BROWARD HEALTH CASH BALANCE PENSION PLAN

BROWARD HEALTH CASH BALANCE PENSION PLAN Restated as of July 1, 2017

BROWARD HEALTH CASH BALANCE PENSION PLAN TABLE OF CONTENTS ARTICLE 1 NAME AND OBJECT 1 ARTICLE 2 DEFINITIONS 2.1 Account or Account Balance 2 2.2 Accounting Year 2 2.3 Accrued Benefit 2 2.4 Applicable Interest Rate 2 2.5 Applicable Mortality Table 2 2.6 Actuarial Equivalent 3 2.7 Cash Balance Effective Date 3 2.8 Code 3 2.9 Earnings 3 2.10 Effective Date 4 2.11 Eligible Employment Classification 4 2.12 Eligible Participant 4 2.13 Eligible Spouse 4 2.14 Employee 4 2.15 Employer 4 2.16 Excluded Employment Classification 4 2.17 Initial Account Balance 4 2.18 Notice 4 2.19 Participant 4 2.20 Pension Committee, Pension Review Committee, Plan Administrator 5 2.21 Pension Fund 5

2.22 Pre-employment Break 5 2.23 Prior Accrued Benefit 5 2.24 Retirement Date 5 2.25 Service 5 2.26 Social Security Retirement Age 5 2.27 Totally and Permanently Disabled 5 2.28 Vesting Service 6 ARTICLE 3 ELIGIBILITY FOR PARTICIPATION 3.01 Participation 7 ARTICLE 4 RETIREMENT DATE 4.01 Normal Retirement Date 8 4.02 Early Retirement Date 8 4.03 Deferred Retirement Date 8 ARTICLE 5 CONTRIBUTION CREDITS AND INTEREST CREDITS 5.01 Basic Monthly Contribution Credits for Service after January 1, 1997 9 5.02 Additional Monthly Contributions Credits 9 5.03 Interest Credits 10 ARTICLE 6 RETIREMENT BENEFITS 6.01 Normal, Early or Deferred Retirement Benefit 11 6.02 Preservation of Prior Plan Accrued Benefit 11 6.03 Maximum Benefit 11 6.04 Monthly Pension Enhancement 25 6.05 Resumption of Employment 26 6.06 Benefit Commencement 26 6.07 Voluntary Early Retirement Incentive Program 26

ARTICLE 7 DEATH BENEFITS 7.01 Pre-retirement Death Benefit 28 7.02 Post-retirement Death Benefit 28 7.03 Death Benefits under the HEART Act 28 ARTICLE 8 DISABILITY 8.01 Disability 29 ARTICLE 9 TERMINATION OF EMPLOYMENT 9.01 Termination of Employment 30 ARTICLE 10 FORM OF RETIREMENT INCOME 10.01 Normal Form 31 10.02 Optional Annuity Forms 31 10.03 Lump Sum Payment 33 ARTICLE 11 BENNEFICIARY 11.01 Beneficiary 34 11.02 If No Named Beneficiary 34 ARTICLE 12 AUTHORIZED LEAVE OF ABSENCE 12.01 Paid and Unpaid Leave of Absence 35 ARTICLE 13 RE-ENTRY INTO THE PLAN 13.01 Re-employment 36 ARTICLE 14 SMALL RETIREMENT INCOMES 14.01 Small Payments 38

ARTICLE 15 NON-ALIENATION OF BENEFITS 15.01 Non-Alienation 39 ARTICLE 16 AMENDMENT OF TERMINATION OF THE PLAN 16.01 Plan Amendment or Termination 40 16.02 Plan Discontinuance 41 16.03 Plan Termination 42 ARTICLE 17 PENSION ADMINISTRATION 17.01 Administration 43 17.02 Appeal Process 43 ARTICLE 18 GENERAL PROVISIONS 18.01 Evidence 44 18.02 Funding 44 18.03 Qualified Plan 44 18.04 Employment 44 18.05 State 44 18.06 Direct Rollover 44 18.07 Participant Absence Due to Family Medical Leave or Uniformed Service 47 18.08 Qualified Domestic Relations Order 47

BROWARD HEALTH CASH BALANCE PENSION PLAN Restated as of July 1, 2017 ARTICLE 1 NAME AND OBJECT Broward Health (formerly the North Broward Hospital District), adopted effective July 1, 1966 the Pension Plan for Employees of North Broward Hospital District. Effective January 1, 1997, the Plan, as set forth within, became the North Broward Hospital District Cash Balance Pension Plan (now known as the Broward Health Cash Balance Pension Plan). The provisions of the Cash Balance Pension Plan are applicable to active Employees on or after January 1, 1997. Except as otherwise provided herein, any Employee who retired, died or terminated their employment prior to January 1, 1997 shall receive any benefits to which he or she is entitled based on the appropriate provisions of the Plan as in effect prior to January 1, 1997. All monies contributed will be held under a Pension Fund and distributed according to the terms of this Plan. Masculine pronouns refer to both men and women unless the context indicates otherwise. 1

ARTICLE 2 DEFINITIONS The following words and phrases when used herein shall have the following meanings, except as otherwise required by the context: 2.01 Account or Account Balance means the notational account established for the Participant and maintained according to the provisions below. The Participant's Account Balance is a record keeping account only, and does not represent a statement of the interest of the Participant in actual assets of the Plan. A Participant's Account Balance is equal to his Initial Account Balance increased to reflect Contribution Credits (pursuant to Sections 5.01 and 5.02) and Interest Credits (pursuant to Section 5.03). 2.02 Accounting Year means the 12-month period commencing on July 1 and ending on June 30. 2.03 Accrued Benefit means the Participant's Account Balance. 2.04 Applicable Interest Rate means the annual rate of interest on I-year Treasury constant maturities published by the Federal Reserve Board for the month of May preceding each July 1 Accounting Year beginning date plus one (1) percent. Notwithstanding the preceding, for the period January 1, 1997 to June 30, 1997 the Applicable Interest Rate shall be an annual rate of 6½%. Notwithstanding the preceding, solely for purposes of Section 6.03, the Applicable Interest Rate will be determined pursuant to the definition contained in Section 6.03(b)(ii). 2.05 Applicable Mortality Table means the applicable mortality table established by the Internal Revenue Service under Code Section 417(e)(3) as in effect for May, the month preceding the beginning of the Plan Year in which any payment is made. Notwithstanding the preceding, solely for purposes of Section 6.03, the Applicable Mortality Table will be determined pursuant to the definition contained in Section 6.03(b)(iii). 2

2.06 Actuarial Equivalent means a form of benefit differing in time, period, and/or manner of payment from another form of benefit but having the same value when computed based upon the Applicable Interest Rate and the Applicable Mortality Table. 2.07 Cash Balance Effective Date means January 1, 1997. 2.08 Code means the Internal Revenue Code of 1986, and any amendments thereto. 2.09 Earnings means actual earnings while in Service, including salary reductions under a plan established pursuant to Code Section 403(b ), and deferred compensation agreements; excluding shift differential, bonuses, overtime pay, expense allowances, severance pay, and other extra compensation in any form (including, but not limited to, Personal Leave and Disability Leave, cash-ins or termination payments). Provided, however, Earnings shall not include, for any Accounting Year, beginning on or after July 1, 2002, annual amounts in excess of $200,000 ($270,000 for the Plan Year Beginning July 1, 2017, $275,000 for the Plan Year beginning July 1, 2018, or such other amount as provided under Section 401(a)(17) the Code and the regulations thereunder). Further provided that for any individual who was an Eligible Participant on June 30, 2001, the indicated $200,000 annual limit shall also apply for the 2000/2001 Accounting Year. Earnings in excess of the limitations set forth in Code Section 401(a)(17) shall be disregarded. Notwithstanding the preceding, however, the limitation on Earnings for any "eligible participant" shall be no less than the $235,840 annual amount which was allowed to be taken into account under the terms of the Prior Plan as in effect on July 1, 1993, without regard to any post-1993 amount adjustments. An "eligible participant" means any individual who satisfies the requirements of Prior Plan Section 3.1 before July 1, 1996. In accordance with the Heroes Earnings Assistance and Relief Tax Act of 2008 ( HEART Act ), for years beginning after December 31, 2008, (i) an individual receiving a differential wage payment, as defined by Code Section 3401(h)(2), shall be treated as an Employee of the Employer making the payment, (ii) the differential wage payment shall be treated as compensation for purposes of applying the Internal Revenue Code, and (iii) the Plan shall not be treated as failing to meet the requirements of any provision described in Code Section 414(u)(1)(C) by reason of any contribution or benefit which is based on the differential wage payment. Notwithstanding the preceding, differential wage payments (as described herein) shall not be considered Earnings for purposes of the Plan to determine benefits under the Plan. 3

2.10 Effective Date means the July 1, 2017 date of this Plan restatement. For purposes hereunder, the "Prior Plan" shall mean the Plan as existed prior to the Cash Balance Effective Date. The Prior Plan was originally effective on July 1, 1966. 2.11 Eligible Employment Classification means an Employee's employment which is not considered to be in an Excluded Employment Classification. 2.12 Eligible Participant means an Employee who meets the requirements for Plan participation as specified in Article 3. 2.13 Eligible Spouse means the person to whom a Participant is legally married to at his Retirement Date, or, if a Participant dies prior to his Retirement Date, the person to whom a Participant had been legally married to immediately preceding his date of death. 2.14 Employee means any natural person employed by the Employer, excluding any person who is providing services to the Employer as an independent contractor, but including any leased employee within the meaning of Section 414(n)(2) of the Code. Any individual who is engaged as a NOVA Secom Resident shall be considered an Employee for Plan purposes hereunder. 2.15 Employer means Broward Health (formerly the North Broward Hospital District). 2.16 Excluded Employment Classification means employment classified as Pool/Per diem, Sun Chaser, Super diem, Full-time or Part-time Not Eligible or Exclusive weekend. 2.17 Initial Account Balance means the single sum amount calculated at the Cash Balance Effective Date that is the Actuarial Equivalent of the Prior Accrued Benefit on the Cash Balance Effective Date. The Applicable Interest Rate on the Cash Balance Effective Date was 6½% per annum. 2.18 Notice means written notice on a form provided for the particular purpose by the Employer and which is properly completed and delivered to the Employer. 2.19 Participant means any Employee included in the Plan pursuant to the provisions of Article 3 hereof. 4

2.20 Pension Committee, Pension Review Committee, Plan Administrator means the person or persons named pursuant to Article 17 who exercise discretionary authority and control with respect to designated administrative and management functions of the Plan. 2.21 Pension Fund means the aggregate monies held through investment of all contributions made under the Plan. 2.22 Pre-employment Break means for a former Employee who is reemployed, all periods of such previous former Service with the Employer. 2.23 Prior Accrued Benefit means the amount of monthly payment beginning on the Participant's Normal Retirement Date and payable for his lifetime, determined according to the provisions of the Prior Plan based on the Participant's Earnings and Service and all other relevant factors as of the Cash Balance Effective Date. 2.24 Retirement Date means a Participant's Normal Retirement Date, Early Retirement Date, or Deferred Retirement Date, as the case may be. 2.25 Service means continuous employment in an Eligible Employment Classification. 2.26 Social Security Retirement Age shall mean the age as determined from the following table: Participant's Calendar Year of Birth Social Security Retirement Age Prior to 1938 1938 through 1954 After 1954 65 66 67 2.27 Totally and Permanently Disabled means the inability of a Participant to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or to be of long continued and indefinite duration. A Participant shall be considered Totally and Permanently Disabled only if such determination is made by the Social Security Administration. 5

A determination by the Social Security Administration that a Participant is entitled to a social security disability benefit shall be required in order for him to be deemed Totally and Permanently Disabled. However, such a determination by the Social Security Administration shall not conclusively establish that the Participant is Totally and Permanently Disabled within the meaning of this Plan. The Administrator shall make an independent determination of the extent of the Participant's disability. The determination of Total and Permanent Disability shall be made in a uniform and consistent manner for all Participants in similar circumstances, and in accordance with such rules as the Administrator shall deem necessary. 2.28 Vesting Service means all Service with the Employer after age 18. 6

ARTICLE 3 ELIGIBILITY FOR PARTICIPATION 3.01 Participation: Each Employee in the active employment of the Employer who was a Participant under the Prior Plan shall automatically continue as a Participant in this Plan on the Cash Balance Effective Date. Effective January 1, 1997, an Employee in an Eligible Employment Classification shall become a Participant in this Plan on the first day of the month coinciding with or next following the date on which he: (a) attains his 21st birthday, and (b) completes one (1) year of Service Notwithstanding the preceding, a NOVA Secom Resident shall first be eligible under this Plan effective October 1, 1998. 7

ARTICLE 4 RETIREMENT DATE 4.01 Normal Retirement Date: A Participant's Normal Retirement Date shall be the first day of the calendar month coinciding with or next following his 65th birthday. 4.02 Early Retirement Date: A Participant may elect to retire, prior to his Normal Retirement Date, on the first day of a month, provided on such date he has attained his 55th birthday and completed five (5) years of Vesting Service with the Employer. An Early Retirement Date may be elected by filing a request with the Employer prior to such date. 4.03 Deferred Retirement Date: A Participant may continue his employment beyond normal retirement age 65 with their Deferred Retirement Date being the first day of the month following their termination of employment. 8

ARTICLE 5 CONTRIBUTION CREDITS AND INTEREST CREDITS 5.01 Basic Monthly Contribution Credits for Service after January 1, 1997: The amount credited to a Participant's Account pursuant to this Section 5.01 depends on the Eligible Participant's Earnings for the applicable calendar month. Contribution credits pursuant to this Section 5.01 shall begin as of the end of the calendar month which begins on or after January 1, 1997 or which includes the date the Employee became an Eligible Participant, whichever comes last. The amount of monthly credits to the Account of an Eligible Participant shall be equal to five percent (5%) of the Participant's Earnings for that calendar month. 5.02 Additional Monthly Contributions Credits: Employees who were Eligible Participants under the Prior Plan on December 31, 1996 and who had at least five (5) years of Vesting Service as of such December 31, 1996 date shall be eligible for an additional monthly Contribution Credit to their Account, determined as follows: Below 40 Participant's Age at January 1, 1997 Cash Balance Effective Date Additional Percentage of Monthly Earnings Credited to Account 0% 40 but less than 46 1% 46 2% 47 2% 48 3% 49 3% 50 4% 51 4% 52 and above 5% Provided, however, that any Employee who first becomes a Participant on or after January 1, 1997 or any Prior Plan participant who first becomes a Participant in this Plan after the applicable Cash Balance Effective Date shall receive no additional monthly Contribution Credits under this Section 5.02 regardless of his age at the time his participation commenced; 9

and provided, further, that any Participant who is eligible for an additional monthly Contribution Credit pursuant to this Section shall cease to remain eligible for such additional monthly Contribution Credit for periods of participation following a break in Service. 5.03 Interest Credits: Beginning January 1, 1997, a Participant's Account shall be increased as of the end o f each calendar month during the Accounting Year by the monthly rate which will effectively yield on an annual basis, when compounded, the Applicable Interest Rate. 10

ARTICLE 6 RETIREMENT BENEFITS 6.01 Normal, Early or Deferred Retirement Benefit: A single life annuity payable for the life of the Participant beginning as of the Participant's Normal, Early or Late Retirement Date, as the case may be, which is the Actuarial Equivalent of a lump-sum amount equal to the Participant's Accrued Benefit. 6.02 Preservation of Prior Plan Accrued Benefit: In no event shall a Participant's Accrued Benefit under this Plan be less than the Actuarial Equivalent of the accrued benefit which would have been determined for him under the terms and provisions of the Prior Plan as in effect on the day immediately preceding the applicable Cash Balance Effective Date, had his employment terminated on such date. Notwithstanding the preceding, however, for purposes of determining any Early Retirement benefit pursuant to such Prior Plan, a Participant's age and Vesting Service as of said Participant's actual Early Retirement Date under this Plan shall be used for benefit determination purposes thereunder. 6.03 Maximum Benefit: (a) The Annual Benefit otherwise payable to a Participant under this Plan and under any other defined benefit plan maintained by the Employer that is subject to Code Section 415 will not at any time exceed the Maximum Permissible Benefit. If the Participant is, or has ever been, a Participant in another qualified defined benefit plan (without regard to whether the plan has been terminated) maintained by the Employer or a Predecessor Employer, the sum of the Participant s Annual Benefits from all such plans may not exceed the Maximum Permissible Benefit. Where the Participant s employer-provided benefits under all such defined benefit plans (determined as of the same age) would exceed the Maximum Permissible Benefit applicable at that age, the Employer shall limit a Participant s benefit in accordance with the terms of the Plans. (b) Definitions Applicable to Section 6.03 (i) Annual Benefit 11

Annual Benefit means a benefit that is payable annually in the form of a Straight Life Annuity. Except as provided below, where a benefit is payable in a form other than a Straight Life Annuity, the benefit shall be adjusted to an actuarially equivalent Straight Life Annuity that begins at the same time as such other form of benefit and is payable on the first day of each month, before applying the limitations of this Article. For a Participant who has or will have distributions commencing at more than one annuity starting date, the Annual Benefit shall be determined as of each such annuity starting date (and shall satisfy the limitations of this Article as of each such date), actuarially adjusting for past and future distributions of benefits commencing at the other annuity starting dates. For this purpose, the determination of whether a new annuity starting date has occurred shall be made without regard to Treasury Regulation Section 1.401(a)-20, Q&A 10(d), and with regard to Treasury Regulation Section 1.415(b)-1(b)(1)(iii)(B) and (C). No actuarial adjustment to the benefit shall be made for (a) benefits that are not directly related to retirement benefits (such as a qualified disability benefit, preretirement incidental death benefits, and postretirement medical benefits); or (b) the inclusion in the form of benefit of an automatic benefit increase feature, provided the form of benefit is not subject to Code Section 417(e)(3) and would otherwise satisfy the limitations of this Article, and the Plan provides that the amount payable under the form of benefit in any Limitation Year shall not exceed the limits of this Article applicable at the annuity starting date, as increased in subsequent years pursuant to Code Section 415(d). For this purpose, an automatic benefit increase feature is included in a form of benefit if the form of benefit provides for automatic, periodic increases to the benefits paid in that form. The determination of the Annual Benefit shall take into account Social Security supplements described in Code Section 411(a)(9) and benefits transferred from another defined benefit plan, other than transfers of distributable benefits pursuant to Treasury Regulation Section 1.411(d)-4, Q&A-3(c), but shall disregard benefits attributable to Employee contributions or rollover contributions. The Annual Benefit does not include any benefits attributable to governmental plan Code Section 414(h) pick-up contributions (nor are any such contributions treated 12

as Employee contributions subject to the Code Section 415(c) annual additions limit). In determining whether a governmental plan (as defined in Code Section 414(d)) meets the Annual Benefit requirements, the Annual Benefit does not include benefits provided under a qualified governmental excess benefit arrangement, as defined in Code Section 415(m)(3). Thus, the limitation of Code Section 415(b) does not apply to benefits to the extent the benefits are provided under a qualified governmental excess benefit arrangement. The determination of actuarial equivalence of forms of benefit other than a Straight Life Annuity shall be made in accordance with (A) or (B) below. (A) Benefit forms not subject to Code Section 417(e)(3). The Straight Life Annuity that is actuarially equivalent to the Participant s form of benefit shall be determined under this subsection (1) if the form of the Participant s benefit is either (a) a nondecreasing annuity (other than a Straight Life Annuity) payable for a period of not less than the life of the Participant (or, in the case of a qualified pre-retirement survivor annuity, the life of the surviving spouse), or (b) an annuity that decreases during the life of the Participant merely because of (1) the death of the survivor annuitant (but only if the reduction is not below 50% of the benefit payable before the death of the survivor annuitant), or (2) the cessation or reduction of Social Security supplements or qualified disability payments (as defined in Code Section 401(a)(11)). The actuarially equivalent Straight Life Annuity is equal to the greater of (1) the annual amount of the Straight Life Annuity (if any) payable to the Participant under the Plan commencing at the same annuity starting date as the Participant s form of benefit; and (2) the annual amount of the Straight Life Annuity commencing at the same annuity starting date that has the same actuarial present value as the Participant s form of benefit, computed using a 5% interest rate assumption and the applicable mortality table defined in the Plan for that annuity starting date. (B) Benefit forms subject to Code Section 417(e)(3). The Straight Life Annuity that is actuarially equivalent to the Participant s form of benefit shall 13

be determined under this paragraph if the form of the Participant s benefit is other than a benefit form described in Section 6.03(b)(i)(A) above. In this case, the actuarially equivalent Straight Life Annuity shall be determined as follows: The actuarially equivalent Straight Life Annuity is equal to the greatest of (1) the annual amount of the Straight Life Annuity commencing at the same annuity starting date that has the same actuarial present value as the Participant s form of benefit, computed using the interest rate and mortality table (or other tabular factor) specified in the Plan for adjusting benefits in the same form; (2) the annual amount of the Straight Life Annuity commencing at the same annuity starting date that has the same actuarial present value as the Participant s form of benefit, computed using a 5.5 percent interest rate assumption and the applicable mortality table defined in this Section 6.03; and (3) the annual amount of the Straight Life Annuity commencing at the same annuity starting date that has the same actuarial present value as the Participant s form of benefit, computed using the applicable interest rate and applicable mortality table defined in this Section 6.03, divided by 1.05. (ii) Applicable Interest Rate. For purposes of any reference in this Section 6.03 relating to the calculation of the present value of a form of benefit payment that is subject to Code Section 417(e), any reference to the applicable interest rate shall be implemented by instead using the rate of interest determined by the applicable interest rate described by Code Section 417(e) after its amendment by the Pension Protection Act of 2006 ( PPA ). Specifically, the applicable interest rate shall be the adjusted first, second, and third segment rates applied under the rules similar to the rules of Code Section 430(h)(2)(C) for the second full calendar month (lookback month) preceding the first day of the Accounting Year in which the annuity starting date occurs (stability period). For this purpose, the first, second, and third segment rates are the first, second, and third segment rates which would be determined under Code Section 430(h)(2)(C) if: (a) Code Section 430(h)(2)(D) were applied by substituting the average yields for the month described in the preceding paragraph for the average yields for the 24-month period described in such section, and 14

(b) Code Section 430(h)(2)(G)(i)(II) were applied by substituting Section 417(e)(3)(A)(ii)(II) for Section 412(b)(5)(B)(ii)(II), and (c) The applicable percentage under Code Section 430(h)(2)(G) is treated as being 20% in 2008, 40% in 2009, 60% in 2010, and 80% in 2011. (iii) Applicable Mortality Table. For purposes of any reference in this Section 6.03 relating to the calculation of the present value of a form of benefit payment that is subject to Code Section 417(e), any reference to the applicable mortality table shall be the applicable annual mortality table within the meaning of Code Section 417(e)(3)(B), as initially described in Revenue Ruling 2007-67. (iv) Defined Benefit Dollar Limitation The Defined Benefit Dollar Limitation means, effective for Limitation Years ending after December 31, 2001, $160,000, automatically adjusted under Code Section 415(d) ($215,000 for 2017 and $220,000 for 2018), effective January 1 of each year, as published in the Internal Revenue Bulletin, and payable in the form of a Straight Life Annuity. The new adjusted limitation shall apply to Limitation Years ending with or within the calendar year of the date of the adjustment, but a Participant s benefits shall not reflect the adjusted limit prior to January 1 of that calendar year. Adjustment to dollar limit after date of severance. In the case of a Participant who has had a Severance from Employment with the Employer, the Defined Benefit Dollar Limitation applicable to the Participant in any Limitation Year beginning after the date of severance shall not be automatically adjusted under Code Section 415(d). Benefit increases resulting from the increase in the limitations of the Defined Benefit Dollar Limitation under Code Section 415(b), as effective for Limitation Years ending after December 31, 2001, will be provided to all Employees participating in the Plan who have one (1) Hour of Service on or after the first day of the first Limitation Year ending after December 31, 2001. (v) Employer Employer means, for purposes of this Article, the Employer that has adopted the Plan, and all members of a controlled group of corporations, as defined in Code Section 414(b), as modified by Code Section 415(h)), all commonly controlled 15

trades or businesses (as defined in Code Section 414(c), as modified, except in the case of a brother-sister group of trades or businesses under common control, by Code Section 415(h)), or affiliated service groups (as defined in Code Section 414(m)) of which the adopting Employer is a part, and any other entity required to be aggregated with the employer pursuant to Code Section 414(o). (vi) Formerly Affiliated Plan of the Employer Formerly Affiliated Plan of the Employer means a plan that, immediately prior to the cessation of affiliation, was actually maintained by the Employer and, immediately after the cessation of affiliation, is not actually maintained by the Employer. For this purpose, cessation of affiliation means the event that (i) causes an entity to no longer be considered the Employer, such as the sale of a member of a controlled group of corporations, as defined in Code Section 414(b), as modified by Code Section 415(h), to an unrelated corporation, or (ii) causes a plan to not actually be maintained by the Employer, such as transfer of plan sponsorship outside a controlled group. (vii) Limitation Year. Limitation Year means the Accounting Year and is used to apply the Code Section 415 limitations. The Limitation Year may only be changed by a Plan amendment. Furthermore, if the Plan is terminated effective as of a date other than the last day of the Plan's Limitation Year, then the Plan is treated as if the Plan had been amended to change its Limitation Year. (viii) Maximum Permissible Benefit. Maximum Permissible Benefit means the Defined Benefit Dollar Limitation (adjusted where required, as provided in Section 6.03(c) below). (ix) Predecessor Employer. Predecessor Employer means, with respect to a Participant, a former employer of such Participant if the Employer maintains a Plan that provides a benefit which the Participant accrued while performing services for the former employer. A former entity that antedates the Employer is also a Predecessor Employer with respect to a Participant if, under the facts and circumstances, the Employer constitutes a continuation of all or a portion of the trade or business of the former entity. For this purpose, the formerly affiliated plan rules in Treasury Regulation Section 16

1.415(f)-1(b)(2) apply as if the Employer and Predecessor Employer constituted a single employer under the rules described in Treasury Regulation Section 1.415(a)-1(f)(1) and (2) immediately prior to the cessation of affiliation (and as if they constituted two, unrelated employers under the rules described in Treasury Regulation Section 1.415(a)-1(f)(1) and (2) immediately after the cessation of affiliation) and cessation of affiliation was the event that gives rise to the Predecessor Employer relationship, such as a transfer of benefits or plan sponsorship. (x) Severance from Employment. Severance from Employment means, with respect to any individual, cessation from being an Employee of the Employer maintaining the Plan. An Employee does not have a Severance from Employment if, in connection with a change of employment, the Employee s new employer maintains the Plan with respect to the Employee. (xi) Straight Life Annuity. Straight Life Annuity means an annuity payable in equal installments for the life of a Participant that terminates upon the Participant's death. (xii) Year of Participation. Year of Participation means, with respect to a Participant, each accrual computation period (computed to fractional parts of a year) for which the following conditions are met: (1) the Participant is credited with at least the number of Hours of Service (or Period of Service if the Elapsed Time Method is used) for benefit accrual purposes, required under the terms of the Plan in order to accrue a benefit for the accrual computation period, and (2) the Participant is included as a Participant under the eligibility provisions of the Plan for at least one day of the accrual computation period. If these two conditions are met, the portion of a Year of Participation credited to the Participant shall equal the amount of benefit accrual service credited to the Participant for such accrual computation period. A Participant who is permanently and totally disabled within the meaning of Code Section 415(c)(3)(C)(i) for an accrual computation period shall receive a Year of Participation with respect to that period. In addition, for a Participant to receive a Year of Participation (or part thereof) for an accrual computation period, the Plan must be established no later that the last day 17

of such accrual computation period. In no event shall more than one Year of Participation be credited for any 12-month period. (c) Adjustments to Code Section 415 Limits If a Participant begins benefit payments before age sixty-two (62) or after age sixty-five (65), the Defined Benefit Dollar Limitation shall be adjusted to an amount that is the Actuarial Equivalent of the Defined Benefit Dollar Limitation as specified below. (i) Adjustment of Defined Benefit Dollar Limitation for Benefit Commencement Before Age Sixty-Two (62) or after Age Sixty-Five (65): Effective for benefits commencing in Limitation Years ending after December 31, 2001, the Defined Benefit Dollar Limitation shall be adjusted if the annuity starting date of the Participant s benefit is before age sixty-two (62) or after age sixty-five (65). If the annuity starting date is before age sixty-two (62), the Defined Benefit Dollar Limitation shall be adjusted under Section 6.03(c)(i)(A). If the annuity starting date is after age sixty-five (65), the Defined Benefit Dollar Limitation shall be adjusted under Section 6.03(c)(i)(B), as modified by Section 6.03(c)(i)(C). (A) Adjustment of Defined Benefit Dollar Limitation for Benefit Commencement Before Age Sixty-Two (62): (1) Limitation Years Beginning Before Effective Date of Final 415 Regulations. If the annuity starting date for the Participant s benefit is prior to age sixty-two (62) and occurs in a Limitation Year beginning before the effective date of the final 415 Regulations, the Defined Benefit Dollar Limitation for the Participant s annuity starting date is the annual amount of a benefit payable in the form of a Straight Life Annuity commencing at the Participant s annuity starting date that is the actuarial equivalent of the Defined Benefit Dollar Limitation (adjusted for years of participation less than ten (10), if required) with actuarial equivalence computed using whichever of the following produces the smaller annual amount: (1) the interest rate and mortality table (or other tabular factor) specified in the Plan; or (2) a five-percent (5%) interest rate assumption and the applicable mortality table as defined in the Plan. 18

(2) Limitation Years Beginning on or After July 1, 2007. (a) Plan Does Not Have Immediately Commencing Straight Life Annuity Payable at both Age Sixty-Two (62) and the Age of Benefit Commencement. If the annuity starting date for the Participant s benefit is prior to age sixty-two (62) and occurs in a Limitation Year beginning on or after the effective date of the final 415 Regulations, and the Plan does not have an immediately commencing Straight Life Annuity payable at both age sixty-two (62) and the age of benefit commencement, the Defined Benefit Dollar Limitation for the Participant s annuity starting date is the annual amount of a benefit payable in the form of a Straight Life Annuity commencing at the Participant s annuity starting date that is the actuarial equivalent of the Defined Benefit Dollar Limitation (adjusted under Section 6.03(c)(iii) for years of participation less than ten (10), if required) with actuarial equivalence computed using a five-percent (5%) interest rate assumption and the applicable mortality table for the annuity starting date as defined in the Plan (and expressing the Participant s age based on completed calendar months as of the annuity starting date). (b) Plan Has Immediately Commencing Straight Life Annuity Payable at both Age Sixty-Two (62) and the Age of Benefit Commencement. If the annuity starting date for the Participant s benefit is prior to age sixty-two (62) and occurs in a Limitation Year beginning on or after July 1, 2007, and the Plan has an immediately commencing Straight Life Annuity payable at both age sixty-two (62) and the age of benefit commencement, the Defined Benefit Dollar Limitation for the Participant s annuity starting date is the lesser of the limitation determined under Section 6.03(c)(i)(A)(2)(a) and the Defined Benefit Dollar Limitation (adjusted under Section 6.03(c)(iii) for years of participation less than ten (10), if required) multiplied by the ratio of the annual amount of the immediately commencing Straight Life Annuity under the Plan at the 19

Participant s annuity starting date to the annual amount of the immediately commencing Straight Life Annuity under the Plan at age sixty-two (62), both determined without applying the limitations of this article. (c) Exception for Survivor and Disability Benefits under Governmental Plans. No age adjustment is made to the Defined Benefit Dollar Limitation for commencement before age sixtytwo (62) for a distribution from a governmental plan (as defined in Code Section 414(d)) on account of the Participant s becoming disabled by reason of personal injuries or sickness, or as a result of the death of the Participant. (B) Adjustment of Defined Benefit Dollar Limitation for Benefit Commencement After Age Sixty-Five (65): (1) Limitation Years Beginning Before Effective Date of Final 415 Regulations. If the annuity starting date for the Participant s benefit is after age 65 and occurs in a Limitation Year beginning before the effective date of the final 415 Regulations, the Defined Benefit Dollar Limitation for the Participant s annuity starting date is the annual amount of a benefit payable in the form of a Straight Life Annuity commencing at the Participant s annuity starting date that is the actuarial equivalent of the Defined Benefit Dollar Limitation (adjusted under Section 6.03(c)(iii) for years of participation less than ten (10), if required) with actuarial equivalence computed using whichever of the following produces the smaller annual amount: (1) the interest rate and mortality table (or other tabular factor) specified in the Plan; or (2) a five-percent (5%) interest rate assumption and the applicable mortality table as defined in the Plan. (2) Limitation Years Beginning Before Effective Date of Final 415 Regulations. (a) Plan Does Not Have Immediately Commencing Straight Life Annuity Payable at both Age Sixty-Five (65) and 20

the Age of Benefit Commencement. If the annuity starting date for the Participant s benefit is after age sixty-five (65) and occurs in a Limitation Year beginning on or after the effective date of the final 415 Regulations, and the Plan does not have an immediately commencing Straight Life Annuity payable at both age sixty-five (65) and the age of benefit commencement, the Defined Benefit Dollar Limitation at the Participant s annuity starting date is the annual amount of a benefit payable in the form of a Straight Life Annuity commencing at the Participant s annuity starting date that is the actuarial equivalent of the Defined Benefit Dollar Limitation (adjusted under Section 6.03(c)(iii) for years of participation less than 10, if required), with actuarial equivalence computed using a 5% interest rate assumption and the applicable mortality table for that annuity starting date as defined in the Plan (and expressing the Participant s age based on completed calendar months as of the annuity starting date). (b) Plan Has Immediately Commencing Straight Life Annuity Payable at both Age Sixty-Five (65) and the Age of Benefit Commencement. If the annuity starting date for the Participant s benefit is after age sixty-five (65) and occurs in a Limitation Year beginning on or after the effective date of the final 415 Regulations, and the plan has an immediately commencing Straight Life Annuity payable at both age sixtyfive (65) and the age of benefit commencement, the Defined Benefit Dollar Limitation at the Participant s annuity starting date is the lesser of the limitation determined under Section 6.03(c)(i)(B)(1) and the Defined Benefit Dollar Limitation (adjusted under Section 6.03(c)(iii) for years of participation less than ten (10), if required) multiplied by the ratio of the annual amount of the adjusted immediately commencing Straight Life Annuity under the Plan at the Participant s annuity starting date to the annual amount of the adjusted immediately commencing Straight Life Annuity under the Plan at age sixtyfive (65), both determined without applying the limitations of 21

this Article. For this purpose, the adjusted immediately commencing Straight Life Annuity under the Plan at the Participant s annuity starting date is the annual amount of such annuity payable to the Participant, computed disregarding the Participant s accruals after age sixty-five (65) but including actuarial adjustments even if those actuarial adjustments are used to offset accruals; and the adjusted immediately commencing Straight Life Annuity under the Plan at age sixtyfive (65) is the annual amount of such annuity that would be payable under the Plan to a hypothetical Participant who is age sixty-five (65) and has the same accrued benefit as the Participant. (C) Notwithstanding the other requirements of Section 6.03(c)(1), no adjustment shall be made to the Defined Benefit Dollar Limitation to reflect the probability of a Participant s death between the annuity starting date and age sixty-two (62), or between age sixty-five (65) and the annuity starting date, as applicable, if benefits are not forfeited upon the death of the Participant prior to the annuity starting date. To the extent benefits are forfeited upon death before the annuity starting date, such an adjustment shall be made. For this purpose, no forfeiture shall be treated as occurring upon the Participant s death if the Plan does not charge Participants for providing a qualified preretirement survivor annuity, as defined in Code Section 417(c), upon the Participant s death. (ii) Minimum benefit permitted: Notwithstanding anything else in this Section to the contrary, the benefit otherwise payable to a Participant under this Plan shall be deemed not to exceed the Maximum Permissible Benefit if: (A) the retirement benefits payable for a Limitation Year under any form of benefit with respect to such Participant under this Plan and under all other defined benefit plans (without regard to whether a plan has been terminated) ever maintained by the Employer do not exceed $10,000 multiplied by a fraction (I) the numerator of which is the Participant s number of Years (or part thereof, but not less than one year) of Service (not to exceed ten (10)) with the Employer, and (II) the denominator of which is ten (10); and 22

(B) the Employer (or a Predecessor Employer) has not at any time maintained a defined contribution plan in which the Participant participated (for this purpose, mandatory Employee contributions under a defined benefit plan, individual medical accounts under Code Section 401(h), and accounts for postretirement medical benefits established under Code Section 419A(d)(1) are not considered a separate defined contribution plan). (iii) Adjustment for Less Than 10 Years of Participation: If the Participant has less than 10 years of participation in the Plan, the Defined Benefit Dollar Limitation shall be multiplied by a fraction -- (i) the numerator of which is the number of Years of Participation in the Plan (or part thereof, but not less than one year), and (ii) the denominator of which is ten (10). Notwithstanding the above, the requirements of the preceding paragraph (regarding participation or service of less than 10 years) do not apply to a distribution from a governmental plan (as defined in Code Section 414(d)) on account of the Participant s becoming disabled by reason of personal injuries or sickness, or as a result of the death of the Participant. (d) Grandfathered Code Section 415 Limit The application of the provisions of this Article shall not cause the Maximum Permissible benefit for any Participant to be less than the Participant s Accrued Benefit under all the defined benefit plans of the Employer or a Predecessor Employer as of the end of the last Limitation Year beginning before the effective date of the final Code Section 415 Regulations under provisions of the plans that were both adopted and in effect before April 5, 2007. The preceding sentence applies only if the provisions of such defined benefit plans that were both adopted and in effect before April 5, 2007 satisfied the applicable requirements of statutory provisions, Regulations, and other published guidance relating to Code Section 415 in effect as of the end of the last Limitation Year beginning before the effective date of the final Code Section 415 Regulations as described in Treasury Regulation Section 1.415(a)-1(g)(4). (e) Other Rules (i) Benefits under terminated plans. If a defined benefit plan maintained by the Employer has terminated with sufficient assets for the payment of benefit liabilities of all plan participants and a Participant in the plan has not yet commenced benefits under 23

the plan, the benefits provided pursuant to the annuities purchased to provide the Participant s benefits under the terminated plan at each possible annuity starting date shall be taken into account in applying the limitations of this Article. If there are not sufficient assets for the payment of all Participants benefit liabilities, the benefits taken into account shall be the benefits that are actually provided to the Participant under the terminated plan. (ii) Benefits transferred from the Plan. If a Participant s benefits under a defined benefit plan maintained by the employer are transferred to another defined benefit plan maintained by the Employer and the transfer is not a transfer of distributable benefits pursuant Treasury Regulation Section 1.411(d)-4, Q&A-3(c), then the transferred benefits are not treated as being provided under the transferor plan (but are taken into account as benefits provided under the transferee plan). If a Participant s benefits under a defined benefit plan maintained by the Employer are transferred to another defined benefit plan that is not maintained by the Employer and the transfer is not a transfer of distributable benefits pursuant to Treasury Regulation Section 1.411(d)-4, Q&A-3(c), then the transferred benefits are treated by the Employer s Plan as if such benefits were provided under annuities purchased to provide benefits under a plan maintained by the Employer that terminated immediately prior to the transfer with sufficient assets to pay all Participants benefit liabilities under the plan. If a Participant s benefits under a defined benefit plan maintained by the Employer are transferred to another defined benefit plan in a transfer of distributable benefits pursuant to Treasury Regulation Section 1.411(d)-4, Q&A-3(c), the amount transferred is treated as a benefit paid from the transferor plan. (iii) Formerly affiliated plans of the Employer. A Formerly Affiliated Plan of an Employer shall be treated as a plan maintained by the Employer, but the formerly affiliated plan shall be treated as if it had terminated immediately prior to the cessation of affiliation with sufficient assets to pay Participants benefit liabilities under the Plan and had purchased annuities to provide benefits. (iv) Plans of a Predecessor Employer. If the Employer maintains a defined benefit plan that provides benefits accrued by a Participant while performing services for a Predecessor Employer, then the Participant s benefits under a plan maintained by the Predecessor Employer shall be treated as provided under a plan maintained by the Employer. However, for this purpose, the plan of the Predecessor Employer shall be 24

treated as if it had terminated immediately prior to the event giving rise to the Predecessor Employer relationship with sufficient assets to pay Participants benefit liabilities under the plan, and had purchased annuities to provide benefits; the Employer and the Predecessor Employer shall be treated as if they were a single employer immediately prior to such event and as unrelated employers immediately after the event; and if the event giving rise to the predecessor relationship is a benefit transfer, the transferred benefits shall be excluded in determining the benefits provided under the plan of the Predecessor Employer. (v) Special rules. The limitations of this Article shall be determined and applied taking into account the rules in Treasury Regulation Section 1.415(f)-1(d), (e) and (h). (vi) Aggregation with Multiemployer Plans. If the Employer maintains a multiemployer plan, as defined in Code Section 414(f), and the multiemployer plan so provides, only the benefits under the multiemployer plan that are provided by the Employer shall be treated as benefits provided under a plan maintained by the Employer for purposes of this Article. 6.04 Monthly Pension Enhancement: In lieu of the Retirement Benefits provided under Section 6.01, a Participant who meets all of the following stated criteria (i) through (iv), inclusive, namely: (i) the Participant had attained age 45 and was 100% vested pursuant to Section 9.01 as of January 1, 1997, and (ii) the Participant was employed in an Eligible Employment Classification on or after July 1, 1999, and (iii) the Participant's separation from service (including death or disability) occurs on or before June 30, 2007, and (iv) the Participant, upon benefit commencement, elects to receive their Plan benefits under a monthly annuity form of distribution as described under either Section 10.01 or Section 10.02, may elect instead to receive a Normal Form Life Annuity annual retirement benefit (with one-twelfth of such payable monthly) equal to the sum total of their annual Prior Accrued Benefit plus 2% of the Participant s Earnings since January 1, 1997. And further provided, that for purposes of determining a Participant's Early 25