Individual(k) Plan Establishment Kit - Pacific Life

I N D I V I D U A L ( k) PLAN ESTABLISHMENT KIT

A STEP-BY-STEP GUIDE TO ESTABLISHING YOUR PACIFIC LIFE INDIVIDUAL(k) PROGRAM

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IS THE PACIFIC LIFE INDIVIDUAL(k) PROGRAM RIGHT FOR ME?It is important that you meet the requirements in order to consider establishing a Pacific Life Individual(k) Program. This type of retirement plan is designed exclusively for owner-only businesses and for small businesses that can exclude certain non-owner employees from the plan. The Pacific Life Individual(k) Program may be right for you if you meet these requirements.

• Your plan must cover only you (or you and your spouse), and you (or you and your spouse) must own the entire business (which may be incorporated, unincorporated, or LLC).

• Your plan must cover only one or more partners (or partners and their spouses) in a business organized as a business partnership, and all partners must own at least 10% of the business.

Before completing the Standardized Adoption Agreement (Form 1A), please consult with a tax/legal advisor to determine if the Pacific Life Individual(k) Program is appropriate for you. In addition, this Individual(k) plan is intended to be the only plan maintained by the employer. If you intend to maintain or make contributions to any other retirement plan in addition to the Pacific Life Individual(k) Program, please consult with a tax/legal advisor to determine if the Pacific Life Individual(k) Program is appropriate for you.

Caution: If your business is a corporation that includes non-spousal owners, the business does not meet the conditions to establish an Individual(k) plan. Contact the Ascensus Sales Desk at (800) 345-6363, Option 1, to discuss other options.

Caution: For plan years that begin on or after 1/1/2021, employees who have satisfied the plan’s minimum age requirement and have three consecutive 12-month periods of 500 hours of service must be allowed to make salary deferrals to the plan. Since the Individual(k) plan is designed exclusively for owner-only businesses, if “less than full-time” non-owner employees meet this requirement the business would no longer be eligible for the Pacific Life Individual(k) Program.

Note: Ascensus® requires that a working email address be provided to receive communications and other information related to the plan. Signature-ready amendments are also delivered to employers electronically.

WHAT’S NEXT?

Upon receipt of your completed paperwork, Ascensus will establish your plan on the Ascensus recordkeeping system. After your plan has been completely installed, Ascensus will e-mail a welcome packet to you. Your welcome packet will provide the instructions on funding your newly established Individual(k) plan, a guide for administering your plan, and certain operational forms.

Insurance products are issued by Pacific Life Insurance Company in all states except New York and in New York by Pacific Life & Annuity Company. Product availability and features may vary by state.

Mutual funds are issued by Pacific Funds.

Pacific Life provides the Individual(k) Program and, along with its affiliates, offers the underlying investment vehicles. Pacific Life and Pacific Funds do not provide any individual(k) or 401(k) plan administrative services. All recordkeeping and administrative services are provided by Ascensus.


IMPORTANT NOTEYou will need an Employer ID Number (EIN) and a 6-digit Business Code to establish a Pacific Life Individual(k) Program account. If you have not applied for an EIN, visit the IRS website www.irs.gov/businesses to obtain an EIN. For further information, please visit the IRS website and review Publication 1635 titled “Understanding Your EIN.” If you do not have a 6-digit Business Code, you can obtain one at www.irs.gov/instructions/i5500ez. Review the section titled Forms 5500 and 5500-EZ codes for Principal Business Activity.

Instructions on the remittance of contributions to your plan will be included in your welcome packet. Ascensus will e-mail the welcome packet to you. DO NOT REMIT PLAN CONTRIBUTIONS TO ASCENSUS. FORWARD THEM DIRECTLY TO PACIFIC FUNDS, PACIFIC LIFE INSURANCE COMPANY, OR PACIFIC LIFE & ANNUITY COMPANY.

Please note that all distribution and loan requests must be forwarded to Ascensus prior to being processed. Loans are generally available up to 50% of account balance or $50,000, whichever is less. Establishment and repayment of loans are subject to IRS guidelines. While the individual(k) plan itself may provide for loans, the Pacific Life Insurance Company or Pacific Life & Annuity Company variable annuity contract funding the plan does not allow for loans to be taken. A loan request from the plan will be treated as a request for a withdrawal and all contract provisions will apply, including contract surrender charges, if applicable, for withdrawals in excess of the free amount. Withdrawals may have an adverse impact on optional benefits. Withdrawals taken for plan loan requests will not be subject to withholding or tax reporting by Pacific Life; the recordkeeper, Ascensus, is responsible for any applicable tax reporting for loans. Loan repayments will be deemed new investments into the annuity contract and will be subject to a new surrender charge schedule in accordance with the contract provisions.

A loan request from a Pacific Funds account may be subject to fees and charges, including a contingent deferred sales charge (CDSC), depending on the share class. All loan repayments into the plan are investments into the account and also may be subject to a new CDSC, depending on the share class purchased, including payments that the participant may consider to be “loan repayments.”

Check with a financial or tax advisor before transferring money.

The recordkeeping service Ascensus provides to individual(k) plans is an accounting of the plan by money type (i.e., deferral, profit sharing, rollover, etc.). Contributions for the reporting period are posted to the account by money type, according to the instructions provided to Ascensus by you. The net gain or loss of the entire investment account is applied to the money types on a pro rata basis. Therefore, the Ascensus Individual(k) product requires that all money types use the same investment elections when it comes to the investment of contributions so that earnings are properly applied. Additionally, any transaction that is a transfer of assets between investments is also considered to be completed pro rata per money type.

Designating salary deferral contributions as Roth contributions uses a different methodology as described and illustrated above.

Note: Roth Elective Deferrals should be held in a separate account; any net gain or loss in that investment account is applied to only the Roth Elective Deferrals.


GETTING STARTEDSimply follow the three steps below to set up your Pacific Life Individual(k) Program. Work with a financial advisor to complete the appropriate forms to set up your Pacific Life Individual(k) Program and to select your investment vehicle.

All individual(k) forms are located at PacificLife.com.

STEP ACTION GOES TO1 EXECUTE YOUR PLAN

1A: Complete the Standardized Adoption Agreement.1A-1: Trust and Custodial Agreement1B: Complete the Designation of Beneficiary form.1C: Complete the Salary Deferral Election Form.

Mail a copy to Ascensus.Mail a copy to AscensusKeep original for your records.Keep original for your records.

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2 ESTABLISH YOUR RECORDKEEPING SERVICES2A: Complete the Recordkeeping Service Agreement.2B: Complete the Ascensus Application.

2C: If contributing to your plan, complete the Contribution Form.

Mail a copy to Ascensus.

Mail a copy to Ascensus withpayment (if applicable).

Mail a copy to Ascensus.

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3 CHOOSE YOUR INVESTMENTBased on your chosen investment vehicle, complete:□ PACIFIC FUNDS Individual(k) Account Application.

□ 3A: Direct Rollover/Transfer Request (if applicable). Use this form to directly roll over/transfer assets from the current investment provider to your Pacific Funds Individual(k) account. Contact your current investment provider for any additional requirements.

□ 3B: Rollover Contribution Form (if applicable). Use this form if you have received a qualifying distribution from an employer-sponsored plan or IRA-based plan and wish to roll over the distribution to your Pacific Life Individual(k) account.

Complete application and forward to broker/dealer for review.

Send signed original to the current provider and mail a copy to Ascensus.

Keep original for your records and mail a copy to Ascensus.

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□ PACIFIC LIFE variable annuity application.□ Individual(k) Qualified Plan Disclosure form.□ Transfer/Exchange form (if applicable).

Use this form to directly roll over/transfer assets from the current investment provider to your Pacific Life Individual(k) account. Contact your current investment provider for any additional requirements.

□ State Replacement form (if applicable).

Complete and forward to broker/dealer for review:• Annuity application• Individual(k) Qualified Plan

Disclosure form• Transfer/Exchange form

(if applicable)• State replacement form (if applicable)If applicable, mail a copy of the Transfer/Exchange form to Ascensus.

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□ PACIFIC LIFE & ANNUITY variable annuity application (New York only).

□ Individual(k) Qualified Plan Disclosure form.□ Transfer/Exchange form (if applicable).

Use this form to directly roll over/transfer assets from the current investment provider to your Pacific Life & Annuity Individual(k) account.

□ New York Regulation 60 required forms.

Complete and forward to broker/dealer for review:• Annuity application• Individual(k) Qualified Plan

Disclosure form• Transfer/Exchange form

(if applicable)• NY Regulation 60 required forms.If applicable, mail a copy of the Transfer/Exchange form to Ascensus.

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WHO DOES WHAT?

RECORDKEEPERPLAN RETIREMENT SERVICES Ascensus is responsible for providing

an pre-approved document along with recordkeeping and administrative services such as:• Installation and plan set-up services• Annual services, such as: – Reconciliation of participant

accounts – Contribution processing for

deferrals, rollovers, and discretionary contributions

– Loan repayment processing – IRS reporting – Annual statements• Loan services• Distribution services• Plan termination services

Ascensus, LLC.Attn: Individual(k)P.O. Box 807415 Eighth Avenue NEBrainerd, MN 56401Phone: (800) 345-6363, Option 1Fax: (218) 855-6010

I N V E S T M E N T P R O V I D E R

Issued By Investment Vehicles Mailing InstructionsPACIFIC FUNDS Choose from Pacific Funds Portfolio

Optimization Funds and Fixed-Income Funds offered by Pacific Funds.

First Class Mail:Pacific FundsP.O. Box 9768Providence, RI 02940-9768

Overnight Mail:Pacific FundsAttn: Work Management4400 Computer DriveWestborough, MA 01581Phone: (800) 722-2333, Option 2

PACIFIC LIFE INSURANCE COMPANY(all states except New York)

Pacific Life Insurance Company issues a variety of variable annuity products designed to meet a wide range of financial needs.

First Class Mail:Pacific Life Insurance CompanyP.O. Box 2290Omaha, NE 68103-2290

Overnight Mail:Pacific Life Insurance Company6750 Mercy Rd, 4th Floor, RSDOmaha, NE 68106Phone: (800) 722-4448

PACIFIC LIFE & ANNUITY COMPANY(New York only)

Pacific Life & Annuity Company issues a variety of variable annuity products designed to meet a wide range of financial needs.

First Class Mail:Pacific Life & Annuity CompanyP.O. Box 2736Omaha, NE 68103-2736

Overnight Mail:Pacific Life & Annuity Company6750 Mercy Rd, 4th Floor, RSDOmaha, NE 68106Phone: (800) 748-6907


108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

HELPFUL INFORMATION

To avoid delays in establishing your plan, please refer to the Helpful Information sections throughout this document to ensure all forms are complete and accurate.

For your convenience and ease of completion, the enclosed forms have been created in a fillable format that opens in modern PDF viewers.

FORM 1A – STANDARDIZED ADOPTION AGREEMENT

These instructions are designed to help you, the business owner, along with an attorney and/or tax advisor, review and complete the Adoption Agreement for your Individual(k)™ plan. These instructions are to be used 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 a legal or tax advisor before you sign the Adoption Agreement.

You will use Form 1A, the Individual(k) Adoption Agreement, to execute your Individual(k) plan document. Once completed, this Adoption Agreement, along with the Basic Plan Document in this packet, will constitute your Individual(k) Plan Document—the legal documents governing your Individual(k) plan.

EMPLOYER INFORMATIONThis section defines the employer information for the Individual(k) plan.

Name of Adopting Employer

Generally the Name of the Adopting Employer is the name of business (e.g., Johnson Consulting Services).

Adopting Employer’s Federal Tax Identification Number

The Adopting Employer’s Federal Tax Identification Number (EIN) must be that of the business entity, not your social security number as the owner of the business, even for a sole proprietorship. An EIN can be quickly obtained at no cost from the IRS website at www.irs.gov/businesses and click on “Employer ID Number (EIN)”. The EIN is required for tax reporting purposes.

Adopting Employer’s Tax Year End

Indicate your business tax year end (e.g., 12/31). NOTE: This will be your plan year end.

Type of Business Select your Type of Business. NOTE: Non-spousal corporations and nonprofit businesses do not meet the conditions to establish an Ascensus Individual(k) plan.

Name of Plan The Name of Plan should be different from the Name of Adopting Employer and should indicate the plan type (e.g., Johnson Consulting Services Individual(k) Plan).

Plan Sequence Number

The Plan Sequence Number is used on the IRS Form 5500 to identify an employer’s particular plan to the IRS. If you are adopting your Individual(k) plan as an amendment and restatement of an existing plan, the Plan Sequence Number should remain the same as the Plan Sequence Number of the plan you are restating. Otherwise, you should enter a three digit Plan Sequence Number that indicates the number of this plan in the sequence of all qualified plans you have previously maintained. For example, if this is the first qualified plan you have ever adopted for your business, the Plan Sequence Number will be 001. If this plan represents the second qualified plan you have ever established, the Plan Sequence Number will be 002, and so on. For purposes of the Plan Sequence Number, you do not include SEP-IRA and SIMPLE IRA plans.

Trust Identification Number

A Trust Identification Number is only used if the plan has a separate tax identification number assigned to it that is different from the Adopting Employer’s Federal Tax Identification Number, which is not common. This field should be left blank if your plan does not have a separate tax identification number.

Account Number Ascensus will assign an Account Number after we receive your completed paperwork. This field should be left blank.

Individual(k)TM is a trademark of Ascensus, LLC.


SECTION 1: EFFECTIVE DATESPart A: New Plan Effective DateUsed for startup/new plans only to indicate when the plan initially becomes effective. The Elective Deferral Effective Date for new plans is also indicated in this section.

Effective Date An Individual(k) plan is designed to operate on the same 12-month period as your business tax year. For many businesses, this means that the plan year will generally run January 1 through December 31. As a general rule, you will want to establish your Individual(k) plan effective as of January 1 of the calendar-year in which you are establishing the plan. The Effective Date determines the measuring period in determining compensation to be used for profit sharing allocations. Choosing a date other than the first day of the plan year will create a short plan year. If a short plan year is elected, you must consider the impact on compensation for contributions (e.g., only compensation earned during the plan year can be included and contribution limits will generally be prorated).

Elective Deferral Effective Date

The Elective Deferral Effective Date must be a current or future date and must not pre-date the plan Effective Date. If no option is selected, the Elective Deferral Effective Date will be the next payroll date coinciding with or following the later of the date this Adoption Agreement is signed or becomes effective.

Part B: Existing Plan Amendment or Restatement DateThis section is completed if you are establishing your plan as an amendment or restatement of an existing plan. NOTE: Ascensus will request additional information from you regarding your prior plan once your plan is established.

Initial Plan Document Effective Date

The Initial Plan Document Effective Date of the plan should reflect the original effective date of the plan prior to Ascensus.

Frozen Plan Effective Date

If the plan is frozen, the date it became a frozen plan is indicated (If a plan is frozen, no contributions will be made to the plan based on compensation earned after the effective date of the frozen plan; however, loan payments may continue to be deposited.)

Amendment or Restatement Effective Date

Generally, the Amendment or Restatement Effective Date will be the date that amended provisions will take effect in the plan. This date should be a current date and consistent with the signature date in Section 9 of Form 2A – Recordkeeping Service Agreement

SECTION 2: ELIGIBILITYAn Individual(k) plan is designed for use by businesses that either do not have any employees (with the exception of spouses of business owners) or businesses that only employ employees that may be excluded from coverage under federal laws governing qualified retirement plans. This section allows you to establish the eligibility criteria that will determine who is eligible to participate in this plan. It is important to note that you, the business owner, are also subject to the eligibility criteria you establish. Refer to the front of this packet for additional information regarding the Ascensus Individual(k) product requirements.

Part A: Age and Eligibility ServiceThis section allows you to elect a minimum age and service requirement for eligibility to participate in the plan. The eligibility criteria selected will apply to both Employer Profit Sharing Contributions and Elective Deferrals.

Age Requirement The Age Requirement cannot be greater than 21. If no age is specified, there will be no age requirement.

Eligibility Service Requirement

A year of eligible service is defined as completion of 1,000 hours of service during the eligibility computation period, unless less than one year of service is required. The Eligibility Service Requirement cannot be longer than one year. If no option is selected, no eligibility service will be required. CAUTION: For plan years that begin on or after 1/1/2021, employees who have satisfied the plan’s minimum age requirement and have three consecutive 12-month periods of 500 hours of service must be allowed to make salary deferrals to the plan. Since the Individual(k) plan is designed exclusively for owner-only businesses, if “less than full-time” non-owner employees meet this requirement the business would no longer be eligible for the Ascensus Individual(k) product.


Part B: Employees Employed as of a Specified DateThis provision may be completed to waive the age and eligibility service requirements for employees that were employed as of date specified and identify the date on which these employees will enter the plan. This provision is available either at the time of establishment of a new plan or upon an amendment to the plan.

Age and Eligibility Waiver

You may elect this provision if your business was only recently established in order to avoid excluding yourself from participation because you have included a service requirement for eligibility which you have not met. NOTE: The waiver will only apply if Option 1 is selected and a date is specified. If no defined classes of employees (e.g., owners, owners and spouses, partners) are specified, all employees on the specified date will be subject to the waiver. The Entry Date will be the same as the Effective Date in Part 1 above.

SECTION 3: CONTRIBUTIONSThis section identifies whether employees may make Roth Elective Deferrals into the plan in addition to pre-tax Elective Deferrals.

Elective Deferrals If no option is selected, Elective Deferrals will be allowed.

Roth Elective Deferrals

If no option is selected, Roth Elective Deferrals will be allowed. NOTE: The plan must permit Roth Elective Deferrals in order to have In-Plan Roth Rollovers.

Nondeductible Employee Contributions

Nondeductible Employee Contributions are non-Roth after-tax contributions. Nondeductible Employee Contributions are not permitted in the Individual(k) product.

SECTION 4: VESTING AND FORFEITURESNo elections are required for Section 4. Employer Profit Sharing Contributions are 100% vested immediately in accordance with Section 4.01A.1. of the Basic Plan Document.

SECTION 5: DISTRIBUTIONS AND LOANS

Loans Selecting “Yes” to this provision does not mean you will be required to take a loan. It simply ensures that you will have the flexibility to take a loan if you so desire. If no option is selected, the plan will not allow for loans. NOTE: The Ascensus Individual(k) product allows for only one outstanding participant loan at a time.

SECTION 6: DEFINITIONSNo elections are required for Section 6. This section of the Basic Plan Document provides definitions to certain terms used throughout the document.

SECTION 7: MISCELLANEOUS

Life Insurance and Qualified Longevity Annuity Contracts

Life insurance and Qualified Longevity Annuity Contracts are not permitted as an investment in the Individual(k) product.


SECTION 8: EMPLOYER SIGNATUREThis section identifies the Pre-approved Document Provider and includes the Authorized Employer Signature.

Pre-approved Document Provider

The Pre-approved Document Provider is the entity that has an opinion letter from the IRS for the document that is adopted.

Authorized Employer Signature

You, as the Adopting Employer, must complete, sign and date Section 8. The signature date should be the date the document is signed. Effective for plans adopted for 2020 and later taxable years, the document can be signed as late as the employer’s tax return due date plus extensions. NOTE: The Effective Date for Elective Deferrals cannot be earlier than the later of the Effective Date of the plan or date the document is signed. Since Elective Deferrals can only be made prospectively, new plans adopted under this rule can only fund Employer Profit Sharing Contributions and treat them as having been made for the prior taxable year. For an amended or restated plan, the Date Signed should generally be no later than the Amendment or Restatement Effective Date.

Next Steps• Mail a copy of this form to Ascensus. Keep the signed original for your records.

3101 (7/2020) 108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

Pacific LifeIndividualProgram

(k)Form IA

Mail a copy of this form to Ascensus. Keep the signed original for your records.Page 1 of 4

Individual 401(k) Profit Sharing PlanSTANDARDIZED ADOPTION AGREEMENT

EMPLOYER Name of Adopting Employer ___________________________________________________________________________________INFORMATION Address ____________________________________________________________________________________________________

City_______________________________________________________________ State_______________ Zip _________________Telephone _________________________ Adopting Employer’s Federal Tax Identification Number __________________________Adopting Employer’s Tax Year End (specify month and day) ___________________________________________________________Type of Business (select one) Sole Proprietorship Partnership C Corporation S Corporation LLC

Nonprofit 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 affiliated 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

Part A. New Plan Effective Date

This is the initial adoption of a 401(k) profit sharing plan by the Adopting Employer.The Effective Date of this Plan is _________________. (Must be no earlier than the first day of the Plan Year in which the Plan is adopted.)If different from the Effective Date above, Elective Deferrals can be made under this Plan effective (select one):

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

Option 2: _________________ (Must be on or after the later of the date this Adoption Agreement is signed or the Effective Date.)NOTE: If no option is selected, Option 1 will apply.

NOTE: The Effective 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.

Part B. Existing Plan Amendment or Restatement DateThis is an amendment or restatement of an existing qualified plan.The Initial Plan Document was effective on _________________.

This Plan is a frozen Plan effective 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 Effective 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 affected (e.g., availability of loans.)

The Effective 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 Effective 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, Effective Dates for certain legislative and regulatory provisions are governed by the terms specified in the Basic Plan Document.

This date needs to be a current or

future date.


Pacific Life Individual(k) ProgramSTANDARDIZED ADOPTION AGREEMENT Page 2 of 4

SECTION TWO ELIGIBILITY Complete Part A or 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).Option 1: No eligibility service required.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.

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).Option 1: An Employee employed on ________________________ (specify a month, day, and year)

i. Employee ClassificationThis waiver applies to the following Employees (select one and complete, as applicable):Suboption (a): All Employees.Suboption (b): Employees who are (define classifications): .

ii. Entry DateThe following date will be an Entry Date for an Employee who is subject to this waiver (select one and complete, as applicable):Suboption (a): The specified date above.Suboption (b): _____________________ (specify a month, day, and year)

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).

X



X

X

SECTION THREE CONTRIBUTIONS Complete Parts A through C

Part A. Elective Deferrals1. Authorization of Elective DeferralsWill Elective Deferrals be permitted under this Plan (select one)? Option 1: Yes. (Complete the following.)

Will Roth Elective Deferrals be permitted under this Plan in addition to Pre-Tax Elective Deferrals?Suboption (a): Yes.Suboption (b): No.NOTE: If no suboption is selected, Suboption (a) will apply.

Option 2: No.NOTE: If no option is selected, Option 1 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 effect at the beginning of such taxable year.

Part B. Employer Profit Sharing ContributionsEmployer Profit Sharing Contributions, if any, will be allocated to all Qualifying Participants pursuant to the pro rata allocation formula described in Plan Section 3.02(B)(1).

Part C. Nondeductible Employee Contributions

May a Contributing Participant make Nondeductible Employee Contributions pursuant to Plan Section 3.05 (select one)?Option 1: Yes.Option 2: No.NOTE: If no option is selected, Option 1 will apply. Nondeductible Employee Contributions made under this Part C will be subject to ACP Testing.

SECTION FOUR VESTING AND FORFEITURES There are no elections required for Section Four.

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

SECTION FIVE DISTRIBUTIONS AND LOANS

LoansWill a Participant be entitled to request a loan pursuant to Plan Section 5.16 (select one)?Option 1: Yes.Option 2: No.NOTE: If no option is selected, Option 2 will apply.

SECTION SIX DEFINITIONS There are no elections required for Section Six.

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

SECTION SEVEN MISCELLANEOUS Complete Parts A and B

Part A. Life InsuranceWill life insurance investments be permitted under the Plan (select one)?Option 1: Yes.Option 2: No.NOTE: If no option is selected, Option 2 will apply.

Part B. Qualifying Longevity Annuity ContractWill a Participant be allowed to purchase and distribute Qualifying Longevity Annuity Contracts pursuant to Plan Section 7.22(G) (select one)?Option 1: Yes.Option 2: No.NOTE: If no option is selected, Option 2 will apply.

Not permitted in the Individual(k)

product


product


product

X

X

X



SECTION EIGHT EMPLOYER SIGNATURE

Pre-Approved Document Provider

Name of Pre-Approved Document Provider ______________________________________________________________________

Address __________________________________________________________________________________________________

Telephone _________________________________________________________________________________________________

Check the applicable box if there is an attachment(s) that applies to this Plan other than a separate trust or custodial agreement. Protected Benefits and Prior Plan Document Provisions Attachment. Other Plan Information Attachment. (If this box is checked, please describe the attachment(s).)

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 Pre-Approved Document Provider will inform me of any amendments made to the Plan and will notify

me should it discontinue or abandon the Plan; and4. I have received a copy of this Adoption Agreement and the corresponding Basic Plan Document 02.

Signature of Adopting Employer ___________________________________ Date Signed ________________________________

Type 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 sections 415 and 416.

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

Ascensus, LLC

415 Eighth Avenue NE, Brainerd, MN 56401

218-825-5000

EmployerMust Sign

and Date Here


HELPFUL INFORMATIONFORM IA – 1 TRUST AND CUSTODIAL AGREEMENTThis document defines who the Trustee and Custodian is for the plan.

Trustee Ascensus requires you to assign someone (generally yourself) or a Financial Organization to act as Trustee for the Plan. NOTE: The name of the business (or company name) may not be listed as a Trustee.

Limited Trustee Each plan must list a “Limited” Trustee for the sole purpose of ensuring timely deposits of contributions. The Limited Trustee will default to the named Individual Trustee, unless someone else is named here.

Custodian Pacific Life doesn’t require that a Custodian be appointed for the Plan. If a Custodian is to be appointed, the named Custodian or Authorized Officer signature is required below. NOTE: Pacific Life is unable to be your named Custodian for the Plan.

Employer The Employer (e.g., Johnson Consulting Services) should b e same as the Name of Adopting Employer that was entered in Form 1A – Adoption Agreement.

Plan The Plan (e.g., Johnson Consulting Services Individual(k) Plan) should be same as Name of Plan that was entered in Form 1A – Adoption Agreement.

Effective Date Enter the Effective Date of the agreement. NOTE: This date should be consistent with the signature date in Article XI of this document.

FORM A1 – 1 ARTICLE XI – COUNTERPARTS, IDENTIFICATION, AND EXECUTION

Employer Name of Company (the “Employer”), should be same as the Employer that was entered in the preceding section of this form. You as the Employer, same as the Adopting Employer that signed Form 1A - Adoption Agreement must complete, sign and date. The signature date should be the date the document is signed.

Trustee Appointment

If an individual is named as Trustee, they will be a Discretionary Trustee. If a Financial Organization is named as the Trustee, the Financial Organization will typically be named as a Directed Trustee and therefore would not have any discretionary authority over the plan assets or operation.

Trustee Complete and sign the Trustee Signature section consistent with the Trustee named in the preceding section of this form. NOTE: If a Financial Organization is named as Trustee, the Authorized Officer signature is required.

Limited Trustee Limited Trustee will default to Option 1 – The individual Trustee(s) named above.

Custodian If a Custodian is to be appointed, the Custodian, consistent with the designation in the preceding section of the form must complete and sign. NOTE: Pacific Life is unable to be your named Custodian for the plan.


10532-RPS (7/2020) 108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

THIS TRUST AND CUSTODIAL AGREEMENT (“Agreement”) is entered into between (the “Trustee”) (You must assign someone, generally yourself, to act as the Trustee), (the “Limited Trustee”) (The Limited Trustee is generally the same individual as the above named Trustee), (the “Custodian”, if applicable) (If a Custodian is to be appointed, the named Custodian or Authorized Officer signature is required), and (the “Employer”) (The Employer should be same as the Name of Adopting Employer on the Adoption Agreement) and Employer’s related companies (“Participating Employers”), pursuant to its (the “Plan”) (The Plan should be same as Name of Plan on the Adoption Agreement).

This Agreement is effective as of ____________________________ (mm/dd/yyyy). (The Effective Date needs to be consistent with the signature date in Article XI of the Trust and Custodial Agreement).

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. In-kind contributions will be permitted in non-pension plans as long as they are discretionary and unencumbered as determined by the Employer.

ARTICLE I – RELATIONSHIP OF TRUST TO PLANThe 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 record-keeping, 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;


(k)Form IA-1

Mail a copy of this form to Ascensus. Keep the signed original for your records.

Trust and Custodial AgreementPage 1 of 10

Pacific Life Individual(k) ProgramTRUST AND CUSTODIAL AGREEMENT


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(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 sufficient 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 affiliate 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 sufficient 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 sufficient 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 affiliates 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 of 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.



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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;

(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 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 affiliate of the Custodian, including their respective directors, managers, officers, 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; to give general or special proxies or powers of attorney with or without power of substitution; to exercise any conversion privileges or subscription rights and to make any payments incidental thereto; to oppose, or to consent to, or otherwise participate in, corporate reorganizations or other changes affecting corporate securities, and to pay any assessment or charges in connection therewith; and generally to 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 to 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.



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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 to retain them in trust; to 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; to exchange such property and to grant options for the purchase or exchange thereof, and to 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; to charge the trust for the cost of all securities purchased or received against a payment and to 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 sufficient to recover any funds advanced;

(b) oppose, or consent to and participate in, any plan of reorganization, consolidation, merger, combination, or other similar plan; to oppose or to consent to any contract, lease, mortgage, purchase, sale, or other action by any corporation pursuant to such plan, and to accept and retain any securities or other property issued under any such plan; to deposit any such property with any protective, reorganization or other similar Plan Administrator; to delegate discretionary power thereto and to 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 to 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; to 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 to enforce any such default in such manner and to such extent as may be deemed advisable; to exercise and enforce any and all rights of foreclosure and to 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; and

(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 EXPENSESThe 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 affiliated 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).



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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 DATAThe 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.

ARTICLE VI – RESIGNATIONAny person serving as Trustee or Custodian may resign at any time by giving thirty (30) days advance written notice to the Employer. The resignation will become effective 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 effective 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 sufficient 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 affiliate (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



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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 effect 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.

ARTICLE VIII – INDEMNIFICATION OF TRUSTEE AND CUSTODIANNotwithstanding any provision of this Agreement, the Employer hereby agrees to indemnify, defend, and hold the Trustee (or Custodian, as applicable), and its affiliates, and their respective directors, managers, officers, 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 affiliates, and their respective directors, managers, officers, 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 affiliates of the Trustee (or Custodian, as applicable), including their respective directors, managers, officers, employees, agents, and other representatives, harmless from and against any and all loss, 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 sufficiency 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 sufficiency, 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 – LIMITED TRUSTEE

9.01 Responsibilities of the Limited Trustee This section of this Agreement applies where either a financial organization and/or one or more individuals has/have indicated in this Agreement that it will serve as a Limited Trustee whose powers, rights, duties and responsibilities are strictly limited to ensuring the timely collection and deposit of employer contributions with respect to the Fund or where one or more individuals has/have indicated in this Agreement that they will serve as individual trustee(s) and a separate Limited Trustee(s) has not been indicated in this Agreement. At no time will a financial organization that is serving as a Trustee be considered a Limited Trustee without their express authorization shown by its signature on this Agreement. The responsibilities and powers of the Limited Trustee may not be expanded except with its prior written consent and, notwithstanding any provision hereof to the contrary, may be further limited by the terms of a separate agreement between the Limited Trustee and the Employer.



Page 7 of 10

9.02 Compensation and Expenses The Limited Trustee will receive such reasonable compensation as may be agreed upon by the Limited Trustee and the Employer. The Limited Trustee 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. 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 Limited Trustee.

9.03 No Obligation to Question Data The Plan Administrator and/or Employer shall furnish to the Limited Trustee the information that the Limited Trustee deems necessary for complying with its responsibilities under this Agreement. The Limited Trustee will be entitled to act on such information as is supplied and will have no duty or responsibility to further verify or question such information.

9.04 Resignation Any person serving as Limited Trustee may resign at any time after providing at least (30) days advance written notice to the Employer. The resignation will become effective thirty (30) days after receipt of such notice unless a shorter period is agreed upon. The Employer may remove any Limited Trustee at any time by giving written notice to such Limited Trustee and such removal will be effective thirty (30) days after receipt of such notice unless a shorter period is agreed upon. The Employer will have the power and the duty to appoint a successor Limited Trustee. If the Employer fails to appoint a successor Limited Trustee following notice of resignation, the Trustee will have the power, but not the duty, to appoint a successor Limited Trustee. In no event will the Trustee become a Limited Trustee unless the Trustee acknowledges the appointment by executing the Limited Trustee section of this Agreement.

Where a financial organization is serving as Limited Trustee and it is merged with or bought by another organization (or comes under the control of any federal or state agency), that organization will serve as the successor Limited Trustee of this Agreement, but only if it is the type of organization that can so serve under applicable law. Notwithstanding anything in this Agreement to the contrary, the Limited Trustee 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 affiliate (which term includes, without limitation, any parent, subsidiary, or sister entity) of the Limited Trustee or the assignee.

9.05 Degree of Care – Limitations of LiabilityThe Limited Trustee 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 the Plan shall furnish the Limited Trustee with written instructions; provided that in no event may the Limited Trustee’s responsibilities be expanded except with its prior written consent. Any instructions hereunder may be delivered to the Limited Trustee directly by the responsible party or by other mutually agreed upon parties. The Limited Trustee 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. The Limited Trustee will not be responsible for determining that all instructions provided to the Limited Trustee are being given by the appropriate party and are in proper form under the provisions of this Agreement, the Plan, and applicable law. The Limited Trustee may conclusively presume that any instructions received have been duly authorized by the Employer, Plan Administrator, or discretionary trustee, as applicable, pursuant to the terms of this Agreement, the Plan, and applicable law. The Limited Trustee will not be responsible for the validity or effect or the qualification under the Code or the Plan.

9.06 Indemnification of Limited Trustee Notwithstanding any provision of this Agreement, the Employer hereby agrees to indemnify, defend, and hold the Limited Trustee, and its affiliates, and their respective directors, managers, officers, 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 Limited Trustee in a manner required or accepted by such Limited Trustee. The Employer waives any and all claims of any nature it now has or may have against the Limited Trustee and its affiliates, and their respective directors, managers, officers, employees, agents, and other representatives, which arise, directly or indirectly, from any action or act the Limited Trustee takes in good faith hereunder that arises under the Plan or the administration of the Fund.

The Limited Trustee 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 Limited Trustee 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 Limited Trustee.

The Limited Trustee is signing this Agreement solely to signify its acceptance of appointment as Limited Trustee and the Employer will have sole responsibility for the accuracy, completeness, legal sufficiency, and due execution thereof, including consulting with legal counsel and tax advisors as the Employer deems appropriate in connection therewith.



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ARTICLE X – MISCELLANEOUS

10.01 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.

10.02 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.

10.03 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, cyber-attacks, 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”).

10.04 Limitation on Damages The entire liability of the Trustee and its officers, directors, employees, members, agents, licensors, subsidiaries, affiliates, 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.

10.05 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.

10.06 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 the any 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.

10.07 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.



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10.08 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 effective.

10.09 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.

10.10 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.

ARTICLE XI – COUNTERPARTS, IDENTIFICATION AND EXECUTIONThis 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 sufficiently evidenced by any one counterpart.

EMPLOYER

Name of Company (the “Employer”) Date

Signature ____________________________________________________________________________________________(signature of Authorized Officer)

11.01 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

NOTE: If you are an individual Trustee and no Limited Trustee(s) is named in item 2 below, you will also be deemed to be a Limited Trustee.

Name of Trustee ____________________________________________________________________________________________Address ___________________________________________________________________________________________________City_______________________________________________________________ State_______________ Zip ________________Telephone _________________________________________________________________________________________________

Name of Authorized Officer _____________________________________ Title _______________________________________(type or print name if different from name of Trustee above)

Signature _____________________________________________________________________________________________ (signature of Trustee or Authorized Officer)

EmployerMust Sign

and Date Here

Trustee Must Sign Here

X

You must assign someone (generally yourself) to act as Trustee for your

Individual(k) plan

X



Page 10 of 10

2. Limited Trustee

The Limited Trustee appointed solely for the purposes of ensuring the timely collection and deposit of employer contributions will be:Option 1: The individual Trustee(s) named above.Option 2: The party(ies) named below.

Name of Limited Trustee __________________________________________________________________________________________Address ________________________________________________________________________________________________________Telephone ______________________________________________________________________________________________________Name of Authorized Officer __________________________________________ Title _______________________________________(type or print name if different from name of Limited Trustee above)

Signature _______________________________________________________________________________________________________(signature of Limited Trustee or Authorized Officer)

11.02 Custodian (Both a Custodian and Trustee may be appointed for the Plan. This Section 11.02 must be completed if the Plan is exempt from the Trustee requirements under ERISA section 403 and a Trustee is not appointed in Section 11.01 above.)

Financial Organization __________________________________________________________________________________Address ______________________________________________________________________________________________Name of Authorized Officer ________________________________ Title _______________________________________(type or print)

Signature ____________________________________________________________________________________________(signature of Custodian or Authorized Officer)

X

If a Custodian is named an authorized Financial Organization signature is required.

NOTE: Pacific Life is unable to be your named Custodian for the plan.


HELPFUL INFORMATION

FORM 1B – DESIGNATION OF BENEFICIARY

Use this form to designate the beneficiaries who will receive your Individual(k) plan assets in the event of your death. Of note:• If there is more than one business owner that will be covered under this plan (including spouse employees), you should make

photocopies of this form for each eligible plan participant.• Under federal laws governing qualified retirement plans, you are required to receive the notarized, written consent of your spouse if

you elect to name someone other than or in addition to your spouse as your primary beneficiary.• Be sure to revisit your designation(s) on a regular basis and to update the form in the event of any changes, such as a change in your

marital status.

Next Steps• Keep the signed original of Form 1B: Designation of Beneficiary for your records.


(k)Form IB

Complete this form for your records only. Do not submit a copy to Ascensus.

Designation of Beneficiary

10481-IK (6/2010) 108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

GENERAL INFORMATION

Name of Plan _______________________________________________________________ Client Number_____________________________

Name of Employer _____________________________________________________________________________________________________

Name of Participant ____________________________________________________________________________________________________

Address _____________________________________________________________________________________________________________

City_________________________________________________________ State_______________________ Zip ________________________

Home Phone _________________________________________________________________________________________________________

Social Security Number__________________________________________ Date of Birth ___________________________________________

DESIGNATION OF BENEFICIARY

CURRENT MARITAL STATUS I Am Not Married – I understand that if I become married in the future, my spouse will be my Primary Beneficiary unless I complete a new

Designation of Beneficiary form and my spouse consents to my designation. I Am Married – I understand that my spouse will be my Primary Beneficiary. However, I understand I may designate a Primary Beneficiary

other than my spouse on the space below if my spouse signs the section below entitled ‘‘Consent of Spouse.’’

DESIGNATION OF BENEFICIARIESThe following individual(s) shall be my beneficiary(ies). Please check Primary or Contingent for each individual beneficiary.If neither is checked, the individual will be deemed to be a primary beneficiary.If any primary or contingent beneficiary dies before me, his or her interest and the interest of his or her heirs shall terminate completely, and the percentage share of any remaining beneficiary(ies) shall be increased on a pro rata basis. If no primary beneficiary(ies) survives me, the contingent beneficiary(ies) shall acquire the designated share of my Qualified Plan balance.

Primary Name_____________________________________________________________ Date of Birth ________________________ Contingent Address ______________________________________________________________________________________________

Social Security Number_____________________________ Relationship ____________________________ Share_________%

Primary Name_____________________________________________________________ Date of Birth ________________________ Contingent Address ______________________________________________________________________________________________

Social Security Number_____________________________ Relationship ____________________________ Share_________%

For additional beneficiaries, you may make additional copies of this form as needed

CONSENT OF SPOUSE – If Non-Spouse Beneficiary(ies) are named as Primary BeneficiaryI am the spouse of the participant named above. I hereby consent to the above designation of beneficiary. I understand that if anyone other than me is designated as Primary Beneficiary on this form, I am waiving all or a portion of any rights I may have to receive benefits under the plan when my spouse dies.

Participant’s Spouse Signature _____________________________________________________________ Date________________________ (Must be witnessed. See below.)Witness of Spouse’s ConsentThe signature of the spouse must be witnessed by a Notary Public or plan representative as required.

Plan Representative/Notary Public __________________________________________________________ Date________________________

SIGNATURES Participant Signature _______________________________________________________________________ Date _______________________

Witness Signature _________________________________________________________________________ Date _______________________


HELPFUL INFORMATION

FORM 1C – SALARY DEFERRAL ELECTION FORM

Complete this form for your own records to reflect how much you have chosen to contribute to your Individual(k) plan as an Elective Deferral. It should be completed in advance of when you are deemed to receive your compensation from your business. In the case of:• Unincorporated businesses: business owners are generally not deemed to receive their compensation until the last day of their tax year.• Incorporated businesses: business owners often receive their W-2 compensation throughout the course of the year.

Next Steps• Keep the signed original Form 1C: Salary Deferral Election for your records.


(k)Form 1C

Do not remit to Ascensus. Keep the signed original for your records.

Salary Deferral Election Form

10272-IK (5/2008) 108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

GENERALINFORMATION

Plan Name (Please Print) _____________________________________________ Client Number _____________________________________

Participant’s Name (Please Print) __________________________________________________________________________________________ (Last) (First) (M.I.)

SALARYDEFERRALAGREEMENT

I agree that my compensation will be reduced by the amount or percentage I have indicated below, and that these dollars will be contributed to the Plan. This agreement will continue to be effective while I am employed unless I change or terminate it. I acknowledge that I have read this entire agreement, understand it and agree to its terms.

Deferral Election Select one of the following: I elect to defer ___________ % or $_________________________________ of my compensation (do not complete both) for the

_____________________________ plan year.

I wish to change my deferral to ___________% or $________________________ of my compensation (do not complete both) for the _____________________________ plan year.

I decline participation for the __________________ plan year.

Date effective:________________________________________

Pre-tax/Roth Designation*I understand that I may designate all or a portion of my elective deferrals, including catch-up contributions, as either pre-tax or Roth elective deferrals by completing one of the following.

I elect to designate 100% of my elective deferrals as pre-tax elective deferrals. I elect to designate 100% of my elective deferrals as Roth elective deferrals. I elect to designate ________% of my elective deferrals as pre-tax elective deferrals and ________% of my elective deferrals as Roth elective

deferrals. (Your percentages, when added together, must equal 100% to avoid delays in processing your elections.)

*Roth contributions can only be made if your plan allows Roth elective deferrals.

SIGNATURESSignature of Employee ____________________________________________________________________ Date_________________________


HELPFUL INFORMATION

FORM 2A – RECORDKEEPING SERVICE AGREEMENT

This document outlines the third-party administrative services that will be provided by Ascensus.

Employer Employer (e.g., Johnson Consulting Services) should be the same as the Name of Adopting Employer that was entered in Form 1A – Adoption Agreement.

Plan Plan (e.g., Johnson Consulting Services Individual(k) Plan) should be same as Name of Plan that was entered in Form 1A – Adoption Agreement.

Effective Date Enter the Effective Date of the agreement, in Section 1. NOTE: This date should be consistent with the signature date in Section 9 of Form 2A – Recordkeeping Service Agreement (mm/dd/yyyy).

Signatures Name of Company (e.g., Johnson Consulting Services) should be same as Name of Adopting Employer that was entered in Form 1A – Adoption Agreement. You, as the Employer, consistent with the Adopting Employer in Form 1A – Adoption Agreement, must complete, sign, and date Section 8.

Next Steps• Mail a signed copy of this form to Ascensus. Keep the signed original for your records.



(k)Form 2A

Mail a signed copy of this form and applicable payment to Ascensus. Keep the signed original for your records.

Recordkeeping Service Agreement

This Agreement is made between Ascensus, LLC (“Ascensus”) and ______________________________________________________________ (“Employer”) (Employer should be same as Adopting Employer on the Adoption Agreement) and sets forth the terms and conditions pursuant to which Ascensus will provide services to the retirement plan known as ______________________________________________________________ (“Plan”) (Plan should be same as Plan Name on the Adoption Agreement), which is sponsored by Employer.

1. EFFECTIVE DATE AND TERM. The term of this Agreement will begin on _______________________ (the “Effective Date”) (The Effective Date needs to be consistent with the signature date in Section 9 of the Recordkeeping Service Agreement.) and will continue in effect until terminated pursuant to Section 5.

2. SERVICES.

2.01 General – (a) Ascensus will provide to the Plan the services (“Services”) set forth on Schedule A to this Agreement. Any additional services, such as technical

consulting, must be mutually agreed to in writing by the parties. Unless otherwise agreed to in writing, Ascensus will perform the Services only for the Plan and only using data with respect to the Plan, even if there are other benefit plans related to the Plan. It is within Ascensus’ sole discretion to reasonably modify Schedule A from time to time upon written notice to Employer of such modifications. The Services are made available exclusively for individuals who are considered owners of the Employer and their spouses. Plans covering non-owners and non-spouses require additional services not included in the Services Schedule, and non-owners are not eligible to receive the Services. Any service or task not set forth on Schedule A to this Agreement or in the description of responsibilities provided to Employer is Employer’s responsibility.

(b) Ascensus will act only upon the instructions of Employer, the plan administrator (“Plan Administrator”) appointed by Employer or a Plan participant that are provided to Ascensus either in writing, or by mutually agreed upon electronic means. Ascensus will have neither access to Plan assets nor discretionary authority or control over the management of the Plan or Plan assets. Employer is responsible for establishing the Plan, reviewing the Plan document, maintaining the qualified status of the Plan under the Employee Retirement Income Security Act as amended, (“ERISA”) and federal tax law, and performing all other Employer duties set forth in this Agreement. Employer acknowledges that Ascensus cannot properly provide the Services without Employer properly forwarding the prescribed information to Ascensus, and Employer agrees to provide complete, accurate, and timely information and approvals in the manner and within the time frames reasonably requested by Ascensus.

2.02 Plan Document Services – (a) Ascensus will provide recordkeeping services to the Employer using an Ascensus pre-approved document qualified under the IRS mass submitter

program. Employer expressly acknowledges that Employer is responsible for choosing a plan document that is appropriate for Employer and taking all necessary actions to adopt the plan (e.g., adopting a board resolution if necessary, etc.). Employer acknowledges that Ascensus has provided no advice regarding the document used by Employer. Employer acknowledges that if it is using an Ascensus pre-approved document for which Ascensus is acting as “sponsor” as that term is defined in Revenue Procedure 2011-49 and 2007-44, Ascensus’ responsibilities as pre-approved document sponsor will automatically end upon the termination of this Agreement.

(b) In the event that Employer is converting to an Ascensus pre-approved document from another qualified plan document, the Employer represents and warrants that the pre-existing plan: (i) is qualified under Internal Revenue Code Section 401(a) and is exempt from tax under Code Section 501(a), and that the plan has been amended for all legislative or regulatory changes; and (ii) has operated in compliance with all ERISA and Code requirements, or the Employer has taken the appropriate steps necessary to correct any compliance failures. Employer will provide Ascensus with accurate and reliable information as set forth in Ascensus’ plan establishment materials. Ascensus will not review prior plan documents, prior administrative or recordkeeping work, or IRS and Department of Labor (“DOL”) filings or reporting performed by parties other than Ascensus for pre-existing plans. Ascensus will generate plan documents and perform the Services based solely on the information supplied by Employer using the documents and information-gathering tools provided by or approved by Ascensus.

2.03 Other Responsibilities – (a) Employer acknowledges and agrees that Ascensus is not a “plan administrator” or “fiduciary,” as those terms are defined in ERISA, and that nothing

in this Agreement is intended to confer upon Ascensus the status of plan administrator or fiduciary to the Plan. The parties further acknowledge and agree that Ascensus will not be deemed to be providing legal, investment, or tax advice to Employer pursuant to this Agreement, and Employer agrees to obtain from third parties such legal, investment and tax advice as the Plan may require. Ascensus will not be responsible for payment of any federal, state or other taxes or penalties which may be charged against the Plan, Employer or other parties to the Plan. Except as expressly set forth in this Agreement, Ascensus will not be responsible for filing notices of any taxable or otherwise reportable events as defined under applicable law, nor will Ascensus be liable in any manner for any failure by Employer to file accurate reports with the IRS or DOL in a timely manner, or for Employer’s responsibility to distribute any other required notices and materials, including but not limited to, if applicable, proxy materials, prospectuses and other investment information.

(b) If the Plan’s assets exceed $250,000 at plan year end and the Plan is an owner-only plan, then Ascensus will prepare Form 5500-EZ (or such other form as the DOL and IRS may prescribe). Ascensus will provide the Form 5500-EZ (or such other form as the DOL and IRS may prescribe) online for the Employer’s electronic signature. If (a) the Plan’s assets do not exceed $250,000 at plan year end, and (b) the Plan is an owner-only plan that satisfies the conditions necessary to file a Form 5500-EZ (or such other form as the DOL and IRS may prescribe), the Employer must instruct Ascensus to prepare Form 5500-EZ (or such other form as the DOL and IRS may prescribe). If Ascensus is to prepare Form 5500-EZ (or such other form as the DOL and IRS may prescribe), the Employer must: (a) provide Ascensus with the information necessary to prepare such form, (b) review the prepared form for accuracy and completeness, (c) obtain filing credentials from DOL, and (d) file such form with the IRS and/or DOL by its due date.


Pacific Life Individual(k) ProgramRECORDKEEPING SERVICE AGREEMENT

(c) Employer acknowledges that Ascensus may provide Employer’s financial advisor, the financial advisor’s agent or upon written direction, Employer’s designee with information regarding the Plan and Plan participants. Ascensus may release any information or documentation related to Employer, the Plan and Plan participants as requested by the company that markets and sells Employer’s plan product, the providers mutual funds or other investments (or their designees) invested in by the Plan or Plan participants, the Plan’s trustee and custodian, the IRS, the DOL, or any other regulatory or judicial authority.

(d) The Employer acknowledges that it will follow the procedures set forth in the plan sponsors guide including the requirements set forth in the “roles and responsibilities.”

(e) The Employer acknowledges that it will monitor and is responsible for compliance with all statutory and regulatory limits on contributions and benefits.

(f) Ascensus will provide to the Employer a IRS Form 1099-R completed in accordance with the information provided by the Employer. Ascensus will file any completed and approved IRS Form 1099-R with the IRS. Ascensus will provide the employer with IRS Forms W-4P and 945 in the master set of forms to aid the employer in the administration of the Plan.

(g) The Employer acknowledges that it is responsible for approving all distribution requests from the plan, for delivery of an IRS Form W-4P to any participant requesting a distribution, for determining the amount of federal and/or state income tax withholding and providing this information to Ascensus, for filing the IRS Form 945 with the IRS, for remitting any withholding amounts to the appropriate government entity and for approving any IRS Form 1099-R prior to submission to the IRS by Ascensus.

2.04 Incomplete or Inaccurate Information; Imputed Knowledge – Employer acknowledges and agrees that Ascensus may rely upon the completeness and accuracy of all information provided to Ascensus by Employer. Employer acknowledges that Ascensus will not be responsible for any errors, delays, or additional costs resulting from the receipt of incomplete, inaccurate, or untimely information from Employer. No information with respect to the Plan known by a parent, subsidiary or affiliate of Ascensus will be attributed to Ascensus or considered imputed knowledge of Ascensus.

2.05 Agency Relationship – Employer acknowledges and agrees that Ascensus will serve as the agent and authorized representative of Employer solely for purposes of providing orders, instructions and other communications to the Plans’ trustee or custodian.

2.06 Use of Ascensus’ Website and Other Media –(a) Ascensus will provide Employer with access to the Plan’s information via an FTP site, email or other media (collectively, the “Ascensus Media”).

Employer and Plan participants are each responsible for installing the necessary hardware and software, as determined by Ascensus from time to time, to access and use the Ascensus Media. Unless Employer provides Ascensus with written objection, the investment advisor or broker of record for the Plan will be given both plan- and participant-level view-only access to the Ascensus Media and will be considered an authorized user.

(b) Employer acknowledges that Ascensus will in no way be responsible for any damages resulting from improper, inadequate, or unauthorized use of the Ascensus Media. All applicable rights to patents, copyrights, trademarks, trade secrets and intellectual property rights of whatsoever kind in the Ascensus Media are and will remain Ascensus’ property.

3. FEES AND EXPENSES.

3.01 Fees Payable by Employer – Ascensus will receive the fees (“Fees”) set forth on Schedule B to this Agreement. Ascensus will either invoice Employer for the Fees or debit the Fees from Plan assets. Ascensus reserves the right to modify the Fees upon not less than 90 days written notice to Employer. In addition, upon written notice and on no more than an annual basis, Ascensus may raise the base fee as set forth in Schedule B by the greater of the Consumer Price Index or 2%. Installation and Plan Set Up fees and first year’s annual service fees are due on the Effective Date of this Agreement. Ascensus will bill Employer or debit Plan assets, as applicable, for annual service fees in advance, and all other fees will be due upon receipt of an invoice from Ascensus. Employer acknowledges and agrees that the Fees are based upon Employer’s compliance with all reasonable practices and procedures set forth by Ascensus, and that Employer may be responsible for the payment of additional fees to Ascensus if Employer deviates from Ascensus’ practices and procedures.

3.02 Nonpayment of Fees by Employer – Employer expressly acknowledges and agrees that if Employer does not pay an invoice in full when due, and does not provide Ascensus with written notification of its reasons for not paying such invoice in full within 60 days after Ascensus sends such invoice, Employer directs Ascensus to request that the trustee or custodian of the Plan pay all unpaid Fees from the Plan’s assets. Employer further authorizes Ascensus to continue to request that the trustee or custodian pay from the Plan’s assets all unpaid Fees due thereafter unless and until Employer delivers written direction to the contrary to Ascensus and pays to Ascensus all unpaid fees. In the event that Employer fails to pay Fees when due, and Ascensus pursues a collection against Employer, Employer will pay Ascensus’ reasonable attorney’s fees and expenses for such collection. Ascensus will be entitled to charge reasonable interest on any past-due Fees. Ascensus reserves the right to discontinue providing any or all of the Services in the event Employer fails to pay all Fees when due.

3.03 Bankruptcy/Dissolution – In the event Employer becomes the debtor in a voluntary or involuntary bankruptcy or insolvency proceeding, the parties agree that upon the filing of such proceeding this Agreement will be considered an executory contract under 11 U.S.C. Section 365 and that any pre-petition arrearage under this Agreement must be paid in full if the Agreement is to be assumed. However, Ascensus reserves the right to withhold its consent to such assumption of the executory contract. In the event of a dissolution by Employer under state law, the parties agree Ascensus will not provide any Services without first receiving payment for such Services. The parties agree that Ascensus is entitled to recover Ascensus’ reasonable attorneys fees and expenses associated with representing Ascensus in a bankruptcy or dissolution proceeding.

3.04 Loans – Each participant may have a maximum of one loan outstanding at any time.



4. INDEMNIFICATION AND LIMITATION OF LIABILITY.

4.01 Indemnification – Employer will be liable for and indemnify Ascensus, its officers, directors, shareholders, employees, parents, subsidiaries, affiliates and agents (collectively, the “Indemnitees”) against, any and all expenses, costs (including defense costs and reasonable attorneys fees), liabilities, damages, claims and losses (collectively, “Damages”) suffered or incurred by an Indemnitee to the extent based on or arising out of a breach of any of Employer’s representations, warranties or covenants set forth in this Agreement, or Employer’s negligence or willful misconduct, or any claim or action with respect to the Investment Services.

4.02 Consequential Damages – NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, ASCENSUS WILL NOT BE LIABLE TO EMPLOYER FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SIMILAR DAMAGES, INCLUDING LOST REVENUE, LOST PROFITS AND LOST OR DAMAGED DATA, EVEN IF ASCENSUS WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

4.03 Limitation on Damage – NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, IN NO EVENT WILL ASCENSUS’ AGGREGATE LIABILITY UNDER THIS AGREEMENT FOR ALL DAMAGES PERMITTED UNDER THIS AGREEMENT EXCEED THE ANNUAL SERVICE FEE PAID BY EMPLOYER TO ASCENSUS DURING THE 12 MONTHS BEFORE ASCENSUS RECEIVES WRITTEN NOTICE OF THE FIRST DAMAGES CLAIM. THIS LIMITATION ON ASCENSUS’ LIABILITY FOR PERMITTED DAMAGES WILL NOT APPLY TO PERMITTED DAMAGES CAUSED BY ASCENSUS’ FRAUD, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

4.04 Third Party Beneficiaries – Employer acknowledges and agrees that the Plan’s investment providers (e.g., the companies that sponsor, administer, sell, market or provide the investments available to Plan participants) and Ascensus’ parents, affiliates and subsidiaries are intended third party beneficiaries of this Agreement and are entitled to the benefit of, and may enforce, this Agreement, including this Article 4, to the same extent as such provisions apply to Ascensus.

4.05 Reports and Communications – Upon Employer’s receipt of any reports or written communications from Ascensus or a third party acting on Ascensus’ behalf, Employer must notify Ascensus in writing of all inaccuracies and errors reflected in such reports or communications, with a complete description of the INACCURACIES or errors, within 30 days after Employer’s receipt of such report or communication. After 30 days, the information provided in such reports and communications will be deemed correct, and Ascensus will have no responsibility for any inaccuracies or errors that may exist, including any responsibility to correct any records or to make the Plan or the affected participants whole for any investment losses or any other consequences resulting from such inaccuracies or errors.

5. TERMINATION.

5.01 Events of Termination – This Agreement may be terminated:(a) By either party upon at least 60 days prior written notice to the other party;(b) By either party immediately if the other party commits a material breach of this Agreement and does not cure such breach within 30 days after

receiving written notice of the breach from the non-breaching party; or(c) By Ascensus immediately upon notice if Employer is administering or operating the Plan in a manner inconsistent with the plan documents, or if

Employer engages in activities which Ascensus reasonably believes to be illegal or a violation of Ascensus’ intellectual property rights.

5.02 Termination of the Plan – (a) Ascensus Services – During the term of this Agreement, if Employer causes or permits the Plan to terminate, Ascensus, upon the written request of

Employer, will prepare the final Form 5500-EZ (or such other form as the DOL and IRS may prescribe) for Employer, provided that Employer supplies Ascensus with timely notice of such termination and the information necessary to prepare such Form.

(b) Duties of Employer – Upon termination of the Plan, Employer will promptly notify Ascensus of the effective date of such termination. Employer is solely responsible for the legal review, signing and filing of the final Form 5500-EZ (or such other form as the DOL and IRS may prescribe) if prepared by Ascensus, and the Notice to Interested Parties. Employer must provide Ascensus and the Plan’s trustee or custodian with written wire instructions for any transfer of Plan assets upon termination.

6. OTHER PROVISIONS.

6.01 Confidential Information – Any confidential information provided by the Employer, Plan Administrator or any Plan participant to Ascensus for use in connection with Ascensus’ performance of its obligations pursuant to this Agreement (the “Confidential Information”) shall be deemed to be the confidential and proprietary information of such disclosing party. Ascensus will use the same degree of care in its handling of the Confidential Information as it uses with regard to its own proprietary information to prevent the unauthorized or inadvertent disclosure, use or publication of the Confidential Information. Except as otherwise permitted by this Agreement, the Confidential Information will only be divulged to and used by Ascensus’ employees, agents and subcontractors with a need to know, and may be disclosed as required or permitted by law, regulation, order of a court or regulatory authority. Ascensus will instruct its employees, agents or subcontractors not to divulge, use or publish any Confidential Information except in accordance with the terms of this Section 6.01.

6.02 Force Majeure – Ascensus will not be liable for, nor will Ascensus be considered in breach of this Agreement due to, any failure or delay in performance of its obligations under this Agreement as a result of a cause beyond its reasonable control including, but not limited to, any act of God or public enemy, act of any military, civil or regulatory authority, any act of terrorism, change in any law or regulation, fire, flood, tornado, earthquake, storm or other like event, disruption or outage of computers or communications, equipment failure, power or other utility failure, labor strikes, exchange action, unusual trading activity or the suspension or disruption of trading on any exchange.



6.03 Copyrighted Works – Employer acknowledges that Ascensus is the sole copyright owner of all Ascensus administrator’s guides, the operations forms, all content on the Ascensus media and all other materials provided under the terms of this Agreement (“Ascensus Materials”). Ascensus grants Employer a nonexclusive, nontransferable right to copy the operations forms as needed for the sole purpose of collecting and processing participant information. Except as provided in this Section 6.03, none of the Ascensus Materials will be copied, reproduced or distributed by Employer without Ascensus’ prior written consent.

6.04 Communications and Notices – (a) Employer agrees to provide a working email address or, if accepted by Ascensus as a means of communication, text message number, to receive

communications, notices, reports, materials, disclosures and other information related to this Agreement and the Plan, and to promptly notify Ascensus of any changes to such address or number. Employer consents to receiving any and all communications, notices, reports, materials, disclosures and other information related to this Agreement (including amendments or changes to this Agreement) and the Plan, including all notices that must be given in writing, at the then-current email address and/or text message number for Employer in Ascensus’ records. Ascensus may deliver such communications and other information by hard copy, email, text message or other method at Ascensus’ option. By agreeing to the receipt of such electronic communications and other information, Employer agrees to allow emails and text messages from Ascensus and the Third Party Providers to pass through Employer’s filters. Ascensus (including the Indemnitees) will not be liable for any Damages arising from non-delivery of any such electronic communication due to factors beyond Ascensus’ control, including, but not limited to, system failures, misdirected delivery or failed delivery due to SPAM or other filters.

(b) Employer hereby authorizes Ascensus to deliver communications, statements, transaction confirmations and updates, notices, alerts, reports, materials, disclosures and other information to eligible employees, Participants and beneficiaries electronically (which may include email, text message and other electronic media or methods) pursuant to applicable regulations. Ascensus may deliver such communications and other information by hard copy, email, text message or other method at Ascensus’ option. Employer is responsible for ensuring compliance with applicable regulations, including, if applicable: obtaining a working email address or text message number for each recipient, ensuring that each recipient has the ability to receive communications and information in an electronic format, and obtaining consent of the recipient.

(c) Any notice with respect to this Agreement sent by Employer must be in writing and must be given by either certified mail, return receipt requested, or by overnight mail sent with a nationally recognized courier service, and must be addressed to Ascensus at:

Ascensus, LLC200 Dryden RoadDresher, PA 19025Attention: President

6.05 Record Retention – Employer acknowledges and agrees that it is expressly responsible for the retention of all records related to the Plan other than copies of IRS required reports. Ascensus agrees to retain IRS required reports for 3 years after each such report has been filed.

6.06 Amendment and Modification; Handwritten Changes – Employer may not amend or modify this Agreement except in a written agreement by both parties. Ascensus may amend and modify this Agreement from time to time by providing written notice to Employer; provided, however, that if Employer objects to any such amendment or modification, it may exercise its termination rights under this Agreement. Any handwritten changes, markings, or other alterations to this Agreement as initially provided to Employer will be binding upon Ascensus only if initialed by a duly authorized officer of Ascensus.

6.07 Waiver – In the event any provision of this Agreement is not enforceable in any jurisdiction, the remainder of this Agreement will not be affected thereby.

6.08 Applicable Law and Venue – The validity, construction and interpretation of this Agreement will be governed by the laws of the State of New York, without regard to New York’s conflicts of laws principles. The State of New York will have exclusive jurisdiction and venue over any claim or other action pertaining to or arising out of this Agreement.

6.09 Time Limit for Bringing Claim or Action – Any claim made or action brought under this Agreement must be commenced within 24 months after the act which caused the error or inaccuracy occurred. If this time limitation is prohibited by New York law, the 24 month period will be deemed amended to conform with the minimum period permitted by New York law.

6.10 Authority of Employer – Employer warrants it is legally authorized to enter into this Agreement on behalf of the Plan.

6.11 Entire Agreement – This Agreement supersedes all prior agreements and understandings, either written, electronic or oral, between the parties with respect to the subject matter of this Agreement, and this Agreement constitutes the entire agreement between the parties with respect to its subject matter.

6.12 Successors and Assigns – Employer may not assign its rights or delegate its duties under this Agreement without Ascensus’ prior written consent. This Agreement will be binding upon each party’s successors and permitted assigns.

6.13 Gain/Loss Policy – If there are any delays, errors or omissions in connection with processing investment transactions attributable to the Plan, Ascensus will use reasonable efforts to correct the transactions by making the Plan and affected Participants whole (i.e., to restore Plan and Participant accounts to the position they would have been in had the delay, error or omission not occurred). These corrections may generate certain transaction losses or gains. If there are losses to the Plan, correction will include funding a loss from Ascensus’ resources to the extent due to an Ascensus delay, error or omission, or seeking funding from a responsible third party. Ascensus generally will retain any gains that result from corrections of delays, errors and omissions as part of its compensation for services to the Plan, which services include Ascensus’ agreement to fund losses to the Plan to the extent due to an Ascensus delay, error or omission. In general, the amounts of individual gains and losses are small, and during the past five years gains across our business have not materially exceeded losses. Please note that Ascensus processes many investment transactions on an “omnibus” or aggregated basis and because of this, we may not be able to determine whether a gain or loss is attributable to a particular plan.



7. RESPONSIBLE PLAN FIDUCIARY PRESENTATION. Employer represents and warrants that reasonably in advance of the execution of this Agreement by Employer, a responsible Plan fiduciary has: (a) received and reviewed information with respect to the services and fees of Ascensus and its affiliates; (b) determined that the services and fees of Ascensus and its affiliates, as well as the terms and condition of this Agreement and any other agreements with Ascensus or its affiliates, are reasonable and prudent; and (c) determined that the entering into this Agreement and any other agreements with Ascensus or its affiliates does not result in a prohibited transaction under ERISA or other violation of applicable law.

8. INDEPENDENT FIDUCIARY CONFIRMATION. Employer represents and warrants that Employer, and/or one or more of its officers, directors, shareholders, employees, parents, subsidiaries, affiliates, agents, or Employer’s financial advisor or broker of record is (x) an independent fiduciary with financial expertise (as defined in 29 CFR 2510.3-21) with respect to the Plan; (y) responsible for exercising independent judgment with respect to the transactions contemplated by this Agreement; and (z) capable of evaluating investment risk independently, both in general and with regard to particular transactions and investment strategies. Employer acknowledges that Ascensus (i) does not intend to be a fiduciary under either section 3(21) of ERISA or section 4975 of the Internal Revenue Code; (ii) is not undertaking to provide impartial investment advice or to give advice in a fiduciary capacity; and (iii) does not receive any compensation for providing investment advice. Ascensus has a financial interest in the transactions contemplated by this Agreement, and Ascensus will receive compensation for certain recordkeeping and administrative services provided to the Plan. Ascensus will rely on the representations and warranties in this paragraph in treating Employer, and/or one or more of its officers, directors, shareholders, employees, parents, subsidiaries, affiliates, agents, or Employer’s financial advisor or broker of record as an independent fiduciary with financial expertise to the Plan until such time as the Employer provides Ascensus with written notice that such representations and warranties are no longer true and accurate. The terms of this Section 8 shall apply in accordance with 29 CFR 2510.3-21, as amended, and will remain in effect so long as the operative provisions of 29 CFR 2510.3-21 are not materially modified, rescinded, revoked, delayed or otherwise superseded by law or regulation.

9. SIGNATURES.

To Be Completed By

______________________________________________________________Name of Company (the “Employer”)

Name _______________________________________________ Title ________________________________________

Signature ______________________________________________ Date ________________________________________

To Be Completed By:

Ascensus, LLC

Name ___________________________________________________ Title ___________________________________________________

Signature _________________________________________________

Vice President

EmployerMust Sign

and Date Here

William Reynolds



SCHEDULE A – SERVICES

1. Installation and Plan Set-Up ServicesA. Ascensus’ Plan Sponsor’s Guide B. Ascensus’ current pre-approved documentC. 1-800 Recordkeeping Client Service for InstallationD. Entering the Plan’s information onto Ascensus’ recordkeeping system

2. Annual ServicesA. Reconciliation of participant accountsB. Contribution processing for deferrals, rollovers and discretionary contributionsC. Loan repayment processing, if applicableD. Annual Participant Statements

3. Loan Services A. Process loan application paperworkB. Project the loan amount availableC. Produce the amortization schedule for new loans D. Provide other forms required to initiate the loan

4. Distribution ServicesA. Prepare and file IRS Form 1099-R B. Process payouts of terminated employees and retireesC. Calculate and process age 72 (age 70½ if the participant attained age 70½ before 1/1/2020) required minimum distributions D. Process hardship and in-service distributions E. Process excess contributions, death, and disability distributionsF. Process QDRO distributions

5. Form 5500 Services, for an additional feeA. IRS Form 5500-EZ (or such other form as the DOL and IRS may prescribe)* preparation, if required and client portal to review and submit

Form 5500-EZ (or such other form as the DOL and IRS may prescribe) electronically with the IRS and/or DOL

6. Plan Termination ServicesA. Prepare final IRS Form 5500-EZ (or such other form as the DOL and IRS may prescribe)* for an additional fee

*Ascensus will prepare a cash basis electronic IRS Form 5500-EZ (or such other form as the DOL and IRS may prescribe) in accordance with Section 2.03 of this agreement.

SCHEDULE B – FEES

1. PAYMENT RESPONSIBILITY

The Employer is responsible for the payment of all fees.

2. FEES PAYABLE BY EMPLOYER

A. Installation and Plan Set-Up Fee $75 This is a one-time nonrefundable fee payable on the Effective Date of the Agreement.

B. Annual Service Fee $245 for the first participant, plus

$150 for each additional participant account

This is an annual fee billable on the Effective Date of the Agreement and each anniversary month coinciding with the Effective Date. This fee is nonrefundable and will not be prorated if services cease during the year.

C. Loan Fee $150 per loan or $175 if requesting a loan from more than one Pacific Life investment account/contract

D. Distribution Fee $50 per distribution or $75 if requesting a distribution from more than one Pacific Life investment account/contract

E. Annual Form 5500-EZ Fee $70 per plan

F. Plan Termination Fee $150

G. Plan Amendment Fee $75 per plan

Ascensus reserves the right to impose additional fees in the future for a) paper requests when electronic delivery is available and b) ad-hoc reporting, including but not limited to: copy of current adoption agreement, copy of prior 5500 (if applicable), or amortization schedules.

NOTE: Sales tax may be applicable, either now or in the future, to the products and/or services provided by Ascensus under this Agreement. All applicable sales tax will be in addition to the fees set forth in this Agreement.


HELPFUL INFORMATION

FORM 2B – ASCENSUS APPLICATION

This form is used to supply pertinent information that will be needed during the installation process.

Plan Information The Employer Contact Name is who and where Ascensus will send all communication relevant to your plan. A working email address is required to receive notices, reports, materials, disclosures and other information related to the plan. Ascensus must be promptly notified of any changes to this section.

The six digit Business Code can be obtained at www.irs.gov/instructions/i5500ez. The list can be found under the section titled Forms 5500 and 5500EZ codes for Principal Business Activity.

Financial Advisor Information

Enter your financial advisor information. A working email address is required to receive copies of notices, reports, materials, disclosures and other information related to the plan. Ascensus must be promptly notified of any changes to this section.

Designation of Successor Plan Administrator/Trustee

If you are the sole owner of the business sponsoring the plan, you must designate a Successor Plan Administrator/Trustee. The Successor Plan Administrator/Trustee is the person that Ascensus would work with to distribute the plan assets to the beneficiaries, if the owner were to pass away. NOTE: The designated Successor Plan Administrator/Trustee (not the employer) must sign this section of the form.

Recordkeeping Payment Options

Make your check payable to Ascensus in the amount of the installation, first year’s annual service fee and additional participant fee (if applicable) or choose the option to ACH or be invoiced after your plan has been completely installed.

Participant Information

Provide participant information for each participant in the plan. Make copies for additional participants. Please review page 1 of this packet “Is the Pacific Life Individual(k) Program Right for Me?”. NOTE: Refer to Schedule B of the Recordkeeping Service Agreement for additional participant fees.



(k)


Form 2BMail a copy of this form to Ascensus. Keep the signed original for your records.

Ascensus Application

PLAN INFORMATION

Plan Name __________________________________________________________________________________________________________Employer Contact Name _______________________________________________________________________________________________Mailing Address ______________________________________________________________________________________________________City _____________________________________________________________ State __________________ Zip ________________________Telephone _____________________________________________________ Fax __________________________________________________Email Address ________________________________________________________________________________________________________Business Code1________________________________ Nature of Business ________________________________________________________1The 6-digit Business Code can be obtained at www.irs.gov/instructions/i5500ez. Review the section titled Forms 5500 and 5500-EZ codes for Principal Business Activity.

FINANCIAL ADVISOR INFORMATION

Name of Firm ________________________________________________________________________________________________________Name of Financial Advisor ______________________________________________________________________________________________Mailing Address ______________________________________________________________________________________________________City _____________________________________________________________ State __________________ Zip ________________________Telephone _____________________________________________________ Fax __________________________________________________Email Address ________________________________________________________________________________________________________

INVESTMENT VEHICLE

Your Pacific Life Individual(k) Program will be funded with (select one):

Pacific Life Insurance Company annuity Pacific Life & Annuity annuity (New York only)

Pacific Funds

DESIGNATION OF SUCCESSOR PLAN ADMINISTRATOR/TRUSTEE

If you are the sole owner of the business sponsoring the plan, you must designate a Successor Plan Administrator/Trustee. The designated Successor Plan Administrator/Trustee must sign this form, accepting associated responsibilities.

If I am the sole owner of the business sponsoring the plan, the following individual will become the Plan Administrator/Trustee of the plan upon my death for purposes of plan termination and liquidation. Upon presentation of certified proof of death, Ascensus is authorized to process payout request(s) in accordance with the instructions provided by the Successor Plan Administrator/Trustee. I understand that I must inform Ascensus in writing of any change to this designation. Absent any written notification, Ascensus will rely on the designation on file.Name ______________________________________________________________________________________________________________Address _____________________________________________________________________________________________________________City _____________________________________________________________ State __________________ Zip ________________________Telephone ___________________________________________________________________________________________________________Email Address ________________________________________________________________________________________________________

I understand and accept the responsibilities associated with this designation.

Successor Plan Administrator/Trustee Signature ____________________________________________________ Date _____________________

RECORDKEEPING PAYMENT OPTIONS/INSTRUCTIONS(select one)Invoice option will apply if no option is selected.

The following payment options are available.

Recordkeeping Fees $320 ($75 installation and $245 first year’s annual service fee) $470 ($75 installation and $245 first year’s annual service fee; $150 additional participant account) Other _________________________________________________________________________________________________________

Check Make your check payable to Ascensus in the amount of the installation, first year’s annual service fee and additional participant account fee (if applicable). NOTE: Subsequent annual recordkeeping fees will be invoiced.

Invoice Ascensus will invoice you after your plan has been completely installed. NOTE: Subsequent annual recordkeeping fees will be invoiced.

ACH Complete the banking information below if you would like to have Ascensus ACH debit the plan installation and annual recordkeeping fees. NOTE: Subsequent annual recordkeeping fees will automatically be debited from your bank account.Bank Information NOTE: Please provide a copy of a voided check.

Bank Name __________________________________________________________________________________________________________Name in which account is registered _______________________________________________________________________________________Bank ABA (Routing) Number ________________________________ NOTE: An ABA Number is always a nine digit number.Bank Account Number ________________________________ Type of Account: Checking Savings NOTE: If no box is selected, Ascensus will default your account type to Checking. Bank Address ________________________________________________________________________________________________________Bank City_____________________________________________________________ State________________ Zip _______________________

NOTE: Sales tax may be applicable, either now or in the future, to the products and/or services provided by Ascensus. All applicable sales tax will be in addition to the fees set forth in Recordkeeping Service Agreement.

Successor Plan Administrator/ Trustee

(Not Employer) Must Sign and Date Here

Street address required; PO Boxes

not permitted.


Pacific Life Individual(k) ProgramASCENSUS APPLICATION

PARTICIPANT #1 INFORMATION

Participant Name _____________________________________________________________________________________________________

Social Security Number ________________________________________________________________________________________________

Home Address _______________________________________________________________________________________________________

City _____________________________________________________________ State __________________ Zip ________________________

Date of Birth __________________ (mm/dd/yyyy)

Date of Hire __________________ (mm/dd/yyyy)

Date of Participation __________________ (mm/dd/yyyy)

Check here if you are the spouse of a second participant in this plan.




Home Address _______________________________________________________________________________________________________

City _____________________________________________________________ State __________________ Zip ________________________







Home Address _______________________________________________________________________________________________________

City _____________________________________________________________ State __________________ Zip ________________________




For additional participants, you may make additional copies of this form as needed. Please refer to Form 1A, Section 2 Eligibility in the instructions for participant limitations.


HELPFUL INFORMATION

FORM 2C – CONTRIBUTION FORM

Use this form if you are sending a contribution check with your Pacific Life Insurance Company variable annuity, Pacific Life & Annuity variable annuity or Pacific Funds application.

Next Steps• Mail a copy of Form 2C: Contribution Form to Ascensus.• Keep the signed original for your records.


(k)Form 2C

Important Note: Do NOT remit your actual contribution ($) to Ascensus, LLC.Mail a copy of this form to Ascensus, LLC. Keep the signed original for your records.

Contribution Form

10124-IB (12/2020) 108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

GENERAL INFORMATION

Plan Name ______________________________________________________ Ascensus Client Number ________________________________Employer Identification Number (EIN) _______________________________

PARTICIPANT 1 Participant Name ______________________________________________________________________________________________________Pacific Life Participant Investment Account Number __________________________________________________________________________

CONTRIBUTION TYPE/AMOUNT Pre-tax Elective Deferral $____________________ Deposit Date________________ For Plan Year_____________ Roth Elective Deferral* $____________________ Deposit Date________________ For Plan Year_____________ Profit Sharing $____________________ Deposit Date________________ For Plan Year_____________ Loan Repayment $____________________ Deposit Date________________ Rollover** $____________________ Deposit Date________________

1. The amount of my rollover contribution attributable to pre-tax contributions is $____________________2. The amount of my rollover contribution attributable to Roth contributions is* $____________________

a. The amount of the Roth contribution that is attributable to basis is $____________________b. The first year in which I made a Roth contribution to the plan from which my rollover is being made was ___________ (specify).

NOTE: If this rollover contribution is made under a special permitted repayment option, please contact Ascensus for additional information.

*Complete only if plan allows Roth deferrals.

**Please indicate the exact dollar amount of your rollover contribution that is pre-tax and after-tax. You must ensure that the amount entered in lines 1 - 2, not including basis amounts, equals the total amount entered into the Rollover amount section. If you are rolling over contributions that you previously paid taxes on, please include the basis amount(s) and if Roth contributions, the first contribution year. Basis is the amount of your net contributions less earnings.

PARTICIPANT 2 Participant Name ______________________________________________________________________________________________________Pacific Life Participant Investment Account Number __________________________________________________________________________

CONTRIBUTION TYPE/AMOUNT Pre-tax Elective Deferral $____________________ Deposit Date________________ For Plan Year_____________ Roth Elective Deferral* $____________________ Deposit Date________________ For Plan Year_____________ Profit Sharing $____________________ Deposit Date________________ For Plan Year_____________ Loan Repayment $____________________ Deposit Date________________ Rollover** $____________________ Deposit Date________________

1. The amount of my rollover contribution attributable to pre-tax contributions is $____________________2. The amount of my rollover contribution attributable to Roth contributions is* $____________________

a. The amount of the Roth contribution that is attributable to basis is $____________________b. The first year in which I made a Roth contribution to the plan from which my rollover is being made was ___________ (specify).

NOTE: If this rollover contribution is made under a special permitted repayment option, please contact Ascensus for additional information.

*Complete only if plan allows Roth deferrals.

**Please indicate the exact dollar amount of your rollover contribution that is pre-tax and after-tax. You must ensure that the amount entered in lines 1 - 2, not including basis amounts, equals the total amount entered into the Rollover amount section. If you are rolling over contributions that you previously paid taxes on, please include the basis amount(s) and if Roth contributions, the first contribution year. Basis is the amount of your net contributions less earnings.

PLAN SPONSOR (EMPLOYER) SIGNATURE

Plan Sponsor (Employer) _____________________________________________________________ Date ____________________________

Please do not remit your contributions to Ascensus, LLC. Your contributions should be remitted directly to your investment provider.

Please mail or fax a copy of this completed and signed form to:

Ascensus, LLCAttn: BF Individual(k)P.O. Box 807Brainerd, MN 56401Fax: 218-855-6010


HELPFUL INFORMATION

FORM 3A – DIRECT ROLLOVER/TRANSFER REQUEST

Use this form only if you choose Pacific Funds as the investment vehicle

Use this form to initiate a direct rollover or transfer of your existing retirement savings from the current investment provider to your Pacific Life Individual(k) Program account. If you are requesting assets from more than one plan, you must complete a separate Direct Rollover/Transfer Request form for each plan (be sure to make a sufficient number of photocopies of this form before you begin).

Depending on the types of investment vehicles you currently maintain in your business retirement plan, you may wish to include specific instructions for the current trustee/custodian regarding the liquidation of your investments. You must execute this form in two places: “Authorized Plan Administrator or Employer” and “Authorized Signature of New Trustee, Custodian or Plan Administrator.”

Distributing Plan Information Section:

Follow the guide below to determine which option you should complete depending on a) your current situation and b) the type of retirement assets you wish to consolidate within your Individual(k) plan.

If you currently maintain a business retirement plan:

Current Plan Type CompleteSEP IRASimple IRA Plan

Option 1

Defined Benefit Plan Option 2Profit Sharing PlanMoney Purchase Pension Plan“Paired” Plans401(k)

Option 2 or 3**Complete Option 2 if you have terminated your prior plan and wish to roll the assets into your Individual(k) plan.

If you have retirement assets currently held in a plan maintained by a previous employer:

Current Plan Type CompleteSEP IRASIMPLE IRA Plan

Option 1

All the qualifying plan types Option 2

If you have personal retirement savings:

Current Plan Type CompleteTraditional IRARollover Traditional IRA

Option 1

Roth IRA Not eligible

Next Steps• Mail the signed original of Form 3A: Direct Rollover/Transfer Request to each current investment provider. If you are requesting assets

from more than one plan, you must complete a separate Direct Rollover/Transfer Request form for each plan and mail accordingly.• Mail copy(ies) to Ascensus.• Keep copy(ies) for your records.


(k)Form 3ADirect Rollover/Transfer Request

487IK 108000-IB Pacific Life (Rev. 1/2021) Copyright ©2021 Ascensus, LLC. All Rights Reserved.

Mail the signed original form to each investment provider currently holding the assets. Mail copy(ies) to Ascensus. Keep copy(ies) for your records. Use this form only if you choose Pacific Funds as the investment vehicle.

PLAN PARTICIPANT INFORMATION

Participant’s Name ____________________________________________________________________________________________________

Address _____________________________________________________________________________________________________________

City______________________________________________________________ State___________________ Zip _______________________

Home Phone _________________________________________________________________________________________________________

Social Security Number _____________________________________________________ Date of Birth ________________________________

DISTRIBUTING PLAN INFORMATION

Option 1: Direct Rollover of IRA Assets

Indicate Type of IRA: Traditional SEP-IRA SIMPLE IRA Conduit IRAIRA Account Identification ______________________________________________________________________________________________

Name of Current Trustee/Custodian ______________________________________________________________________________________

Address _____________________________________________________________________________________________________________

City______________________________________________________________ State___________________ Zip _______________________

Phone Number _______________________________________________________________________________________________________

Option 2: Direct Rollover of Employer-Sponsored Plan

Indicate Type of Plan: Money Purchase Pension Plan 401(k) Profit Sharing 403(b) 457(b) Defined BenefitEmployer Name ______________________________________________________________________________________________________

Address _____________________________________________________________________________________________________________

City______________________________________________________________ State___________________ Zip _______________________

Plan Name _________________________________________________________ Phone Number ____________________________________

Option 3: Direct Transfer of Employer-Sponsored Plan

Indicate Type of Plan: Profit Sharing Money Purchase Pension 401(k) Other _______________________________________________________________________________________Plan Name __________________________________________________________________________________________________________

Employer Name ______________________________________________________________________________________________________

Address _____________________________________________________________________________________________________________

City______________________________________________________________ State___________________ Zip _______________________

Phone Number _______________________________________________________________________________________________________

ROLLOVER/TRANSFER INSTRUCTIONS

I direct you to rollover/transfer the plan balance/assets from the above designated plan as follows:Liquidate (choose one)

Entire account Partial $______________ or _________ shares

Method of rollover/transfer: Wire (Instructions): Bank of New York Mellon

ABA# 011001234 Account # 0000734519 FBO: BNY Mellon as agent for Pacific Funds

Check (Instructions): Make checks payable as follows: Pacific Funds FBO _______________________________________, FBO _______________________________________ (name of plan) (name of participant) Account Number (if known) or Social Security Number of Participant _________________________________________________________ Mail check to: First Class Mail: Overnight Mail: Pacific Funds Pacific Funds P.O. Box 9768 Attn: Work Management Providence, RI 02940-9768 4400 Computer Drive Westborough, MA 01581 (800) 722-2333, Option 2

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Pacific Life Individual(k) ProgramDIRECT ROLLOVER/TRANSFER REQUEST

SIGNATURESIf Option 1 or 2 selected

If this rollover is being made during or after the first year for which you must take a required minimum distribution, you cannot roll over any distribution which would constitute a required minimum distribution from the distributing plan. Please check with your plan administrator for more information.

I understand the rules and conditions applicable to direct rollovers and certify that I qualify for a direct rollover of the funds or assets listed in the “Rollover Instructions” section of this Direct Rollover Request. Due to the important tax consequences of rolling funds over to another qualified plan, I have been advised to see a tax advisor.

I hereby request payment from the plan designated above in the form of a direct rollover. I assume full responsibility for this direct rollover transaction and will not hold the Plan Administrator, Trustee or Custodian of either the distributing or receiving plans liable for any adverse consequences that may result.

I hereby irrevocably designate this contribution of the funds and/or property indicated above as a direct rollover contribution.

Participant Signature _____________________________________________________________________ Date _________________________

If Option 3 selected I acknowledge a plan has been established with the successor custodian or trustee. I hereby request payment from the plan designated above in the form of a direct transfer.

Authorized Plan Administrator or Employer __________________________________________________ Date __________________________

ACCEPTING TRUSTEE OR CUSTODIAN

The plan designated by the above-named individual is a valid qualified retirement plan (as described in IRC Sec. 401(a). The undersigned hereby agrees to serve as the Trustee, Custodian or Plan Administrator for the account of the above-named individual and, in that capacity, agrees to accept the direct rollover/transfer of the assets listed above.

Account Identification of Accepting Plan ___________________________________________________________________________________

Authorized Signature of New Trustee,Custodian or Plan Administrator ___________________________________________________________ Date _________________________

Contact your surrendering custodian To determine if a Medallion Signature Guarantee is required.

Medallion Signature Guarantee Stamp if required.

Name of Successor Custodian or Trustee ___________________________________________________________________________________

Address _____________________________________________________________________________________________________________

City______________________________________________________________ State___________________ Zip _______________________

Telephone ___________________________________________________________________________________________________________


HELPFUL INFORMATION

FORM 3B – ROLLOVER CONTRIBUTION FORM

Use this form only if you choose Pacific Funds as the investment vehicle

Use this form if you have received a qualifying distribution from an employer-sponsored plan or IRA-based plan and wish to rollover the distribution to your new Pacific Life Individual(k) Program account. Once you have received a distribution, it is important that you redeposit the funds into your Individual(k) plan within 60 days of when the funds were distributed from the IRA or employer-sponsored plan to avoid taxation.

Next Steps• Mail a copy of Form 3B: Rollover Contribution to Ascensus.• If sending a check: mail the Individual(k) Account Application to Pacific Funds. You may either:

– Endorse the check you received to Pacific Funds and include your name and Social Security Number, or– Deposit the funds into your account and write a check (made payable to Pacific Funds) to your Individual(k) account for the

amount of the desired rollover contribution.• Keep the signed original for your records.


(k)Form 3BRollover Contribution Form


Mail a copy of this form to Ascensus. Keep the signed original for your records. Use this form only if you choose Pacific Funds as the investment vehicle.

GENERALINFORMATION

Employer Name _______________________________________________________________________________________________________Plan Name ___________________________________________________________________________________________________________Participant Name ______________________________________________________________________________________________________Participant Social Security Number ________________________________________________________________________________________Participant Address ____________________________________________________________________________________________________

ROLLOVER AMOUNT

Amount to be rolled over into new plan _______________________________Method of rollover/transfer:

Wire (Instructions): Bank of New York Mellon ABA #: 011001234 Account #: 0000734519 FBO: BNY Mellon as agent for Pacific Funds

Check (Instructions): Make checks payable as follows: Pacific Funds FBO _______________________________________, FBO _______________________________________ (name of plan) (name of participant)

Account Number (if known) or Social Security Number of Participant _________________________________________________________ Mail check to: First Class Mail: Overnight Mail: Pacific Funds Pacific Funds P.O. Box 9768 Attn: Work Management Providence, RI 02940-9768 4400 Computer Drive Westborough, MA 01581 (800) 722-2333, Option 2

REQUIRED MINIMUM DISTRIBUTION RESTRICTIONS

NOTE: If this rollover contribution is being made during or after the first year for which you must take a required distribution, you cannot roll over any distribution which would constitute a required minimum distribution. You generally must begin taking required minimum distributions in the year you attain age 72 (age 70½ if you attained age 70½ before 1/1/2020). For more information regarding required minimum distributions, please consult with your tax advisor.

ROLLOVER ELECTION AND SIGNATURES

Due to the important tax consequences of rolling over funds or property to a qualified retirement plan, I have been advised to see a tax professional. I assume full responsibility for this rollover transaction and will not hold the Trustee or Custodian liable for any adverse consequences that may result. I hereby irrevocably designate the contribution amount indicated above in cash and/or property as a rollover contribution.

Participant Signature ___________________________________________________________________________ Date____________________

Plan Administrator or Employer Signature __________________________________________________________ Date____________________

Pacific Life is a product provider and the administrator for Pacific Funds. It is not a fiduciary and therefore does not give advice or make recommendations regarding insurance or investment products. Pacific Life, its affiliates, its distributors, and respective representatives do not provide any employer-sponsored qualified plan administrative services or impartial advice about investments and do not act in a fiduciary capacity for any plan.

For information regarding administrative and recordkeeping services for the Pacific Life Individual(k) Program, call Ascensus, LLC., at (800) 345-6363.

Ascensus provides administrative and recordkeeping services and is not a broker/dealer or investment advisor. Ascensus® and the Ascensus logo are registered trademarks of Ascensus, LLC. All rights reserved.

Pacific Life refers to Pacific Life Insurance Company and its affiliates, including Pacific Life & Annuity Company. Insurance products are issued by Pacific Life Insurance Company (Newport Beach, CA) in all states except New York and in New York by Pacific Life & Annuity Company. Product availability and features may vary by state. Each insurance company is solely responsible for the financial obligations accruing under the products it issues.

Pacific Funds refers to Pacific Funds Series Trust.

MUC0372-0221


Individual(k) Plan Establishment Kit - Pacific Life

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