be subject to any payments made or any other action taken by the Company prior to such recording. Unless otherwise provided in the beneficiary designation, if at a Participant?s death there is more than one beneficiary entitled to the proceeds then accruing, each will receive equal shares of such proceeds. If any of two or more beneficiaries dies prior to the death of the Participant, the share of such proceeds which would have been payable to that beneficiary will be payable to the surviving bene?ciary or beneficiaries. If no designated beneficiary is living at the Participant?s death, the proceeds will be payable to the Participant?s estate. If any beneficiary dies simultaneously with the Participant or within 15 days after the Participant?s death and before due proof of the Participant?s death has been received by the Company; then, rights to the proceeds will be determined as though such beneficiary had died prior to the Participant. SECTION 6.09 DATA TO BE FURNISHED TO THE COMPANY The Owner or Participant, as applicable, will furnish all information which the Company may reasonably require for the administration of the Contract. The Company will not be liable for the fulfillment of any obligations which in any way depend on such information, until it receives such information in a form satisfactory to it. SECTION 6.10 PARTICIPATING, DIVIDENDS This Contract is participating. Any dividends which accrue under this Contract will be determined at the sole discretion of the Board of Directors of the Company. Any dividends which may be allocated to this Contract will be treated as earnings and credited to the deposit fund. TABLE A Life Income provided by $1,000 Consideration YEARS CERTAIN AND LIFE THEREAFTER 12 PAYMENTS PER YEAR 531$ 0 15 2.9 50 5 5.83 55.80 55.70 51 5.97 5.95 5.85 52 5.12 5.15 5.98 53 5.27 5.25 5.11 54 5.44 5.41 5.23 55 5.50 5.58 5.85 55 5.77 5.74 . 5.49 57 5.95 5.91 5.51 58 7.13 7.08 5.74 59 7.32 7.25 5.85 50 7.52 7.44 5.99 51 7.72 7.52 7.11 52 7.93 7.81 7.23 53 8.15 8.50 7.85 54 8.39 8.19 7.47 55 8.54 8.39 7.59 55 8.89 8.59 7.70 57 9.15 8.79 7.80 58 9.43 9.00 7.91 59 9.72 9.20 8.51 70 10.03 9.40 8.11 LIFE INCOME PROVIDED BY $1,000 CONSIDERATION JOINT AND SURVIVOR First Age 55 60 65 70 55 5.48 5.71 5.89 6.03 Second 60 5.71 6.19 6.47 6.71 Age 65 5.89 6.47 6.70 6.82 70 6.03 6.71 6.82 7.16 Annuity purchase rates applicable to other ages, years and Annuity forms are avajiable and 77111 he provided by the Company upon request. The purchase rates in Table A are guaranteed for a period equal to the greater of: (1) 90 days from the effective . date of the Contract; 01' until the first day of the calendar quarter following the effective date of any new rates. TSP 557 Page 9 Nationwidea Retirement Solutions a Nationwide Financial? company Plan Sponsor Signature Page My signature below represents that have the authority of my Employer to act on behalf of the plan. acknowledge receipt of a copy of the Certificate of Participation and Disclosure Document (Certificate). I understand that the Certificate replaces prior versions. i have read and understand the Certificate and will contact my Nationwide representative if I have any questions or concerns. in addition, my Employer?s plan makes the following selections: Plan Document My Employer's plan has formally adopted the Plan Document, effective January 1, 2011, and directs Nationwide to administer in accordance with its terms. understand that the Plan Document provides that Nationwide may propose future amendments to this plan and outlines a process by which my Employer may file objections. acknowledge that any future amendments to this Plan Document, to which my Employer has not objected, will be deemed adopted with my consent and at my direction. I certify that the signature will apply to all plan(s) listed below. lfyour Employer does not wish to adopt the Plan Document, please check the box below, A Nationwide representative will contact you to obtain additional information regarding the plan document applicable to your Employer?s plan, I:l i do NOT wish to adopt the Plan Document. W- 03/31 2011 Name of authorized signer Date Charles Hausmann Printed name of signer Calhoun Port Authotity 002520600l Entity Name Entity ii RETURN THIS PAGE VIA FAX WITH YOUR SIGNATURE TO NATIONWIDE AT 1-877-677~4329. Or, please send this self~addressed signature page via mail. (Oi/Tl) NATIONWIDE RETIREMENT SOLUTIONS, INC. DEFERRED COMPENSATION PLAN FOR PUBLIC EMPLOYEES 457 GOVERNMENTAL PLAN DOCUMENT Effective January 1, 2006 The Plan consists of the provisions set forth in this document, and any loan amendments which are incorporated as if fully rewritten herein, and is applicable to each Public Employee who elects to participate in the Plan. The Plan is effective as to each such Public Employee upon the date he becomes a Participant by entering into and filing with the Administrator the Participation Agreement referred to herein. ARTICLE I De?nitions 1.01. The following terms shall, for purposes of this Plan, have the meaning set forth below. ADMINISTRATOR means Nationwide Retirement Solutions, Inc. ACCOUNT BALANCE means the bookkeeping account maintained with respect to each Participant which reflects the value of the deferred Compensation credited to the Participant, including the Participant?s Annual Deferrals, the earnings or losses of the Participant?s account (net applicable account expenses and fees) allocable to the Participant. The Account Balance includes any Plan Sponsor contributions under Section 4.01, any Eligible Rollover Accounts(s), any plannto?plan transfers, and any account established for a Bene?ciary after a Participant?s death. If a Participant has more than one Designated Bene?ciary at the time of the Participant?s death, then a separate account shall be established and maintained for each Beneficiary. ALTERNATE PAYEE means a person entitled to receive a bene?t under the Plan through a Domestic Relations Order, as de?ned in IRC Section 414(p) (8). ANNUAL DEFERRAL means the amount of Compensation deferred by a Participant during a calendar year of Compensation and any contributions by the Plan Sponsor to the Participant?s account. BENEFICIARY means the person(s) properly designated by a Participant under Section 8.01 Designation of Bene?ciary, or, if none, the Participant?s estate, which is entitled to receive bene?ts under the Plan after the death of the Participant. COMPENSATION means all cash compensation for services to the Plan Sponsor, including salary, wages, fees, commissions, bonuses, and overtime pay that is includible in the Public Employee?s gross income for the calendar year, plus amounts that would be cash Compensation for services to the Plan Sponsor includible in the Public Employee?s gross income for the calendar year but for a Compensation reduction election under IRC Sections 125, 132(f), 401(k), 403(b), or 457 including an election to defer Compensation under Article II Election to Defer Compensation of the Plan. ELIGIBLE RETIREMENT PLAN means an individual retirement account described in IRC Section 408(a), individual retirement annuity described in IRC Section 40803), a quali?ed trust described in IRC Section 401 an annuity plan described in IRC Section 403(a) or 403 or an eligible governmental plan described in IRC Section 457 Nationwide Retirement Solutions, Inc. 1 Consolidated Standard 457 Plan 457(b) Governmental Plan Document ELIGIBLE ROLLOVER ACCOUNT means the separate bookkeeping account(s) maintained by the Administrator within the Plan for a Participant for amounts of eligible rollover contributions under Section 6.01 Eligible Rollover Contributions to the Plan. ELIGIBLE ROLLOVER DISTRIBUTION means an Eligible Rollover Distribution as de?ned in IRC Section 402(c)(4), including Eligible Rollover Distributions to a surviving Spouse under IRC Section 402(c) (9). INCLUDIBLE COMPENSATION means a Public Employee?s actual wages in box 1 of Form for a given year for services performed for the Plan Sponsor, but subject to a maximum of $200,000 (or such higher maximum as may apply under IRC Section 401 (l and increased (up to the dollar maximum) by any Compensation reduction election under Sections 125, 132(t), 401(k), 403 or 457(b), including an election to defer Compensation under Section 2.02 Election Required for Participation. INDEPENDENT CONTRACTOR means any person receiving any type of Compensation from the Plan Sponsor or any of its agencies, departments, subdivisions or instrumentalities for which services are rendered pursuant to one or more written or oral contracts, if such a person is not a Public Employee. (1) IRC means the Internal Revenue Code of 1986, as now in effect or as hereafter amended. All citations to sections of the Code are to such sections as they may from time to time be amended or renumbered. NORMAL RETIREMENT AGE means any age that is on or after the earlier which Participants have the right to retire and receive, under the basic de?ned bene?t pension plan of the employer (or a money purchase plan in which the Participant also participates if the Participant is not eligible to participate in a de?ned bene?t plan), Mediate retirement bene?ts without actuarial or similar reduction because of retirement before some later speci?ed age. However, the Normal Retirement Age shall not be later than age 70 Alternatively, a Plan may provide that a Participant is allowed to designate a Normal Retirement Age within these ages. For purposes of the special Section 457 catch~up in Section 3.03 Special Section 457 Catch~up Limitation, an entity sponsoring more than one eligible plan shall not permit a Participant to have more than one Normal Retirement Age under the eligible plans it sponsors. Special Rule for Eligible Plans of Quali?ed Police or Fire?ghters. An eligible plan with Participants that include quali?ed police or ?re?ghters as de?ned under IRC Section may designate a Normal Retirement Age for such quali?ed police and ?refighters that is earlier than the earliest Normal Retirement Age designated under the general rule above, but in no event may the Normal Re?rement Age be earlier than age 40. Alternatively, a Plan may allow a qualified police or ?refighter Participant to designate a Normal Retirement Age that is between age 40 and age 70 PARTICIPANT means an individual who is currently deferring Compensation or who has previously deferred Compensation under the Plan by salary reduction and who has not received a distribution of his entire Account Balance under the Plan. Only individuals who perform services for the Plan Sponsor as a Public Employee or Independent Contractor may defer Compensation under the Plan. Nationwide Retirement Solutions, Inc. 2 Consolidated Standard 457 Plan 45703) Governmental Plan Document (0) (P) (S) (11) (V) PARTICIPATION AGREEMENT means the application to enroll and participate in the Plan that is completed by the Public Employee and provided to the Administrator. The Participation Agreement form for this purpose shall be provided by the Administrator and will have no effect until it is signed, ?led with the Administrator by the Participant, and accepted by the Administrator prior to the Participant?s death. PLAN means the Plan for Public Employees as set forth in this plan document and as it may be amended from time to tine. PLAN SPONSOR means the county, municipality, or other instrumentality of the State, which is an eligible governmental employer pursuant to IRC Section 457 (1), for which services are performed by Public Employees, and which participates in this Plan. PLAN YEAR means the calendar year in which the Plan becomes effective, and each succeeding calendar year during the existence of the Plan. PUBLIC EMPLOYEE means any person who receives any type of Compensation from the Plan Sponsor for services rendered to the Plan Sponsor (including, but not limited to, elected or appointed of?cials and salaried employees). SEVERANCE FROM EMPLOYMENT means the date on which the Participant dies, retires or otherwise has a Severance from Employment with the Plan Sponsor. An Independent Contractor is considered to have a Severance from Employment with the Plan Sponsor upon the expiration of the contract (or in the case of more than one contract, all contracts) under which services are performed for the Plan Sponsor if the expiration constitutes a good?faith and complete termination of the contractual relationship. An Independent Contractor shall not be considered Severed from Employment with the Plan Sponsor, and shall not receive any bene?ts hereunder unless at least 12 months have expired since the date on which the last contract pursuant to which the Independent Contractor provided any services to the Plan Sponsor was terminated, and (ii) the Independent Contractor has performed no services for the Plan Sponsor during the 12?month period referred to herein either as an Independent Contractor or Public Employee. SPOUSE means a person of the opposite sex who is a husband or wife, as de?ned under Title 28, Chapter 15, Section 1738 of the United States Code. VALUATION DATE means each business day/ the last day of the calendar month/ the last day of the calendar quarter/ each December 3?1. 1.02 Gender and Plurals. Whenever used herein, the masculine gender shall include the feminine and the singular shall include the plural unless the provisions of the Plan speci?cally require a different construction. ARTICLE II Election to Defer Compensation 2.01 Eligibility to Participate. Each Public EmpIOyee shall be eligible to participate in the Plan and defer Compensation hereunder immediately upon becoming employed by the Plan Sponsor. 2.02 Election Required for Participation. A Public Employee may elect to become a Participant by executing a Participation Agreement and consenting to defer a portion of his Compensation by a (C) Nationwide Retirement Solutions, Inc. 3 Consolidated Standard 457 Plan 4-5763) Governmental Plan Document 2.03 2.04 2.05 2.06 2.07 2.08 2.09 reduction of salary of the Annual Deferral amOunt specified in the Participation Agreement, signing it, and ?ling it with the Administrator. A Public Employee, by filing the Participation Agreement with the Administrator, agrees to be bound by all the terms and conditions of the Plan. The Administrator may establish a minimum deferral amount, and may change such minimum deferral amounts from time to time. The Participation Agreement shall also include designation of investment specifications and a designation of Bene?ciary. Failure of the Participant to properly execute the Participation Agreement will cause any designation of Bene?ciary thereon to be invalid. Any Beneficiary election shall remain in effect until the Participant ?les an executed amendment with the Administrator pursuant to Section 2.05 Amendment of Participation Elections. Information Provided by the Participant. Each Public Employee enrolling in the Plan should provide to the Plan Sponsor at the time of initial enrollment, and later if there are any changes, any information necessary or advisable for the Plan Sponsor to administer the Plan, including, without limitation, whether the Public Employee is a Participant in any other eligible plan under IRC 457 Commencement of Participation. A Public Employee shall become a Participant as soon as administratively practicable following the date the Public Employee files a Participation Agreement pursuant to Section 2.02 Election Required for Participation, or is participating as otherwise permitted by law. Such election shall become effective no earlier than the calendar month following the month in which the election is made. However, a new Public Employee may defer Compensation payable in the calendar month during which the Participant first becomes a Public Employee if a Participation Agreement providing for the deferral is entered into on or before the ?rst day on which the Participant performs services for the Plan Sponsor. Amendment of Participation Elections. Subject to other provisions of the Plan, a Participant may at any time revise his participation election, including changes to his investment direction and changes to his Designated Bene?ciary. Changes to the investment direction shall take effect once accepted by the Administrator. Amendment of Annual Deferral Election. A Participant may revoke an election to participate and may amend the amount of Compensation to be deferred by filing with the Administrator a revocation or amendment on a form and in the procedural manner approved by the Administrator. Any amendment which increases or decreases the amount of Annual Deferrals for any pay period shall be effective only if an agreement providing for such an amendment is entered into before the beginning of the month in which the pay period commences. Any revocation or amendment of the Annual Deferrals shall be effective prospectively only. Any amendment of the Annual Deferrals, unless the election specifies a later effective date, shall take effect as of the ?rst day of the next following month or as soon as administratively practicable, if later. Leaves of Absence. Unless a deferral election is otherwise revised, if a Participant is absent from work by leave of absence, Annual Deferrals under the Plan shall continue to the extent that Compensation continues. Participant Disability. A disabled Participant may elect to defer Compensation during any portion of a period of disability to the extent the Participant has actual Compensation (not imputed compensation and not disability benefits) from which to defer to the Plan and has not had a Severance from Employment, as determined by the Plan Sponsor. Protection of Persons Who Serve in a Uniformed Service. A Public EmplOyee whose employment is interrupted by qualified military service under IRC Section 414(u) or who is on a leave of absence for qualified military service under IRC Section 414(u) may elect to make additional (0 Nationwide Retirement Solutions, Inc. 4 Consolidated Standard 457 Plan 4570)) Governmental Plan Document Annual Deferrals upon resumption of employment with the Plan Sponsor equal to the maximum Annual Deferrals that the Public Employee could have elected during that period if the Public Employee?s employment with the Plan Sponsor had continued (at the same level of Compensation) without the interruption or leave, reduced by the Annual Deferrals, if any, actually made for the Public Employee during the period of the interruption or leave. This right applies for five (5) years following the resumption of employment (or, if sooner, for a period equal to three times the period of the interruption or leave). ARTICLE Limitations on Amounts Deferred 3.01 Basic Annual Limitation. The maximum amount of the Annual Deferral under the Plan for any calendar year shall not exceed the lesser of the Basic Annual limitation or (ii) the Participant?s Includible Compensation for the calendar year. The Applicable Dollar AmOunt is the amount established under IRC Section 457(e)(15) applicable as set forth below: 2002 31 1,000 2003 $12,000 2004 $13,000 2005: $14,000 2006: $15,000, adjusted for cost?of?living after 2006 to the extent provided under IRC Section 415(d). 3.02 Age 50 Catch-up Annual Deferral Contributions. A Participant who will attain age 50 or more by the end of the calendar year is permitted to elect an additional amount of Annual Deferrals, up to the maximum Age 50 Catchuup Annual Deferrals for the year. The maximum dollar amount of the Age 50 Catch?up Annual Deferrals for a year is as follows: 2002 $1,000 2003 $2,000 2004 $3,000 2005: $4,000 2006: $5,000, adjusted for cost~of?living after 2006 to the extent provided under the IRC. 3.03 Special Section 457 Catch-up limitation. If the applicable year is one of a Participant?s last 3 calendar years ending before the year in which the Participant attains Normal Retirement Age and the amount determined under this Section 3.03 exceeds the amount computed under Sections 3.01 Basic Annual Limitation, and 3.02 Age 50 Catch?up Annual Deferral Contributions, then the Annual Deferral limit under this Section 3.03 shall be the lesser of: An amount equal to 2 times the Section 3.01 Basic Annual Limitation for such yearamount equal to (A) the aggregate Section 3.01 Basic Annual Limitation limit for the current year plus each prior calendar year beginning after December 31, 2001 during which the Participant was a Public Employee under the Plan, minus (13) the aggregate amount of Compensation that the Participant deferred under the Plan during such years, plus Nationwide Retirement Solutions, Inc. 5 Consolidated Standard 457 Plan 45703) Governmental Plan Document (2) An amount equal to (A) the aggregate limit referred to in IRC Section 457 (2) for each prior calendar year beginning after December 31, 1978 and before January 1, 2002 during which the Participant was a Public Employee, determined without regard to Section 3.02 Age 50 Catch~up Annual Deferral Conttibutions, and this Section 3.03, minus (B) the aggregate contributions to Pre-2002 Coordination Plans for such years. However, in no event can the aggregate deferred amounts and contributions be more than the Participant?s Compensation for the calendar year. 3.04 Special Rules. For purposes of this Article the following rules shall apply: Participant Covered By More Than One Eligible Plan. If the Participant is or has been a Participant in one or more other eligible plans within the meaning of IRC Section 457 for a given year, then this Plan and all such other plans shall be considered as one plan for purposes of applying the foregoing limitations of this Article For this purpose, the Plan Sponsor shall take into account any other such eligible plan established by the Plan Sponsor. Pre- Participation Years. In applying Section 3.03 Special Section 457 Catch~up Limitation, a prior year shall be taken into account only if the Participant was eligible to participate in the Plan during all or a portion of the year and (ii) Compensation deferred, if any, under the Plan during the year was subject to the Basic Annual Limitation described in Section 3.01 or any other plan ceiling required by Section 457 Coordination Years. For purposes of Section ?Contributions to Pren 2002 Coordination Plans? means any Plan Sponsor contribution, salary reduction or elective contribution under any other eligible IRC Section 457(b) plan, or a salary reduction or elective contribution under any IRC Section 401(k) quali?ed cash or deferred arrangement, IRC Section 402(h)(1) (B) simpli?ed employee pension (SARSEP), IRC Section 403 annuity contract, and IRC Section 408(p) simple retirement account, or under any plan for which a deduction is allowed because of a contribution to an organization described in IRC Section 501(c)(18), including plans, arrangements or accounts maintained by the Plan Sponsor or any employer for whom the Participant performed services. However, the contributions for any calendar year are only taken into account for purposes of Section 3.03 (2)03) to the extent that the total of such contributions does not exceed the aggregate limit referred to in IRC Section 457 for the year. Disregard Excess Deferral. For purposes of Sections 3.01 Basic Annual Limitation, 3.02 Age 50 Catch-up Annual Deferral Contributions, and 3.03 Special Section 457 Catch?up limitation, an individual is treated as not having deferred Compensation under the plan for a prior taxable year to the extent Excess Deferrals under the Plan are disttibuted, as described in Section 3.05. To the extent that the combined deferrals for pre~2002 years exceeded the maximum deferral limitations, the amount is treated as a Correction of Excess Deferrals under Section 3.05 for those prior years. 3.05 Correction of Excess Deferrals. If Annual Deferrals credited to a Participant?s Account Balance during the current Plan Year exceed the limitations described above as determined by the Plan Sponsor, the Administrator shall return the excess as directed by the Plan Sponsor as soon as administratively practicable after the Administrator is noti?ed that there is an Excess Deferral. Nationwide Retirement Solutions, Inc. 6 Consolidated Standard 457 Plan 457(1)) Governmental Plan Document 3.06 If the Annual Deferral on behalf of a Participant for any calendar year exceeds the limitations described above as determined by the Plan Sponsor, or the Annual Deferral on behalf of a Participant for any calendar year exceeds the limitations described above when combined with other amounts deferred by the Participant under another eligible deferred compensation plan pursuant to IRC Section 457 then the Annual Deferral, to the extent in excess of the applicable limitation (adjusted for any income or loss in value, if any, allocable thereto), shall be distributed as soon as administratively practicable by the Administrator at the determination and direction of the Plan Sponsor. Deferrals After Severance from Employment, Including Sick, Vacation, and Back Pay Under an Eligible Plan. A Participant who has not had a Severance from Employment may elect to defer accumulated sick pay, accumulated vacation pay, and back pay under an eligible plan. Such amounts may be deferred for any calendar month only if an agreement providing for the deferral is entered into before the beginning of the month in which the amounts would otherwise be paid or made available and the Participant is a Public Employee on the date the amounts would otherwise be paid or made available, in accordance with SectiOn 2.02 Election Required for Participation, and Section 2.04 Commencement of Participation. In addition, to the extent permitted by law, deferrals may be made for former Public Employees with respect to Compensation described in Treasury Regulation Section 1.41 (ii) (relating to certain Compensation paid within 2 1/2 months following Severance from Employment), Compensation described in Treasury Regulation Section (4) (relating to Compensation paid to Participants who are permanently and totally disabled), and Compensation relating to qualified military service under Section 414(u). ARTICLE IV Plan Sponsor Contributions 4.01 The Plan Sponsor may contribute to the Plan for Participants. Plan Sponsor contributions shall vest at the time such contributions are made. For purposes of administering Sections 3.01 Basic Annual limitation, 3.02 Age 50 Catch?up Annual Deferral Contributions, and 3.03 Special Section 457 Catch~up Limitation, Plan Sponsor contributions shall apply toward the maximum deferral limits in the Plan Year that such contributions are made. ARTICLE Distribution of Bene?ts 5.01 Bene?t Distributions at Retirement or Other Severance from Employment. Except for Ins Service Distributions from Eligible Rollover Accounts under Section 5.08, Unforeseeable Emergency withdrawals under Section 5.09, and Voluntary Lin-Service Smaller Account Distributions under Section 5.10, or otherwise speci?cally allowed by the Plan, distributions from the Plan may not be made to a Participant earlier than: the calendar year in which the Participant attains age 70 1/2; or the calendar year in which the Participant retires or otherwise has a Severance from Employment. All irrevocable elections of a bene?t commencement date by a Participant or a Bene?ciary made prior to january l, 2002 and defaulted distributions (other than a defaulted distribution to an annuity option) may be voided at the election of the Participant or the Bene?ciary. Nationwide Retirement Solutions, Inc. 7 Consolidated Standard 457 Plan 457(b) Governmental Plan Document 5.02 Election of Bene?t Commencement Date. A Participant may elect to commence distribution of bene?ts at any time after retirement or other Severance from Employment, as determined and confirmed by the Plan Sponsor by a notice ?led with the Administrator before the date on which bene?ts are to commence. However, in no event may distribution of bene?ts commence later than the date descnbed in Section 5.04(b) Required Beginning Date. 5.03 Forms of Distribution Bene?t Payment Options. Bene?ts shall be paid in accordance with the payment option elected by the Participant. Payment, method of payment, and settlement options are available as provided by each of the available investment speci?cations. The Participant shall elect the method of payment based upon the options then available under the Plan, including but not limited to lump sum distributions, periodic payment by fixed amOunt, periodic payment by fixed time period, partial lump sum payment or purchased annuity. A Participant or Bene?ciary who has chosen a payment option, other than the purchased annuity option, shall have the ability to change his payment option Subject to any restrictions or limitations imposed by the Plan, the Administrator, an investment option provider, any regulatory agency, or as otherwise required by law. 5.04 Required Minimum Distributions. All distributions under the Plan must comply with IRC Section 401 and the regulations issued thereunder. The provisions of this Section 5.04 will apply for purposes of determining required minimum distributions for calendar years beginning with the 2003 calendar year. The term Designated Bene?ciary as used in this Section 5.04 shall have the meaning set forth in Treasury Regulation Section Requirements of Treasury Regulations Incorporated into Plan. All distributions required under this Section 5.04 will be determined and made in accordance with the Treasury Regulations under promulgated under IRC Section 401(a)(9). Required Beginning Date. The Participant?s entire interest will be distributed, or begin to be distributed, to the Participant no later than the Participant?s required beginning date, which is to begin no later than April 1 following the calendar year in which the Participant attains age 70 1/2 or has a Severance from Employment, whichever is later. Death of Participant before Distributions Begin. if the Participant dies before distributions begin, the Participant?s entire interest will be distributed, or begin to be distributed, no later than as follows: (1) If the Participant?s surviving Spouse is the Participant?s sole Designated Bene?ciary, distributions to the surviving Spouse will begin by December 31 of the calendar year immediately following the calendar year in which the Participant dies, or by December 31 of the calendar year in which the Participant would have attained age 70 1/2, if later. (2) If the Participant?s surviving Spouse is not the Participant?s sole Designated Beneficiary, distributions to the Designated Bene?ciary will begin by December 31 of the calendar year immediately following the calendar year in which the Participant died. (3) If there is no Designated Bene?ciary as of September 30 of the year following the year of the Participant?s death, and there are no other Designated Beneficiaries, the Participant?s entire interest will be distributed by December 31 of the calendar year containing the ?fth anniversary of the Participant?s death. Nationwide Retirement Solutions, Inc. 8 Consolidated Standard 45?? Plan 457(b) Governmental Plan Document (4) If the Participant?s surviving Spouse is the Participant?s sole Designated Bene?ciary and the surviving Spouse dies after the Participant but before distributions to the surviving Spouse begin, this Section 5.04 will apply as if the surviving Spouse were the Participant. Required Minimum Distributions during Participant?s Lifetime. During the Participant?s lifetime, the minimum amount that will be distributed for each distribution calendar year is the lesser of: the quotient obtained by dividing the Participant?s Account Balance by the distribution period in the Uniform Lifetime Table set forth in Section of the Treasury Regulations, using the Participant?s age as of the Participant?s birthday in the distribution calendar year; or (2) if the Participant?s sole Designated Bene?ciary for the distribution calendar year is the Participant?s Spouse, the quotient obtained by dividing the Participant?s Account Balance by the number in thejoint and Last Survivor Table set forth in Section 1.401 of the Treasury Regulations, using the Participant?s and Spouse?s attained ages as of the Participant?s and Spouse?s birthdays in the distribution calendar years. Death On or After Date Distributions Begin and Participant Survived by Designated Bene?ciary. (1) If the Participant dies on or after the date distributions begin and there is a Designated Bene?ciary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant?s death is the quotient obtained by dividing the Participant?s Account Balance by the longer of the remaining life expectancy of the Participant or the remaining life expectancy of the Participant?s Designated Bene?ciary, determined as follows: The Participant?s remaining life expectancy is calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. (2) If the Participant?s surviving Spouse is the Participant?s sole Designated Bene?ciary, the remaining life expectancy of the surviving Spouse is calculated for each distribution calendar year after the year of the Participant?s death using the surviving Spouse?s age as of the Spouse?s birthday in that year. For distribution calendar years after the year of the surviving Spouse?s death, the remaining life expectancy of the surviving Spouse is calculated using the age of the surviving Spouse as of the Spouse?s birthday in the calendar year of the Spouse?s death, reduced by one for each subsequent calendar year. (3) If the Participant?s surviving Spouse is not the Participant?s sole Designated Bene?ciary, the Designated Beneficiary?s remaining life expectancy is calculated using the age of the Bene?ciary in the year following the year of the Participant?s death, reduced by one for each subsequent year. (4) No Designated Bene?ciary. If the Participant dies on or after the date distributions begin and there is no Designated Bene?ciary as of September 30 of the year after the year of the Participant?s death, the minimum amount that will be distributed, in accordance with Section 8.01 Acceptance of Bene?ciary Designation by Administrator, for each distribution calendar year after the year of the Participant?s death is the quotient obtained by dividing the Participant?s Account Balance by the Participant?s remaining life expectancy calculated using the age of the Participant in the year of death, reduced by one for each subsequent year. Nationwide Retirement Solutions, Inc. 9 Consolidated Standard 457 Plan 45703) Governmental Plan Document 5.05 5.06 5.07 5.08 5.09 Death before Date Distributions Begin and Participant Survived by Designated Bene?ciary. If the Participant dies before the date distributions begin and there is a Designated Bene?ciary, the minimum amount that will be distributed for each distribution calendar year after the year of the Participant?s death is the quotient obtained by dividing the Participant?s Account Balance by the remaining life expectancy of the Participant?s Designated Bene?ciary. (1) No Designated Bene?ciary. If the Participant dies before the date distiibutions begin and there is no Designated Bene?ciary as of September 30 of the year following the year of the Participant?s death, distribution, in accordance with Section 8.01 Acceptance of Bene?ciary Designation by Administrator, of the Participant?s entire interest will be completed by December 31 of the calendar year containing the ?fth anniversary of the Participant?s death. Death of the Surviving Spouse before Distributions to Surviving Spouse are Required to Begin. If the Participant dies before the date distributions begin, the Participant?s surviving Spouse is the Participant?s sole Designated Bene?ciary, and the surviving Spouse dies before disttibutions are required to begin, this Section 5.04 will apply as if the surviving Spouse were the Participant. Election of Payment Option. if a Participant or Bene?ciary fails to elect a payment option that meets the requirements of IRC Section 401 (9), the Administrator will initiate such a distribution. A Participant or Bene?ciary who has chosen a payment option, other than an annuity option, shall have the ability to change his or her payment option. Order of Priorities. This Section 5.05 has been prepared in accordance with Treasury Regulations promulgated under IRC Section 401 (9). To the extent there is a conflict between Section 5.04 or this Section 5.05 and the IRC, the provisions of the IRC and applicable Treasury Regulations shall prevail. For any calendar year, a Bene?ciary may elect distribution of a greater amount (not to exceed the amount of the remaining Account Balance in lieu of the amount calculated using the formula set forth in Section 5.04. Death Bene?t Distributions. If the Participant dies before the benefits to which he is entitled under the Plan have been paid or exhausted, then the remaining bene?ts payable under the Plan shall be paid to his Designated Bene?ciary. The Bene?ciary shall have the tight to elect the time and form of distribution of such bene?ts, subject to the limitations set forth in the Plan. Amount of Account Balance. Except as provided in Section 5.03 Forms of Distribution, the amount of any payment under this Article shall be based on the amount of the Account Balance on the preceding Valuation Date. Iii?Service Distributions from Eligible Rollover Accounts. If a Participant has an Eligible Rollover Account attributable to eligible rollover contributions to the Plan, the Participant may at any time elect to receive a distribution of all or any portion of the amount held in the Eligible Rollover Account. Unforeseeable Emergency Distributions. Distribution. If the Participant has an Unforeseeable Emergency before retirement or other Severance from Employment, the Participant may elect to receive a lump sum distribution equal to the amount requested or, if less, the maximum amount determined by the Administrator to be permitted to be distributed under this Section 5.09. Nationwide Retirement Solutions, Inc. 10 Consolidated Standard 457 Plan 45703) Governmental Plan Doeument Unforeseeable Emergency De?ned. An Unforeseeable Emergency is de?ned as a severe ?nancial hardship of the Participant resulting from: an illness or accident of the Participant, the Participant?s Spouse, or the Participant?s dependent (as de?ned in IRC Section 152(a)); loss of the Participant?s property due to casualty (including the need to rebuild a home following damage to a home not otherwise covered by horneowner?s insurance, as a result of a natural disaster); the need to pay for the funeral expenses of the Participant?s Spouse or dependent (as de?ned in IRC Section 152(a)); or odier similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the Participant, or as otherwise permitted by law. For example, the imminent foreclosure of or eviction from the Participant?s primary residence may constitute an Unforeseeable Emergency. In addition, the need to pay for medical expenses, including non?refundable deductibles, as well as for the cost of prescription drug medication, may constitute an Unforeseeable Emergency. Except as otherwise speci?cally provided in this Section 5.09, neither the purchase of a home not the payment of college tuition is an Unforeseeable Emergency. Unforeseeable Emergency Distribution Standard. A distribution on account of Unforeseeable Emergency may not be made to the extent that such emergency is or may be relieved through reimbursement or compensation from insurance or otherwise, by liquidation of the Participant?s assets, to the extent the liquidation of such assets would not itself cause severe ?nancial hardship, or by cessation of deferrals under the Plan, or as otherwise permitted bylaw. Distribution Necessary to Satisfy Emergency Need. Distributions because of an Unforeseeable Emergency may not exceed the amount reasonably necessary to satisfy the emergency need (which may include any amounts necessary to pay any federal, state, or local income taxes or penalties reasonably anticipated to result from the distribution). 5.10 Voluntary Iii-Service Smaller Account Distributions. A Participant who is an active Public Employee of the Plan Sponsor may request to receive a distribution of the combined total Annual Deferrals under the Plan if the following requirements are met: The Participant?s total Annual Deferrals in the Account Balance under the Plan does not exceed $5,000 (or the dollar limit under IRC Section 4ll(a) if greater); and The Participant has not previously received a voluntary in?service smaller account distribution under the Plan; and There have been no Annual Deferrais under the Plan with respect to the Participant timing the two?year period ending on the date of the in?service distribution. ARTICLE VI Eligible Rollovers and Plan?to?I?lan Transfers 6.01 Eligible Rollover Contributions to the Plan. Incoming Rollover Contributions. A Participant who is a Public Employee and who is entitled to receive an Eligible Rollover Distribution from another Eligible Retirement Plan may request to have all or a portion of the Eligible Rollover Distribution paid to the Plan, provided, (1) the Eligible Rollover Distribution is made entirely in the form of US. dollars, and, Nationwide Retirement Solutions, Inc. 1} Consolidated Standard 457 Plan 457(b) Governmental Plan Document (2) the Participant demonstrates to the Administrator?s satisfaction that the amount is a qualifying Eligible Rollover Distribution under IRC Sections 402(c) (4), 403 (4), or 408 (3) . De?nition of Eligible Rollover Distribution. For purposes of Section 6.01(a) Incoming Rollover Contributions, an Eligible Rollover Distribution means any contribution of all or any portion of a Participant?s bene?t under another Eligible Retirement Plan to the Plan, except that an Eligible Rollover Distribution does not include: any payment for a period of 10 years or more, (2) any distribution made as a result of an Unforeseeable Emergency, or (3) For any other distribution, the portion, if any, of the distribution that is a required minimum distribution under IRC Section 401(a) (9). Separate Account for Eligible Rollover Contributions. The Plan shall establish and maintain for the Participant an Eligible Rollover Account for any Eligible Rollover Distribution paid to the Plan from any Eligible Retirement Plan that is not an eligible governmental plan under IRC Section 457(b). In addition, the Plan shall establish and maintain for the Participant an Eligible Rollover Account for any Eligible Rollover Distribution paid to the Plan from any Eligible Retirement Plan that is an eligible governmental plan under IRC Section 457 6.02 Permissive Rollovers to an Eligible Retirement Plan. A Participant or the surviving Spouse of a Participant (or a Participant?s former Spouse who is the Alternate Payee under a Domestic Relations Order, as de?ned in IRC Section 414(p)) who is entitled to an Eligible Rollover Distribution may elect, at the time and in the manner prescribed by the Administrator, to have all or any portion of the distribution paid directly to an Eligible Retirement Plan speci?ed by the Participant in a direct rollover. 6.03 Plan-to?Plan Transfers to the Plan of Eligible Governmental 457 Assets. Permissive Plan-to-Plan Transfers. At the direction of the Plan Sponsor, the Administrator may permit a class of Participants who are Participants in another eligible governmental Section 457 Plan to transfer assets to the Plan as provided herein. Such a transfer is permitted only if the other Plan provides for the direct transfer of each Participant?s interest therein to the Plan. Transfers from other eligible deferred compensation Plans (as de?ned in IRC Section 457) to the Plan will be accepted at the Participant?s request if such transfers are in cash. Effect of Transfers on Annual Deferral Limitations. Any such transferred amount shall not be subject to the limitations of Section 3.01 Basic Annual Limitation, 3.02 Age 50 Catch~up Annual Deferral Contributions, and 3.03 Special Section 457 Catch?up Limitation, as an Annual Deferral, provided however, that the actual amount deferred during the calendar year under both Plans shall be taken into account in calculating the maidrnum Annual Deferral for that year. The amount so transferred shall be credited to the Participant?s Account Balance and shall be held, accounted for, administered, and otherwise treated in the same manner as an Annual Deferral by the Participant under the Plan. Required Documentation for Transfers to the Plan. The Administrator may require such documentation from the other Plan as it deems necessary to effectuate the transfer in accordance Nationwide Retirement Solutions, inc. 1 2 Consolidated Standard 457 Plan 457(b) Governmental Plan Document 6.04 6.05 with IRC Section 457(c)(10) and Treasury Regulation Section and to con?rm that the other Plan is an eligible governmental plan as defined in Treasury Regulation PIan-to-Plan Transfers from the Plan to another Eligible Governmental 457(1)) Plan. (C) Outgoing Plan-to?Plan Transfers Pursuant to Severance of Employment. At the direction of the Plan Sponsor, the Administrator may permit a class of Participants and Bene?ciaries to elect to have all or any portion of their Account Balance transferred to another eligible governmental plan within the meaning of IRC Section 457(1)) and Treas. Reg. A transfer is permitted under this Section 6.04(a) for a Participant only if the Participant has had a Severance from Employment with the Plan Sponsor and is a Public Employee of the entity that maintains the other eligible governmental 457(b) Plan. Further, a transfer is permitted under this Section 6.04(a) only if the other eligible governmental 457 plan provides for the acceptance of plan-to?plan transfers with respect to the Participants and Bene?ciaries and for each Participant and Bene?ciary to have an amount deferred under the other plan immediately after the transfer at: least equal to the amount transferred. Outgoing Plan-to-Plan Transfers While Employed. If the Plan Sponsor offers an eligible governmental 457(b) plan other than the Plan, and such other plan accepts transfers, the Participant may transfer the Account Balance in cash from the Plan to the other plan. Limitation of Liability. Upon the transfer of assets under this Section 6.04, the Plan?s liability to pay bene?ts to the Participant or Bene?ciary under this Plan shall be discharged to the extent of the amount so transferred for the Participant or Beneficiary. The Administrator may require such documentation from the receiving plan as it deems appropriate or necessary to comply with this Section 6.04L (for example, to con?rm that the receiving plan is an eligible governmental plan under paragraph of this Section 6.04, and to assure that the transfer is permitted under the receiving plan) or to effectuate the transfer pursuant to Treas. Reg. 1.4574003). Permissive Service Credit Transfers. If a Participant or Bene?ciary is also a Participant in a tax-qualified defined benefit governmental plan (as de?ned in IRC Section 414(d)) that provides for the acceptance of plan~to~plan transfers with respect to the Participant or Beneficiary, then the Participant or Bene?ciary may elect to have any portion of the Participant?s or Bene?ciary?s Account Balance transferred to the de?ned benefit governmental plan. A transfer under this Section 6.05(a) will not he treated as a distribution and, therefore, may be made before the Participant has had a Severance from Employment. A transfer may be made under Section 6.05(a) only if the transfer is either for the purchase of permissive service credits (as de?ned in section 4l5(n) under the receiving de?ned benefit governmental plan or a repayment to which IRC Section 415 does not apply by reason of IRC Section 415(k)(3). ARTICLE VII Domestic Relations Orders 7.01 Receipt of Domestic Relations Orders. When the Plan Sponsor, Administrator, or Plan receives a Domestic Relations Order (DRO), judgment, decree, or order (including approval of a property settlement agreement) that relates to the provision of child support, alimony payments, or the marital Nationwide Retirement Solutions, Inc. '13 Consolidated Standard 457 Plan 4576)) Governmental Plan Document 7.02 7.03 property rights of a Spouse or former Spouse, child, or other dependent of a Participant is made pursuant to the domestic relations law of any State, then the amount of the Participant?s Account Balance shall be paid in the manner and to the person or persons so directed in the DRO as the Alternate Payee. Such payment shall be made without regard to whether the Participant is eligible for a distribution of bene?ts under the Plan. The Administrator shall establish reasonable procedures for determining the status of any such decree or order and for effectuating distribution pursuant to the DRO. Upon receipt of a DRO: The Administrator shall notify the Participant and Alternate Payee of the receipt of the DRO, and (13) Within a reasonable time, the Administrator will follow the procedures adopted by the Plan Sponsor to determine the validity of the DRO. In the event the Administrator believes that the DRO is acceptable, it will process the DRO in accordance with the Administrator?s procedures. If the DRC) does not appear to be acceptable, the Administrator may contact the Plan Sponsor for a ?nal determination and instruction regarding ?nal disposition of the DRO. Validity of a DRO. For purposes of this Article VII, a valid DRO is a judgment, decree, order, or approval of a marital property settlement made pursuant to a state domestic relations law (including community property law), relating to the property rights of a Participant and Alternate Payee. In addition, the DRO must: Create or recognize the existence of the right of an Alternate Payee to all or a portion of the bene?ts payable with respect to a Participant under the Plan; Clearly specify the following information: (1) he name and last known mailing address of the Participant and Alternate Payee covered by the and (2) The amount or percentage, or the manner in which the amount or percentage is to be determined, of the Participant?s bene?ts to be paid to the Alternate Payee; and (3) The number of payments or period to which the DRO applies; and (4) The Plan to which such DRO applies. Provide a form of a ment to the Alternate Pa ee that is ermitted under the Plan; and, Not require the payment of benefits to an Alternate Payee which are required by a prior DRO to be paid to another Alternate Payee. Processing of a DRO. if it has been determined that a DRO applies to a Participant?s account, unless speci?cally directed otherwise by the Plan Sponsor, the Administrator shall comply with the DRO. The Administrator may place a restrictive hold on a Participant?s Account Balance while it determines the validity of, and/ or processes a DRO. The Administrator shall establish a separate Account Balance for the Alternate Payee and transfer the assigned value or bene?t from the Participant?s account into the Alternate Payee?s separate Account Balance. Nationwide Retirement Solutions, Inc. 14 Consolidated Standard 457' Plan 457(1)) Governmental Plan Document 7.04 7.05 Rights of an Alternate Payee to Receive Distributions. The Alternate Payee is entitled to receive distributions immediately upon the establishment of the separate Account Balance pursuant to Section 7.03 Processing of a DRO. Commencement of distributions must begin no later than April 1st following the year in which the Alternate Payee attains age 70 1/2. Distributions made to an Alternate Payee are reported as taxable income to the Alternate Payee in the calendar year in which the distributions are received by the Alternate Payee. State taxes, if applicable, and federal taxes will be withheld from any distribution on the Alternate Payee?s Account Balance based upon the tax withholding elections of the Alternate Payee. The Alternate Payee may not make any contributions to the account but is permitted to designate Bene?ciaries for the Account Balance and to exercise exchanges among the investment options as permitted by the Plan. No Liability for Prior Distributions. In the event that it is determined that a DRO is valid and the Participant has begun receiving distributions from the Plan, the Alternate Payee must commence distributions within sixty (60) days following the date the DRO is determined to be valid. The Administrator shall only process a DRO to the extent possible based upon the then current value or bene?t in the Participant?s Account Balance. ARTICLE Designation of BENEFICIARY 8.01 8.02 Acceptance of Bene?ciary Designation by Administrator. The Participant shall have the right to file with the Administrator, a signed, written bene?ciary or change of bene?ciary form designating the person or persons who shall receive the benefits payable under the Plan in the event of the Participant?s death. If the Participant dies without having a valid beneficiary form on file, the bene?ts will be paid to the Participant?s estate or as otherwise required by applicable state law. A change in the Beneficiary designation shall take effect when the election is accepted by the Administrator, and must be on a form and in the procedural manner approved by the Administrator. Participant Obligation to File Bene?ciary Designation Form. he Participant accepts and acknowledges that he has the burden of executing and filing with the Administrator prior to the Participant?s death a proper bene?ciary designation form. ARTICLE IX Investment of Deferred Amounts 9.01 9.02 Designation for Investment. Deferred Compensation amounts shall be delivered by the Plan Sponsor to the Administrator or its designated agent for investment pursuant to the Participant?s, Bene?ciary?s, or Alternate Payee?s investment speci?cations. Participant?s Investment Speci?cations. The Plan Sponsor shall use the Participant?s, Bene?ciary?s, or Alternate Payee?s investment specifications to determine the value of any deferred compensation account and} or Eligible Rollover Account maintained with respect to the Participant as if the amounts had been invested according to such speci?cations. Any change in the investment direction, whether it applies to amounts previously deferred, contributed, rolled over, or transferred, or amOunts to be deferred, contributed, rolled over, or transferred in the future, shall only be effective prospectively and shall be effective on a date consistent with, in conformance with, and subject to any restrictions, limitations, or fees imposed by the Plan Sponsor, the Administrator, an investment option provider, any regulatory agency, or as otherwise required by law. Nationwide Retirement Solutions, inc. 15 Consolidated Standard 457 Plan 45703) Governmental Plan Document 9.03 9.04 After the death of the Participant, the Participant?s Designated Bene?ciary shall have the right to amend the Participant?s, or the Bene?ciary?s, own investment direction by signing and ?ling with the Administrator an amendment on a form and in the procedural manner approved by the Administrator. Any change in an investment direction by a Bene?ciary shall be effective on a date consistent with, in conformance with, and subject to any restrictions, limitations, or fees imposed by the Plan Sponsor, the Administrator, an investment option provider, any regulatory agency, or as otherwise required by law. Participant Account Credits and Debits. All interest, dividends, charges for premiums and administrative expenses, and changes in value due to market ?uctuations applicable to each Participant?s Account Balance shall be credited or debited to the account. All dividends will be reinvested in the associated investment option. Limitations on Transfers and Exchanges. The Plan Sponsor and the Administrator may adopt rules and procedures to govern Participant elections and directions concerning a Participant?s, Bene?ciary?s, or Alternate Payee?s investment speci?cations and may impose limitations on transfers and exchanges from one investment option with the Plan to another. These rules and procedures shall be in addition to any established by investment providers to the Plan. The Plan Sponsor and the Administrator may decline to implement any investment instructions for a Participant, Beneficiary, or Alternate Payee where they deem appropriate. ARTICLE Administration of Plan l0.01 10.02 10.03 10.04 10.05 10.06 Exclusive Bene?t of Participants and Bene?ciaries. The Plan Sponsor may at any time amend, modify or terminate the Plan under Section 13.01 Amendment and Termination, without the consent of the Participant (or any Bene?ciary or Alternate Payee thereof); provided, however, that the assets of the Plan shall be held for the exclusive benefit of Participants and Bene?ciaries at all times. No Third Party Interest in Plan. Any companies that may issue any policies, contracts, or other forms of investment media used by the Plan Sponsor or specified by the Participant, are not parties to this Plan and such companies shall have no responsibility or accountability to any Participant, Bene?ciary, or Alternate Payee with regard to the operation of this Plan. Tax Consequences of Participation in Plan. The Plan Sponsor and the Administrator do not represent or guarantee that any particular Federal or State income, payroll, personal property, or other tax consequence will occur because of participation in this Plan. The Participant, Bene?ciary, or Alternate Payee should consult with his own representative regarding all questions of Federal and State income, payroll, personal property, or other tax consequences arising from participation in this Plan. Appointment of Agents. The Administrator shall have the power to appoint agents to act for and in the administration of this Plan and to select depositories for the assets of this Plan. Construction. This Plan shall be construed, administered, and enforced according to the Constitution, laws of the state in which the Plan Sponsor resides, and the IRC. Total Agreement. This Plan and any properly adopted amendment or modi?cation shall constitute the total agreement or contract between the Plan Sponsor and the Participant regarding the Plan. No oral statement regarding the Plan may be relied upon by the Participant. Nationwide Retirement Solutions, Inc. 16 Consolidated Standard 457 Plan 457(b) Governmental Plan Document 10.07 Effect of Adopted Plan Amendment. This Plan and any properly adopted amendment or modi?cation shall be binding on the parties hereto and their respective heirs, administrators, trustees, successors, and assignees and on all Participants, Bene?ciaries, and Alternate Payees. ARTICLE XI Authority of Plan Sponsor and Administrator 1101 Authority Binding on Participants, Bene?ciaries, and Alternate Payees. The Plan Sponsor, the Administrator, or their respective agents shall be authoriZed to resolve any questions of fact necessary to decide the Participant?s light under this Plan and such decision shall be binding on the Participant, Bene?ciary, and any Alternate Payee, provided, however, that assets of the Plan shall be held for the exclusive benefit of Participants and Bene?ciaries at all times. 11.02 Authority to Interpret Plan. The Plan Sponsor, the Administrator, or their respective agents shall be authoriZed to construe the Plan and to resolve any ambiguity in the Plan. 11.03 Investment Losses. The Participant speci?cally agrees not to seek recovery against the Plan Sponsor, the Administrator or any other employee, contractee, or agent of the Plan Sponsor or Administrator for any loss sustained by a Participant, a Beneficiary, or an Alternate Payee for the non~performance of their duties, negligence, or any other misconduct of the above~named persons, except that this paragraph shall not excuse fraud or wrongful taking by any person. 11.04 Suspension of Bene?t Payments. The Plan Sponsor, the Administrator, or their respective agents, if in doubt concerning the correctness of their action in making a payment of a bene?t, may suspend the payment until satis?ed as to the correctness of the payment or the identity of the person to receive the payment or allow the ?ling in any State court of competent jurisdiction, a suit in such form as they consider appropiiate for a legal determination of the bene?ts to be paid and the persons to receive them. The Plan Sponsor shall comply with the ?nal orders of the court in any such suit and all Participants, Bene?ciaries, and Alternate Payees consent to be bound thereby insofar as it affects the bene?ts payable under this Plan or the method or manner of payment. 11.05 Hold Harmless. The Plan Sponsor, the Administrator, and their respective agents are hereby held harmless from all court costs and all claims for the attorney?s fees arising from any action brought by any Participant, Bene?ciary, or Alternate Payee under this Plan or to enforce his rights under this Plan, including any amendment, modi?cation or termination hereof. 11.06 Litigation. The Administrator shall not be required to participate in any litigation concerning the Plan except upon written demand from the Plan Sponsor. The Administrator may compromise, adjust or effect settlement of litigation when speci?cally instructed to do so by the Plan Sponsor. 11.07 Exclusive Bene?t of Participants and Bene?ciaries. Notwithstanding any contrary provision of the Plan, including any annuity contract issued under the Plan, in accordance with IRC Section 457 all amounts of Compensation deferred pursuant to the Plan, all property and rights purchased with such amounts, and all income attributable to such account, property, or rights shall be held for the exclusive bene?t of Participants and Bene?ciaries under the Plan and shall be held in a trust, in an annuity contract, as de?ned in IRC Section 401(f), or in one or more custodial accounts. For purposes of this paragraph: a trust must be established under the Plan pursuant to a written agreement that constitutes a valid trust under the law of the state in which the Plan Sponsor is located, Nationwide Retirement Solutions, Inc. 1'7 Consolidated Standard 457 Plan 45?(b) Governmental Plan Document an annuity contract shall be issued by an insurance company qualified to do business in the state where the contract was issued and may not include any life, health or accident, property casualty or liability insurance contract, and the custodian of any custodial account created pursuant to this Plan must he a bank, as described in IRC Section 408(n), or a person who meets the nonsbank trustee requirements of paragraphs of Section of the Income Tax Regulations relating to the use of non-bank trustees. ARTICLE XII Miscellaneous 12.01 12.02 12.03 Non-Assignability. Except as provided in Article VII and Section 12.02 IRS Levy, the interests of each Participant and Bene?ciary under the Plan are not subject to the claims of the Participant?s or Beneficiary?s creditors; and neither the Participant nor any Bene?ciary shall have any right to sell, assign, transfer, or otherwise convey the right to receive any payments hereunder or any interest under the Plan, which payments and interest are expressly declared to be nonuassignable and non? transferable. Furthermore, in accordance Section 522 of the Bankruptcy Abuse Protection and Consumer Protection Act of 2005 (?the Act?), retirement funds that are in a fund that is exempt from taxation under IRC Section 457 may be exempted from an individual?s property estate for purposes of the Act. IRS Levy. Notwithstanding Section l2.01 Non?Assignability, the Administrator may pay from a Participant?s, Bene?ciary?s, or Alternate Payee?s Account Balance the amount that the Administrator finds is lawfully demanded under a levy issued by the Internal Revenue Service with respect to that Participant, Bene?ciary, or Alternate Payee or is sought to be collected by the United States Government under a judgment resulting from an unpaid tax assessment against the Participant, Bene?ciary, or Alternate Payee. Mistaken Contributions. If any contribution (or any portion of a contribution) is made to the Plan by a good faith mistake of fact, then within one year after the payment of the contribution, and upon receipt in good order of a proper request approved by the Administrator, the amount of the mistaken contribution (adjusted for any income or loss in value, if any, allocable thereto) shall be returned directly to the Participant or, to the extent required or permitted by the Administrator, to the Employer. ARTICLE Arnendrnent and Termination 13.01 13.02 Amendment and Termination. The Plan Sponsor may at any time modify, amend, suspend, or terminate the Plan in whole or in part (including retroactive amendments) or cease deferring Compensation pursuant to the Plan for some or all Participants. In the event of such an action, the Plan Sponsor shall deliver to each affected Participant a notice of such modi?cation, amendment, or termination or a notice that it shall cease deferring Compensation; provided, however, that the Plan Sponsor shall not have the right to reduce or affect the value of any Participant?s Account Balance or any rights accrued under the Plan prior to such modificaiion, amendment, termination, or cessation. No Effect of Plan on Employment of Participants. Neither the establishment of the Plan nor any modification thereof, nor the establishment of an account, nor any agreement between the Plan Sponsor and the Administrator nor the payment of any bene?ts, shall be construed as giving to any Participant or other person any legal or equitable right against the Plan Sponsor except as herein Nationwide Retirement Solutions, Inc. 1 8 Consolidated Standard 457 Plan 457(b) Governmental Plan Document provided, and in no event shall the terms of employment of the Public Employee, Independent Contractor, or Participant be modi?ed or in any way affected. 13.03 Interpretation. This Plan is intended to be an eligible deferred compensation Plan under IRC Section 457, and shall be interpreted and administered in a manner consistent with the IRC. This Plan may be amended to the extent that it may be necessary to conform the Plan to the requirements of IRC Section 457 and any other applicable law, regulation, or ruling, including amendments that are retroactive to the effective date of the Plan. In the event that the Plan is deemed by the Internal Revenue Service to be administered in a manner inconsistent with the Internal Revenue Code, the Plan Sponsor shall correct such administration. Nationwide Retirement Solutions, Inc. 19 Consolidated Standard 457 Plan 45?(b} Governmental Plan Document ARTICLE XIV Prior Plan If the Plan Sponsor has already accepted and adopted the Plan (the ?Prior Plan?), as defined by IRC Section 457, then the Plan Sponsor intends that this Plan shall amend and restate the Prior Plan. In such event, this Plan shall apply to all Participants in the Prior Plan on the effective date hereof, and also to each Public Employee who elects to participate in this Plan on and after the effective date hereof. ARTICLE XV Effective Date This Plan shall be effective on the date and year written below. IN WITNESS WHEREOF, the undersigned has executed this Plan this da?r of By: (signature) (printed name) (title I role) (Plan Name) Please retain this copy for yo records. Nationwide Retirement Solutions, Inc. 20 Consolidated Standard 457 Plan 4576)) Governmental Plan Document ARTICLE XIV Prior Plan If the Plan Sponsor has already accepted and adopted the Plan (the ?Prior Plan?), as de?ned by IRC Section 457, then the Plan Sponsor intends that this Plan shall amend and restate the P?or Plan. In such event, this Plan shall apply to all Participants in the Prior Plan on the effective date hereof, and also to each Public Employee who elects to participate in this Plan on and after the effective date hereof. ARTICLE XV Effective Date This Plan shall be effective on the date and year W?tten below. IN WITNESS WHEREOF, the undersigned has executed this Plan this day of By: (signature) (printed name) (title/ role) (Plan Name) Please tear out this page and return to Na tiontw'de Retirement 50111150113, Nationwide Retirement Solutions, Inc. 21 Consolidated Standard 457 Plan 457(b) Governmental Plan Document