Fill - Free fillable THE INDIVIDUAL 401(K) PLAN INSTRUCTIONS FOR COMPLETING (TD Ameritrade) PDF form

TDA 101546 REV. 12/21

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INSTRUCTIONS FOR COMPLETING

THE INDIVIDUAL 401(K) PLAN

ADOPTION AGREEMENT

GETTING STARTED

The Individual 401(k) Plan is designed for Self-Employed Individuals; owner-only businesses or owner-spouse businesses, including sole

proprietors; C corporations; S corporations; partnerships; and limited-liability corporations.

These instructions are designed to help you, the Adopting Employer, along with your attorney and/or tax advisor, complete the Adoption

Agreement for the Individual 401(k) Plan. The instructions are to be used only as a general guide and are not intended as a substitute

for qualiﬁed legal and tax advice. We recommend that you obtain the advice of your legal or tax advisor before you sign the Adoption

Agreement. The words and phrases that are capitalized are deﬁned terms that may be found in the Basic Plan Document.

COMPLETING THE ADOPTION AGREEMENT

If you fail to select an option or complete an election for an elective provision, default provisions will apply. Each applicable default is detailed below

each option or election on the Adoption Agreement. Certain options are prechecked based on the Individual 401(k) Plan features.

Employer Information

Fill in the requested information.

The Name of the Adopting Employer is the business (the “Employer”) that sponsors the Plan.

The Adopting Employer’s Federal Tax Identiﬁcation Number is the tax identiﬁcation number assigned to your business. Do not use your Social

Security Number. If your business does not have a Federal Tax Identiﬁcation Number, you or your tax advisor may obtain one immediately online or

by telephone; the instructions for IRS Form SS-4 (available on the IRS website at www.irs.gov) explain how to proceed.

Plan Information

Fill in the requested information.

The three-digit Plan Sequence Number is used to identify your Plan in annual reporting to the IRS. Your business determines the number, beginning

with 001 for the ﬁrst Plan the business established. For example, if this is the fourth Plan your business maintains or has maintained, the Plan

Sequence Number would be 004.

Fill in the Plan Identiﬁcation Number (if applicable). This is the tax identiﬁcation number assigned to your Individual 401(k) Plan for reporting

purposes. Do not use your Social Security Number or the tax identiﬁcation number assigned to your business. If your Plan does not have a Plan

Identiﬁcation Number, you or your tax advisor may obtain one immediately online or by telephone; the instructions for IRS Form SS-4 (available on

the IRS website at www.irs.gov) explain how to proceed.

If the Adopting Employer will not be responsible for administering the Plan, the Plan Administrator is the individual who will be responsible for

administering the Plan for the Adopting Employer, unless another person is designated by the Adopting Employer as Trustee in the Adoption

Agreement.

PO Box 



Omaha, NE -

Fax: --

IMPORTANT NOTE:

TD Ameritrade has been acquired by Charles Schwab Corporation (“Schwab”) and will begin using Schwab plan documents for clients ahead

of our conversion process. It is currently estimated that TD Ameritrade accounts will convert to Schwab in 2023. Schwab is the Prototype Plan

Sponsor of this plan document; thus, we will refer to this plan as the Schwab Individual 401(k) Plan or the Individual 401(k) Plan throughout.

TD Ameritrade continues to be your plan Custodian until conversion.

• If you maintain or choose to oer an Individual 401(k) plan that permits Roth deferral contributions (Adoption Agreement Section 3),

you may only do so for a limited time period, due to the impending account conversion to Schwab. While our Small Business Retirement

Plan oering will continue to support an array of plan features, we will no longer be able to support Individual 401(k) plans allowing Roth

contributions, once accounts convert to Schwab in 2023. TD Ameritrade will continue to accept Individual 401(k) Roth contributions and

accounts through summer 2022. It is expected that in late 2022, TD Ameritrade will contact Individual 401(k) plans with Roth contributions to

outline choices and important deadlines, as your plan will not be eligible to convert to Schwab in 2023. Completing this Adoption Agreement

now allows your plan to satisfy the IRS Cycle 3 plan restatement

requirement that must be completed no later than July 31, 2022. However

soon thereafter, it is expected that your Individual 401(k) plan with Roth contributions will need to take action, including transferring to a new

provider, for example.

• If you maintain or choose to oer an Individual 401(k) plan without Roth deferral contributions (Adoption Agreement Section 3), your plan

account(s) may remain at TD Ameritrade until converted to Schwab (estimated to be in 2023), or until you transfer them out. No action to

move or transfer your account is required at this time. More information on when and how your accounts will be converted to Schwab is

expected starting in 2023. Until then please complete these documents as outlined below.

Reminder: To use this document and have TD Ameritrade as Custodian, plans may no longer oer participant loans, nor have outstanding loans

after July 31, 2022. If you have outstanding participant loans, please contact us before using this Adoption Agreement.

A plan restatement is an IRS required process whereby employers must complete new plan documents, for example, an “Adoption Agreement”.

Restatements are required by the IRS every 6 years to maintain compliance with new tax laws and regulations. This current restatement is called

“Cycle 3” and ends on July 31, 2022. You must complete Cycle 3 restatement documents no later than July 31, 2022.

Reset Form

TDA 101546 REV. 12/21

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SECTION ONE. EFFECTIVE DATES

Part A. New Plan Eective Date

Complete this if this is a new Plan, if you have an existing Plan of the same Plan type, complete Part B.

Part B. Existing Plan Amendment or Restatement Date

Fill in the requested information. The existing qualiﬁed plan to be replaced is called a “Prior Plan.” You will need to know the Eective

Date of the Prior Plan. The best way to determine its Eective Date is to refer to the Prior Plan Adoption Agreement.

The amendment or restatement Eective Date is generally the ﬁrst day of the Plan Year in which this Adoption Agreement is signed.

SECTION TWO. ELIGIBILITY

Part A. Age and Years of Eligibility Service

Age Requirement

Fill in the age that an Employee must attain (no more than 21) to be eligible to receive Employer Proﬁt Sharing Contributions and to

make Elective Deferrals.

Eligibility Service Requirement

Fill in one option to indicate the service requirement that an Employee must complete to be eligible to receive Employer Proﬁt Sharing

Contributions and to be eligible to make Elective Deferrals.

Part B. Employees Employed as of Speciﬁed Date

This provision only applies to an initial adoption of a Plan as deﬁned in Section One, Part A of the Adoption Agreement.

The age and service requirements may be waived for those Employees who are employed as of the Eective Date of this Plan. If the

eligibility requirements are waived, then only those Employees hired after the original Eective Date will have to meet the eligibility

requirements as deﬁned in Part A in this section of the Adoption Agreement.

SECTION THREE. CONTRIBUTIONS

• Pre-tax Elective Deferrals are permitted under this Plan.

• While Roth Elective Deferrals are currently permitted under this Plan, it is expected that the ability to make Roth Deferrals will be removed

in late 2022/early 2023 due to the impending account conversion to Schwab. Plans allowing Roth Elective Deferrals will receive instructions

in late 2022 and may be asked to transfer to a new provider at that time.

• If you are an existing client with any ROTH 401(k) accounts in your plan, please make sure to elect YES in this section to avoid delays. If

you leave this blank the default is that ROTH Salary Deferrals are NOT allowed.

• After-tax employee contributions are NOT permitted under this Plan.

• In-Plan Roth Conversions are NOT permitted under this Plan.

SECTION FOUR. VESTING AND FORFEITURES

There are no elections required for Section Four.

SECTION FIVE. DISTRIBUTION AND LOANS

Loans

Loans are not permitted under this Plan.

SECTION SIX. DEFINITIONS

There are no elections required for Section Six.

SECTION SEVEN. MISCELLANEOUS

Life Insurance

Life insurance investments are not permitted investments under this Plan.

SECTION EIGHT. EMPLOYER SIGNATURE

Prototype Document Sponsor

Charles Schwab & Co., Inc. is the entity that makes this prototype plan available to employers for adoption.

Attachments: In rare cases in which the Adopting Employer also maintains (or has maintained) another qualiﬁed plan, an attachment is required

to coordinate the plans’ compliance with contribution limits or top-heavy plan requirements. Consult your tax advisor if you think you may be in

this situation.

Authorized Employer Signature An authorized representative of the Employer must sign and date the Adoption Agreement.

Note: For most qualiﬁed retirement plans, an IRS favorable opinion letter is the only IRS approval letter needed. Under certain circumstances,

the IRS opinion letter covering this Plan may not apply. If you wish to obtain assurance that this Plan meets the requirements for qualiﬁcation

under the tax laws and regulations, this can be done by requesting an additional approval letter called an IRS determination letter from the

Employee Plans Determinations Oce of the IRS. Your attorney or tax advisor can help you obtain an additional IRS determination letter if your

plan will require this type of approval.

TDA 101546 REV. 12/21

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ACTION REQUIRED

1. After you complete all the elective section of the Adoption Agreement, sign and date it in Section Eight.

2. Also complete the attached Trust Agreement and sign and date that as well.

3. Make a copy of the Adoption Agreement and the Trust Agreement and return it to TD Ameritrade. Retain the originals in your permanent plan

ﬁles in case of IRS/DOL audit.

TD Ameritrade, Inc., member FINRA/SIPC, a subsidiary of The Charles Schwab Corporation.

TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.

TDA 101546 REV. 12/21

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EMPLOYER INFORMATION

Name of Adopting Employer:

Address:

City:

State:

ZIP Code:

Telephone Number:

Adopting Employer’s Federal Tax Identiﬁcation Number:

Adopting Employer’s Tax Year End (specify month and day):

Type of Business (select one): M Sole Proprietorship M Partnership M C Corporation M S Corporation M LLC

M Other (specify a legal entity recognized under federal income tax laws): ________________________________________________________

Name of Plan:

Plan Sequence Number:

Trust Identiﬁcation Number (if applicable):

Account Number

Related Employers – If the Adopting Employer is part of a controlled group of corporations (as deﬁned in Code section 414(b) as modiﬁed by

Code section 415(h)), a group of commonly controlled trades or businesses (as deﬁned in Code section 414(c) as modiﬁed by Code section

415(h)) or an aliated service group (as deﬁned in Code section 414(m)) of which the Adopting Employer is a part, or any other entity required

to be aggregated with the Adopting Employer pursuant to Code section 414(o), then all Related Employers of the Adopting Employer will

participate in this Plan.

SECTION ONE: EFFECTIVE DATES (Complete Part A or B)

M Part A: New Plan Eective Date

This is the initial adoption of a 401(k) proﬁt sharing plan by the Adopting Employer.

The Eective Date of this Plan is __________________. (Must be no earlier than the ﬁrst day of the Plan Year in which the Plan is adopted.)

If dierent from the Eective Date above, Elective Deferrals can be made under this Plan eective (select one):

M Option 1: The next payroll date coinciding with or following the later of the date this Adoption Agreement is signed or the Eective Date.

M Option 2: __________________ (Must be on or after the later of the date this Adoption Agreement is signed or the Eective Date.)

NOTE: If no option is selected, Option 1 will apply.

NOTE: The Eective Date is usually the ﬁrst day of the Plan Year in which this Adoption Agreement is signed and may not be earlier than such date. Elective

Deferrals, however, cannot be made available before the later of the date this Adoption Agreement is signed or the date speciﬁed above for Elective Deferrals.

M Part B. Existing Plan Amendment or Restatement Date

This is an amendment or restatement of an existing qualiﬁed plan.

The Initial Plan Document was eective on __________________.

M This Plan is a frozen Plan eective on __________________.

If this Plan is a frozen Plan, no Employer Contributions may be made to the Plan with respect to Compensation earned on or after the

Eective Date that the Plan is frozen. In addition, no additional contributions (e.g., rollover, transfer) may be accepted by the Plan on

or after the date that the Plan is frozen. Depending on the facts and circumstances surrounding the freezing of the Plan, other Plan

provisions may be aected (e.g., availability of loans.)

The Eective Date of this amendment or restatement is __________________. (Must be no earlier than the ﬁrst day of the Plan Year in which

the Plan is restated.)

NOTE: Specifying an amendment or restatement Eective Date as any day other than the ﬁrst day of the Plan Year following the Plan Year in which this Adoption

Agreement is signed may result in a reduction or elimination of accrued beneﬁts, violating Code section 411(d)(6). Notwithstanding the foregoing, Eective Dates for

certain legislative and regulatory provisions are governed by the terms speciﬁed in the Basic Plan Document.

INDIVIDUAL 401(k) PLAN

ADOPTION AGREEMENT

*TDA10546*

PO Box 



Omaha, NE -

Fax: --

TDA 101546 REV. 12/21

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SECTION TWO: ELIGIBILITY (Complete Parts A and B)

Part A. Age and Eligibility Service

1. Age Requirement. An Employee will be eligible to become a Participant in the Plan for purposes of becoming a Contributing Participant (and

thus eligible to make Elective Deferrals) or receiving an allocation of any Employer Proﬁt Sharing Contributions, as applicable, made pursuant

to Section Three of the Adoption Agreement, after attaining the following age _______ (not more than 21).

NOTE: If no age is speciﬁed there will be no age requirement.

2. Eligibility Service Requirement. An Employee will be eligible to become a Participant in the Plan for purposes of becoming a Contributing

Participant (and thus eligible to make Elective Deferrals) or receiving an allocation of any Employer Proﬁt Sharing Contributions, as applicable,

made pursuant to Section Three of the Adoption Agreement. (select one)

M Option 1: No eligibility service required.

M Option 2: After completing ______ consecutive Months of Eligibility Service (not more than 12) beginning on the Employee’s date of hire.

NOTE: If an Employee does not satisfy the Months of Eligibility Service requirement within the initial period speciﬁed above, such Employee will satisfy the

Plan’s service requirement and be eligible to become a Participant in the Plan for purposes of the contributions speciﬁed above upon completion of 1,000

Hours of Service within the Eligibility Computation Period.

M Option 3: After completing 1 Year of Eligibility Service (Period of Service, if applicable).

NOTE: If no option is selected, Option 1 will apply.

Part B. Employees Employed as of a Speciﬁed Date

An Employee who is employed as of the date speciﬁed below, is included in the classiﬁcation listed below (other than an Employee who is part

of an excluded class of Employees), and has not otherwise met the age and eligibility service requirements listed above will be considered to

have met those requirements and be eligible to become a Participant in the Plan (select one)

M Option 1: An Employee employed on_____________ (specify a month, day, and year)

i. Employee Classiﬁcation

This waiver applies to the following Employees (select one and complete, as applicable):

Suboption (a): M All Employees.

Suboption (b): M Employees who are (deﬁne classiﬁcations):

__________________________________________________________________________________________________________

ii. Entry Date

The following date will be an Entry Date for an Employee who is subject to this waiver (select one and complete, as applicable):

Suboption (a): M The speciﬁed date above.

Suboption (b): M __________(specify a month, day, and year)

M Option 2: Not applicable.

NOTE: If no option is selected, Option 2 will apply. If Option 1 is selected but no date is speciﬁed, no additional age and eligibility service waivers will apply. If

Option 1 is selected but no Employees are speciﬁed, all Employees employed on the speciﬁed date will be subject to the waiver. This age and eligibility service

waiver may be used either when this Plan is adopted or when the Plan is subsequently amended (e.g., to add one or more types of contributions, to add a

previously excluded group of Employees).

SECTION THREE: CONTRIBUTIONS (Complete Part A)

Part A. Elective Deferrals

Authorization of Elective Deferrals

Will Elective Deferrals be permitted under this Plan? (select one)

M Option 1: Yes (complete the following):

Will Roth Elective Deferrals be permitted under this Plan in addition to Pre-Tax Elective Deferrals?

Suboption (a): M Yes.

Suboption (b): M No.

NOTE: If no suboption is selected, Suboption (b) will apply as long as no Roth Elective Deferrals are currently maintained in this plan. If a Roth Elective

Deferral account is currently maintained, check Suboption (a). Do not leave this selection blank.

M Option 2: No.

NOTE: If no option is selected, Option (a) will apply. A Contributing Participant’s combined Pre-Tax and Roth Elective Deferrals during their taxable year will not

exceed the limit contained in Code section 402(g) in eect at the beginning of such taxable year.

Part B. Employer Proﬁt Sharing Contributions

Employer Proﬁt Sharing Contributions, if any, shall be allocated to all Qualifying Participants pursuant to the pro rata allocation formula

described in Plan Section 3.04(B)(1).

Part C. Nondeductible Employee Contributions

May a Contributing Participant make Nondeductible Employee Contributions pursuant to Plan Section 3.05 (select one)?

Option (a): M Yes.

Option (b): H No.

NOTE: If no option is selected, Option (a) will apply. Nondeductible Employee Contributions made under this Part C will be subject to ACP Testing.

TDA 101546 REV. 12/21

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SECTION FOUR: VESTING AND FORFEITURES

There are no elections required for Section 4. Refer to the Basic Plan Document for information regarding this Section.

SECTION FIVE: DISTRIBUTIONS AND LOANS

Loans

Will a Participant be entitled to request a loan pursuant to Plan Section 5.16? (select one)

M Option 1: Yes.

H Option 2: No.

NOTE: If no option is selected, Option 2 will apply

SECTION SIX: DEFINITIONS

There are no elections required for Section 6. Refer to the Basic Plan Document for information regarding this Section.

SECTION SEVEN: MISCELLANEOUS

There are no elections required for Section 7.

SECTION EIGHT: EMPLOYER SIGNATURE

Prototype Document Sponsor

Name of Prototype Document Sponsor:

Charles Schwab & Co., Inc.

Address:

211 Main Street, San Francisco, CA 94105

Telephone:

(800) 435-4000

Check the applicable box if there is an attachment(s) that applies to this Plan other than a separate trust or custodial agreement.

M Protected Beneﬁts and Prior Plan Document Provisions Attachment.

Authorized Employer Signature

I am an authorized representative of the Adopting Employer named above and I state the following:

1. I acknowledge that I have relied upon my own advisors regarding the completion of this Adoption Agreement and the legal tax

implications of adopting this Plan;

2. I understand that my failure to properly complete this Adoption Agreement may result in disqualiﬁcation of the Plan;

3. I understand that the Prototype Document Sponsor will inform me of any amendments made to the Plan and will notify me

should it discontinue or abandon the Plan; and

4. I have received a copy of this Adoption Agreement, the corresponding Basic Plan Document and, if applicable, any separate

trust or custodial agreement used in lieu of the trust or custodial agreement contained in the Basic Plan Document.

✗

Signature of Adopting Employer: __________________________________________________ Date Signed: ______________________

Print Name: __________________________________________________________________ Title: _____________________________

NOTE: The Adopting Employer may rely on an opinion letter issued by the IRS as evidence that the Plan is qualiﬁed under Code section 401 except to the extent

provided in Revenue Procedure 2017-41. The Employer may not rely on the opinion letter in certain other circumstances or with respect to certain qualiﬁcation

requirements, which are speciﬁed in the opinion letter issued with respect to the Plan and in Revenue Procedure 2017-41. An Employer who has ever maintained or

who later adopts any plan (including a welfare beneﬁt fund, as deﬁned in Code section 419(e), which provides post-retirement medical beneﬁts allocated to separate

accounts for key employees, as deﬁned in Code section 419A(d)(3), or an individual medical account, as deﬁned in Code section 415(l)(2) in addition to this Plan

may not rely on the opinion letter issued by the Internal Revenue Service with respect to the requirements of Code section 415 and 416.

This Adoption Agreement may be used only in conjunction with Basic Plan Document #02.

TD Ameritrade, Inc., member FINRA/SIPC, a subsidiary of The Charles Schwab Corporation.

TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.

TDA 101546 REV. 12/21

Page 7 of 7

OTHER PLAN INFORMATION

ATTACHMENT

ADOPTING EMPLOYER PLAN INFORMATION

Name of Adopting Employer:

Name of Plan:

Plan Sequence Number:

Trust Identiﬁcation Number (if applicable):

Account Number:

OTHER PLAN INFORMATION

This attachment may be used by the Plan to specify additional information to be included in the Plan’s Adoption Agreement. (e.g., to provide more

information than can be included on an “other” selection line)

TD Ameritrade, Inc., member FINRA/SIPC, a subsidiary of The Charles Schwab Corporation.

TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.

Investment Products: Not FDIC Insured

No Bank Guarantee

May Lose Value

Page 1 of 10

INSTRUCTIONS FOR COMPLETING THE

TRUSTEE AND CUSTODIAL AGREEMENT

GETTING STARTED

These instructions are designed to help you, the Adopting Employer, along with your attorney and/or tax advisor, complete the

Trustee and Custodial Agreement. The instructions are to be used only as a general guide and are not intended as a substitute

for qualiﬁed legal and tax advice. We recommend that you obtain the advice of your legal or tax advisor before you sign the

Trustee and Custodial Agreement. The words and phrases that are capitalized are deﬁned terms that may be found in the Basic

Plan Document.

COMPLETING THE TRUSTEE AND CUSTODIAL AGREEMENT

The Trustee and Custodial Agreement is a part of your plan document and must be signed by the adopting employer and the

Trustee or Custodian.

Trustee Information

Name of Individual Trustee – if this in an Owner-Only Plan, the Trustee and the Employer will be one in the same

Name of the Employer and any related companies

This is the name of the employer’s business or if not applicable, the name of the individual establishing the plan

Name of Plan

Generally this is the same as the name of the Employer + what type of Plan it is, i.e. Individual(k)

Agreement Eective Date (MM/DD/YYYY)

Eective Date is generally the ﬁrst day of the Plan Year in which this Adoption Agreement is signed

10.01 Trustee

Appointing a Trustee is optional if the Plan covers only one or more Self-Employed Individuals and spouses who work for the

business (Owner-Only Plan) or satisﬁes another exception under ERISA. If you appoint a Trustee, this Plan only permits an

Individual Trustee, and the trust provisions will apply.

If you are an Owner-Only Plan then you can check Option 3 (Not applicable)

If there is more than one Company, or you have a PSP or MPP with employees then you should elect Option 2 (Individual

Trustee)

TDA 101545 12/21

Page 2 of 10

THIS TRUSTEE AND CUSTODIAL AGREEMENT (“Agreement”) is entered into between:

Name of Trustee:

Name of Custodian:

TD Ameritrade, Inc.

Name of the Employer and Any Related Companies:

Name of Plan:

Agreement Eective Date:

The Trustee and the Employer intend that the Plan shall be a qualiﬁed plan under section 401(a) of the Internal Revenue Code of 1986, as

amended (the “Code”) and that the related trust, as deﬁned below, shall be tax-exempt under Code section 501(a) and applicable state law.

The Trustee (or Custodian, if applicable) shall hold in trust all cash amounts or other assets transferred to it pursuant to this Agreement, together

with any gains and losses thereon (the “Fund”). The Trustee (or Custodian, if applicable) shall hold and administer the Fund for the uses and

purposes and on the terms and conditions set forth in this Agreement.

ARTICLE I – RELATIONSHIP OF TRUST TO PLAN

The Plan and this Agreement shall be read and construed together. The terms of the Plan shall prevail over the terms of this Agreement in

cases of conﬂict, except that this Agreement shall prevail in matters relating to the rights, duties, and liabilities of the Trustee (or Custodian, if

applicable). Nothing contained in the Plan shall be deemed to impose any additional rights, duties, and liabilities on the Trustee (or Custodian, if

applicable).

ARTICLE II – FINANCIAL ORGANIZATION AS CUSTODIAN

2.01 Appointment

The Employer appoints the entity named in this Agreement as Custodian for the Plan, and the entity accepts such appointment, subject to the

terms of this Agreement. The Employer represents and warrants to the entity that it has all requisite right, power, and authority and has taken all

required actions necessary under the Plan and applicable law to designate the ﬁnancial organization as Custodian of the Plan pursuant to the

terms of this Agreement. The Employer, Plan Administrator, any Trustee, any other investment ﬁduciary for the Plan (“Investment Fiduciary”),

and the Custodian so appointed will be bound by all the terms of this Agreement and the Plan. The Investment Fiduciary, as deﬁned in the Plan,

means the Employer, Trustee or investment manager with the responsibility and authority to select investment options for the Plan and to direct

the investment of the assets of the Fund. In no event will the Custodian or Trustee who is acting solely as a directed trustee be an Investment

Fiduciary. Notwithstanding any provision in this Agreement regarding the responsibilities of or granting powers to the Custodian, the Custodian

will serve as a nondiscretionary, directed Custodian of the Fund, will have no discretionary authority with respect to the management or

administration of the Plan or the Fund, and will act only as directed by the entity or individual who has such authority.

2.02 Authorized Actions

Unless further limited by the Plan Trustee(s), the Custodian is authorized and directed to take any action set forth below:

(a) receive Plan contributions and hold, invest and reinvest, and distribute the Fund as authorized by the Employer or its designee without

distinction between principal and interest, provided, however, that nothing in this Agreement will require the Custodian to maintain physical

custody of stock certiﬁcates (or other indicia of ownership of any type of asset) representing assets within the Fund;

(b) maintain accurate records of contributions, investments, earnings, receipts, disbursements, withdrawals, and other transactions with respect

to the Fund, and all accounts, books, and records relating thereto will be open at all reasonable times to inspection and audit by any person

designated by the Employer, provided, however, that the Custodian is given reasonable advance notice of such inspection by the Employer.

On direction of the Employer or Plan Administrator, and if agreed to in writing by the Custodian, the Custodian may provide annual or interim

accountings, valuations, or other reports concerning the assets of the custodial account subject to payment of all required additional fees for

such reports. The Custodian’s accounting will be at the custodial account level rather than the participant level, and the Custodian will not be

responsible for participant-level recordkeeping, reporting, or communication unless it agrees to do so in a separate written agreement with

the Employer or Plan Administrator. The Custodian will also furnish the Employer with such other information as the Custodian possesses

and which is necessary for the Employer to comply with the reporting requirements of ERISA, as applicable. An accounting will be deemed

to have been approved by the Employer unless the Employer or Plan Administrator objects to the contents of an accounting within sixty (60)

days of its mailing or electronic transmission by the Custodian. Any objections must set forth the speciﬁc grounds on which they are based.

Upon approval, the Custodian will be forever released from any and all liability with respect to the Fund;

(c) make disbursements from the Fund to participants or beneﬁciaries upon the proper authorization of the Plan Administrator;

*TDA101545*

TRUSTEE AND CUSTODIAL AGREEMENT

TDA 101545 12/21

Page 3 of 10

(d) furnish to the Plan Administrator an annual statement that reﬂects the value of the investments in the custody of the Custodian as of the

end of the period and as of any other times as the Custodian and Plan Administrator may agree to in writing, including an agreement

regarding the application of additional fees for such additional report;

(e) invest the Fund only in investment options selected by the Investment Fiduciary. Such selection will be made from among the types of

property that the document sponsor of the Plan makes available pursuant to Plan Section 7.22(D). Notwithstanding the ﬁrst sentence of

Plan Section 7.22(D), the document sponsor and not the Custodian is responsible for choosing to make such investments available for

investment and for determining the fair market value of each such investment, and the Custodian has determined only that it is functionally

and operationally willing and able to provide its services under this Agreement for such investments. The Investment Fiduciary will be

responsible for ensuring compliance with all conditions, limitations, and restrictions concerning investment in any investment option. The

Custodian shall place monies or other property received by it in such permitted investments as the Custodian will be directed from time

to time by instructions of the Investment Fiduciary (or participant, if applicable) provided to it. If participant direction in Plan Section

7.22(B) has been selected, the investment instructions of the participants will be aggregated and delivered to the Custodian by the Plan

Administrator or its agent. In the absence of participant direction, the investment instructions of the appropriate Investment Fiduciary

will be delivered to the Custodian by the Plan Administrator or its agent. The Custodian may hold the assets attributable to the Fund in

omnibus accounts with assets of other retirement plans for which the Custodian serves as custodian or trustee. Nothing in this Agreement

will preclude the Investment Fiduciary from otherwise investing any Plan assets as permitted by the Plan, but the Custodian will not be

Custodian of or have any duties or responsibilities with respect to such assets;

(f) the Custodian is not obligated to place orders for the investment of the Fund if sucient cash is not available in the Fund for use in placing

such orders. The Custodian is authorized, but is not obligated, to advance funds or to arrange for another ﬁnancial organization (which

may be an aliate of the Custodian) to advance funds from time to time for the purchase of investment assets, for distributions from the

Fund and for other purposes before receipt of sucient funds (whether contributions or proceeds of the liquidation of other investments).

All such advances will be made subject to the requirements of ERISA and the rules, regulations, rulings, and interpretations thereunder,

including but not limited to the U.S. Department of Labor’s Prohibited Transaction Class Exemption 80-26, as amended from time to time.

If sucient funds to repay any such advance are not received by the following business day, the Custodian may, in its discretion, then or at

any time thereafter before such repayment, sell, redeem, or otherwise liquidate any assets of the Fund in order to repay such advance. Any

gain realized upon such liquidation, after payment of any related costs and expenses, will belong to the Plan. The Employer shall reimburse

the Custodian on demand for any portion of any such advance and the related costs and expenses not repaid from the proceeds of the

liquidation;

(g) keep such portion of the Fund in cash or cash balances as may be directed from time to time by the applicable Investment Fiduciary. The

Custodian will not be liable for any interest on any cash balances so maintained nor for interest on any cash or cash balances maintained

in the Fund pending investment in accordance with appropriate directions. Monies being transferred to and disbursed by the Custodian may

be held in non-interest-bearing transaction accounts in ﬁnancial organizations selected by the Custodian (which may be aliates of the

Custodian) for purposes of collections and processing transfers and disbursements. The Custodian may transfer monies from the Fund to

such accounts before issuance of wire transfer orders or checks, drafts, or other instruments payable from such accounts. The Custodian

will not exercise its powers in Section 2.03(a) of this Agreement except pursuant to the instructions of the Investment Fiduciary transmitted

to the Custodian;

(h) comply with any written instructions from the Investment Fiduciary to use the services of any broker, dealer, employee, or representative

of either, or any other person (“Broker”) to render services to the Fund or fulﬁll its obligations pursuant to the Plan. The Custodian shall

fully comply with such written instructions until revoked. The applicable Investment Fiduciary will be solely responsible for the selection or

designation of such Broker and will be solely responsible for the acts of such Broker;

(i) be responsible for issuing checks or drafts for payments and disbursements made from the Fund for any purpose and amounts as the Plan

Administrator instructs. The Custodian will be fully protected in making such payments pursuant to such instructions from time to time and

will be charged with no responsibility whatsoever with respect to the purposes or propriety of such payments or the application such monies;

(j) provide any materials received by the Custodian relating to voting securities to the applicable Investment Fiduciary, which will be responsible

for voting securities or arranging for such securities to be voted in accordance with the Plan and applicable law. It is understood that the

Custodian will exercise the powers described in Section 2.03(b) of this Agreement only pursuant to instructions of the Investment Fiduciary

transmitted to the Custodian;

(k) determine or have determined the value of the Fund as of each valuation date of the Plan. The Custodian shall rely exclusively upon, and

will not be responsible for, share and unit values established by third parties, or unit values established by the Custodian in its capacity as a

mutual fund recordkeeper, transfer agent, or Custodian to the extent that the Custodian establishes such unit values in reliance on third-

party information, including, but not limited to:

(i) the net asset value reported to the Custodian by mutual funds or the transfer or other agents of such mutual funds or any generally

recognized pricing service;

(ii) the unit value as reported by the trustee of bank collective funds or its agent;

(iii) the book value or other value attributed to policies and contracts with insurance companies or other ﬁnancial institutions as determined

by the insurance company or other ﬁnancial organization or its agent; and

(iv) the market price of such publicly traded securities, as reported to the public in a generally available form.

The Custodian will have no liability from the failure or delay of any pricing source to provide a valuation as of any valuation date of the

Plan. If values for any investment of the Fund are not generally available, the Custodian shall rely upon instructions provided to it by the

applicable Investment Fiduciary as to valuation procedures. With respect to the portion of the Fund that is invested by an investment

manager or other named ﬁduciary, the Custodian may conclusively rely upon the value of any securities or other property in that portion of

the custodial account as reported to the Custodian by the investment manager or other named ﬁduciary, for all purposes hereunder;

TDA 101545 12/21

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(l) maintain all records with respect to the Fund for such period as may be required under applicable law. Upon the expiration of any such

required retention period, the Custodian will have the right to destroy such records. The Custodian will have the right to preserve all records

and accounts in original form, electronically, or on microﬁlm, magnetic tape, or any other similar process pursuant to applicable federal law

and subsequent rules promulgated by the IRS or Department of Labor (DOL);

(m) except as otherwise provided in this Agreement, conclusively presume that the Employer, Trustee, Plan Administrator, or other responsible

party has made all ﬁlings required by law as of the date required. Should the Custodian incur any liability by reason of any party’s failure

to timely ﬁle, the Employer shall indemnify and hold the Custodian, any parent, subsidiary, related corporation, or aliate of the Custodian,

including their respective directors, managers, ocers, employees, and agents, harmless for any and all liabilities, costs, expenses

(including reasonable attorney’s fees), and other obligations, including penalties and interest, incurred by the Custodian.

Notwithstanding the provisions of Plan Section 5.11, in connection with the disbursement of assets from the Fund to a participant, the

Custodian shall withhold and remit to the IRS and other applicable taxing authorities the amount of any income tax withholding required by

law pursuant to instructions provided by the Plan Administrator; and

(n) except for the disbursement of loan proceeds and reinvestment of loan payments pursuant to instructions received pursuant to this

Agreement, under no circumstances will the Custodian have or be allocated any responsibility for the administration of any participant loan

program in Plan Section 5.16.

2.03 Powers of the Custodian

The Custodian will have the power, but, in the absence of proper direction from the Employer, Plan Administrator, or Investment Fiduciary, as

appropriate, not the duty, to take any action set forth below:

(a) invest all or a portion of the Fund (including idle cash balances) in time deposits, savings accounts, money market accounts, or similar

investments bearing a reasonable rate of interest in the Custodian’s own savings department or the savings department of another ﬁnancial

organization;

(b) vote upon any stocks, bonds, or other securities; give general or special proxies or powers of attorney with or without power of substitution;

exercise any conversion privileges or subscription rights and make any payments incidental thereto; oppose, or consent to, or otherwise

participate in, corporate reorganizations or other changes aecting corporate securities, and pay any assessment or charges in connection

therewith; and generally exercise any of the powers of an owner with respect to stocks, bonds, securities, or other property;

(c) hold securities or other property of the Fund in its own name, in the name of its nominee (as allowed under Department of Labor Regulation

section 2550.403a-1(b)), or in bearer form; and

(d) make, execute, acknowledge, and deliver any and all documents of transfer and conveyance and any and all other instruments that may be

necessary or appropriate to carry out the powers herein granted.

ARTICLE III – TRUSTEE

3.01 Appointment

This Article III of this Agreement applies when either a ﬁnancial organization has and/or one or more individuals have indicated in this

Agreement that it will serve as Trustee with respect to all or a portion of the assets of the Fund. The responsibilities and powers of the Trustee

may not be expanded except with its prior written consent. Notwithstanding any provision of this Agreement regarding the responsibilities of or

granting powers to the Trustee, a directed trustee will have no discretionary authority with respect to the management or administration of the

Plan or the Fund, and is subject to the proper and lawful directions of the Plan Administrator, who has authority with respect to receipt of the

Plan’s assets.

3.02 Authorized Actions

The Trustee is authorized and directed to take any action set forth below:

(a) receive Plan contributions and hold, invest, and reinvest the portion of the Fund for which it serves as Trustee, as authorized by the

Employer or its designee, without distinction between principal and interest, provided, however, that nothing in this Agreement will require the

Trustee to maintain physical custody of stock certiﬁcates (or other indicia of ownership) representing assets within the Fund;

(b) maintain accurate records of contributions, investments, earnings, receipts, disbursements, withdrawals, and other transactions under the

trust;

(c) make disbursements from the portion of the Fund for which it serves as Trustee to participants or beneﬁciaries upon the proper authorization

of the Plan Administrator; and

(d) furnish to the Plan Administrator a statement that reﬂects the value of the investments in the custody of the Trustee as of the end of each

plan year of the Plan and as of any other times as the Trustee and Plan Administrator may agree in writing.

3.03 Powers of the Trustee

The Trustee will have the power, but, in the absence of proper direction from the Plan Administrator, not the duty, to take any action set forth

below:

(a) purchase or subscribe for securities or other property and retain them in trust; sell any such property at any time held by it for cash or other

consideration at such time or times and on such terms and conditions as may be deemed appropriate; exchange such property and grant

options for the purchase or exchange thereof, and convey, partition, or otherwise dispose of, with or without covenants, including covenants

of warranty of title, any securities or other property free of all trusts; charge the trust for the cost of all securities purchased or received

against a payment and credit the trust with the proceeds received from the securities sold or delivered against payment. For any trades not

settled immediately upon placement, the Trustee will have the right to sell securities from the trust in a reasonably prudent fashion sucient

to recover any funds advanced;

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(b) oppose, or consent to and participate in, any plan of reorganization, consolidation, merger, combination, or other similar plan; oppose

or consent to any contract, lease, mortgage, purchase, sale, or other action by any corporation pursuant to such plan, and accept and

retain any securities or other property issued under any such plan; deposit any such property with any protective, reorganization or other

similar Plan Administrator; delegate discretionary power thereto and pay and agree to pay part of its expenses and compensation and any

assessments levied with respect to any such securities or other property so deposited;

(c) assign, renew, extend, or discharge, or to participate in the assignment, renewal, extension, or discharge of any debt, mortgage, or other

lien, upon such terms, including a partial release, as may be deemed advisable by the Trustee, and agree to a reduction in the rate of

interest thereon or to any other modiﬁcation or change in the terms thereof or of any guarantee pertaining thereto, in any manner and to any

extent that the Trustee may deem to be in the best interest of the Fund; waive any default, whether in the performance of any covenant or

condition of any note, bond, or mortgage or in the performance of any guarantee, or enforce any such default in such manner and to such

extent as may be deemed advisable; exercise and enforce any and all rights of foreclosure and exercise and enforce, in any action, suit, or

proceeding at law or in equity, any rights or remedies in respect of any debt, mortgage, lien, or guarantee;

(d) exercise all conversion and subscription rights pertaining to any securities or other property;

(e) borrow money from others, excluding the Trustee in its corporate capacity or any party-in-interest, for the purposes of the Fund, and upon

such terms and conditions as the Trustee may deem proper, and for the sum so borrowed or advanced, the Trustee may issue its promissory

note as Trustee and secure the repayment thereof by creating a lien upon any assets of the Fund;

(f) invest all or part of the Fund in interest-bearing deposits with a bank or similar ﬁnancial institution related to the Trustee if such bank or

other institution is a ﬁduciary with respect to the Plan, as deﬁned in ERISA, including but not limited to investments in time deposits, savings

deposits, certiﬁcates of deposit, or time accounts that bear a reasonable interest rate;

(g) invest and reinvest all or a portion of the Fund pursuant to an agreement between the Employer and the Trustee establishing a special

designated “pooled investment fund” primarily for the purpose of valuing certain trust assets held by the Trustee in a ﬁduciary capacity;

(h) hold that portion of the Fund as the Trustee may deem necessary for ordinary administration, the transfer of assets to another trust or

ﬁduciary, pending investment instructions, and for the disbursement of funds in cash, without liability for interest, by depositing the same in

any bank (including deposits that bear no interest or a reasonable rate of interest in a bank or similar ﬁnancial institution supervised by the

United States or a State, even where a bank or ﬁnancial institution is the Trustee, or otherwise is a ﬁduciary of the Plan, subject to the rules

and regulations governing such deposits, and without regard to the amount of any such deposit);

(i) invest cash balances held by the Trustee, from time to time, in short-term cash equivalents having ready marketability, including but not

limited to interest-bearing accounts, money market mutual funds, U.S. Treasury bills, commercial paper (including such forms thereof, other

than the Trustee’s own paper, as may be available through the Trustee’s own trust department), certiﬁcates of deposit, and similar types of

securities;

(j) consult with and employ agents and counsel, including legal counsel (who may be counsel for the Trustee, Employer or Plan Administrator)

to: (1) assist or advise the Trustee with respect to the interpretation of or controversies under the Plan or this Agreement; and (2) advise the

Trustee with respect to, or defend the Trustee against, any action, claim or demand with respect to this Agreement or the Plan. The Trustee

may pay such agents and counsel reasonable compensation from the Fund unless otherwise paid by the Employer, and the Trustee shall

have no liability for acting upon the advice of such agents and counsel in such matters; and

(k) take any other actions that the Trustee may deem reasonably necessary to perform its obligations under this Agreement.

ARTICLE IV – COMPENSATION AND EXPENSES

The Trustee (or Custodian, if applicable) will receive such reasonable compensation as may be agreed upon by the Trustee (or Custodian,

if applicable) and the Employer. The Trustee (or Custodian, if applicable) will be entitled to reimbursement by the Employer for all proper

expenses incurred in carrying out their duties under this Agreement, including reasonable legal, accounting, and actuarial expenses. Such

compensation will include any earnings on funds retained pursuant to Sections 2.02(g) and 3.03(h) of this Agreement in non-interest-bearing

accounts, and any such earnings will not become a part of the Fund. The Employer expressly acknowledges that the ability of the Trustee or

the Custodian, as applicable, and any aliated ﬁnancial organization of the preceding, to earn income on amounts held in such non-interest-

bearing accounts has been taken into consideration in establishing the Trustee’s or Custodian’s fees hereunder. If not paid by the Employer,

all such compensation and expenses may be charged against the Fund. Notwithstanding the preceding, a participant will not be entitled to

compensation even if they serve in the capacity as a Trustee (or Custodian, if applicable).

The Trustee (or Custodian, if applicable) will be reimbursed by the Employer or from the Fund for all taxes of any kind whatsoever that may

be levied or assessed under existing or future laws of any jurisdiction upon or in respect of the Fund. The Trustee (or Custodian, if applicable)

shall promptly notify the Employer with regard to any levies or tax assessments that it receives on any income or property maintained in the

Fund and, unless notiﬁed to the contrary by the Employer within ninety (90) days, shall pay any such levies or assessments. If the Employer

notiﬁes the Trustee (or Custodian, if applicable) within said period that it is its opinion or the opinion of counsel that such levies or assessments

are invalid or that they should be contested, then the Trustee (or Custodian, if applicable) shall take whatever action concerning payment of the

levy or assessment as is indicated in the notice received by the Trustee (or Custodian, if applicable), provided, however, that the Employer, and

not the Trustee (or Custodian, if applicable), will be responsible for contesting any such levies or assessments or litigating any such claims.

ARTICLE V – NO OBLIGATION TO QUESTION DATA

The Employer shall furnish the Trustee (or Custodian, if applicable) and Plan Administrator the information which each party deems necessary

for the administration of the Plan including, but not limited to, changes in a participant’s status, eligibility, mailing addresses and other such data

as may be required. The Trustee (or Custodian, if applicable) and Plan Administrator will be entitled to act on such information as is supplied to

them and will have no duty or responsibility to further verify or question such information.

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ARTICLE VI – RESIGNATION

Any person serving as Trustee or Custodian may resign at any time by giving thirty (30) days, Should be: 30 days’ advance written notice to

the Employer. The resignation will become eective thirty (30) days after receipt of such notice unless a shorter period is agreed upon. If the

Employer fails to appoint a successor Trustee or Custodian following notice of resignation, the Trustee (or Custodian, if applicable) will have the

power to appoint a successor Trustee (or Custodian, if applicable).

The Employer may remove any Trustee (or Custodian, if applicable) at any time by giving written notice to such Trustee (or Custodian, if

applicable), and such removal will be eective thirty (30) days after receipt of such notice unless a shorter period is agreed upon. The Employer

will have the power to appoint a successor Trustee (or Custodian, if applicable).

In the event the Trustee (or Custodian, if applicable) is removed, resigns, dies, or becomes incapacitated and the Employer or Trustee (or

Custodian, if applicable) will not or cannot appoint a successor Trustee (or Custodian, if applicable) within a reasonable period of time thereafter,

a majority of participants in the Plan will have the authority to appoint a successor Trustee (or Custodian, if applicable) but will not be obligated

to do so if engaging a majority of participants would result in unreasonable time, expense, or administrative burden.

Upon such resignation or removal, if the resigning or removed Trustee (or Custodian, if applicable) is the sole Trustee (or Custodian,

if applicable), they shall transfer all of the assets of the Fund, either in-kind or as proceeds after liquidation, then held by such Trustee

(or Custodian, if applicable) as expeditiously as possible to the successor Trustee (or Custodian, if applicable) after paying or reserving

such reasonable amount as they will deem necessary to provide for the expense in the settlement of the accounts and the amount of any

compensation due them and any sums chargeable against the Fund for which they may be liable. If the Funds as reserved are not sucient

for such purpose, then they will be entitled to reimbursement from the successor Trustee (or Custodian, if applicable) out of the assets in the

successor Trustee’s (or Custodian’s, if applicable) hands under this Agreement. If the amount reserved will be in excess of the amount actually

needed, the former Trustee (or Custodian, if applicable) will return such excess to the successor Trustee (or Custodian, if applicable).

Upon receipt of the transferred assets, the successor Trustee (or Custodian, if applicable) will thereupon succeed to all of the powers and

responsibilities given to the Trustee (or Custodian, if applicable) by this Agreement.

Where a ﬁnancial organization is serving as Trustee (or Custodian, if applicable) and it is merged with or bought by another organization (or

comes under the control of any federal or state agency), that organization shall serve as the successor Trustee (or Custodian, if applicable) of

this Agreement, but only if it is the type of organization that can so serve under applicable law. Notwithstanding anything herein to the contrary,

the Trustee (or Custodian, if applicable) or any subsequent assignees may, by prior written notice to the Employer, and without the need for

the Employer’s consent or prior approval, assign all or any part of its rights and obligations under this Agreement to any aliate (which term

includes, without limitation, any parent, subsidiary, or sister entity) of the Trustee (or Custodian, if applicable) or the assignee.

Where the Trustee or Custodian is serving as a nonbank trustee or custodian pursuant to Treasury Regulation section 1.408-2(e), the Employer

will appoint a successor Trustee (or Custodian, if applicable) upon notiﬁcation by the Commissioner of Internal Revenue that such substitution is

required because the Trustee (or Custodian, if applicable) has failed to comply with the requirements of Treasury Regulation section 1.408-2(e)

or is not keeping such records or making such returns or rendering such statements as are required by forms or regulations.

ARTICLE VII – DEGREE OF CARE – LIMITATIONS OF LIABILITY

The Trustee (or Custodian, if applicable) will be under no duty to take any action other than its express responsibilities under this Agreement

unless the responsible party under the terms of this Agreement or the Plan will furnish the Trustee (or Custodian, if applicable) with written

instructions, provided that in no event may the Trustee’s (or Custodian’s, if applicable) responsibilities be expanded except with its prior written

consent. Any instructions hereunder may be delivered to the Trustee (or Custodian, if applicable) directly by the responsible party or by other

mutually agreed-upon parties. The Trustee (or Custodian, if applicable) will not be liable for any action taken or omitted by it in good faith in

reliance upon any instructions received hereunder or any other notice, request, consent, certiﬁcate, or other instrument or paper reasonably

believed by it to be genuine and to have been properly executed. A directed trustee (or Custodian, if applicable) will have no duty to inquire

into the purpose or propriety of any order, instruction, or other communication received hereunder and may conclusively presume that any

such order, instruction, or other communication is accurate and complete. The Trustee (or Custodian, if applicable) will not be responsible for

determining that all instructions provided to the Trustee (or Custodian, if applicable) are being given by the appropriate party and are in proper

form under the provisions of this Agreement, the Plan and applicable law. The Trustee (or Custodian, if applicable) may conclusively presume

that any instructions received have been duly authorized by the Employer, Investment Fiduciary, Plan Administrator, Trustee, or participant, as

applicable, pursuant to the terms of this Agreement, the Plan and applicable law.

The Trustee (or Custodian, if applicable) will not be responsible for the validity or eect or the qualiﬁcation under the Code or the Plan. The

Trustee (or Custodian, if applicable) will not be required to take any action upon receipt of any notice from the IRS or other taxing authority

(unless such notice relates to the performance of the Trustee [or Custodian, if applicable] responsibilities in Sections 2.02 or 3.02) except to

promptly forward a copy thereof to the Employer. Further, it is speciﬁcally understood that the Trustee (or Custodian, if applicable) will have no

duty or responsibility with respect to the determination of matters pertaining to the eligibility of any Employee to become a participant or remain

a participant hereunder, the amount of beneﬁt to which a participant or beneﬁciary will be entitled to receive thereunder, whether a distribution

to participant or beneﬁciary is appropriate under the terms of the Plan, the size and type of any policy to be purchased from any insurer for

any participant thereunder, or any other similar matters, it being understood that all such responsibilities under the Plan are vested in the Plan

Administrator.

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ARTICLE VIII – INDEMNIFICATION OF TRUSTEE AND CUSTODIAN

Notwithstanding any provision of this Agreement, the Employer hereby agrees to indemnify, defend, and hold the Trustee (or Custodian, as

applicable), and its aliates, and their respective directors, managers, ocers, employees, agents, and other representatives harmless from any

losses, costs, expenses, fees, liabilities, damages, claims, suits, or actions and appeals thereof resulting from their reliance upon any certiﬁcate,

notice, conﬁrmation, or instruction purporting to have been delivered by a representative of the Employer or the Plan that has been duly identiﬁed

to the Trustee (or Custodian, as applicable) in a manner required or accepted by such Trustee (or Custodian, as applicable) (“Designated

Representative”). The Employer waives any and all claims of any nature it now has or may have against the Trustee (or Custodian, as

applicable) and its aliates, and their respective directors, managers, ocers, employees, agents, and other representatives, which arise, directly

or indirectly, from any action that it takes in good faith in accordance with any certiﬁcate, notice, conﬁrmation, or instruction from a Designated

Representative of the Employer. The Employer also hereby agrees to indemnify, defend, and hold the Trustee (or Custodian, as applicable),

and any parent, subsidiary, related corporation, or aliates of the Trustee (or Custodian, as applicable), including their respective directors,

managers, ocers, employees, agents, and other representatives, harmless from and against any and all losses, costs, damages, liability,

expenses, or claims of any nature whatsoever, including but not limited to legal expenses, court costs, legal fees, and costs of investigation,

including appeals thereof, arising, directly or indirectly, out of any loss or diminution of the Fund resulting from changes in the market value of

the Fund assets; reliance, or action taken in reliance, on instructions from the Employer or its Designated Representative; any exercise or failure

to exercise investment direction authority by the Employer or by its Designated Representative; the Trustee’s or Custodian’s refusal on advice

of counsel to act in accordance with any investment direction by the Employer or its Designated Representative; any other act or failure to act

by the Employer or its Designated Representative; any prohibited transaction or plan disqualiﬁcation of a qualiﬁed plan due to any actions taken

or not taken by the Trustee (or Custodian, as applicable), in reliance on instructions from the Employer or its Designated Representative; or any

other act the Trustee (or Custodian, as applicable), takes in good faith hereunder that arises under this Agreement or the administration of the

Fund.

The Trustee (or Custodian, as applicable), will not be liable to the Employer for any act, omission, or determination made in connection with this

Agreement except for its gross negligence or willful misconduct. Without limiting the generality of the preceding, the Trustee (or Custodian, as

applicable) will not be liable for any losses arising from its compliance with instructions from the Employer or its Designated Representative; for

executing, failing to execute, failing to timely execute, or for any mistake in the execution of any instructions, unless such action or inaction is by

reason of the gross negligence or willful misconduct of the Trustee (or Custodian, as applicable).

The Trustee (or Custodian, if applicable) will be accountable only for monies or property actually received by it. If any portion of the Fund is

held by another custodian or trustee, the term “Fund” in this Agreement will mean only that portion of the Fund from time to time held by the

applicable Trustee or Custodian. The Trustee (or Custodian, if applicable) will not be deemed accountable, responsible, or liable for the acts

or omissions of any other custodian or trustee of the Plan. The Trustee (or Custodian, if applicable) will have no duty or responsibility for the

determination of the accuracy or suciency of the contributions to be made under the Plan, the collection thereof, the transmittal of the same to

the Trustee (or Custodian, if applicable), or compliance with any statute, regulation, or rule applicable to such contributions. A directed trustee (or

a Custodian, if applicable) will have no discretion as to investment of the Fund or administration of the Plan and will not be deemed a “ﬁduciary”

as that term is used in ERISA. The Trustee (or Custodian, if applicable) is signing this Agreement solely to signify its acceptance of appointment

as Trustee (or Custodian, if applicable), and the Employer will have sole responsibility for the accuracy, completeness, legal suciency, and due

execution thereof, including consulting with legal counsel and tax advisors as the Employer deems appropriate in connection therewith.

The provisions of this Section VIII will survive the termination or amendment of this Agreement.

ARTICLE IX – MISCELLANEOUS

9.01 Governing Law

This Agreement shall be construed, administered, and governed in all respects under applicable federal law and, to the extent that federal law

is inapplicable, under the laws of the state in which the Trustee’s principal place of business is located. Further, except as expressly stated

otherwise, no provision of the Plan or this Agreement is intended to nor shall grant any rights to participants or beneﬁciaries to any interest in the

trust in addition to those minimum rights or interest required to be provided under ERISA and the Code and the regulations under ERISA and the

Code.

9.02 Necessary Parties

To the extent permitted by law, only the Employer and the Trustee (or Custodian, if applicable) will be necessary parties in any application to

the courts for an interpretation of this Agreement or for an accounting by the Trustee (or Custodian, if applicable), and no other plan ﬁduciary,

participant, beneﬁciary, or other person having an interest in the Fund will be entitled to any notice or service of process. Any ﬁnal judgment

entered in such an action or proceeding will, to the extent permitted by law, be conclusive upon all persons claiming in this Agreement.

9.03 Force Majeure

The Trustee (or Custodian, if applicable) will not be responsible or liable for, and shall not be considered in breach of this Agreement due

to, any failure of or delay in performance of its obligations under this Agreement arising out of or caused, directly or indirectly, by events or

circumstances beyond its reasonable control, including but not limited to: acts of God, acts of civil or military authority, acts of government,

accidents, environmental disasters, natural disasters or events, ﬁres, ﬂoods, earthquakes, hurricanes, explosions, lightning, suspensions

of trading, epidemics, pandemics, public health crises, quarantines, wars, acts of war (whether war is declared or not), terrorism, threats of

terrorism, cyberattacks, insurrections, embargoes, riots, strikes, lockouts or other labor disturbances, disruptions of supply chains, civil unrest,

revolutions, power or other mechanical failures, loss or malfunction of utilities or communications services, delays or stoppage of postal or

courier services, delays or stoppage of transportation, and any other events or circumstances beyond its reasonable control whether similar or

dissimilar to any of the foregoing (all enumerated and described events in this section individually and collectively, “Force Majeure”).

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Page 8 of 10

9.04 Limitation on Damages

The entire liability of the Trustee and its ocers, directors, employees, members, agents, licensors, subsidiaries, aliates, parents and

representatives, and the Employer’s exclusive remedy in any cause of action based on contract, tort, warranty, negligence, or otherwise in

connection with any services rendered pursuant to this Agreement or otherwise furnished by the Trustee, shall be limited to the total fees paid by

the Employer to the Trustee.

UNDER NO CIRCUMSTANCES SHALL THE TRUSTEE, OR ITS OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, AGENTS, LICENSORS

OR REPRESENTATIVES BE SUBJECT TO OR LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY

OR SIMILAR DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES OR COSTS INCURRED AS A RESULT OF LOSS OF TIME, LOSS

OF SAVINGS, LOSS OF DATA, LOSS OF REVENUES AND/OR PROFITS, WHETHER FORESEEABLE OR UNFORESEEABLE, THAT MAY

ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR CUSTODIAN OR ADMINISTRATOR COMPLYING WITH EMPLOYER’S

DIRECTIONS, REGARDLESS IF SUCH DAMAGES ARE BASED IN CONTRACT, TORT, WARRANTY, NEGLIGENCE, STRICT LIABILITY,

PRODUCTS LIABILITY OR OTHERWISE.

9.05 Class Action Waiver

EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF,

REPRESENTATIVE OR CLASS MEMBER IN ANY PUTATIVE CLASS OR REPRESENATIVE PROCEEDING. The arbitrator will have no

authority to arbitrate a class, collective, representative or group claim/action and will have no authority to make any determination as to the

enforceability of this Agreement’s class/collective action waiver. Further, unless the Employer and the Trustee agree otherwise, the arbitrator

will have no authority to consolidate the Employer’s claims with any other claims, and may not otherwise preside over any form of a class or

representative proceeding.

9.06 Arbitration

Any dispute, claim or controversy arising out of, in connection with or relating to the performance of this Agreement or its termination, including

the determination of the scope or applicability of this Agreement to arbitrate, will be resolved by binding arbitration before a single arbitrator in

the state of our principal place of business, in accordance with the Commercial Arbitration Rules of the American Arbitration Association (the

“AAA”). To the extent that any of the provisions of this Agreement conﬂict with any of the AAA rules, the express provisions of this Agreement

will apply. The arbitrator will be a practicing attorney or retired judge with experience with Individual Retirement Accounts and the other subject

matter(s) of the claim. The arbitrator’s award will be ﬁnal and binding on the parties, and judgment rendered thereon may be entered in any

court having jurisdiction. The arbitration proceedings and arbitrator’s award will be maintained by the parties and arbitrator as strictly conﬁdential,

except as is otherwise required by court order, or as is necessary to conﬁrm, vacate or enforce the award, and for disclosure in conﬁdence to the

following representatives of a party that have a need to know and agree to keep such information conﬁdential: attorneys, tax advisors and senior

management. BY AGREEING TO THIS ARBITRATION PROVISION, THE EMPLOYER AND THE TRUSTEE ARE GIVING UP THE RIGHT TO

SUE EACH OTHER IN COURT, INCLUDING THE RIGHT TO A TRIAL BY JURY.

9.07 Agents

In performing its obligations under this Agreement, the Trustee (or Custodian, if applicable) will be entitled to employ suitable agents, counsel,

sub-custodians, and other service providers.

9.08 Severability

If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions of

this Agreement shall continue to be fully eective.

9.09 References

Unless the context clearly indicates to the contrary, a reference to a statute, regulation, document, or provision shall be construed as referring to

any subsequently enacted, adopted, or re-designated statute or regulation or executed counterpart.

9.10 Headings

Headings and subheadings in this Agreement are inserted for convenience or reference only and are not to be considered in the construction of

its provisions.

TDA 101545 12/21

Page 9 of 10

ARTICLE X – COUNTERPARTS, IDENTIFICATION AND EXECUTION

This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, and all of which shall constitute

but one in the same instrument, which may be suciently evidenced by any one counterpart.

EMPLOYER

Name of Employer:

✗Signature: Authorized Ocer

Today’s Date:

10.01 Trustee

1. Trustee Appointment a. Trustee (Select one.)

Option 1: Financial Organization as Trustee.

Option 2: Individual Trustee(s).

Option 3: Not applicable. A Trustee is not required to be named for this Plan because the Plan is exempt from the trust requirements

under ERISA section 403 (e.g., the Plan covers one or more self-employed individuals as deﬁned in Code section 401(c)(1)).

b. Type of Trustee

Will the Trustee of the Plan be a directed or discretionary trustee (select one)?



Option 1: Directed Trustee.

Option 2: Discretionary Trustee.

c. Trustee Signature

Name of Trustee:

Address:

Telephone:

Name of Authorized Ocer (Type or print name if dierent from name of Trustee above.):

Title:

✗

Signature: Trustee or Authorized Ocer

Today’s Date:

Name of Trustee:

Address:

Telephone:

Name of Authorized Ocer (Type or print name if dierent from name of Trustee above.):

Title:

✗

Signature: Trustee or Authorized Ocer:

Today’s Date:

TDA 101545 12/21

Page 10 of 10

10.02 Custodian

(Both a Custodian and Trustee may be appointed for the Plan. This Section 10.02 must be completed if the Plan is exempt from the Trustee

requirements under ERISA section 403 and a Trustee is not appointed in Section 10.01 above.)

Financial Organization:

TD Ameritrade, Inc.

Address:

PO Box , Omaha, NE -

Name of Authorized Ocer:

Staci Sullivan

Title (Type or print.):

Managing Director

✗

Signature: Authorized Ocer

Today’s Date:

12/01/2021

TD Ameritrade, Inc., member FINRA/SIPC, a subsidiary of The Charles Schwab Corporation.

TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.

TDA 101554 12/21

Page 1 of 2

Individual 401(k)

Hardship Distribution Basic Plan

Document Amendment

This amendment of the Plan (hereinafter referred to as the “Amendment”) is comprised of this Hardship Distribution Basic Plan Document

Amendment. The Amendment is adopted to reﬂect certain provisions of the Bipartisan Budget Act of 2018 (BBA-18) and related guidance.

This Amendment is intended to provide good faith compliance with the BBA-18 and related guidance until the Plan is formally restated

to incorporate such guidance. The Amendment is eective on the ﬁrst day of the Plan Year beginning on or after January 1, 2019. This

Amendment supersedes the existing provisions of the Plan to the extent those provisions are inconsistent with the provisions of the

Amendment. The Amendment will not cause the Plan to become an individually designed plan.

SECTION FIVE: DISTRIBUTIONS AND LOANS TO PARTICIPANTS

The Basic Plan Document section entitled Distributions is modiﬁed by replacing Section 5.01(C)(2)(a) and (b) with the following:

a. Hardship Withdrawals of Employer Proﬁt Sharing Contributions – Notwithstanding Plan Section 5.01(C)(1), an Employee may elect to receive

a hardship distribution of all or part of the Vested portion of their Individual Account attributable to Employer Contributions other than those

described in Plan Section 5.01(A)(2), subject to the requirements of Plan Section 5.10.

For purposes of this Plan Section 5.01(C)(2)(a), hardship is deﬁned as an immediate and heavy ﬁnancial need of the Employee where such

Employee lacks other available resources. Financial needs considered immediate and heavy include, but are not limited to, 1) expenses

incurred or necessary for medical care, described in Code section 213(d), of the Employee, the Employee’s Spouse, dependents, or the

Employee’s Primary Beneﬁciary, 2) the purchase (excluding mortgage payments) of a principal residence for the Employee, 3) payment

of tuition and related educational fees for the next 12 months of post-secondary education for the Employee, the Employee’s Spouse,

children, dependents, or the Employee’s Primary Beneﬁciary, 4) payment to prevent the eviction of the Employee from, or a foreclosure

on the mortgage of, the Employee’s principal residence, 5) funeral or burial expenses for the Employee’s deceased parent, Spouse, child,

dependent, or the Employee’s Primary Beneﬁciary, 6) payment to repair damage to the Employee’s principal residence that would qualify

for a casualty loss deduction under Code section 165 (determined without regard to Code section 165(h)(5) and whether the loss exceeds

ten-percent of adjusted gross income), and 7) eective for distributions on or after January 1, 2018, expenses and losses (including loss of

income) incurred by the Employee on account of a disaster declared by the Federal Emergency Management Agency (FEMA), provided that

the Employee’s principal residence or principal place of employment at the time of the disaster was located in an area designated by FEMA

for individual assistance with respect to the disaster and the Employee did not request a distribution from the Plan for such expenses and

losses pursuant to Plan Section 5.01(D)(3).

A distribution will be considered necessary to satisfy an immediate and heavy ﬁnancial need of the Employee only if

i. the Employee has obtained all currently available distributions (including distributions of ESOP dividends under Code section 404(k)), other

than hardship distributions, under the Plan and all other qualiﬁed and nonqualiﬁed deferred compensation plans of the Employer;

ii. the distribution is not in excess of the amount of an immediate and heavy ﬁnancial need (including amounts necessary to pay any federal,

state, or local income taxes or penalties reasonably anticipated to result from the distribution); and

iii. eective for distributions on or after January 1, 2020, the Employee provided the Plan Administrator with a representation, in writing

(including by using an electronic medium as deﬁned in Treasury Regulation section 1.401(a)-21(e)(3)), or in such other form that may be

permitted under rules promulgated by the IRS, that they have insucient cash or other liquid assets reasonably available to satisfy their

ﬁnancial need.

b. Hardship Withdrawals of Elective Deferrals – Distribution of Elective Deferrals, including any earnings credited to an Employee’s account,

may be made to an Employee in the event of hardship. For the purposes of this Plan Section 5.01(C)(2)(b), hardship is deﬁned as an

immediate and heavy ﬁnancial need of the Employee where the distribution is needed to satisfy the immediate and heavy ﬁnancial need of

such Employee. Hardship distributions are subject to the spousal consent requirements contained in Code sections 401(a)(11) and 417,

if applicable.

For purposes of determining whether an Employee has a hardship, rules similar to those described in Plan Section 5.01(C)(2)(a) will apply

except that only the ﬁnancial needs listed above will be considered. Any existing suspension of an Employee’s Elective Deferrals due to

the receipt of a hardship distribution from the Plan will cease to continue as of the ﬁrst day of the Plan Year beginning on or after January 1,

2019. In addition, the Employee’s Elective Deferrals will not be suspended for any period of time due to the receipt of a hardship distribution

that is made during the Plan Year beginning on or after January 1, 2019. For hardship distributions before 2002, a distribution will be

considered as necessary to satisfy an immediate and heavy ﬁnancial need of the Employee only if all plans maintained by the Employer

provide that the Employee may not make Elective Deferrals for the Employee’s taxable year immediately following the taxable year of the

hardship distribution in excess of the applicable limit under Code section 402(g) for such taxable year less the amount of such Employee’s

Elective Deferrals for the taxable year of the hardship distribution.

SIGNATURE

The Pre-approved Document Provider hereby adopts this Amendment on behalf of the Adopting Employers.

Name of Pre-approved Document Provider: Charles Schwab & Co

Signature: _________________________________________________________________ Date Signed: 01/21/2021

Page 2 of 2

TDA 101554 12/21

Hardship Distribution

Summary of Material Modiﬁcations

Name of Plan ______________________________________________________________________________________________________

Name of Adopting Employer ___________________________________________________________________________________________

Plan Sequence Number _____________________________________ Plan Year End _____________________________________________

The purpose of this document is to update your Summary Plan Description (SPD). This document is very important and should be kept with

your SPD. The following update to your SPD is limited to changes to certain hardship distribution provisions of the SPD and does not impact

the other provisions of the SPD. To the extent that any provisions of this Summary of Material Modiﬁcations (SMM) conﬂict with your SPD, the

terms of this SMM will apply. The following sections of your SPD are amended to read as follows:

DISTRIBUTIONS AND LOANS

Q3. Can I withdraw money from the Plan while I am still employed?

Hardship Distributions

If you have a ﬁnancial hardship, you may request a distribution of the vested portion of your Plan balance, regardless of the original

source of the contributions, including any earnings on such contributions.

The types of expenses that qualify for a hardship distribution include medical expenses for you, your spouse, or your dependents;

payment to purchase your principal residence; tuition and education-related expenses for you, your spouse, or your dependents;

payments to prevent eviction from your principal residence; funeral expenses for your parent, your spouse, or your dependents; payments

to repair your principal residence that qualify for a casualty loss deduction; and expenses and losses (including loss of income) that you

incurred as a result of a disaster declared by the Federal Emergency Management Agency because your principal residence or principal

place of employment was located in the area at the time of the disaster. The Plan Administrator may modify the list of events that qualify

for a hardship distribution when Proﬁt Sharing Contributions are being used to satisfy your hardship request.

Before you take a hardship distribution, you must take all other distributions, excluding nontaxable loans, available to you under the Plan

and all other plans maintained by the Employer.

If you take a hardship distribution, you will not be eligible to make Deferrals for the next six months. However, the six-month restriction will

not continue during the Plan Year beginning on or after January 1, 2019. In addition, eective for Plan Years beginning on or after

January 1, 2019, if you take a hardship distribution, you will be eligible to make Deferrals immediately following the hardship distribution.

Investment Products: Not FDIC Insured * No Bank Guarantee * May Lose Value

TD Ameritrade, Inc., member FINRA/SIPC, a subsidiary of The Charles Schwab Corporation.

TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.

*TDA101554*

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