Summary Plan Description Crown Equipment Corporation …...Crown Equipment Corporation 401(k)...

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Summary Plan Description Crown Equipment Corporation 401(k) Retirement Savings Plan and Trust Effective as of January 1, 2016 The provisions of this Summary Plan Description (“SPD”) contain information about the Crown Equipment Corporation 401(k) Retirement Savings Plan and Trust (the “Plan”) as in effect on January 1, 2016. This SPD applies to individuals who meet all three of the following criteria: Were hired prior to October 1, 2005, Were not rehired on or after October 1, 2005, and Did not elect to freeze their Crown Pension Plan benefits and so remained in the “Old” 401(k) Plan. The benefits of eligible individuals who terminated prior to January 1, 2016 are governed by different Plan terms which were in effect prior to that date. In instances of doubt or conflict between this SPD and the provisions of the Plan document, the Plan document will govern. NOTE: A separate SPD applies to (i) individuals hired prior to October 1, 2005 who elected to freeze their Crown Pension Plan benefits and participate in the “New” 401(k) Plan; and (ii) individuals hired or rehired on or after October 1, 2005. To contact the Merrill Lynch Retirement & Benefits Contact Center call 1-800-228-4015, Monday - Friday 8 am to 7 pm Eastern Time on all days the New York Stock Exchange is open; call the Interactive Voice Response system 24 hours a day, 7 days a week at 1-800-228-4015; or visit the Merrill Lynch Benefits OnLine website at www.benefits.ml.com.

Transcript of Summary Plan Description Crown Equipment Corporation …...Crown Equipment Corporation 401(k)...

Page 1: Summary Plan Description Crown Equipment Corporation …...Crown Equipment Corporation 401(k) Retirement Savings Plan and Trust 44 South Washington Street New Bremen, Ohio 45869 Service

Summary Plan Description Crown Equipment Corporation

401(k) Retirement Savings Plan and Trust

Effective as of January 1, 2016

The provisions of this Summary Plan Description (“SPD”) contain information about the Crown Equipment Corporation 401(k) Retirement Savings Plan and Trust (the “Plan”) as in effect on January 1, 2016. This SPD applies to individuals who meet all three of the following criteria:

• Were hired prior to October 1, 2005,

• Were not rehired on or after October 1, 2005, and

• Did not elect to freeze their Crown Pension Plan benefits and so remained in the “Old” 401(k) Plan.

The benefits of eligible individuals who terminated prior to January 1, 2016 are governed by different Plan terms which were in effect prior to that date. In instances of doubt or conflict between this SPD and the provisions of the Plan document, the Plan document will govern.

NOTE: A separate SPD applies to (i) individuals hired prior to October 1, 2005 who elected to freeze their Crown Pension Plan benefits and participate in the “New” 401(k) Plan; and (ii) individuals hired or rehired on or after October 1, 2005.

To contact the Merrill Lynch Retirement & Benefits Contact Center call 1-800-228-4015, Monday - Friday 8 am to 7 pm Eastern Time on all days the New York Stock Exchange is open; call the Interactive Voice Response system 24 hours a day, 7 days a week at 1-800-228-4015; or visit the Merrill Lynch Benefits OnLine website at www.benefits.ml.com.

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Table of Contents Page

Introduction ....................................................................................................................... 1

Plan Data .......................................................................................................................... 1

Agent for Service of Legal Process .............................................................................. 1

Type of Plan ................................................................................................................ 1

Employer ..................................................................................................................... 1

Plan Administrator ....................................................................................................... 1

Plan Year..................................................................................................................... 2

Trustee ........................................................................................................................ 2

Type of Administration ................................................................................................. 2

Definitions ......................................................................................................................... 2

Compensation ............................................................................................................. 2

Disability/Disabled ....................................................................................................... 2

Elective Pre-Tax Deferrals ........................................................................................... 2

Elective Roth Deferrals ................................................................................................ 3

Eligible Employee ........................................................................................................ 3

Hour of Service ............................................................................................................ 3

Normal Retirement Age ............................................................................................... 3

Spouse ........................................................................................................................ 3

Eligibility Requirements and Participation .......................................................................... 3

Employee Contributions .................................................................................................... 4

Elective Pre-Tax Deferrals ........................................................................................... 4

Automatic Contribution of Pre-Tax Deferrals ................................................................ 4

Automatic Increase of Elective Pre-Tax Deferrals ........................................................ 4

Elective Roth Deferrals ................................................................................................ 4

Catch-up Contributions ................................................................................................ 4

Governmental Limits on Contributions ......................................................................... 5

Participation in More Than One 401(k) Plan ................................................................ 5

Rollover Contributions ................................................................................................. 5

Employer Contributions ..................................................................................................... 6

Matching Contributions ...................................................................................................... 6

Participant Accounts .......................................................................................................... 6

Vesting .............................................................................................................................. 7

Determining Your Vested Benefit ................................................................................. 7

Payment of Vested Benefit .......................................................................................... 7

Retirement Benefits and Distributions ................................................................................ 7

Retirement Benefits ..................................................................................................... 7

Distributions During Employment ................................................................................. 7

Beneficiary ................................................................................................................... 8

Death Benefits ............................................................................................................. 8

Forms of Benefit Payment ........................................................................................... 8

Applying for a Benefit................................................................................................... 9

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Time of Payment ......................................................................................................... 9

Rollover of Payment .................................................................................................... 9

Distribution to Your Beneficiary ...................................................................................10

Qualified Domestic Relations Order (“QDRO”) ...........................................................10

Death Benefits Under USERRA - Qualified Active Military Service .............................10

Required Minimum Distributions .................................................................................11

Investments ......................................................................................................................11

Employee Investment Direction ..................................................................................11

Participant Loans ........................................................................................................11

Administration ..................................................................................................................12

Plan Administrator ......................................................................................................12

Trustee .......................................................................................................................12

Amendment and Termination ...........................................................................................13

Claims Procedures ...........................................................................................................13

Benefit Claims Procedure for Non-Disability Claims ...................................................13

Benefit Claims Procedure for Disability Claims ...........................................................14

Statement of ERISA Rights ..............................................................................................17

Your Rights as a Plan Participant ...............................................................................17

Receive Information about Your Plan and Benefits .....................................................17

Prudent Actions by Plan Fiduciaries ...........................................................................17

Enforce Your Rights ...................................................................................................17

Assistance with Your Questions .................................................................................17

Miscellaneous Information ................................................................................................18

This SPD Does Not Create an Employment Contract .................................................18

No Guarantees Regarding Investment Performance ..................................................18

Administrative Expenses Paid from the Trust .............................................................18

Assignment of Benefits ...............................................................................................18

Return of Contributions to Your Employer...................................................................19

Top-Heavy Provisions.................................................................................................19

Tax Considerations .....................................................................................................19

Distributions ................................................................................................................19

More Things You Should Know ..................................................................................19

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Introduction

Effective January 1, 1991, Crown Equipment Corporation (“Crown”) established the Crown Equipment Corporation 401(k) Retirement Savings Plan and Trust (the “Plan”) to help supplement your income during your retirement years. Changes have been made to the Plan since then to comply with applicable federal law and to enhance the benefits provided to participants.

This SPD is a summary of the important provisions of the Plan applicable to you if you were hired prior to October 1, 2005, were not rehired on or after October 1, 2005, and did not elect during the fall of 2005 to freeze your active participation in the Crown Equipment Corporation Retirement Plan (“Crown Pension Plan”). While this SPD describes most of the principal provisions of the Plan, it does not include every limitation or detail. Every attempt has been made to provide concise and accurate information. However, if there is a discrepancy between this SPD and the official Plan document, the Plan document will govern. If you want to read the entire Plan, you may obtain a copy from the Plan Administrator. The Plan Administrator may charge a reasonable fee for providing you with a copy.

The Plan Administrator has discretionary authority to determine eligibility for benefits and to use its discretionary authority to interpret the Plan. Benefits under the Plan will be paid only if the Plan Administrator decides, in its discretion, that the applicant for the benefits is entitled to them. Any interpretation or determination made by the Plan Administrator pursuant to this discretionary authority will be final and binding on all parties unless it is determined by a court that the interpretation or determination was arbitrary and capricious.

Plan Data

Agent for Service of Legal Process. Plan Administrator Crown Equipment Corporation 401(k) Retirement Savings Plan and Trust 44 South Washington Street New Bremen, Ohio 45869 Service of Legal Process may also be made on the Trustee identified in Article II, Section F.

Type of Plan. The Plan is a defined contribution plan with an Elective Pre-Tax Deferral and Elective Roth Deferral feature. This is a type of individual account plan. The Plan is also a “section 404(c) plan” under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). A section 404(c) plan means that you direct the investment of the amounts in your accounts and that the Trustee of the Plan will not be liable for the investment performance of your investment choices.

Employer. Crown Equipment Corporation 44 South Washington Street New Bremen, Ohio 45869 (419) 629-2311 Tax I.D. Number: 34-4412691 Plan Number: 004

Kinston Neuse Corporation is also a participating Employer in the Plan.

Plan Administrator. The Plan is administered by a committee appointed by Crown’s Board of Directors.

The name, address and telephone number of the Plan Administrator: Crown Equipment Corporation 44 South Washington Street New Bremen, Ohio 45869 (419) 629-2311

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Plan Year. The 12 month period beginning on January 1 and ending on December 31. For purposes of crediting Hours of Service and calculating Employer Contributions, the Plan Year will begin with the first payroll period for which payment is made on or after January 1 of each calendar year, and will end with the last payroll period for which payment is made on or before December 31 of the same calendar year.

Trustee. Bank of America, N.A. 1400 Merrill Lynch Drive – MSC 0403 Pennington, NJ 08534 Attention: Trust Officer

Type of Administration. The Plan is administered by the Plan Administrator, although certain administrative functions have been delegated to Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”).

Definitions

Compensation. For purposes of determining Elective Pre-tax Deferrals, Elective Roth Deferrals, and Company Matching Contributions, Compensation has a special meaning. Plan Compensation is your total income subject to income tax and paid to you by your Employer during the Plan Year that would be reported in Box 1 of your Form W-2, including your cafeteria plan contributions, and elective deferrals, but excluding severance payments, the special 25 year bonus, Christmas gifts, non-cash amounts, relocation reimbursements, nontaxable and taxable mileage, cash tips, allocated tips, tip credit, and other miscellaneous income.

Compensation also includes amounts paid within 2½ months after your termination from employment or, if later, by the end of the year in which your termination occurs, if such amounts (i) would otherwise have been paid in the course of your employment and are regular compensation for services during your regular working hours, compensation for services outside your regular working hours (such as overtime or shift differential pay), commissions, bonuses, or other similar compensation, so long as they would have been included in Compensation had your employment continued, (ii) are payments for accrued sick time, vacation time or other leave, so long as you would have been able to use them if you had continued employment and would have been included in Compensation had your employment continued, and (iii) amounts received pursuant to a non-qualified, unfunded deferred compensation plan, so long as you would have received them at the same time if you had continued employment and would have been included in Compensation if your employment continued.

Compensation also includes amounts paid after your termination from employment if you are permanently and totally disabled, as long as you were not a Highly Compensated Employee immediately before becoming disabled.

Special rules may apply if you are absent from employment to perform service in the uniformed services (i.e., military service). In such circumstances, differential pay, if any, paid by the Company may be included in Compensation for Plan purposes.

Tax rules limit the amount of Compensation that may be taken into account under the Plan each year. For 2016, the maximum amount that may be taken into account is $265,000.

Disability/Disabled. The inability to continue in the service of your Employer due to a physical or mental impairment that is likely to result in death or to be of a long-continued or indefinite duration. The permanence and degree of the impairment must be supported by medical evidence. The Plan Administrator has responsibility for determining the existence of a Disability on a uniform and nondiscriminatory basis.

Elective Pre-Tax Deferrals. As an Eligible Employee, you may elect to reduce your Compensation by a specific percentage and have that amount contributed to the Plan on a pre-tax basis as an Elective Pre-Tax Deferral. Your taxable income is reduced by the Elective Pre-Tax Deferral so you pay less in federal income taxes (however, the amount you defer is still counted as compensation for purposes of Social Security taxes). Later, when the Plan distributes

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your Elective Pre-Tax Deferrals and their earnings, you will pay the taxes on those deferrals and their earnings. Therefore, federal income taxes on the Elective Pre-Tax Deferrals and on their earnings are only postponed. Eventually, you will have to pay taxes on these amounts.

Elective Roth Deferrals. As an Eligible Employee, you may elect to reduce your Compensation by a specific percentage and have that amount contributed to the Plan on an after-tax basis as an Elective Roth Deferral. When the Plan distributes your Elective Roth Deferrals and their earnings, you will not have to pay taxes on those Elective Roth Deferrals nor the earnings, so long as (i) the Elective Roth Deferrals have been in the Plan for at least five taxable years and (ii) you are at least age 59½ at the time of the distribution or the distribution follows your death or Disability. If you do not meet both of these requirements, you will pay taxes on these earnings.

Eligible Employee. An employee who has satisfied the eligibility requirements for participation as described in Article IV.

Hour of Service. An hour for which you are paid, or entitled to payment, by Crown. This includes:

(1) Hours for which you are directly or indirectly compensated for the performance of duties during the Plan Year;

(2) Hours for which you are directly or indirectly compensated for reasons other than the performance of duties (such as vacation, holidays, sickness, Disability, military duty, jury duty or any other paid leave of absence during the Plan Year);

(3) Hours for which you would have been scheduled to work for Crown during the period that you were absent from work because of service with the armed forces of the United States, provided you are eligible for reemployment rights under the Uniformed Services Employment and Reemployment Rights Act of 1994 (“USERRA”) and that you return to work within the period during which you retain such reemployment rights; and

(4) Hours for back pay awarded or agreed to by your Employer.

You will not be credited for the same Hours of Service under more than one of the categories listed in this Article III, Section F.

In addition, you will not receive credit for more than 501 hours for any single continuous period during which you do not work but are paid (except as provided in F(3) above).

Normal Retirement Age. Age 65.

Spouse. The person to whom you are legally married under the laws of the state or country in which you were married. In order for your Spouse to receive a benefit from the Plan, he or she cannot die before you do. A former spouse may be treated as your Spouse if required by a Qualified Domestic Relations Order (“QDRO”) as described in Article IX, Section J of this SPD.

Eligibility Requirements and Participation

Your eligibility for this Plan was determined based on the rules in effect when you became a participant in the Plan. Because you are currently a participant, if you terminate employment with Crown and then later become reemployed, you will become eligible to participate in the Plan on your date of rehire. However, a different set of Plan provisions will apply to you if you are rehired, and those Plan provisions are described in a separate SPD for the “New” 401(k) Plan.

You will continue to be treated as an Eligible Employee only if you continue to be reported on Crown’s payroll records as an employee. You will not be treated as an Eligible Employee if you are (i) covered by a collective bargaining agreement that does not provide for Plan participation, (ii) a non-resident alien who receives no U.S. source income, (iii) a temporary employee, (iv) a student, intern, or co-op employee, (v) a leased employee, or (vi) an independent contractor. If you are classified by Crown as an independent contractor, and a court or administrative agency determines that you should be classified as an employee, you will not be considered to be eligible to participate in the Plan during the period that you were categorized for payroll purposes as an independent contractor.

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Employee Contributions

Elective Pre-Tax Deferrals. You may authorize Crown to deduct from 1 percent (1%) to seventy-five percent (75%) (in one percent (1%) increments) of your Compensation each payroll period, and to deposit that amount to the Plan on your behalf as an Elective Pre-Tax Deferral. At any time, you may change the percentage deduction either up or down in one percent (1%) increments to any percentage between zero percent (0%) (no deduction) and seventy-five percent (75%) of your Compensation by contacting Merrill Lynch.

Your change will take effect as soon as the Plan Administrator has sufficient time to process your request, and will remain in effect until you change it.

The Plan Administrator will allocate the amount you defer to an account maintained in the Plan on your behalf. You will always be one-hundred percent (100%) vested in your Elective Pre-Tax Deferral account. This means you will always be entitled to all amounts that you defer. This money will, however, be affected by any investment gains or losses. If there is an investment gain, the balance in your account will increase. If there is an investment loss, the balance in your account will decrease.

If you stop your Elective Pre-Tax Deferrals, you may restart them at any time by contacting Merrill Lynch.

Automatic Contribution of Pre-Tax Deferrals. Crown will automatically deduct three percent (3%) of your Compensation each payroll period on a pre-tax basis and deposit that amount to the Plan on your behalf as an Elective Pre-Tax Deferral forty-five (45) days after receipt of your initial pay, or in its discretion and communicated in advance if you are not making any Elective Pre-Tax Deferrals. You may affirmatively elect not to have Deferrals made on your behalf, to have Deferrals made on your behalf in a different amount, or to designate that any portion or all of the Deferrals made on your behalf be treated as Roth Deferrals.

Automatic Increase of Elective Pre-Tax Deferrals. On or about each April 1, Crown will automatically increase the amount of your Elective Pre-Tax Deferrals by one percent (1%) each year until the amount of your Elective Pre-Tax and Roth Deferrals together equals eight percent (8%). The automatic increase will not apply to you if:

(1) You confirm your intent to remain at your current deferral percentage by contacting Merrill Lynch;

(2) You affirmatively elect a deferral percentage by contacting Merrill Lynch; or

(3) Automatic Pre-Tax Deferrals are not being made or have been made for less than three hundred and sixty-five (365) days.

Elective Roth Deferrals. You may authorize Crown to deduct from one percent (1%) to seventy-five percent (75%) (in one percent (1%) increments) of your Compensation each payroll period, and to deposit that amount in the Plan on your behalf as an Elective Roth Deferral. Please note that the seventy-five percent (75%) limitation includes both Pre-Tax and Roth Deferrals.

The Plan Administrator will allocate the amount you defer to an account maintained in the Plan on your behalf. You will always be one-hundred percent (100%) vested in your Elective Roth Deferral account. This means you will always be entitled to all amounts that you defer. This money will, however, be affected by any investment gains or losses. If there is an investment gain, the balance in your account will increase. If there is an investment loss, the balance in your account will decrease.

If you stop your Elective Roth Deferrals, you may restart them at any time by contacting Merrill Lynch.

Catch-up Contributions. If you are over age 50 or will attain the age of 50 before the end of the calendar year, you may make additional “catch-up contributions” to your Plan account. The additional amounts may be deferred regardless of any other limitations on the amount that you may defer to the Plan. Catch-up Contributions may be either additional Elective Pre-Tax Deferrals or Elective Roth Deferrals.

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Governmental Limits on Contributions. The total of your Elective Pre-Tax Deferrals, Elective Roth Deferrals, and Catch-up Contributions in any taxable year may not exceed the dollar amount set by law. The limit for 2016 on your Elective Pre-Tax Deferrals and Elective Roth Deferrals together is $18,000. The limit for 2016 on Catch-up Contributions is $6,000. These dollar limits may be increased for future years as cost of living adjustments.

There is also a limit on some participants based on the percentage of contributions made to the Plan by all participants. The amount of contributions that Highly Compensated Employees will receive in a given year may be limited by the amount of contributions that are made on behalf of Non-Highly Compensated Employees. Contact Merrill Lynch for a more detailed explanation.

Generally, a Highly Compensated Employee is currently defined as any employee who was more than a five percent (5%) owner of the company during the current or prior Plan Year, or who received Compensation of more than $120,000 in 2015. The IRS may adjust these limits for Highly Compensated Employees in future years.

The Plan Administrator will inform you if you are a Highly Compensated Employee. If you are not currently or never were a Highly Compensated Employee as described in the preceding paragraph, or a family member of a five percent (5%) owner, you are a Non-Highly Compensated Employee. Family members include your parents, Spouse, children, and grandchildren; but do not include brothers or sisters, aunts or uncles, grandparents, cousins, or in-laws of your children.

Crown will terminate your Elective Pre-Tax Deferrals and/or Elective Roth Deferrals in any Plan Year (if required), so that they remain within the annual limits established by the federal tax law. In that case, your Elective Pre-Tax Deferrals and/or your Elective Roth Deferrals will begin again in the next Plan Year in accordance with your existing instructions unless you have made a change to your deferral elections.

Participation in More Than One 401(k) Plan. You need to be aware that each separately stated annual dollar limit on the amount you may defer (as stated in Article V, Section F) is a separate aggregate limit that applies to all Elective Pre-Tax Deferrals, Elective Roth Deferrals, and Catch-up Contributions you may make under this Plan, plus any other cash or deferral arrangements (including tax sheltered 403(b) annuity contracts, simplified employee pensions, or other 401(k) plans) in which you may be participating. Generally, if an annual dollar limit is exceeded, then the excess must be returned to you in order to avoid adverse tax consequences. For this reason, it is desirable for you to request in writing that any such excess be returned to you. Such request should also specify whether the excess deferrals are attributable to Elective Pre-Tax Deferrals and/or Elective Roth Deferrals.

If you participate in more than one plan, you must decide which plan or arrangement should return the excess. If you decide that the excess should be returned from the Plan, you must communicate this in writing to the Plan Administrator no later than March 1 following the close of the calendar year in which such excess deferrals were made. However, if the entire dollar limit is exceeded in the Plan alone, then you will be deemed to have notified the Plan Administrator of the excess. The Plan Administrator will then return the excess deferrals and any earnings to you by April 15 of that year.

Rollover Contributions. If you are treated as an employee for purposes of participating in the Plan, as described in Article IV, you may elect to make a rollover contribution to the Plan of the following amounts from a 401(a) or 403(a) retirement plan (such as another 401(k) plan), a 403(b) annuity contract, a conduit individual retirement account ("IRA"), a 408(a) or 408(b) IRA or annuity, or a governmental 457(b) plan:

• Retirement Plan: You may make a direct rollover of the pre-tax amounts and amounts attributable to designated Roth contributions from another 401(k) plan or a qualified 401(a) or 403(a) plan. If you make a participant rollover (in other words, you received a cash distribution from your retirement plan) from another 401(k) plan or a qualified 401(a) or 403(a) plan, the transfer must consist of only pre-tax amounts.

• 403(b) Annuity Contract: You may make a direct rollover of the pre-tax amounts and amounts attributable to designated Roth contributions from a 403(b) annuity contract. If

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you make a participant rollover from a 403(b) annuity contract, the transfer must consist only of pre-tax amounts.

• Conduit IRA: You may make a direct rollover or a participant rollover from a conduit IRA consisting solely of funds previously rolled over from a 401(k) or 403(a) plan, including amounts attributable to designated Roth contributions.

• 408(a) or 408(b) IRA: You may make a direct rollover or a participant rollover from a 408(a) or 408(b) IRA or annuity, excluding amounts attributable to designated Roth contributions and after-tax contributions.

• Governmental 457(b) Plan: You may make a direct rollover or a participant rollover from a governmental 457(b) plan, including amounts attributable to designated Roth contributions.

Although you may roll over Roth contributions into the Plan in certain circumstances, you may not roll over any other type of after-tax contributions into the Plan. You generally cannot rollover a promissory note attributable to a plan loan.

You can obtain a Rollover Application by contacting Merrill Lynch. You may then either ask the trustee or custodian of your eligible retirement plan to directly transfer into the Plan all or a portion of any amount that you are entitled to receive as a distribution or, if you have received a distribution from a prior plan, you may elect to deposit any eligible amount into the Plan within 60 days of receiving the distribution.

Rollover Contributions will be identified in the Plan as your Rollover Source. You will always be one-hundred percent (100%) vested in your Rollover Source. This means that you will always be entitled to the entire amount in your Rollover Source, which you are permitted to withdraw at any time. As with all other contributions, however, Rollover Contributions will be affected by any investment gains or losses.

If you believe you qualify for Rollover Contributions, contact the Plan Administrator for more details. The Internal Revenue Code governs whether a distribution from an eligible retirement plan qualifies for rollover into the Plan. Therefore, you may be required to provide information to show that the distribution you want to roll over qualifies under the Internal Revenue Code.

Employer Contributions

The Plan permits Crown to make Employer Contributions to the Plan. You are not taxed on any Employer Contributions that may be made on your behalf until distribution is made to you. Crown may make the following contributions to the Plan on your behalf if you satisfy the eligibility requirements for them:

Matching Contributions. Crown will make a Matching Contribution to the Plan in an amount equal to one-hundred percent (100%) of your Elective Pre-Tax Deferrals and/or Elective Roth Deferrals up to $550 per year. The Matching Contribution will be made on the last day of the payroll period ending on or before each June 30 and/or December 31. Your Catch-up Contributions, if any, will not be matched. If you go on qualified military service leave, your Employer is required to restore your account (when you return to work) with any Employer Contributions that would have been made on your behalf had you not been absent due to the leave. You also have a period of three times the period of your military service leave, but not to exceed five years, to make up missed Employee Contributions. When determining the contributions to be restored to your account, your Employer will use the Compensation you would have received during the period of your leave.

Participant Accounts

A recordkeeping account is set up in your name to show the value of your retirement benefit. Your account is valued daily.

The additions to your account may include:

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• Elective Pre-Tax Deferrals;

• Elective Roth Deferrals;

• Catch-up Contributions;

• Matching Contributions, if any, made on your behalf;

• The amount of any Rollover Contributions you make; and

• Your share of investment earnings and appreciation (increase) in the value of your investments.

The subtractions from your account may include:

• Any withdrawals you make or distributions you receive;

• Your share of investment losses and depreciation (decreases) in the value of your investments; and

• Any expenses or fees relating to your account.

It is also possible to lose all or a portion of your account for the following reasons:

• A portion or all of your benefits are assigned (transferred) to an alternate payee under a Qualified Domestic Relations Order (“QDRO”); or

• You cannot be located when a benefit becomes payable to you. Therefore, it is very important that you keep the Plan Administrator apprised of your mailing address, even after you have terminated employment.

You have the right to receive a paper statement each quarter, or you can view your account statement anytime at www.benefits.ml.com. Quarterly paper statements will not be mailed to you unless you request to receive a paper statement in the mail. You may request a paper statement or change your statement preference at any time by contacting Merrill Lynch.

Vesting

Determining Your Vested Benefit. Vesting refers to your earning or acquiring a nonforfeitable right to receive the full amount of your account. You are always one-hundred percent (100%) vested in your Elective Pre-Tax Deferrals, Elective Roth Deferrals, Catch-up Contributions, and the earnings thereon.

You are also always one-hundred percent (100%) vested in any Matching Contribution that is made on your behalf and the earnings thereon.

Payment of Vested Benefit. You may request payment of your vested benefit any time after you terminate employment by contacting Merrill Lynch.

Retirement Benefits and Distributions

Retirement Benefits. If you work after age 65 (your Normal Retirement Age), you will continue to participate in the Plan, although you can request the payment of your benefit at any time thereafter. Your benefit payment must generally begin by April 1 of the calendar year following the calendar year in which you reach age 70½ (See Article IX, Section L). However, if you continue to work after that date, you can delay the payment of your benefit until April 1 of the calendar year following your retirement if you wish. (Individuals who are five percent (5%) owners of Crown do not have the ability to delay distributions beyond the age of 70½.)

Distributions During Employment. Benefits are not normally payable before you terminate employment. However, there are three exceptions to this rule:

(1) You can withdraw all or any part of your Rollover Contributions, including investment earnings at any time.

(2) You can withdraw all or any part of your vested account balance, including investment earnings, after you reach age 59½.

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(3) You can receive a “hardship withdrawal” of your vested account balance excluding earnings from your Elective Pre-tax Deferrals and Elective Roth Deferrals. Before taking a hardship withdrawal, however, you must use your personal assets to the extent they are available, you must borrow the maximum amount allowed under this Plan and the plan of any other employer, and you must take any commercial loans that are available to you on reasonable terms. You can receive a hardship withdrawal for any of the following reasons:

• To assist you in purchasing a personal residence that is your principal residence (not including mortgage payments);

• To assist you in paying post-secondary tuition, related educational fees and room and board expenses for you, your Spouse or your tax dependents for the next 12 months;

• To assist you in paying actual expenses incurred on behalf of you, your Spouse or your dependents for hospitalization, doctor, or surgery expenses that are not covered by insurance, without regard to whether the expenses exceed seven and one-half percent (7.5%) of your adjusted gross income;

• To prevent your eviction from or foreclosure on your principal residence;

• To enable you to pay for burial or funeral expenses for your deceased parent, Spouse, child or tax dependent; or

• To enable you to pay expenses for the repair of damage to your principal residence that would qualify for a casualty deduction on your federal income tax return, such as those expenses resulting from hurricane or flood damage (determined without regard to whether the loss exceeds ten percent (10%) of adjusted gross income).

Any hardship withdrawal is limited to the amount needed to meet the financial need (including any amount needed to pay federal, state and local income taxes, or tax penalties related to the hardship withdrawal). If you receive a hardship withdrawal, you will not be permitted to make Elective Pre-Tax Deferrals or Elective Roth Deferrals to the Plan for six months after you receive your hardship withdrawal. In addition, note that hardship withdrawals are subject to a ten percent (10%) penalty on early withdrawals from the Plan.

Beneficiary. Every participant or former participant should designate a person or persons to receive benefits from the Plan in the event of his or her death. You may change your Beneficiary Designation at any time. If you are married, your Beneficiary will automatically be your Spouse, unless you designate someone else.

(1) Online Beneficiary Designation. Except where a paper Beneficiary Designation is required as described immediately below in (2), you are required to designate your Beneficiary using the Merrill Lynch website at www.benefits.ml.com.

(2) Paper Beneficiary Designation. If you are married and you are designating less than one-hundred percent (100%) to your Spouse as a primary Beneficiary; or you name a trust as your Beneficiary regardless of your marital status, then you must complete a paper Beneficiary Designation form, which may be obtained from the Merrill Lynch website at www.benefits.ml.com or from the Crown Benefits Department. If you are married and you are designating less than one-hundred percent (100%) to your Spouse as a primary Beneficiary, your Spouse must sign the form in the presence of a notary public in order for your Beneficiary Designation to be effective.

Death Benefits. If you die, the full value of your account will be paid to your Beneficiary.

Forms of Benefit Payment. Subject to the additional rules in the following paragraph, you may elect to have your vested benefit paid in any of the following forms:

• Lump sum, either in cash to you or a rollover IRA, or to another employer’s plan that you may designate, which will accept the transfer.

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• If your vested account balance is greater than $5,000, you may elect to receive installment payments that are paid monthly, quarterly, annually, or over a specified period. If you choose this installment option, you may elect at any time to receive the remaining balance in a lump sum.

Payments are subject to the following additional rules:

• If your vested account balance is $1,000 or less and you have not requested that your vested balance be paid to a rollover IRA or to another employer’s plan within 45 days after your termination of employment, your vested account balance will automatically be paid to you.

• If your vested account balance is more than $1,000 but is $5,000 or less, and you do not elect to have your benefit either paid to you or transferred to an IRA or another employer’s plan within 45 days of your Notice of Entitlement to a Benefit, your vested account balance will be paid to an IRA in your name with an IRA provider selected by the Plan Administrator.

• If your vested account balance is greater than $5,000, your vested account balance will remain in the Plan unless you decide otherwise.

• Rollover contributions are included when determining whether your account balance does or does not exceed $5,000.

Applying for a Benefit. When you want to receive (and are eligible for) a payment from the Plan, you must contact Merrill Lynch for an application.

Time of Payment.

(1) If you retire, become Disabled or die, payment will be made as soon as administratively feasible following the date on which a distribution is requested or is otherwise payable.

(2) If you terminate employment for a reason other than death, Disability, or retirement, payment will be made as soon as administratively feasible following the date on which a distribution is requested or is otherwise payable.

Rollover of Payment. If your distribution is an “eligible rollover distribution” you may either have it paid directly to you, or you may have it directly rolled over to another qualified plan or your IRA. The Plan Administrator will provide information to you about eligible rollover distributions shortly before your distribution is to occur. Required minimum distributions may never be rolled over.

If you do not have your benefits that are eligible rollover distributions directly rolled over to another qualified plan or an IRA, the Plan Administrator will automatically withhold twenty percent (20%) of the distribution for payment of federal taxes. If you are under age 59½, you will have to pay a ten percent (10%) early distribution penalty on distributions from the Plan (including amounts withheld for income tax) that you do not roll over, unless one of several exceptions applies. The exceptions are explained in greater detail in the tax notice you will receive at the time of your distribution. One of the exceptions, however, is for payments made after you separate from service, if you will be at least age 55 in the year of the separation. You should contact a tax advisor with respect to your distribution.

You may do a rollover yourself if you complete the rollover within 60 days of when you received the distribution. Check with a tax advisor to make sure that your distribution is an eligible rollover distribution. However, the twenty percent (20%) of your payment that was withheld by the Plan Administrator will be taxable unless you also deposit an equivalent amount into a qualified plan or an IRA.

Example: You have a vested account balance of $50,000 at the time you terminate employment.

(1) If you elect a direct rollover, the entire $50,000 will be transferred to the trustee of another qualified retirement plan or your IRA. The entire amount is reported as a rollover on your tax return, and you will not pay taxes.

(2) If you receive the benefit directly, twenty percent (20%) of the distribution ($10,000) will be automatically withheld from your payment and you will receive only $40,000.

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• If within 60 days you decide to roll over the entire $50,000 to an IRA, you will need to deposit $10,000 of your own money to make up the difference. If you do this, the $10,000 originally withheld will be available to you as additional withheld taxes when you file your federal tax return for the year. However, if you do not deposit $10,000 of your own money, only $40,000 will be rolled over and the remaining $10,000 will be taxable income.

• If you are under 59½ when you receive your payment, you will also be subject to a ten percent (10%) early distribution penalty unless you qualify for an exception (such as, for a payment made after you separate from service if you will be at least age 55 in the year of the separation).

Certain benefit payments are not eligible for rollover and, therefore, will also not be subject to the twenty percent (20%) mandatory withholding. These payments include:

• Installment Payments for a period of at least ten years,

• Required Minimum Distributions at age 70½, and

• Hardship Withdrawals.

Distribution to Your Beneficiary. If you die before distribution of your Plan account has begun, distribution of your Plan account will be made to your Beneficiary as soon as reasonably practicable following the date your Beneficiary applies for distribution with the Plan Administrator. Distribution to your Beneficiary must be made no later than the end of the fifth calendar year beginning after your death. However, if your Beneficiary is your Spouse, distribution can be deferred until the end of the calendar year in which you would have attained age 70½.

If you die after you have begun to receive periodic distributions, but before you have received the full value of your Plan account, distribution of the remaining portion of your Plan account will be made to your Beneficiary as soon as reasonably practicable following the date of your death and at least as timely as the periodic distributions were being paid to you.

In the case of an eligible rollover distribution to a Spouse, an eligible retirement plan is any IRA as defined in Code Sections 408(a) and 408(b). Non-spouse Beneficiaries who inherit qualified plan assets may roll over their interest into an “inherited” IRA established by the beneficiary. This allows for the continued tax-deferral of accumulation while mandatory distributions are taken over the participant’s, or in some cases the Beneficiary’s, life expectancy. You should contact a tax advisor with respect to your rollover into an “inherited” IRA.

For purposes of this section, to the extent provided in rules prescribed by the Secretary of the Treasury, a trust maintained for the benefit of one or more designated beneficiaries will be treated in the same manner as a designated beneficiary.

Qualified Domestic Relations Order (“QDRO”). A Qualified Domestic Relations Order (known as a “QDRO”) is a court order issued under state domestic relations law relating to divorce, legal separation, custody or support proceedings. A QDRO recognizes the right of someone other than you (known as an “alternate payee”) to receive all or a portion of your Plan benefits. You will be notified if a QDRO relating to your Plan benefits is received by the Plan. The benefit established by a QDRO may be distributed to the alternate payee as of the date the QDRO is determined to be qualified. Participants and Beneficiaries under the Plan may obtain a copy of the Plan’s QDRO procedures from the Plan Administrator.

Death Benefits Under USERRA - Qualified Active Military Service. If you die or become Disabled (as defined under the terms of the Plan) on or after January 1, 2007, while performing qualified active military service with respect to the Employer maintaining this Plan, you will be treated as if you had resumed employment in accordance with your reemployment rights under USERRA on the day preceding your death or Disability, and terminated employment on the actual date of your death or Disability. Please contact the Plan Administrator to obtain more information about how this Section may affect you.

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Required Minimum Distributions. As required by law, your entire interest in this Plan must be distributed or begin to be distributed no later than your “required beginning date.” At that time, you must take at least a minimum amount called a Required Minimum Distribution (“RMD”).

During your lifetime, distributions generally will be based on the “Uniform Life Expectancy Table” published by the IRS. These rules will be explained to you by the Plan Administrator once you reach age 70½.

Investments

Employee Investment Direction. Because the Plan is a “Section 404(c) Plan,” the Trustee invests your account according to your instructions in one or more of the investment funds. The Plan Administrator has selected certain investment funds offered by the Trustee for investment of Plan money. The funds may change periodically. To obtain a current list, contact Merrill Lynch. You may direct the investment of your account into one or more of the investment funds in one percent (1%) increments. All money in the Plan for your benefit will be invested according to your direction. However, if you do not direct how your money will be invested, it will be invested in the default investment fund designated by the Plan Administrator. The default investment fund is currently the Fidelity Freedom Fund based on your age, but the default investment fund may be changed periodically.

To make investment changes to your account, you must contact Merrill Lynch.

Changes in the investment of your account balance will be made as soon as practicable after the Trustee is notified of your changed investment direction. Investment directions will only be accepted and made on days the Trustee is open for the transaction of trust related business.

You are responsible for verifying that investment changes you request have been made, and you must report any instruction that is not carried out to the Plan Administrator or the Trustee within 31 days of your requested change. This means that you should do one of the following:

• Review your account investments on the Merrill Lynch website at www.benefits.ml.com;

• Contact a Merrill Lynch Representative at 1-800-228-4015 (TDD 1-866-657-3323); or

• Review an electronic or paper statement within 31 days of your requested investment change.

You may request the following information from Merrill Lynch:

• A description of the annual operating expenses of each investment fund. This includes investment management fees, transaction costs, or any other type of fee that would reduce the rate of return;

• Copies of any prospectuses, financial statements, reports, or any other material related to an investment alternative that is provided to the Plan;

• Information concerning the value of mutual fund units, as well as past and current investment performance; and

• Information concerning the value of mutual fund units held in your individual account.

Participant Loans. Loans will be made subject to the following conditions and policies:

(1) To apply for a loan, you must contact Merrill Lynch.

(2) A fee of $75 will be charged against your account at the time each loan is made.

(3) No loan will be made to any participant who is in default on an outstanding loan.

(4) You may have no more than two loans outstanding at any time.

(5) The maximum aggregate loan amounts that may be outstanding at any time is the lesser of (i) $50,000 minus your highest outstanding loan balance during the preceding 12 months, or (ii) fifty percent (50%) of your vested account.

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(6) The minimum loan amount is $1,000.

(7) The interest rate on the loan will be one percentage point more than the prime rate published in the Wall Street Journal on the last day of the month immediately before the month in which the loan is issued.

(8) The maximum number of years permitted for repayment of a loan is five years. However, loans used for the purchase of a principal residence may be repaid over 15 years.

(9) Your loan will be made pro rata from your investment funds, and your repayments will be made into the investment funds in accordance with your current selections.

(10) Your repayments must be made by payroll deduction, although you can pay the entire remaining balance on the loan at any time. (To get your loan payoff amount, contact Merrill Lynch).

(11) You may make additional payments on your loan at any time by sending your payments directly to Merrill Lynch. Additional payments may not be done by payroll deduction. Any additional payment must be a whole integer multiple of your biweekly payment (two times, three times, etc. of your biweekly payment). Your loan will not be re-amortized if you make additional payments, which means that your biweekly payment will stay the same. However, your loan will be paid off sooner. You must contact Merrill Lynch for specific mailing information.

(12) Failure to repay a loan according to its terms will be a default. If you are terminated, the balance of any outstanding loan will immediately become due and you will not be permitted to rollover any outstanding loan note from the Plan. If you default on a loan from the Plan, subject to certain legal restrictions, all or a portion of your account may be used to repay the loan. In addition, if you default on a loan from the Plan you may have serious adverse income tax consequences.

Administration

The Plan will be administered by the following parties:

Plan Administrator. The duties of the Plan Administrator include:

• Appointing the Plan’s professional advisors needed to administer the Plan, including, but not limited to, an accountant, attorney or administrator;

• Directing the Trustee with respect to payments from the Plan;

• Communicating with employees regarding their participation and benefits under the Plan, including the administration of all claims procedures and domestic relations orders;

• Preparing and filing returns and reports with the Internal Revenue Service, Department of Labor, or any other governmental agency as required;

• Reviewing and approving any financial reports, investment reviews or other reports prepared by any party appointed by Crown;

• Establishing a funding policy and investment objectives consistent with the purposes of the Plan and ERISA;

• Resolving any question of Plan interpretation, with the Plan Administrator’s interpretation and application of the Plan being final; and

• Determining eligibility for benefits.

Trustee. The Trustee is responsible for the administration of investments held in the Plan. These duties shall include:

• Receiving contributions under the terms of the Plan;

• Making distributions from the Plan;

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• Keeping accounts and records of the financial transactions of the Plan; and

• Preparing an annual report showing the financial transactions for the Plan Year.

Amendment and Termination

Only Crown has the authority to amend this Plan. Any amendment, including a restatement of the existing Plan, may neither decrease your vested account balance nor reduce or eliminate a protected benefit, except to the extent permitted under the law, determined immediately prior to the date of the adoption, or if later the effective date, of any amendment to the Plan. Crown may, in its discretion, amend the Plan to eliminate benefits on a prospective basis, but has no legal authority to eliminate benefits that you have already earned.

Crown expects to continue the Plan indefinitely. However, in the unlikely event the Plan is terminated or there is a complete discontinuance of contributions under the Plan, all amounts credited to your account will “vest” and become one-hundred percent (100%) vested, regardless of the Plan’s current vesting schedule. Vesting means that you have earned the right to a portion or the full amount of your account. Once you have “vested” in a portion or the full amount of your account, that amount cannot be forfeited or taken away from you.

A partial Plan termination may occur if either a Plan amendment or severance from service excludes a group of Employees who were previously covered by this Plan. Whether a partial termination has occurred will depend on the facts and circumstances of each case. If a partial termination occurs, only those participants who cease participation due to the partial termination will become one-hundred percent (100%) vested. The Plan Administrator will advise you if a partial termination occurs and how such partial termination affects you as a participant.

Your rights and benefits under the Plan may not be assigned, sold, transferred or pledged by you or reached by your creditors or anyone else. For example, you cannot agree to pledge a part of your benefit under the Plan as security for a bank loan. However, there is an exception for a QDRO.

Claims Procedures

Benefit Claims Procedure for Non-Disability Claims. You or your Beneficiary must make a request for any Plan benefits to which you believe you may be entitled. Any such request must be made in writing, and it should be made to the Plan Administrator. Your request for Plan benefits will be considered a claim for Plan benefits, and it will be subject to a full and fair review.

The following claims appeal procedure applies to claims other than claims for benefits due to Disability, which are governed by Article XIII, Section B entitled “Benefit Claims Procedure for Disability Claims”.

If your claim for benefits under the Plan is wholly or partially denied, the Plan Administrator will furnish you or your Beneficiary (referred to as a “claimant”) or your authorized representative with a written notice of the denial (which may be delivered electronically) within a reasonable period of time. Generally, a reasonable period of time is 90 days after the Plan Administrator receives the claim, or 180 days if the Plan Administrator determines that special circumstances require an extension of time for processing the claim and furnishes written notice of the extension to the claimant or his or her authorized representative before the initial 90 day period ends. The Plan Administrator’s written extension notice must indicate the special circumstances requiring an extension of time for processing the claim and the date by which the Plan Administrator expects to render its decision on the claim.

The notice of denial will set forth, in an understandable manner, the following information:

• The specific reason(s) for the denial of the claim;

• Reference to the specific Plan provision on which the denial is based;

• A description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why that material or information is necessary; and

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• A description of the Plan’s review procedures and the time limits applicable to those procedures, including a statement of the claimant’s right to bring a civil action under ERISA section 502(a) following a denial on review.

The claimant or his or her authorized representative may appeal the Plan Administrator’s decision denying the claim within 60 days after the claimant or his or her authorized representative receives the Plan Administrator’s notice denying the claim. The claimant or his or her authorized representative may submit to the Plan Administrator written comments, documents, records and other information relating to the claim. The claimant or his or her authorized representative will be provided, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claim. For these purposes, a document, record or other information is “relevant” to the claim if it:

• was relied upon the Plan Administrator in making its decision on the claim;

• was submitted, considered or generated in the course of the Plan Administrator’s making its decision on the claim without regard to whether the Plan Administrator relied upon it in making its decision; or

• complies with administrative processes and safeguards which are designed to ensure and to verify that decisions on claims are made in accordance with governing Plan documents, whose provisions are applied consistently with respect to similarly-situated claimants.

The Plan Administrator’s review of the claim and of its denial of the claim will take into account all comments, documents, records and other information submitted by the claimant or his or her authorized representative relating to the claim, without regard to whether these materials were submitted or considered by the Plan Administrator in its initial decision on the claim.

The Plan Administrator’s decision on the appeal of a denied claim will be made within a reasonable period of time. Generally, a reasonable period of time is 60 days after the Plan Administrator receives the claim, or 120 days if the Plan Administrator determines that special circumstances require an extension of time for processing the claim and furnishes written notice of the extension to the claimant or his or her authorized representative before the initial 60 day period ends. This notice shall indicate the special circumstances requiring the extension of time, and the date by which the Plan Administrator expects to render its decision on the claim.

The Plan Administrator will furnish the claimant or his or her authorized representative with written notice (which may be delivered electronically) of its decision on appeal. In the case of a decision on appeal upholding the Plan Administrator’s initial denial of the claim, the Plan Administrator’s notice of its decision on appeal will set forth, in an understandable manner, the following information:

• The specific reason(s) for the decision on appeal;

• Reference to the specific Plan provision on which the decision on appeal is based;

• A statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claim for benefits; and

• A statement describing any voluntary appeal procedures (including voluntary arbitration or any other form of dispute resolution) offered by the Plan and the claimant’s right to obtain information sufficient to enable you or your Beneficiary to make an informed judgment about whether to submit a benefit dispute to the voluntary level of appeal, and a statement of the claimant’s right to bring an action under ERISA section 502(a).

Benefit Claims Procedure for Disability Claims. The following claims appeal procedure applies to claims due to Disability.

If your claim for such benefits under the Plan is wholly or partially denied, the Plan Administrator will furnish you or your Beneficiary (hereinafter referred to as a “claimant”) or your authorized representative with written notice of the denial (which may be delivered electronically) within a reasonable period of time, generally not to exceed 45 days after the Plan Administrator receives

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the claim. This 45 day period may be extended for up to 30 days, if the Plan Administrator both determines that such an extension is necessary due to matters beyond its control and notifies the claimant, prior to the expiration of the initial 45 day period, of the special circumstances requiring the extension of time and the date by which the Plan Administrator expects to render a decision. If, prior to the end of the first 30 day extension period, the Plan Administrator determines that, due to matters beyond its control, it cannot render a decision within that extension period, the period for making the determination may be extended for up to an additional 30 days, provided that the Plan Administrator notifies the claimant, prior to the expiration of the first 30 day extension period, of the circumstances requiring the extension and the date by which the Plan Administrator expects to render a decision. In the case of any extension, the notice of extension will specifically explain the standards on which entitlement to a benefit is based, the unresolved issues that prevent a decision on the claim, and the additional information needed to resolve those issues, and the claimant will be given at least 45 days within which to provide the specified information.

Any written notice of the denial of benefits will set forth, in an understandable manner, the following information:

• The specific reason(s) for the denial of the claim;

• Reference to the specific Plan provisions on which the denial is based;

• A description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why such material or information is necessary;

• A description of the Plan’s review procedures and the time limits applicable to such procedures, including a statement of the claimant’s right to bring a civil action under section 502(a) of the Act following a denial on review; and

• If the Plan Administrator relied upon an internal rule, guideline, protocol, or other similar criterion in making the adverse determination, the notice will set forth the specific rule, guideline, protocol, or other similar criterion or a statement that such a rule, guideline, protocol, or other similar criterion was relied upon in making the adverse determination and that a copy of such rule, guideline, protocol, or other criterion will be provided free of charge to the claimant upon request.

• If the adverse benefit determination is based on a medical judgment, the notice also will set forth an explanation of the scientific or clinical judgment for the determination, applying the Plan’s terms to the claimant’s medical circumstances, or a statement that such explanation will be provided free of charge upon request.

The claimant or his or her authorized representative may appeal the Plan Administrator’s decision denying his or her claim within 180 days after the claimant or his or her authorized representative receives the Plan Administrator’s notice denying the claim. The claimant or his or her authorized representative may submit to the Plan Administrator written comments, documents, records, and other information relating to the claim. The claimant or his or her authorized representative will be provided, upon request and free of charge, reasonable access to and copies of all documents, records, and other information relevant to the claim. For these purposes, a document, record or other information is “relevant” to the claim if it:

• was relied upon by the Plan Administrator in making its decision on the claim;

• was submitted, considered, or generated in the course of the Plan Administrator’s making its decision on the claim, without regard to whether the Plan Administrator relied upon such document, record or other information in making its decision; or

• complies with administrative processes and safeguards which are designed to ensure and to verify that decisions on claims are made in accordance with governing Plan documents, whose provisions are applied consistently with respect to similarly situated claimants.

The Plan Administrator’s review of the claimant’s claim and of the Plan Administrator’s denial of such claim will take into account all comments, documents, records, and other information submitted by the claimant or his or her authorized representative relating to the claim, without regard to whether these materials were submitted or considered by the Plan Administrator in its

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initial decision on the claim. The review of the Plan Administrator’s initial adverse benefit determination will not afford deference to such determination and will be conducted by a named Fiduciary of the Plan who is neither the individual who made the initial adverse benefit determination nor a subordinate of that individual. In deciding an appeal of any initial adverse benefit determination that is based, in whole or in part, on a medical judgment, the named Fiduciary will consult with a health care professional who has appropriate training and experience in the field of medicine involved in the medical judgment. The medical or vocational experts whose advice was obtained on behalf of the Plan Administrator in connection with its adverse benefit determination will be identified to the claimant or his or her authorized representative, regardless of whether the Plan Administrator relied upon the advice in making the benefit determination. The health care professional whom the named Fiduciary consults in making his or her review of the Plan Administrator’s initial adverse benefit determination will be an individual who is neither an individual whom the Plan Administrator consulted in connection with the adverse benefit determination that is the subject of the appeal, nor the subordinate of any such individual.

The named Fiduciary’s decision on the appeal of a denied claim will be made within a reasonable period of time not to exceed 45 days after receipt of the claimant’s request for review by the Plan, unless the named Fiduciary determines that special circumstances (such as a need to hold a hearing) require an extension of time for processing the claim and furnishes written notice of the extension to the claimant or his or her authorized representative before the initial 45 day period. In no event will such extension exceed a period of 45 days from the end of the initial period ends. The extension notice will indicate the special circumstances requiring an extension of time and the date by which the named Fiduciary expects to render the determination on review. The named Fiduciary will furnish the claimant or his or her authorized representative with written notice (which may be delivered electronically) of his or her decision on appeal. In the case of a decision on appeal upholding the Plan Administrator’s initial denial of the claim, the named Fiduciary’s notice of its decision on appeal will set forth, in an understandable manner, the following information:

• The specific reason(s) for the decision on appeal;

• Reference to the specific Plan provisions on which the decision on appeal is based;

• A statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claimant’s claim for benefits;

• A statement describing any voluntary appeal procedures (including voluntary arbitration or any other form of dispute resolution) offered by the Plan and the claimant’s right to obtain information sufficient to enable the claimant to make an informed judgment about whether to submit a benefit dispute to the voluntary level of appeal; and

• A statement of the claimant’s right to bring an action under ERISA section 502(a);

• If the named Fiduciary relied upon an internal rule, guideline, protocol, or other similar criterion in making the adverse determination, the notice will set forth the specific rule, guideline, protocol, or other similar criterion or a statement that such rule, guideline, protocol or other similar criterion was relied upon in making the adverse determination and that a copy of such rule, guideline, protocol, or other criterion will be provided free of charge to the claimant upon request;

• If the adverse benefit determination is based on a medical judgment, the notice also will set forth and explanation of the scientific or clinical judgment for the determination, applying the Plan’s terms to the claimant’s medical circumstances, or a statement that such explanation will be provided free of charge upon request; and

• In addition, the notice will include the following statement: “You and your Plan may have other voluntary alternatives dispute resolution of terms, such as mediation. One way to find out what may be available is to contact your local U.S. Department of Labor office and your State insurance regulatory agency.

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Statement of ERISA Rights

Your Rights as a Plan Participant. As a participant in this Plan, you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 (“ERISA”). The Pension Benefit Guaranty Corporation (“PBGC”) does not insure your benefits under this Plan because the law does not require plan termination insurance for this type of Plan. ERISA provides that all Plan participants will be entitled to the items described in Article XIV, Section B.

Receive Information about Your Plan and Benefits. Examine, without charge, at the Plan Administrator’s office or at other specified locations such as worksites, all documents governing the Plan and a copy of the latest annual report (Form 5500 Series) filed by the Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration.

Obtain, upon written request to the Plan Administrator, copies of documents governing the operation of the Plan and copies of the latest annual report (Form 5500 series) and updated Summary Plan Description. The Plan Administrator may make a reasonable charge for the copies.

You are also entitled to receive a summary of the Plan’s annual financial report. The Plan Administrator is required by law to furnish each participant with a copy of this Summary Annual Report (“SAR”).

You may obtain an account statement telling you whether you have a right to receive a benefit at termination of employment and, if so, what your benefit would be if you stop working now. If you do not have a right to a benefit, the account statement must include information as to when benefits will be available to you. An account statement must be provided to you at least once every calendar year. In addition, quarterly account statements are available to you online at www.benefits.ml.com. See your year-end account statement for instructions as to how to access these statements online and how to obtain a hard copy. The Plan must provide these statements free of charge.

Prudent Actions by Plan Fiduciaries. In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are responsible for the operation of the Plan. The people who operate your Plan, called “Fiduciaries” of the Plan, have a duty to do so prudently and in the interest of you and other Plan participants and beneficiaries. No one, including your Employer or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a benefit or exercising your rights under ERISA.

Enforce Your Rights. If your claim for a benefit is denied or ignored, in whole or in part, you have a right to know why this was denied, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules.

Under ERISA, there are steps you can take to enforce your rights. For instance, if you request a copy of Plan documents and/or the latest annual report from the Plan, and do not receive them within 30 days, you may file suit in a Federal court. In such a case, the court may require the Plan Administrator to provide the materials and pay you up to $110 a day (subject to future cost-of-living adjustments by the Department of Labor) until you receive the materials, unless the materials were not sent because of reasons beyond the control of the Plan Administrator. If you have a claim for benefits which is denied or ignored, in whole or in part, you may file suit in a state or federal court. In addition, if you disagree with the Plan’s decision or lack thereof concerning the qualified status of a domestic relations order or a medical child support order, you may file suit in federal court. If it should happen that plan fiduciaries misuse the Plan’s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees if, for example, it finds your claim is frivolous.

Assistance with Your Questions. If you have any questions about your Plan, you should contact the Plan Administrator or Merrill Lynch. If you have any questions about this statement or

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about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator or Merrill Lynch, you should contact the nearest office of the Employee Benefits Security Administration of the U.S. Department of Labor listed in your telephone directory or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue, N.W., Washington, DC 20210. You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration.

This SPD is not the Plan document, but only a summary description of its principal provisions. Consequently not every limitation or detail of the Plan is included. Every attempt has been made to provide concise and accurate information. However, if there is a discrepancy between this SPD and the official Plan document, the Plan document will apply.

Miscellaneous Information

This SPD Does Not Create an Employment Contract. The only purpose of this SPD is to provide you with information about the benefits available under the Plan. The benefits described are not conditions of employment. Nor is the SPD intended to create an employment contract between you and your Employer. Nothing in this SPD should be construed as a limitation on your or your Employer’s right to terminate your employment at any time, with or without cause.

No Guarantees Regarding Investment Performance. The Sponsor, your Employer, the Plan Administrator, nor the Trustee guarantee any particular investment gain or appreciation on your Plan account; nor do they guarantee your Plan account against investment losses or depreciation. You are responsible for your investment decisions under the Plan and any resulting investment activity. Under ERISA, therefore, the Trustee, the Plan Administrator and/or your Employer are not responsible for any losses incurred as a result of your investment decisions. They are still responsible, however, for being sure that you have diverse investment opportunities and sufficient opportunity to direct the investment of your Plan account.

Administrative Expenses Paid from the Trust. Certain administrative services are necessary to operate the Plan. These services include recordkeeping services (keeping track of participant accounts and transactions) and trustee/custodial services associated with the safekeeping of assets provided by outside service providers. Administrative services also include providing participants services such as call centers, websites, account statements and educational materials related to investing for retirement.

Merrill Lynch, as the Plan's recordkeeper, will receive compensation for these services currently equal to $41 per participant account, per year. These fees will be offset to the extent that Merrill Lynch receives any investment-related revenue from the Plan’s designated investment alternatives for providing the above-described administrative services. Any amount remaining due may be chargeable to your account on a pro-rata or per capita basis, as the Plan fiduciary chooses, unless first paid by the Plan sponsor. If the investment-related revenue received by Merrill Lynch exceeds the amount due, the excess will be credited to the Plan and may be used to pay other administrative expenses of the Plan or be reallocated to participant accounts at the discretion of the Plan Administrator.

In addition to the administrative expenses described above, your Plan account will be charged fees for certain Plan transactions. For example, a $75 fee will be charged to your Plan account to process a loan from your Plan account.

Finally, each investment alternative within the Plan has its own internal expenses such as investment management fees. These fees are described in each investment alternative's prospectus or other summary materials.

The amount and allocation of fees and expenses are subject to change at any time. For current information on fees and expenses, contact Merrill Lynch.

Assignment of Benefits. Generally, your rights and benefits under this Plan cannot be assigned, sold, transferred or pledged by you or reached by your creditors or anyone else. There are certain limited exceptions to this rule, such as QDROs. The Plan will also honor offsets ordered or

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required under a criminal conviction involving the Plan, a civil judgment in connection with a violation or alleged violation of fiduciary responsibilities under ERISA or a settlement agreement between the Participant and the Department of Labor in connection with a violation or alleged violation of fiduciary responsibilities under ERISA, as well as federal tax levies and judgments.

Return of Contributions to Your Employer. If your Employer makes a contribution to the Plan on your behalf by mistake, or if your Employer cannot deduct a contribution made to the Plan on its tax return, that contribution will be returned to your Employer as required by federal law.

Top-Heavy Provisions. Federal law requires that the Plan contain certain provisions that become effective only if the Plan becomes top heavy. The Plan will become “top heavy” if the aggregate value of Plan accounts for certain officers and shareholders is sixty percent (60%) or more of the value of all assets held under the Plan. If the Plan becomes top-heavy, special rules require that certain employees will receive a contribution from the Employer in an amount equal to three percent (3%) of Compensation, or if less, the greatest percentage allocated to the account of any key employee (as defined by the IRS). Those employees are entitled to receive a minimum allocation upon completing at least one Hour of Service in the top-heavy Plan Year provided they are employed on the last day of the Plan Year. The top-heavy contributions will be vested according to the following schedule:

Years of Service Vested Percentage

Less than 2 0% 2, but less than 3 20% 3, but less than 4 40% 4, but less than 5 60% 5, but less than 6 80%

6 or more 100%

Tax Considerations. The discussion of federal income tax consequences that follows is included for general information only and reflects the provisions of the Internal Revenue Code as in effect January 1, 2016. The discussion does not describe all relevant tax matters (such as state and local income and inheritance taxes and federal estate and gift taxes) that should be considered in connection with participation in the Plan and does not completely describe all provisions associated with the tax matters discussed. Accordingly, you are advised to consult a personal tax adviser for tax planning relevant to the Plan and are further advised not to rely exclusively on the following discussion.

Elective Pre-Tax Deferrals, Elective Pre-Tax Catch-Up Contributions, Employer Contributions and Rollover Contributions made to the Plan, and any earnings or appreciation on such contributions, are not subject to federal income taxation until they are paid by the Plan to you or your Beneficiary. Elective Pre-Tax Contributions and Elective Pre-Tax Catch-Up Contributions are, however, subject to Social Security withholding. In addition, some states, cities and counties may impose taxes on Elective Pre-Tax Contributions, and Elective Pre-Tax Catch-Up Contributions.

Elective Roth Deferrals and Elective Roth Catch-Up Contributions are subject to taxation at the time contributed and thus are not taxed at the time of distribution. Earnings on these contributions will not be subject to taxation at the time of distribution if received in a “qualified distribution”, i.e. (i) the distribution must be at least 5 taxable years after the first taxable year in which you made Elective Roth Deferrals or Elective Roth Catch-Up Contributions to the Plan and (ii) you must be at least age 59½ or the distribution must follow your death or disability.

Distributions. Distributions from your accounts will be subject to federal income taxation in the year they are paid to you or your Beneficiary, except Elective Roth Deferrals and Elective Roth Catch-Up Contributions, as discussed under Tax Considerations in Article XV, Section G.

More Things You Should Know. Your Employer makes contributions to the Plan solely for your benefit. All the assets of the Plan are held for the exclusive benefit of Participants and their Beneficiaries. The Plan is a defined contribution profit sharing plan with a 401(k) arrangement, administered through a trust fund.

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The Plan generally provides for the distribution of your account after termination of your employment. Under certain circumstances, if your employment terminates because your Employer and the business in which you work is sold, and if you continue working for the new successor employer, you may not be eligible for distribution of your Plan account until your employment terminates with the new successor employer or any entities related to it.

Since the Plan assets are held in individual accounts and are never less than the total benefits payable to Participants, no insurance of benefits by the Pension Benefit Guaranty Corporation under Title IV of ERISA is necessary or available. The Plan is subject, however, to the applicable provisions of Title I of ERISA (protection of employee benefit rights) and Title II of ERISA (amendments to the Internal Revenue Code relating to retirement plans).

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