Appointment of Plan Sponsor s Authorized Representative Form & Nationwide Recordkeeping Fee Agreement Resource Program TPA Partner ( Authorization )

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1 Appointment of Plan Sponsor s Authorized Representative Form & Nationwide Recordkeeping Fee Agreement Resource Program TPA Partner ( Authorization ) Nationwide Trust Company, FSB ("Nationwide "), has been directed by ("Sponsor"), to invest some or all of the Plan's assets of ("Plan") in one or more Funding Vehicles. WHEREAS, the Sponsor and Nationwide represent that they have entered into separate agreement(s) ("Agreement(s)") which set forth the functions, duties and responsibilities of the relevant parties for the orderly administration of the Plan's assets. WHEREAS, the Sponsor and Nationwide have agreed that the Sponsor will have the duty to select and appoint an agent to perform certain retirement plan administrative functions and to serve as its Authorized Representative to perform certain acts with respect to Nationwide and the Funding Vehicles. THEREFORE, in furtherance of the duties set forth above, the Sponsor authorizes ("Authorized Representative") to fulfill the duties, responsibilities and obligations set forth below in this Authorization. 1. To receive certain communications pertaining to the administration and compliance of the Plan from Nationwide, Plan Representative, the Sponsor, or its designee, and to forward all such communications to the appropriate parties. 2. To timely submit to Nationwide any Plan contributions and related information in the event such contributions and information are received from Sponsor. 3. To obtain information regarding values and fund balances of the Funding Vehicles, as frequently as necessary for the benefit of the Sponsor, including, but not limited to, receiving periodic accountings of all transactions under the Funding Vehicles. To access account balances and other information through the Nationwide voice response unit ("VRU"), the Internet, call center or other additional means as Nationwide may develop, to the extent these capabilities exist. If Nationwide maintains Participant-level records, Sponsors and Participants are also authorized to access their account balance information through the VRU, the Internet, call center or other additional means as Nationwide may develop, to the extent these capabilities exist. 4. To authorize Nationwide to take direction from Participants for exchanges and changes in their fund elections through the VRU, the Internet, call center or other additional means as Nationwide may develop, to the extent this capability exists, or in a format acceptable to Nationwide. To provide Nationwide with clarifying direction for exchanges and changes in fund elections for future contributions, on behalf of the Sponsor or Participants. 5. To the extent permissible under the Agreement, to instruct Nationwide to purchase annuities, make loan disbursements or make cash payments to Plan Participants and to provide all information required by Nationwide to make such annuity purchases, loan disbursements or cash payments. Authorized Representative will obtain any necessary Sponsor approvals prior to providing such instructions to Nationwide. 6. To notify Nationwide of expenses incurred by the Plan which are to be paid from the amounts held pursuant to the Agreement. Such notice will include all information required by Nationwide to make such a payment. 7. To receive checks from Nationwide made payable to the Authorized Representative, withdrawn from funds held under any and all Funding Vehicles held by Nationwide. Such checks will be for the sole purpose of providing payment of Plan administration service fees for services rendered by the Authorized Representative to the Plan(s) which are funded by the Funding Vehicles. Nationwide shall accept the Authorized Representative's direction as to the fees to be withdrawn, in accordance with the authority granted below: PNF-0175AO 1

2 7.a. The Authorized Representative is hereby authorized not authorized to receive checks from Nationwide in accordance with this section. (If no selection is indicated, not authorized will be the default arrangement established.) To notify Nationwide that amounts payable to the Authorized Representative for services rendered by Authorized Representative to the Plan shall be made to Authorized Representative by means of a daily expense charge against the unit value of any Funding Vehicles held by the Plan with Nationwide and/or a reduction in the interest rate to be credited to assets held in any Guaranteed Fund with Nationwide. Such expense charges and/or interest rate reductions shall be applied on a pro-rata basis. The authority to notify Nationwide shall be contingent upon the Sponsor's authorization in 7.a. above and the election immediately following: 7.b. The Authorized Representative is hereby authorized not authorized to arrange to receive payment for administrative services rendered to the Plan by a daily expense charge against the unit value of any Funding Vehicles held by the Plan with Nationwide and/or a reduction in the interest rate to be credited to assets held in any Guaranteed Fund with Nationwide. (If no selection is indicated, not authorized will be the default arrangement established.) Such daily expense charge and/or reduction in the interest rate shall be the equivalent of % per annum for the funds made available pursuant to the Fund Access Schedule, % per annum for the Advisor Fixed Contract, % per annum for the Advisor Indexed Fixed Contract, and/or % per annum for the Advisor Short Term Indexed Fixed Contract. The amount of such expense charge and/or reduction in the interest rate may be changed from time to time by submission of a new Authorization or an amendment to this Authorization. Such new Authorization or amendment must be agreed to by the Sponsor and the Authorized Representative and shall not be effective until such Authorization or amended Authorization is accepted by Nationwide. 8. To provide to the Plan Representative, Sponsor, or its designee, information necessary for compliance with annual reporting and filing obligations, as applicable, under the Employee Retirement Income Security Act of 1974 ( ERISA ) and the Internal Revenue Code of 1986, as amended ( Code ), including Form 5500 Annual Return/Report of Employee Benefit Plan. 9. To observe and comply with the existing laws, rules and regulations applicable to the duties, acts, responsibilities and obligations performed hereunder. 10. To perform any other act specifically authorized by the Sponsor, in writing. Such written authorization must be received and accepted by Nationwide. Upon acceptance by Nationwide, such additional written authorization will be attached to and made part of this Authorization and be subject to all provisions set forth herein. Nationwide reserves the right to communicate directly with the Sponsor without notification to the Authorized Representative whenever Nationwide deems such communication necessary or appropriate. All capitalized terms in this Authorization have the same meanings as in the Agreement. This Authorization shall be effective from the date of execution until ten (10) days after the date on which any party to this Authorization delivers written notice of its cancellation to Nationwide and to all other parties hereto. PNF-0175AO 2

3 Nationwide Recordkeeping Fee Agreement The Sponsor has established the Plan to provide certain pension benefits to its participants and has retained Nationwide to provide services as described within the Nationwide Recordkeeping Fee Agreement ( Agreement ) in connection with the operation and administration of the Plan. NOW THEREFORE, for valuable consideration, the parties agree as follows: 1. Nationwide shall provide certain services and the Sponsor agrees to pay fees to Nationwide for the services provided as disclosed below. a. Setup and Installation Services Enrollment meetings conducted by Nationwide Enrollment materials provided by Nationwide Plan is established on Nationwide s recordkeeping system Participant records are established on Nationwide s recordkeeping system Plan sponsor training provided on payroll submission and other administrative services b. Administrative Services Participant and Sponsor access to Nationwide web sites, call center, voice response system, or other means as Nationwide may develop Quarterly plan sponsor statements Quarterly participant statements Plan level recordkeeping (account maintenance) Participant level recordkeeping (account maintenance) Payroll processing assistance and support Assistance with other financial transaction processing Annual enrollment meetings 2. Recordkeeping fees will be assessed according to the following schedule. Type of Fee Amount and Frequency Bill Plan Sponsor Deduct Plan Fee $300/$0.00 per year 1 Participant Fee $12.00 per participant per year Printed Statement Fee $3.00 per participant per year 2 Miscellaneous Fees (The following fees apply only when these services are requested) Optional full color participant statements $3.00 per participant per year Data entry fee $1.00 per participant per source 3 Conversion of hardcopy data $ per file (initial takeover) Manual Exchange fee $6.00 per from fund 4 Corrective Processing fee As negotiated Additional services not specified As negotiated 1 The plan level fee is $ per year. This fee may be waived for cases originally established after February 2004 when assets are over $1 million. 2 This fee applies only to cases originally established prior to February This applies only if your plan is unable to utilize the Nationwide electronic format. 4 Applies to exchanges processed via a hard copy exchange request form. Please note that additional fees including product or program charges, trust or custodial fees, or fees from third party administrators may also apply. 3. Nationwide will post invoices for recordkeeping fees to the internet at within 5 days of the end of the billing cycle. It is the Plan Sponsor s responsibility to timely access and review invoices and remit payment in accordance with the manner selected. Any invoices remaining unpaid after 60 days will be deducted from plan assets on a pro-rata basis. 4. Nationwide reserves the right to change listed services and fees upon thirty days advance written notice to Plan Sponsor. PNF-0175AO 3

4 5. With respect to recordkeeping services performed by Nationwide ( Services ), Nationwide will rely on information provided by Plan Sponsor or Plan Sponsor s designee in performing Services and will not be liable for any claim, demand or suit which may arise due to omissions or erroneous information provided by the Plan Sponsor or Plan Sponsor s designee. Nationwide assumes no liability for services relating to any plan year or other period prior to the effective date and/or after the termination of this Agreement. 6. Plan Sponsor or Plan Sponsor s designee agrees to provide Nationwide with data and information necessary for Nationwide to perform Services, in an electronic format indicated by Nationwide, or in such other format agreed to by Nationwide. 7. Nothing herein shall be construed to make Nationwide a fiduciary of the Plan. The Plan Sponsor acknowledges that Nationwide is not a fiduciary and has no discretionary authority, control, or responsibility over the administration of the Plan, nor over any of the Plan assets. 8. The parties acknowledge that the Agreement may terminate in the event of a change of the Plan s Authorized Representative. In this event, Nationwide will notify Plan Sponsor of such termination. Further, the parties agree that the Recordkeeping Fee Selections will terminate in the event of a change in the Plan s Authorized Representative. In addition, the parties acknowledge that the Agreement will terminate upon liquidation of the assets of the Plan. Upon termination of the agreement, Nationwide shall deduct any unpaid invoices as well as any portion of the Recordkeeping fees remaining unpaid from the assets of the Plan prior to liquidating or transferring the assets. 9. This Agreement shall be governed by the applicable laws of the State of Ohio. Recordkeeping Fee Selections Billing frequency for Nationwide fees: Billing Cycle: Monthly Quarterly Semi-Annually Annually Calendar Year Plan Year Optional Full Color Participant Statements: Yes No ($3.00 per participant per year) If no selections are made, fees will be deducted from Plan assets on a monthly basis. PNF-0175AO 4

5 DISCLOSURE STATEMENT UPDATE - TPA Partner The following information outlines disclosure updates for various fees, expenses and compensation items that may be applicable to your Plan. This information provides the identification of the payor, payee, and description of the services provided for each payment and the method of each payment.the information also describes where additional information about each particular item may be found. Please review the footnotes for important information about classification of each item as Direct or Indirect Compensation. Except as indicated, Nationwide is not acting in a fiduciary capacity for the services described below. The information below may be reviewed on the website at anytime after the Effective Date. In addition, if changes occur to the items described below, you will be notified of any such change by Nationwide. Such notification may be in the form of a communication directing you to to review changes which will be clearly indicated. The notification may also be in the form of an Amendment to this Agreement. Per Participant Fee 1 A fee charged to the Plan to cover participant recordkeeping expenses incurred by Nationwide. The fee may be billed to the Sponsor or deducted from the Plan based on the direction from the Sponsor. Payments are made to Nationwide Life Insurance Company. The fee is: $ per year per participant. This fee may vary quarterly based on the volume of your Authorized Representative's block of business with Nationwide. You will be notified of any such change and the current amount, previous amount and change date if applicable may always be found in the Recordkeeping Fees tab of the website referenced above. Payments are made to Nationwide Life Insurance Company. Administrative Services Fee (ASF) 2 Payments are made to the Authorized Representative, a subcontractor, for various administrative functions which may include but are not necessarily limited to; preparing proposals, assisting in the enrollment process, processing transactions including disbursements, assisting with issue resolution and communicating with Sponsors and/or Participants. The following displays the payments made to the Authorized Representative. Annual ASF on Assets 0.05% 1 2 Items noted above are considered direct compensation to Nationwide and are paid directly from Plan assets if directed to deduct by the Sponsor. If items are billed and paid by the Sponsor they would not be considered direct nor indirect compensation. Items noted above are considered indirect compensation to Nationwide and are paid from a party other than directly from Plan assets. However, if Nationwide is directed to deduct these items, it would then be considered direct compensation to Nationwide. By signing below, signatories on behalf of the Sponsor and the Plan acknowledge that they have the authority to cause the Plan to enter into, modify or terminate the Agreement on behalf of the Sponsor and the Plan and have received all required disclosures as required by Employee Retirement Income Security Act of 1974, as amended, including regulations there under, 408(b)(2), if applicable. If the signatories status and or authority under the Plan change the signatories have the affirmative obligation to alert Nationwide in a timely fashion. Printed Sponsor Name Sponsor Signature Date Sponsor Title Sponsor Address Sponsor Contact Number Authorized Representative Name Authorized Representative Signature Date Current Case Number New Case Number, if Swapping Accepted by: Nationwide Trust Company, FSB Date PNF-0175AO 5