ALLIANCE BENEFIT GROUP OF ILLINOIS ELIGIBLE 457

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ALLIANCE BENEFIT GROUP OF ILLINOISELIGIBLE 457 PROTOTYPE PLANANDTRUST AGREEMENT

Eligible 457 Prototype PlanALLIANCE BENEFIT GROUP OF ILLINOISELIGIBLE 457 PROTOTYPE PLAN AND TRUST AGREEMENTAlliance Benefit Group of Illinois, in its capacityas Eligible 457 Prototype Plan Sponsor, establishesthis Eligible 457 Prototype Plan intended be an“eligible deferred compensation plan” as defined inCode §457(b) of the Internal Revenue Code of 1986,as amended. An Employer establishes a Plan and ifapplicable, a Trust under this Eligible 457 PrototypePlan by executing an Adoption Agreement. If theEmployer adopts this Plan as a restated Plan insubstitution for, and in amendment of, an existingplan, the provisions of this Plan, as a restated Plan,apply solely to an Employee on or after the restatedEffective Date of the Employer’s Plan. If anEmployee incurs a Severance from Employmentprior to the restated Effective Date, that Employee isentitled to benefits under the Plan as the Plan existedon the date of the Employee’s Severance fromEmployment.ARTICLE IDEFINITIONS1.01 “Account” means the separate Account(s)which the Plan Administrator or the Trusteemaintains under the Plan for a Participant’s DeferredCompensation. The Plan Administrator or Trusteemay establish separate Accounts for multipleBeneficiaries of a Participant to facilitate requiredminimum distributions under Section 4.03 based oneach Beneficiary’s life expectancy.1.02 “Accounting Date” means the last day ofthe Plan Year. The Plan Administrator will allocateEmployer contributions and forfeitures for aparticular Plan Year as of the Accounting Date of thatPlan Year, and on such other dates, if any, as the PlanAdministrator determines, consistent with the Plan’sallocation conditions and other provisions.1.03 “Beneficiary” means a person who thePlan or a Participant designates and who is or maybecome entitled to a Participant’s Account upon theParticipant’s death. A Beneficiary who becomesentitled to a benefit under the Plan remains aBeneficiary under the Plan until the PlanAdministrator or Trustee has fully distributed to theBeneficiary his/her Plan benefit. A Beneficiary’sright to (and the Plan Administrator’s or a Trustee’sduty to provide to the Beneficiary) information ordata concerning the Plan does not arise until theBeneficiary first becomes entitled to receive a benefitunder the Plan.1.04 “Code” means the Internal Revenue Codeof 1986, as amended.1.05 “Compensation” for purposes ofallocating Deferral Contributions means W-2 wages Copyright 2005 SunGardplus Elective Contributions. Any reference in thisPlan to Compensation is a reference to the definitionin this Section 1.05 unless the Plan referencespecifies a modification to this definition or theEmployer in the Adoption Agreement elects amodification. The Plan Administrator will take intoaccount only Compensation actually paid for therelevant period. A Compensation payment includesCompensation paid by the Employer through anotherperson under the common paymaster provisions inCode §§3121 and 3306. See Section 1.15 as toCompensation for an Independent Contractor.Compensation also includes any amount that theInternal Revenue Service in published guidancedeclares to constitute compensation for purposes of a457 Plan.(A) “W-2 Wages” W-2 wages means wages forfederal income tax withholding purposes, as definedunder Code §3401(a), plus all other payments to anEmployee in the course of the Employer’s trade orbusiness, for which the Employer must furnish theEmployee a written statement under Code §§6041,6051 and 6052, but determined without regard to anyrules that limit the remuneration included in wagesbased on the nature or location of the employment orservices performed (such as the exception foragricultural labor in Code §3401(a)(2)).(B) Modification to Compensation. The Employermust specify in its Adoption Agreement theCompensation the Plan Administrator is to take intoaccount in allocating Deferral Contributions to aParticipant’s Account. For all Plan Years other thanthe Plan Year in which the Employee first becomes aParticipant, the Plan Administrator will take intoaccount only the Compensation determined for theportion of the Plan Year in which the Employeeactually is a Participant.(C) Elective Contributions. Compensation underSection 1.05 includes Elective Contributions unlessthe Employer in its Adoption Agreement elects tions” are amounts excludible from theEmployee’s gross income under Code §§125,132(f)(4), 402(e)(3), 402(h)(1)(B), 403(b), 408(p) or457, and contributed by the Employer, at theEmployee’s election, to a cafeteria plan, a qualifiedtransportation fringe benefit plan, a 401(k)arrangement, a SARSEP, a tax-sheltered annuity, aSIMPLE plan or a Code §457 plan.1.06 “Deferral Contributions” means as theEmployer elects in Adoption Agreement Section3.01, Salary Reduction Contributions, NonelectiveContributions and Matching Contributions. The PlanAdministrator in applying the Code §457(b) limit will2/051

Eligible 457 Prototype Plantake into account Deferral Contributions in theTaxable Year in which deferred, or if later, in theTaxable Year in which the Deferral Contributions areno longer subject to a Substantial Risk of Forfeiture.The Plan Administrator in determining the amount ofa Participant’s Deferral Contributions disregards thenet income, gain and loss attributable to DeferralContributions unless the Deferral Contributions aresubject to a Substantial Risk of Forfeiture. If aDeferral Contribution is subject to a Substantial Riskof Forfeiture, the Plan Administrator takes into theDeferral Contribution as adjusted for allocable netincome, gain or loss in the Taxable Year in which theSubstantial Risk of Forfeiture lapses.1.07 “Deferred Compensation” means as to aParticipant the amount of Deferral Contributions,Rollover Contributions and Transfers adjusted forallocable net income, gain or loss, in the Participant’sAccount.1.08 “Effective Date” of this Plan is the datethe Employer specifies in the Adoption Agreement.The Employer in the Adoption Agreement may electspecial effective dates for Plan provisions theEmployer specifies provided any such date(s) arepermitted by the Code, by Treasury regulations, or byother applicable guidance.1.09 “Employee” means an individual whoprovides services for the Employer, as a common lawemployee of the Employer. The Employer in itsAdoption Agreement must elect or specify anyEmployee, or class of Employees, not eligible toparticipate in the Plan (an “Excluded Employee”).See Section 1.15 regarding potential treatment of anIndependent Contractor as an Employee.1.10 “Employer” means an employer whoadopts this Plan by executing an AdoptionAgreement.1.11 tionsorMatchingContributions.1.12 “ERISA”meanstheEmployeeRetirement Income Security Act of 1974, asamended.1.13 “Excess Deferrals” means DeferralContributions to a Governmental Eligible 457 Plan orto a Tax-Exempt Organization Eligible 457 Plan for aParticipant that exceed the Taxable Year maximumlimitation of Code §§457(b) and (e)(18).1.14 “Includible Compensation” means, forthe Employee’s Taxable Year, the Employee’s totalCompensation within the meaning of Code§415(c)(3) paid to an Employee for services renderedto the Employer. Includible Compensation includesDeferral Contributions under the Plan, compensation2 2/05deferred under any other plan described in Code§457, and any amount excludible from theEmployee’s gross income under Code §§401(k),403(b), 125 or 132(f)(4) or any other amountexcludible from the Employee’s gross income forFederal income tax purposes. The Employer willdetermine Includible Compensation without regard tocommunity property laws.1.15 “Independent Contractor” means anyindividual who performs service for the Employerand who the Employer does not treat as an Employeeor a Leased Employee. The Employer in theAdoption Agreement may elect to permitIndependent Contractors to participate in the Plan. Tothe extent that the Employer permits IndependentContractor participation, references to Employee inthe Plan include Independent Contractors andCompensation means the amounts the Employer paysto the Independent Contractor for services, except asthe Employer otherwise specifies in its AdoptionAgreement1.16 “Leased Employee” means an Employeewithin the meaning of Code §414(n).1.17 “Matching Contribution” means anEmployer fixed or discretionary contribution made orforfeiture allocated on account of Salary ReductionContributions.1.18 “Nonelective Contribution” means anEmployer fixed or discretionary contribution notmade as a result of a Salary Reduction Agreementand which is not a Matching Contribution.1.19 “Normal Retirement Age” means theage the Employer specifies in the AdoptionAgreement consistent with Section 3.05(B).1.20 “Participant” is an Employee other thanan Excluded Employee who becomes a Participant inaccordance with the provisions of Section 2.01.1.21 “Plan” means the 457 plan established orcontinued by the Employer in the form of this basicPlan and (if applicable) Trust Agreement, includingthe Adoption Agreement under which the Employerhas elected to participate in this Eligible 457Prototype Plan. The Employer in the AdoptionAgreement must designate the name of the Plan. ThePlan maintained by each adopting Employer is aseparate Plan, independent from the plan of any otherEmployer adopting this Eligible 457 Prototype Plan.All section references within the Plan are Plansection references unless the context clearly indicatesotherwise.1.22 “Plan Administrator” is the Employerunless the Employer designates another person tohold the position of Plan Administrator. The PlanAdministrator may be a Participant.

Eligible 457 Prototype Plan1.23 “Plan Entry Date” means the dates theEmployer elects in Adoption Agreement Section2.01.1.24 “Plan Year” means the consecutive 12month period the Employer elects in the AdoptionAgreement.1.25 “Rollover Contribution” means theamount of cash or property which an eligibleretirement plan described in Code §402(c)(8)(B)distributes to an eligible Employee or to a Participantin an eligible rollover distribution under Code§402(c)(4) and which the eligible Employee orParticipant transfers directly or indirectly to aGovernmental Eligible 457 Plan. A RolloverContribution includes net income, gain or lossattributable to the Rollover Contribution. A ibutions, as adjusted for net income, gain orloss.1.26 “Salary Reduction Agreement” means awritten agreement between a Participant and theEmployer, by which the Employer reduces theParticipant’s Compensation for Compensation notavailable as of the date of the election and contributesthe amount as a Salary Reduction Contribution to theParticipant’s Account.1.27 “Salary Reduction Contribution” meansa contribution the Employer makes to the Planpursuant to a Participant’s Salary ReductionAgreement.1.28 “Service” means any period of time theEmployee is in the employ of the Employer. In thecase of an Independent Contractor, Service meansany period of time the Independent Contractorperforms services for the Employer on anindependent contractor basis. An Employee orIndependent Contractor terminates Service uponincurring a Severance from Employment.(A) Qualified Military Service. Service includesany qualified military service the Plan must credit forcontributions and benefits in order to satisfy thecrediting of Service requirements of Code §414(u). AParticipant whose employment is interrupted byqualified military service under Code §414(u) or whois on a leave of absence for qualified military serviceunder Code §414(u) may elect to make additionalSalary Reduction Contributions upon resumption ofemployment with the Employer equal to themaximum Deferral Contributions that the Participantcould have elected during that period if theParticipant’s employment with the Employer hadcontinued (at the same level of Compensation)without the interruption of leave, reduced by theDeferral Contributions, if any, actually made for theParticipant during the period of the interruption or Copyright 2005 SunGardleave. This right applies for five years following theresumption of employment (or, if sooner, for a periodequal to three times the period of the interruption orleave). The Employer shall make appropriate makeup Nonelective Contributions and MatchingContributions for such a Participant as required underCode §414(u). The Plan shall apply limitations ofArticle III to all Deferral Contributions under thisparagraph with respect to the year to which theDeferral Contribution relates.(B) “Continuous Service” as the AdoptionAgreement describes means Service with theEmployer during which the Employee does not incura Severance from Employment.(C) “Severance from Employment.”(1) Employee. An Employee has a Severancefrom Employment when the Employee ceases to bean Employee of the Employer. A Participant does notincur a Severance from Employment if, in connectionwith a change in employment, the Participant’s newemployer continues or assumes sponsorship of thePlan or accepts a Transfer of Plan assets as to theParticipant.(2) Independent Contractor. An IndependentContractor has a Severance from Employment whenthe contract(s) under which the IndependentContractor performs services for the Employerexpires (or otherwise terminates), unless theEmployer anticipates a renewal of the contractualrelationship or the Independent Contractor becomingan Employee. The Employer anticipates renewal if itintends to contract for the services provided under theexpired contract and neither the Employer nor theIndependent Contractor has eliminated theIndependent Contractor as a potential provider ofsuch services under the new contract. Further, theEmployer intends to contract for services conditionedonly upon the Employer’s need for the servicesprovided under the expired contract or theEmployer’s availability of funds. Notwithstandingthe preceding provisions of this Section 1.30, thePlan Administrator will consider an IndependentContractor to have incurred a Severance fromEmployment: (a) if the Plan Administrator or Trusteewill not pay any Deferred Compensation to anIndependent Contractor who is a Participant before adate which is at least twelve months after theexpiration of the Independent Contractor’s contract(or the last to expire of such contracts) to renderServices to the Employer; and (b) if before theapplicable twelve-month payment date, theIndependent Contractor performs Service as anIndependent Contractor or as an Employee, the PlanAdministrator or Trustee will not pay to n on the applicable date.2/053

Eligible 457 Prototype Plan1.29 “State” means (a) one of the 50 states ofthe United States or the District of Columbia, or (b) apolitical subdivision of a State, or any agency orinstrumentality of a State or its political subdivision.A State does not include the federal government orany agency or instrumentality thereof.1.37 “Vested” means a Participant’s DeferralContributions that are not subject to a SubstantialRisk of Forfeiture, including a vesting schedule.1.30 A “Substantial Risk of Forfeiture”exists if the Plan expressly conditions a Participant’sright to Deferred Compensation upon theParticipant’s future performance of substantialService for the Employer.2.01 ELIGIBILITY. Each Employee who isnot an Excluded Employee becomes a Participant inthe Plan in accordance with the eligibility conditionsand as of the Plan Entry Date the Employer elects inits Adoption Agreement. If this Plan is a restatedPlan, each Employee who was a Participant in thePlan on the day before the Effective Date continuesas a Participant in the Plan, irrespective of whetherhe/she satisfies the eligibility conditions in therestated Plan, unless the Employer indicatesotherwise in the Adoption Agreement.1.31 “Tax-Exempt Organization” means anytax-exempt organization other than a governmentalunit or a church or qualified church-controlledorganization within the meaning of Code§3121(w)(3).1.32 “Taxable Year” means the calendar yearor other taxable year of a Participant.1.33 “Transfer” means a transfer of Eligible457 Plan assets to another Eligible 457 Plan which isnot a Rollover Contribution and which is made inaccordance with Section 9.03.1.34 “Trust” means the Trust created underthe adopting Employer’s Plan. The Trust created andestablished under the adopting Employer’s Plan is aseparate Trust, independent of the trust of any otherEmployer adopting this Eligible 457 Prototype Plan.A Trust required under a Governmental Eligible 457Plan is subject to Article VIII. Any Trust under aTax-Exempt Organization Eligible 457 Plan issubject to Section 5.09.1.35 “Trustee” means the person or personswho as Trustee execute the Employer’s AdoptionAgreement, or any successor in office who in writingaccepts the position of Trustee.1.36 Type of 457 Plan. The Employer in theAdoption Agreement must specify both the sponsortype and plan type from the following:(A) “Governmental Eligible 457 Plan” means anEligible 457 Plan established by a State.(B) “Tax-Exempt Organization Eligible 457 Plan”means an Eligible 457 Plan established by a TaxExempt Organization.(C) “Eligible 457 Plan” means a plan whichsatisfies the requirements of Code §457(b) and Treas.Reg. §§1.457-3 through -10.4 2/05ARTICLE IIPARTICIPATION IN PLAN2.02 PARTICIPATIONUPONREEMPLOYMENT. A Participant who incurs aSeverance from Employment will re-enter the Plan asa Participant on the date of his/her re-employment.An Employee who satisfies the Plan’s eligibilityconditions but who incurs a Severance fromEmployment prior to becoming a Participant willbecome a Participant on the later of the Plan EntryDate on which he/she would have entered the Planhad he/she not incurred a Severance fromEmployment or the date of his/her re-employment.Any Employee who incurs a Severance fromEmployment prior to satisfying the Plan’s eligibilityconditions becomes a Participant in accordance withAdoption Agreement Section 2.01.2.03 CHANGE IN EMPLOYEE STATUS. If aParticipant has not incurred a Severance fromEmployment but ceases to be eligible to participate inthe Plan, by reason of becoming an ExcludedEmployee, the Plan Administrator must treat theParticipant as an Excluded Employee during theperiod such a Participant is subject to the AdoptionAgreement exclusion. The Plan Administratordetermines a Participant’s sharing in the allocation ofEmployer Contributions by disregarding his/herCompensation paid by the Employer for servicesrendered in his/her capacity as an ExcludedEmployee. However, during such period ofexclusion, the Participant, without regard toemployment classification, continues to share fully inPlan income allocations under Section 5.07 and toaccrue vesting service if applicable.ARTICLE IIIDEFERRAL CONTRIBUTIONS/LIMITATIONS3.01 AMOUNT.(A) Contribution Formula. For each Plan Year, orother period the Employer specifies in the AdoptionAgreement, the Employer will contribute to the Plan

Eligible 457 Prototype Planthe type and amount of Deferral Contributions theEmployer elects in its Adoption Agreement.Participants of the automatic election and of theirright to make a contrary election.(B) Return of Contributions. The Employercontributes to this Plan on the condition itscontribution is not due to a mistake of fact. If thePlan has a Trust, the Trustee, upon written requestfrom the Employer, must return to the Employer theamount of the Employer’s contribution (adjusted fornet income, gain or loss) made by the Employer onaccount of a mistake of fact. The Trustee will notreturn any portion of the Employer’s contributionunder the provisions of this paragraph more than oneyear after the Employer made the contribution onaccount of a mistake of fact. In addition, if anyParticipant Salary Reduction Contribution is due to amistake of fact, the Employer or the Trustee uponwritten request from the Employer shall return theParticipant’s contribution (adjusted for net income,gain or loss), within one year after payment of thecontribution.(C) Application to Leave of Absence andDisability. Unless a Participant in his/her SalaryReduction Agreement elects otherwise, theParticipant’s Salary Reduction Agreement shallcontinue to apply during the Participant’s leave ofabsence or the Participant’s disability (as the PlanAdministrator shall establish), if the Participant hasCompensation other than imputed compensation ordisability benefits.The Trustee will not increase the amount of theEmployer contribution returnable under this Section3.01 for any earnings attributable to the contribution,but the Trustee will decrease the Employercontribution returnable for any losses attributable toit. The Trustee may require the Employer to furnish itwhatever evidence the Trustee deems necessary toenable the Trustee to confirm the amount theEmployer has requested be returned is properlyreturnable.(C) Time of Payment of Contribution. If the Planhas a Trust, the Employer may pay its contributionsfor each Plan Year to the Trust in one or moreinstallments and at such time(s) as the Employerdetermines, without interest. A tributions to the Trust within a period that is notlonger than is reasonable for the administration ofParticipant Accounts.3.02 SALARY REDUCTION CONTRIBUTIONS. The Employer in the Adoption Agreementmust elect whether the Plan permits Salary ReductionContributions, and also the Plan limitations, if any,which apply to Salary Reduction Contributions.Unless the Employer elects otherwise in the AdoptionAgreement, all such limitations apply on a payrollbasis.(A) Deferral from Sick, Vacation and Back Pay.The Employer in the Adoption Agreement must electwhether to permit Participants to make SalaryReduction Contributions from accumulated sick pay,from accumulated vacation pay or from back pay.(B) Automatic Enrollment. The Employer in theAdoption Agreement may provide for automaticSalary Reduction Contributions of a specifiedamount, subject to giving notice to affected Copyright 2005 SunGard3.03 MATCHING CONTRIBUTIONS. TheEmployer in the Adoption Agreement must electwhether the Plan permits Matching Contributionsand, if so, the type(s) of Matching Contributions, thetime period applicable to any Matching Contributionformula, and as applicable, the amount of MatchingContributions and the Plan limitations, if any, whichapply to Matching Contributions. Any MatchingContributions apply to Normal Retirement Agecatch-up contributions and to age 50 catch-upcontributions, if any, unless the Employer electsotherwise in the Adoption Agreement.3.04 NORMAL LIMITATION. Except asprovided in Sections 3.05 and 3.06, a Participant’smaximum Deferral Contributions (excludingRollover Contributions and Transfers) under this Planfor a Taxable Year may not exceed the lesser of:(a)The applicable dollar amount asspecified under Code §457(e)(15) (or, beginningJanuary 1, 2006) such larger amount as theCommissioner of the Internal Revenue mayprescribe), or(b) 100% of the Participant’s IncludibleCompensation for the Taxable Year.3.05 NORMALRETIREMENTAGECATCH-UP CONTRIBUTION. For one or more ofthe Participant’s last three Taxable Years endingbefore the Taxable Year in which the Participantattains Normal Retirement Age, the Participant’smaximum Deferral Contributions may not exceed thelesser of:(a) Twice the dollar amount under Section3.04(a) normal limitation, or (b) the underutilizedlimitation.(A) Underutilized Limitation. A Participant’sunderutilized limitation is equal to the sum of: (i) thenormal limitation for the Taxable Year, and (ii) thenormal limitation for each of the prior Taxable Yearsof the Participant commencing after 1978 duringwhich the Participant was eligible to participate in thePlan and the Participant’s Deferral Contributionswere subject to the normal limitation or any otherCode §457(b) limit, less the amount of Deferral2/055

Eligible 457 Prototype PlanContributions for each such prior Taxable Year,excluding age 50 catch-up contributions.(B) Normal Retirement Age. Normal RetirementAge is the age the Employer specifies in theAdoption Agreement provided that the age may notbe: (i) earlier than the earliest of age 65 or the age atwhich Participants have the right to retire and receiveunder the Employer’s defined benefit plan (or moneypurchase plan if the Participant is not eligible toparticipate in a defined benefit plan) immediateretirement benefits without actuarial or otherreduction because of retirement before a laterspecified age; or (ii) later than age 70½.(1) Participant Designation. The Employer inthe Adoption Agreement may permit a Participant todesignate his/her Normal Retirement Age as any ageincluding or between the foregoing ages.(2) Multiple 457 Plans. If the Employermaintains more than one Eligible 457 Plan, the Plansmay not permit any Participant to have more than oneNormal Retirement Age under the Plans.(3) Police and Firefighters. In a GovernmentalEligible 457 Plan with qualified police or firefighterParticipants within the meaning of Code§415(b)(2)(H)(ii)(I), the Employer in the AdoptionAgreement may elect (or permit the qualifiedParticipants to elect) a Normal Retirement Age asearly as age 40 and as late as age 70½.(C) Pre-2002 Coordination. In determining aParticipant’s underutilized limitation, the PlanAdministrator, in accordance with Treas. Reg.§1.457-4(c)(3)(iv), must apply the coordination rulein effect under now repealed Code §457(c)(2). ThePlan Administrator also must determine the normallimitation for pre-2002 Taxable Years in accordancewith Code §457(b)(2) as then in effect.3.06 AGE 50 CATCH-UP CONTRIBUTION.An Employer sponsoring a Governmental Eligible457 Plan must specify in the Adoption Agreementwhether the Participants are eligible to make age 50catch-up contributions.If an Employer elects to permit age 50 catch-upcontributions, all Employees who are eligible tomake Salary Reduction Contributions under this Planand who have attained age 50 before the close of theTaxable Year are eligible to make age 50 catch-upcontributions for that Taxable Year in accordancewith, and subject to the limitations of, Code §414(v).Such catch-up contributions are not taken intoaccount for purposes of the provisions of the planimplementing the required limitations of Code §457.If, for a Taxable Year, an Employee makes a catchup contribution under Section 3.05, the Employee isnot eligible to make age 50 catch-up contributionsunder this Section 3.06. A catch-up eligible6 2/05Participant in each Taxable Year is entitled to thegreater of the amount determined under Section 3.05or Section 3.06 catch-up amount plus the Section3.04 normal limitation.3.07 CONTRIBUTION ALLOCATION. ThePlan Administrator will allocate to each Participant’sAccount his/her Deferral Contributions. TheEmployer will allocate Employer Nonelective andMatching Contributions to the Account of eachParticipant who satisfies the allocation conditions inAdoption Agreement Section 3.08 in the followingmanner:(a) Fixed match. To the extent the Employermakes Matching Contributions under a fixedAdoption Agreement formula, the Plan Administratorwill allocate the Matching Contribution to theAccount of the Participant on whose behalf theEmployer makes that contribution. A fixed MatchingContribution formula is a formula under which theEmployer contributes a specified percentage or dollaramount on behalf of a Participant based on thatParticipant’s Salary Reduction Contributions.(b) Discretionary match. To the extent theEmployer makes Matching Contributions under adiscretionary Adoption Agreement formula, the ons to a Participant’s Account in the sameproportion that each Participant’s Salary ReductionContributions taken into account under the formulabear to the total Salary Reduction Contributions of allParticipants.(c) Tiered match. If the Matching Contributionformula is a tiered formula, the Plan Administratorwill allocate separately the Matching Contributionswith respect to each tier of Salary ReductionContributions, in accordance with the tiered formula.(d) Discretionary nonelective. The PlanAdministrator will allocate discretionary NonelectiveContributions for a Plan Year in the same ratio thateach Participant’s Compensation for the Plan Yearbears to the total Compensation of all Participants forthe Plan Year, unless the Employer elects otherwisein the Adoption Agreement.(e) Fixed nonelective. The Plan Administratorwill allocate fixed Nonelective Contributions for aPlan Year in the same ratio that each Participant’sCompensation for the Plan Year bears to the totalCompensation of all Participants for the Plan Year,unless the Employer elects otherwise in the AdoptionAgreement.3.08 ALLOCATION CONDITIONS. The PlanAdministrator will determine the allocationconditions applicable to Nonelective Contributions orto Matching Contributions (or to both) in accordancewith the Employer’s elections in its Adoption

Eligible 457 Prototype PlanAgreement. The Plan Administrator will not allocateto a Participant any portion of an EmployerContribution (or forfeiture if applicable) for a PlanYear or applicable portion thereof in which theParticipant does not satisfy the applicable allocationcondition(s).3.09 ROLLOVER CONTRIBUTIONS. Fortaxable years beginning after December 31, 2001, anEmployer sponsoring a Governmental Eligible 457Plan may permit Rollover Contributions.(A) Operational Administration. The Employer,operationally and on a nondiscriminatory basis, mayelect to permit or not to permit RolloverContributions to this Plan or may elect to limit aneligible Employee’s right or a Participant’s right tomake a Rollover Contribution. If the Employerpermits Rollover Contributions, any Pa

Alliance Benefit Group of Illinois, in its capacity as Eligible 457 Prototype Plan Sponsor, establishes this Eligible 457 Prototype Plan intended be an “eligible deferred compensation plan” as defined in Code §457(b) of the Internal Revenue Code o

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