Resolution No. 6176
~.
1
2
RESOLUTION NO. 6176
3
4
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON ADOPTING A DEFERRED COMPENSATION PLAN
5
WHEREAS, the city Council of the City of Vernon (also
6
7
referred to as "Employer"), by Resolution No. 4955 adopted on
November 16, 1982, approved the execution of an agreement with the
8
International City Management Association ("ICMA") Retirement
9
10
11
Corporation to provide for a Deferred compensation Plan ("Plan");
and
WHEREAS, the City Council of the city of Vernon, by
12
13
Resolution No. 5042 adopted on September 20, 1983, adopted the
Plan for its employees, authorized the execution of the ICMA
14
15
16
Retirement Trust and appointed the City Administrator to be the
coordinator of the program on behalf of the City of Vernon; and
WHEREAS, the city of Vernon has named the ICMA Retirement
17
18
19
20
21
22
23
Corporation to be an Administrator under the Plan, to carry out
certain nondiscretionary administrative functions in connection
with the investment program provided by the ICMA Retirement
Corporation; and
WHEREAS, the ICMA Retirement Corporation has, as the
City's Administrator under the Plan, assumed the responsibility
for the review and compliance of the Employer's Plan with federal
24
tax laws and has recommended changes in the Plan Document to
25
26
27
comply with recent federal legislation and Internal Revenue
Service Regulations governing said plans; and
WHEREAS, the Internal Revenue Service has issued a
28
favorable private letter ruling approving the revised Plan
. .
..
, ,
1
Document as complying with S457 of the Internal Revenue Code.
2
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
3
CITY OF VERNON AS FOLLOWS:
4
SECTION 1: That the City Council of the city of Vernon
5
6
does hereby find and determine that the recitals contained
hereinabove are true and correct.
7
SECTION 2: The City Council of the City of Vernon hereby
8
adopts the Deferred Compensation Plan, attached hereto as Appendix
9
10
11
A, as an amendment and restatement of its present Deferred
compensation Plan.
SECTION 3: The City Clerk of the city of Vernon shall
12
certify to the passage of this resolution and thereupon and
13
thereafter the same shall be in full force and effect.
14
APPROVED AND ADOPTED this 20th day of October, 1992.
~
-2-
'.
1
STATE OF CALIFORNIA
2
ss
COUNTY OF LOS ANGELES
3
4
I, BRUCE V. MALKENHORST, city Clerk of the City of
5
6
Vernon, do hereby certify that the foregoing Resolution, being
7
Resolution No. 6176, was duly adopted by the city Council of the
City of Vernon at a regular meeting of the City Council duly held
8
on Tuesday, October 20, 1992, and thereafter was duly signed by
9
the Mayor of the City of Vernon.
~/~
MALKENHORST, city Clerk
10
11
B
12 (Seal)
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
-3-
Deferred
Compensation
Plan
I I
ICMA
RETIREMENT
CORPORATION
'0
, c) f
" ! Appendix A ".
06/91
DEFERRED COMPENSATION PLAN DOCUMENT
ARnCLE L INTRODucnON
The Employer hereby establishes the Employer's Deferred
Compensation Plan, hereinafter referred to as the .Plan..
The Plan oonsists of the provisions set forth in this document.
The primary purpose of this Plan is to provide retirement
income and other deferred benefits to the Employees of the
Employer in accordance with the provisions of Section 457 of
the Internal Revenue Code of 1986, as amended (the "Code'.
This Plan shall be an agreement solely between the
Employer and participating Employees.
ARnCLE II. DEFlNlnONS
Section 2.01 Account: The bookkeeping account
maintained for each Participant reflecting the cu-
mulative amount of the Participant's Deferred Com-
pensation, including any income, gains, losses, or
increases or decreases in market value attributable
to the Employer's investment of the Participant's
Deferred Compensation, and further reflecting any
distributions to the Participant or the Participant's
Beneficiary and any fees or expenses charged
against such Participant's Deferred Compensation.
Section 2.02 Administrator: The person or persons
named to carry out certain nondiscretionary ad-
ministrative fund ions under the Plan, as hereinafter
described. The Employer may remove any person
as Administrator upon 60 days' advance notice in
writing to such person, in which case the Employer
shall name another person or persons to act as
Administrator. The Administrator may resign upon
60 days' advance notice in writing to the Employer,
in which case the Employer shall name another
person or persons to act as Administrator.
Section 2.03 Beneficiary: The person or persons desig.
nated by the Participant in his Joinder Agreement
who shall receive any benefits payable hereunder in
the event of the Participant's death. In the event that
the Participant names two or more Beneficiaries,
each Beneficiary shall be entitled to equal shares of
the benefits payable at the Participant's death, un.
less otherwise provided in the Participant's Joinder
Agreement If no beneficiary is designated in the
Joinder Agreement, if the Designated Beneficiary
predeceases the Participant, or if the designated
Beneficiary does not survive the Participant for a
period of fifteen (15) days, then the estate of the
Participant shall be the Beneficiary.
Section 2.04 Deferred Compensation: The amount of
Normal Compensation otherwise payable to the
Participant which the Participant and the Employer
mutually agree to defer hereunder, any amount
credited to a Participant's Account by reason of a
transfer under section 6.03, or any other amount
which the Employer agrees to credit to a Participant's
Account
Section 2.05 Employee: Any individual who provides
services for the Employer, whether as an employee
of the Employer or as an independent contrador,
and who has been designated by the Employer as
eligible to participate in the Plan.
Section 2.06 includible Compensation: The amount of
an Employee's compensation from the Employer for
a taxable year that is attributable to services per-
formed for the Employer and that is includible in the
Employee's gross income for the taxable year for
federal income tax purposes; such term does not
include any amount excludable from gross income
under this Plan or any other plan described in
Section 457(b) of the Code or any other amount
excludable from gross income for federal income tax
purposes. Includible Compensation st.all be deter-
mined without regard to any community property
laws.
Section 2.07 Joinder Agreement: An agreement en-
tered into between an Employee and the Employer,
including any amendments or modifications thereof.
Such agreement shall fix the amount of Deferred
Compensation, specify a preference among the
investment alternatives designated by the Employer,
designate the Employee's Beneficiary or Beneficia-
ries, and incorporate the terms, oonditions, and
provisions of the Plan by reference.
Section 2.08 Normal Compensation: The amount of
compensation which would be payable to a Partici-
pant by the Employer for a taxable year if no Joinder
Agreement were in effect to defer compensation
under this Plan.
Section 2.09 Normal Retirement Age: Age 70-112, un-
less the Participant has elected an alternate Normal
Retirement Age by written instrument delivered to
the Administrator prior to Separation from Service.
A Participant's Normal Retirement Age determines
the period during which a Participant may utilize the
catch~up limitation of Section 5.02 hereunder. Once
a Participant has to any extent utilized the catch-up
limitation of Section 5.02, hislher Normal Retire-
ment age may not be changed.
A Participant's alternate Normal Retirement Age
may not be earlier than the earliest date that the
Participant will become eligible to retire and receive
unreduced retirement benefits underthe Employer's
basic retirement plan covering the Participant and
may not be later than the date the Participant WIll
attain age 70-1 12.lf a Participant oontinues employ-
ment after attaining age 70-112, not having previ-
ously elected an alternate Normal Retirement Age,
the Participant's a1temate Normal Retirement Age
shall not be latarthanthe mandatary r.irement age.
it any, established by the Employer, or the age at
which the Participant actually separates from ser-
vice if the Employer has no mandatory retirement
age. If the Participant will not became eligible to
receive benefits under a basic retirement plan
maintained by the Employer, the Participanfs alter-
nate Normal Retirement Age may not be earlier than
age 55 and may not be later than age 70-112.
Section 2.10 Participant: Any Employee who has joined
the Plan pursuant to the requirements of Article IV.
.
Section 2.11 Plan V....: The calendar year.
Section 2.12 Retlf8mem: The first date upon which both
of the following shall have occurred with respect to
a participant: Separation from Service and attain-
ment of age 65.
Section 2.13 Separation from Service: Severance of
the Participant's employment with the Employer
which constitutes a "separation from service. within
the meaning of Section 402(e)(4)(A)(itij of the Code.
In general, a Participant shall be deemed to have
severed his employment with the Employer for pur-
poses of this Plan when, in accordance with the
established practices of the Employer, the employ-
me~ relationship is considered to have actually
terminated. In the case of a Participant who is an
independent contractor of the Employer Separation
from Service shall be deemed to ha~e occurred
when the Participant's contract under which ser-
vices are performed has completely expired and
terminated, the~e is no foreseeable possibility that
the Employer Will renew the contract or enter into a
new contract for the Participant's services and it is
not anticipated that the Participant will ~me an
Employee of the Employer.
ARllCLE Ul ADMlNISTRATlON
Section 3.01 Outle~ of Employer: The Employer shall
have the authority to make all discretionary decisions
affecting the rights or benefits of Participants which
may be required in the administration of this Plan.
SectIon 3.02 Outl_ of Administrator: The Adminis-
trator, as ~ent for tt:ae. Employer, shall perform
nondiscretIOnary administrative functions in con-
nection with the Plan, including the maintenance of
PanlCipants' Accounts. the provision of periodic
reports of the status of each Account. and the
~lSbursement of benefits on beha" of the Employer
... accordance with the provisions of this Plan.
ARllCLE IV. PARTlClPATlON IN THE PLAN
Section 4.01 initial Participation: An Employee may
become a Participant by entering into a Joinder
Agreement prior to the beginning of the calendar
mont~ in which the Joinder Agreement is to become
effectIVe to defer compensation not yet earned.
Section ~.~2 Amendment of Joinder Agreement: A
PartICipant may amlitnd an executed Joinder
Agreement to change the amount of compensation
not yet earned which is to be deferred (including the
reduction,o! such future deferrals to zero) or to
ch~~ hIS Investment preference (subject to such
restnctlOns as may result from the nature or terms of
any investment made by the Employer). Such
8!"endment shall become effective as of the begin-
nang of the calendar month commencing after the
date the amendment is executed. A Participant may
at anytime amend his Joinder Agreement to change
the designated Beneficiary. and such amendment
shall become effective immediately.
ARTlCLE V. UMlTATlONS ON DEFERRALS
~Ion 5.01 Normal Umltatlon: Except as provided in
section 5.02. the maximum amount of Deferred
Compensation for any Participant for any taxable
year shall not exceec:l the lesser of $7,500.00 or 33-
1fJ,percent of the Participant's Includible Compen-
satIOn for the taxable year. This limitation will ordi-
narily be equivalent to the lesser of $7,500.00 or 25
percent of the Panicipant's Normal Compensation.
SectIon 5.D2 Catch-Up Umltatlon: For each of the last
three (3) taxable years of a Participant ending be-
fore .his attainment of Normal Retirement Age, the
maxunum amount of Deferred Compensation shall
be the lesser of: (1) $15,000 or (2) the sum of (i) the
Normal Umitation for the taxable year, and (0) the
Normal Umitation for each prior taxable year of the
Participant commencing after 1978 less the amount
of the Participant's Deferred Compensation for such
prior taxable years. A prior taxable year shall be
taken into account under the preceding sentence
only if (i) the Participant was eligible to participate in
the Plan for such year (or in any other eligible
deferred compensation plan established under
Section 457 of the Code which is properly taken into
account pursuant to regulations under section 457)
and (it) compensation (if any) deferred under th~
Plan (or such other plan) was subject to the deferral
limitations set forth in Section 5.01.
SectIon 5.03 Other Plans: The amount excludable from
a Part~nfs gross income under this Plan or any
other elagible deferred compensation plan under
section 457 of the Code shall not exceed $7,500.00
(or such greater amount allowed under Section 5.02
of the Plan), less any amount excluded from gross
income under section 4Q3(b), 402(a)(8), or 402
(h)(1 )(B) of the Code, or any amount with resped to
which a deduction is allowable by reason of a
contribution to an organization described in section
501 (c)(18) of the Code.
ARTlCLE VL INVESTMENTS AND ACCOUNT VALUES
Section 6.01 Investment of Deferred Compensation:
All investments of Participant's Deferred Compen-
sation made by the Employer, including all property
and rights purchased with such amounts and all
income attributable thereto. shall be the sole prop-
erty of the Employer and shall not be held in trust for
Participants or as collateral securityforthe fulfillment
of the Employer's obligations under the Plan. Such
pro~rty shall be subject to the claims of general
creditors of the Employer, and no Participant or
Beneficiary shall have any vested interest or secured
or preferred position with respactto such property or
have any claim against the Employer except as a
general creditor.
Section 6.02 Crediting of Accounts: The Participant's
Account.shall reflect the amount and value of the
investments or other property obtained by the Em-
ployer through the investment of the Participanfs
Deferred Compensation. It is anticipated that the
Employer's investments with respect to a Partici-
pant will conform to the investment preference
specified in the Participant's Joinder Agreement.
but nothing herein shall be construed to require the
Employer to make any particular investment of a
Participant's Deferred Compensation. Each Partici-
pant shall receiveP8!iodic reports, not less frequently
than annually, shOWing the then-current value of his
Account
Section 6.03 Transf.rs: (a) Incoming Transfers: A
transfer may be accepted from an eligible deferred
compensation plan maintained by another employer
and credited to a Participant's Account under the
Plan if ~) the Participant has separated from service
with that employer and become an Employee of the
Employer, and (it) the other employer's plan pr0-
vides that such transfer will be made. The Employer
may require such documentation from the prede-
cessor plan as it deems necessary to effectuate the
transfer, to confirm that such plan is an erlgible
deferred compensation plan within the meaning of
Section 457 of the Code, and to assure that transfers
are provided for under such plan. The Employer
may refuse to accept a transfer in the form of assets
other than cash, unless the Employer and the
Administrator agree to hold such other assets under
the Plan. Any such transferred amount shall not be
treated as a deferral subject to the limitations of
Article V, except that, for purposes of applying the
limitations of Sections 5.01 and 5.02, an amount
deferred during any taxable year under the plan
from which the transfer is accepted shall be treated
as if it has been deferred under this Plan during such
taxable year and compensation paid by the transferor
employer shall be treated as if it had been paid by the
Employer.
(b) Outgoing Transfers: An amount may be trans-
ferred to an eligible deferred compensation plan
maintained by another employer, and charged to a
Participant's Account under this Plan, if (i) the Par-
ticipant has separated from service with the Em-
ployer and become an employee of the other em-
ployer, (ii) the other employer's plan provides that
such transfer will be accepted, and (iii) the Partici-
pant and the employers have signed such agree-
ments as are necessary to assure that the Employer's
liability to pay benefits to the Participant has been
discharged and assumed by the other employer.
The Employer may require such documentation
from the other plan as it deems necessary to effec-
tuate the transfer, to confirm that such plan is an
eligible deferred compensation plan within the
meaning of section 457 of the Code, and to assure
that transfers are provided for under such plan.
Such transfers shall be made only under such
circumstances as are permitted under section 457
of the Code and the regulations thereunder.
Section 6.04 Employer Liability: In no event shall the
Employer's liability to pay benefits to a Participant
under Article VI exceed the value of the amounts
credited to the Participant's Account; the Employer
shall not be liable for losses arising from deprecia-
tion or shrinkage in the value of any investments
acquired under this Plan.
ARTlCLE VII. BENEFITS
Section 7.01 Retirement Benefits and EJection on
Sepaaratlon trom Service: Except as otherwise
provided in this Article VII, the distribution of a
Participant's Account shall commence as 01 April 1
of the calendar year after the Plan Year of the
Participant's Retirement, and the distribution of such
Retirement benefits shall be made in aa:ordance
with one of the payment options described in Sec-
tion 7.02. Notwithstanding the foregoing, the Partici-
pant may irrevocably elect within 60 days following
Separation from Service to have the distribution of
benefits commence on a fixed or determinable date
other than that described in the preceding sentence
which is at least 60 days after the date such election
is delivered in writing to the Employer and forwarded
to the Administrator, but not later than April 1 of the
year following the year of the Participant's Retire-
ment or attainment of age 70-112. whichever is later.
Section 7.02 Payment Option.: As provided in Sections
7.01, 7.04, and 7.05, a Participant or Beneficiary
may elect to have the value of the Participant's
Account distributed in aa:ordance with one of the
, .
following payment options, provided that such 0p-
tion is consistent with the limitations set forth in
Section 7.03:
(a) Equal monthly, quarterly, semi-annual or annual
payments in an amountc:hosen by the Participant.
continuing until his Account is exhausted;
(b) One lump-sum payment;
(c) Approximately equal monthly, quarterly, semi-
annual or annual payments, calculated to
continue for a period certain chosen by the
Participant.
(d) Annual Payments equal to the minimum
distributions required under Section 401 (a)(9) of
the Code over the life expectancy of the
Participant or over the life expectancies of the
Participant and hisJher Beneficiary.
(e) Payments equal to payments made by the issuer
of a retirement annuity policy acquired by the
Employer.
(1) Any other payment option elected by the
Participant and agreed to by the Employer and
Administrator, provided that such option must
provide for substantially nonincreasing payments
for any period after the latest benefit
commencement date under Section 7.01.
A Participants or Beneficiary's election of a
payment option must be made at least 30 days
before the payment of benefits is to commence.
If a Participant or Beneficiary fails to make a
timely election of a payment option, benefits
shall be paid monthly under option (c) above for
a period of five years.
Section 7.03 Umltatlon on Option.: No payment option
may be selected by a Participant or Beneficiary
under Sections 7.02,7.04, or 7.05 unless it satisfies
the requirements of Sections 401 (a)(9) and 457(d)(2)
of the Code, including that payments commencing
before the death of the Participant shall satisfy the
incidental death benefits requirement under Section
457(d)(2)(B)(i)(I). Unless otherwise elected by the
Participant, 'all determinations under Section
401 (a)(9) shall be made without recalculation of life
expectancies.
Section 7.04 Post-retlrement De8th Benefits: (a) Should
the Participant die after he/she has begun to receive
benefits under a payment option, the remaining
payments, if any, unclerthe payment option shall be
payable to the Participant's Beneficiary commenc-
ing within the 3O-day period commencing with the
61st day after the Participants death, unless the
Beneficiary elects payment under a different pay-
ment option that is available under Section 7.02
within 60 days of the Participant's death. Any different
payment option elected by a Beneficiary under this
section must provide for payments at a rate that is at
least as rapid as under the payment option that was
applicable to the Participant. In no &vent shall the
Employeror Administrator be liable tothe Beneficiary
for the amount of any payment made in the name of
the Participant before the Administrator receives
proof of death of the Participant ,
(b) If the designated Beneficiary does not continue
to live for the remaining period of payments under
the payment option, then the commuted value of any
remaining payments under the payment option shall
be paid in a lump sum to the estate of the Benefi-
ciary. In the event that the Participants estate is the
Beneficiary. the (X)mmuted value of any remaining
payments under the payment option shall be paid to
the estate in a lump sum.
Section 7.05 PrH'etlrement Death Beneflta: (a) Should
the Participant die before he/she has begun to
receive the benefits provided by Section 7.01, the
value of the Participanfs Account shall be payable
to the Beneficiary (X)mmencing within the 3D-<lay
period (X)mmencing on the 91 st day after the
Participant'sdeath, unless the Beneficiary irrevocably
elects a different fixed or determinable benefit (X)m-
mencement date within 90 days of the Participant's
death. Such benefit (X)mmencement date shall be
not later than the later of (i) December 31 of the year
following the year of the Participant's death, or (ii) if
the Beneficiary is the Participanfs spouse, December
31 of the year in which the Participant would have
attained age 70-112.
(b) Unless a Beneficiary elects a different payment
option prior to the benefit (X)mmencement date,
death benefits under this Section shall be paid in
approximately equal annual installments over five
years, or over such shorter period as may be neces-
sary to assure that the amount of any annual install-
ment is not less than $3,500. A Beneficiary shall be
treated as if he/she were a Participant for purposes
of determining the payment options available under
Section 7.02, provided, however. that the payment
option chosen by the Beneficiary must provide for
payments to the Beneficiary over a period no longer
than the life expectancy of the Beneficiary, and
provided that such period may not exceed fifteen
(15) years if the Beneficiary is not the Participant's
spouse.
(c) In the event that the Beneficiary dies before the
payment of death benefits has (X)mmenced or been
(X)mpleted, the remaining value of the Participant's
Account shall be paid to the estate of the Beneficiary
in a lump sum. In the event that the Participant's
estate is the Beneficiary, payment shall be made to
the estate in a lump sum.
Section 7.06 Unforeseeable emergencies: (a) In the
event an unforeseeable emergency occurs, a Par-
ticipant may apply to the Employer to receive that
part of the value of his Account that is reasonably
needed to satisfy the emergency need. If such an
application is approved by the Employer, the Partici-
pant shall be paid only such amount as the Employer
deems necessary to meet the emergency need. but
payment shall not be made to the extent that the
financial hardship may be relieved through cessa-
tion of deferral under the Plan, insurance or other
reimbursement, or liquidation of other assets to the
extent such liquidation would not itse" cause severe
financial hardship.
(b) An unforeseeable emergency shall be deemed
to involve only circumstances of severe financial
hardship to the Participant resulting from a sudden
unexpected illness, accident, or disability. of the
Participant or of a dependent (as defined in Section
152(a) of the Code) of the Participant, loss of the
Participant's property due to casualty, or other simi-
lar and extraordinary unforeseeable circumstances
arising as a result of events beyond the (X)ntrol of the
Participant The need to send a Participant's child to
(X)llege or to purchase a new home shall not be
(X)nsidered unforeseeable emergencies. The deter-
...
mination as to whether such an unforeseeable
eme~e~ exists shall be based on the merits of
each individual case.
SectIon 7m Traneltlonal Rule for Pr..1888 Beneftt
Elections: In the event that, priorto January 1 1989,
a Participant or Beneficiary has commenced re-
ceiving benefits under a payment option or has
irrevocably elected a payment option or benefit
(X)mmencement date, then that payment option or
election shall remain in effect notwithstanding any
other provision of this Plan.
ARTICLE VOL NON-ASSlGNABIUTY
SectIon 8.01 In General: Except as provided in Section
8.02, no Participant or BenefICiary shall have any
right to (X)mmute, sell, assign, pIed~e, transfer or
otherwise (X)nvey or encumber the nght to receive
any payments hereunder, which payments and rights
are expressly declared to be non-assignable and
non-transferable.
SectIon 8.02 Domestic Relations Ordera: <a) Allow-
ance of Transfers: To the extent required under a
final judgment. decree, or order (including approval
of a property settlement agreement) made pursuant
to a state domestic relations law, any portion of a
Participant's Account may be paid or set aside for
payment to a spouse, former spouse, or child of the
, Participant. Where necessary to carry, out the terms
of such an order, a separate Account shall be
established with respect to the spouse, former
spouse, or child who shall be entitled to make
investment selections with respect thereto in the
same manner as the Participant; any amount so set
aside for a spouse, former spouse, or child shall be
paid out in a lump sum at the earliest date that
benefits may be paid to the Participant, unless the
order directs a different time or form of payment.
Nothing in this Section shall be (X)nstrued to autho-
rize any amount to be distributed under the Plan at
a time or in a form that is not permitted under Section
457 of the Code. Any payment made to a person
other than the Participant pursuant to this Section
shall be reduced by required income tax withhold-
ing; the fad that payment is made to a person other
than the Participant may not prevent such payment
from being includible in the gross income of the
Participant for withholding and in(X)me tax reporting
purposes.
- <. (6) ~el8as8 from Liability to Participant: The
Employe"s liability to pay benefits to a Participant
shall be reduced to the extent that amounts have
been paid or set aside for payment to a spouse,
former spouse, or child pursuantto paragraph (a) of
this Section. No such transfer shall be effectuated
unless the Employer or Administrator has been
provided with satisfactory evidence that the Em-
ployer and the Administrator are released from any
further claim by the Participant with respect to such
amounts. The Participant shall be deemed to have
released the Employer and the Administrator from
any claim with respect to such amounts, in any case
in which (i) the Employer or Administrator has been
served with legal process or otherwise joined in a
proceeding relating to such transfer, (Ii) the Partici-
pant has been notified of the pendency of such
proceeding in the manner prescribed by the law of
the jurisdiction in which the proceedin~ is pending
for service of process in such action or by mail from
the Employer or Administrator to the Participant's
~. .
last known m811ing address, and (Iii) the Participant
fails to obtain an order of the court in the proceeding
relieving the Employer or Administrator from the
obligation to comply with the judgment, decree, or
order.
(c) Participation in Legal Proceedings: The Em-
ployer and Administrator shall not be obligated to
defend against or set aside any judgment. decree,
or order described in paragraph (a) or any legal
order relating to the gamishment of a Participant's
benefits, unless the full expense of such legal action
is borne by the Participant. In the event that the
Participant's action (or inaction) nonetheless causes
the Employeror Administratorto incur such expense,
the amount of the expense may be charged against
the Participant's Account and thereby reduce the
Employer's obligation to pay benefits to the Partici-
pant. In the course of any proceeding relating to
divorce, separation, or child support, the Employer
and Administrator shall be authorized to disclose
information relating to the Participant's Account to
the Participant's spouse, former spD'Jse. or child
(induding the legal representatives of the spouse,
former spouse, or child), or to a court.
ARTICLE IX. RELATIONSHIP TO OTHER PLANS AND
EMPLOYMENT AGREEMENTS
This plan serves in addition to any other retirement,
pension. or benefit plan or system presently in existence or
hereinafter established for the benefit of the Employer's
employees, and participation hereunder shall not affect
benefits receivable under any such plan or system. Nothing
contained in this Plan shall be deemed to constitute an
employment contrad or a9reement between any Participant
and the Employer or to gIVe any Participant the right to be
retained in the employ of the Employer. Nor shall anything
herein be construed to modify the terms of any employment
contrad or agreement between a Participant and the Em-
ployer.
..
,
~ .
AR11CLE X. AMENDMENT OR TERMINATION OF PLAN
The Employer may at any time amend this Plan provided
that iltransmils such amendment in writing to the Administra~
tor at least 30 days prior to the effective date of the amend-
ment. The consent of the Administrator shall not be required
in order for such amendment to become effective, but the
Administrator shall be under no obligation to continue acting
as Administrator hereunder if it disapproves of such amend-
ment. The Employer may at any time terminate this Plan.
The Administrator may at any time propose an amend-
ment.to the Plan by an instrument in writing transmitted to the
Employer at least 30 days before the effective date of the
amendment. Such amendment shall become effective un-
less, within such ~ay period, the Employer notifies the
Administrator in writing that it disapproves such amendment,
in which case such amendment shall not become effective.
In the event of such disapproval, the Administrator shall be
under no obligation to continue acting as Administrator
hereunder. If this Plan document constitutes an amendment
and restatement of the Plan as previously adopted by the
Employer, the amendments contained herein shall become
..ffective on January 1, 1989, and the terms of the preceding
Plan document shall remain in effect through December 31,
1988.
Except as may be required to maintain the status of the
Plan as an eligible deferred compensation plan under Section
457 of the Code or to comply with other applicable laws, no
amendment or termination of the Plan shall divest any
Participant of any rights with respect to compensation de-
ferred before the date of the amendment or termination.
ARTICLE Xl APPUCABLE LAW
This Plan shall be construed under the laws of the state
where the Employer is located and is established with the
intent that it meet the requirements of an -eligible deferred
compensation plan. under Section 457 of the Code, as
amended. The provisions of this Plan shall be interpreted
wherever possible in conformity with the requirements of that
section.
ARTICLE XU.
Any notice to a party of this plan document shall be given
at the last address provided in writing from one party to
another party. Any such notice mailed shall be determined to
have been received by such party.
ICUA RETIREMENT CORPORATION. CORPORATE HEADQUARTERS. Tn NORTH CAPITOL STREET, HE. WASHINGTON, DC .20002-'240