Newport Trust Company 403(b)(7) Individual …

1 Newport Trust Company 403(b)(7) Individual custodial account agreement 1 Newport Trust Company 403(b)(7) Individual custodial account agreement This Newport Trust Company 403(b)(7) Individual custodial account agreement sets forth the terms of the account established by the Custodian on behalf of the Participant named in the Application. The account is intended to constitute a contract that satisfies the requirements of 403(b)(7) of the Code and of (b)-3 of Treasury Regulations, and shall become effective November 4, 2017 (the Effective Date ). The terms of the Application are a part of this agreement and are incorporated herein by reference. This agreement amends and supersedes any prior Vanguard 403(b)(7) custodial account agreement with respect to which Newport Trust Company has been designated as the successor Custodian.

2 The account is established pursuant to an Employer Plan. The Employer is solely responsible for maintaining and administering the Plan in compliance with the requirements of Code 403(b) and related Treasury Regulations. Any provisions of the Plan that purport to impose obligations or duties on the Custodian that are in addition to those set forth in this agreement shall have no effect unless the Custodian has agreed in writing to assume such additional obligations or duties. In performing its duties under this agreement , the Custodian will act upon directions it receives from the Recordkeeper, from a Participant or Beneficiary via the Recordkeeper, or from the Employer. Article I Definitions The following terms when used herein with initial capital letters shall be defined as follows: account . The custodial account established under this agreement for the benefit of the Participant or Beneficiary.

3 agreement . The Newport Trust Company 403(b)(7) Individual custodial account agreement as set forth herein, including the provisions set forth in the Application and the Establishment Form, as such may be amended from time to time. Application. The online Vanguard 403(b) account Application executed by the Eligible Employee providing for the establishment of the account in accordance with the terms and conditions of this agreement . Beneficiary. The individuals or entities designated in accordance with the provisions of to receive any undistributed amounts credited to the account upon the Participant s death. Code. The Internal Revenue Code of 1986, as amended. Custodian. Newport Trust Company , a New Hampshire chartered Trust Company , or any successor thereto appointed in accordance with the provisions of Elective Deferral. A contribution to the account made by the Employer on behalf of the Participant pursuant to a salary reduction agreement , as described in Code 402(g)(3)(C).

4 Eligible Employee. An employee, as defined in Treasury Regulation (b)-2(b)(9), of the Employer who meets the eligibility requirements for participation under the Plan. Eligible Retirement Plan. A plan described in 402(c)(8)(B) of the Code. Eligible Rollover Distribution. Any distribution qualifying as an eligible rollover distribution under 402(c) of the Code, and the regulations thereunder. Employer. An eligible employer, as described in Treasury Regulation (b)-2(b)(8), sponsoring the Plan under which the account is being maintained. ERISA. The Employee Retirement Income Security Act of 1974, as amended, and including any regulations issued thereunder. Establishment Form. The Vanguard 403(b) Services Establishment Form executed by an authorized representative of the Employer evidencing the Employer s assent to the terms of this agreement .

5 2 Exempt Plan. A Plan that is intended to be exempt from ERISA pursuant to Department of Labor regulation (f). Participant. The Eligible Employee, or former Eligible Employee, for whom an account has been established and who has not received a distribution of his or her entire benefit under the account . Plan. The Employer s written plan which, in both form and operation, satisfies the requirements of 403(b) of the Code and the regulations thereunder and under which the account is maintained. Recordkeeper. The Vanguard Group, Inc. or any of its agents or assigns. Recordkeeping agreement . The Vanguard 403(b) Administrative and Recordkeeping Service Description executed by the Employer and the Recordkeeper. Spouse. The person to whom the Participant was married at the time of the Participant s death. Successor Beneficiary. The individuals or entities designated in accordance with the provisions of (c) to receive any undistributed amounts credited to the account upon the death of the Beneficiary.

6 Vanguard Mutual Funds. One or more of the regulated investment companies of The Vanguard Group of Investment Companies that are available investments under this agreement . Vendor. A custodian that maintains 403(b)(7) custodial accounts or an insurance Company that issues 403(b)(1) annuity contracts. Article II Establishment of account Upon receipt in good order of the Application, the Establishment Form, and all other documentation required by the Custodian and/or the Recordkeeper, the Custodian shall establish an account for the Participant. By submitting an Application and having an account established by the Custodian, an Eligible Employee shall become a Participant and will be bound by the terms and conditions of this agreement . The Custodian agrees to act as non-discretionary, directed custodian of the account on the terms and conditions of this agreement .

7 As custodian of the account , Custodian shall hold, invest and distribute all of the assets of the account that are received by it in accordance with the terms of this agreement . Article III Contributions Acceptance by Custodian. Unless the Employer terminates the Custodian s status as an approved Vendor by written notification in accordance with , the Custodian shall accept and process contributions, exchanges, and transfers as provided in this Article III in the form of cash or other property acceptable to it in its sole discretion, provided all information necessary to process the contribution has been received in good order from the Recordkeeper or other third party. The Custodian will maintain safe custody of such money, securities and other property it actually receives for the account . Employer Contributions. The Custodian will allocate Employer contributions to the Participant s account in accordance with directions received from the Employer via the Recordkeeper in a form and manner acceptable to the Recordkeeper and Custodian.

8 Any contributions which are not vested shall be maintained in a deemed Code 403(c) account . Upon vesting, such contributions shall be subsumed into the Participant s account . Contribution Limitations. (a) Aggregation. To the extent required by 403(b) of the Code, for purposes of determining whether an applicable contribution limit has been exceeded, contributions to the account under the Plan (excluding rollover contributions) shall be aggregated with contributions by the Employer for the Participant to all other 403(b)(7) custodial accounts or 403(b) annuity contracts under the Plan and all other plans, contracts or arrangements of the Employer. For purposes of the limits described in this , Employer means the Employer and any other entity that is treated as a single employer with the Employer under Code 414 and guidance issued thereunder.

9 3 (b) Elective Deferral Limit. Elective Deferrals and designated Roth contributions to the Participant s account may not exceed the amount permitted under 402(g)(1) of the Code, as indexed periodically for cost-of-living increases. Notwithstanding anything to the contrary in the foregoing, to the extent provided by the Plan, Elective Deferral and designated Roth contributions in excess of this limit may be made (i) by a qualified employee of a qualified organization to the extent permitted under Treasury Regulation (b)-4(c)(3) and (ii) by a Participant who will attain age 50 in the calendar year to the extent permitted under Treasury Regulation (b)-4(c)(2). (c) Maximum Annual Contribution Limit. In accordance with (b)-3(a)(9), the total annual additions made to the Participant s account (excluding age 50 catch-up contributions under 414(v) of the Code) may not exceed the limit on annual additions imposed by 415 of the Code.

10 (d) Excess Amounts. The Employer shall be solely responsible for following reasonable procedures to prevent excess deferrals and contributions to the Participant s account , determining whether any contributions exceed the limits of this Article, and for ensuring that any excess amounts are timely corrected. The Custodian shall distribute excess deferrals, adjusted for any income or loss allocable thereto, upon the direction of the Recordkeeper, no later than the first April 15 following the close of the taxable year in accordance with (b)-4(f)(4). The Custodian shall also distribute excess contributions or other contributions made in violation of the nondiscrimination requirements under s 401(m) and 401(a)(4) of the Code or due to a mistake of fact, upon the direction of the Recordkeeper. Rollover Contributions.