Summary Plan Description

TEAMSTERS LOCAL 445

Annuity Plan

P.O. Box 2572

Newburgh, NY 12550

15 Stone Castle Road

Montgomery, NY 12549

Sharon Molinelli

                         Daniel E. Clifton, Esq.                           David Kramer, Esq.

                         Lewis, Clifton & Nikolaidis, PC            Attorney at Law

                         350 Seventh Ave., Suite 1800              399 Knollwood Rd, Suite 310

                         New York, NY 10001-5013              White Plains, NY 10603

 11 Racquet Road

Newburgh, NY 12550

Moore Stephens, PC

Cranford, NJ 07016

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TEAMSTERS LOCAL 445

annuity plan

            The benefits described in the following pages are provided through your Collective Bargaining Agreement. The Trustees who manage the Annuity Plan include an equal number of Union and Employer representatives.

            The annuity benefits provided by the Plan are designed to provide a measure of security in retirement to Members. These pages contain a description of the principal provisions of the current Annuity Plan. Read this material carefully and become familiar with the Plan and your rights under it.

            In these pages we have tried to explain the Plan in simple terms. A question about the Plan may occur to you – now or in the future – that is not answered in these pages. In that case, call the Fund Office. If they do not have the answer, they will be happy to get it for you.

            The Trustees are responsible for the operation of the Plan and are happy to assist you in every way to make certain that you promptly receive the benefits to which you are entitled. If at any time you need information or assistance, please write or call the Fund Office.

                                                                                                Sincerely and fraternally yours,

                                                                                                Board of Trustees

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            In the event there appears to be a conflict between the description of any Plan provision in these pages and its statement in the Plan itself (which may be inspected at the Fund Office), the language contained in the Plan, and not the language in these pages, is the official and governing language.

            Nothing in these pages is meant to interpret or extend or change in any way the provisions expressed in the Annuity Plan. These pages describe the Plan as it exists on the month / year date shown at the top of each page.

If you have a question about any aspect of your participation in the Plan, you should, for your own permanent record, write the Fund Office or Trustees. You then will receive a written reply, which will provide you with a permanent reference.

These pages and the Fund Office are authorized sources of Plan information for you. The Trustees of the Plan have not empowered anyone else to speak for them with regard to the Annuity Plan. No Employer, Union Representative, Supervisor or Shop Steward is authorized to interpret your rights under the Plan.

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plan interpretations and determinations

            The Board of Trustees is responsible for interpreting the Plan and for making determinations under the Plan. In order to carry out their responsibility, the Trustees have exclusive authority and full discretion:

?    to determine whether an individual is eligible for any benefits under the Plan;

?    to determine the amount of benefits, if any, an individual is entitled to from the Plan;

?    to determine or find facts that are relevant to any claim for benefits from the Plan;

?    to interpret all of the Plan’s provisions;

?    to interpret all the provisions of the Summary Plan Description pages;

?    to interpret the provisions of the Trust Agreement governing the operation of the Plan;

?    to interpret all of the provisions of any other document or instrument involving or having impact upon the Plan; and

?    to interpret all of the terms used in the Plan, the Summary Plan Description pages, and in all of the other previously mentioned agreements, documents and instruments.

      All such interpretations and determinations made by the Trustees, or their designee:

?    shall be final and binding upon any individual claiming benefits under the Plan and upon all Employees, all Employers, the Union, and any party who has executed any agreement with the Trustees or the Union;

?    will be given deference in all courts of law, to the greatest extent allowed by applicable law; and,

?    will not be overturned or set aside by any court of law unless the court finds that the Trustees, or their designee, abused their discretion in making such determination or rendering such interpretation.

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          How Do I Become An Active Participant In The Annuity Plan?                                                  5

            What Benefit Will I Receive As A Participant In The Annuity Plan?                                            5

            How Do I Remain A Participant In The Annuity Plan?                                                                6

            What Happens If I Leave Covered Service And Then Return?                                                    6

employer contributions

          What Contributions Will The Employers Make To The Plan?                                                       7

            What Contributions Will Be Allocated To My Employer Contributions Account?                           7

            What Participant Forfeitures Will Be Allocated To My Employer Contributions Account?              8

            What Annuity Plan Earnings Will Be Allocated To My Employer Contributions Account? 8

            May I Make Any Contributions To The Annuity Plan?                                                                 8

benefits under the plan

            When Will I Become Vested In My Annuity Plan Benefit?                                                          9

            What Is Vesting Service?                                                                                                          9

            What Is A Year Of Vesting Service?                                                                                         9

            When Am I Considered To Be An “Active” Participant Of The Plan?                                          9

            Can I Ever Lose My Annuity Plan Benefit?                                                                                10

            When Will I Receive My Benefit From The Plan?                                                                       11

            How Will My Benefit Be Paid To Me?                                                                                       12

            What Happens If I Die Before I Receive My Annuity Plan Benefit?                                            13

            Are My Annuity Plan Benefits Taxable?                                                                                     13

claims and review procedure

reciprocal agreements with other laborers’ annuity plans              15

military service (“userra”)

            What If I Leave Covered Employment for Military Service?                                                        15

            When Am I Entitled To USERRA Benefits?                                                                               15

            What Is “Service In The Uniformed Services”?                                                                         16

            What Is The Time Deadline For Reapplying For Employment In Covered Service?                       16

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How Do I Become An Active Participant In The Annuity Plan?

            You will be eligible to become a Participant in the Annuity Plan if:

            1. You are employed by an Employer who is obligated to make contribution payments to the Annuity Plan on your behalf through a Collective Bargaining Agreement with Teamsters Local 445 (the “Union”); AND

            2. You are credited with at least 100 hours of covered service during either your first 12 months of service in covered employment or during any Plan Year that begins after your first hour of covered employment.

            You will become a Participant of the Annuity Plan retroactively as of the first day of the Plan Year in which you are credited with the 100^th hour of covered service or, if later, as of the date you are credited with your first hour of covered service.

            EXAMPLE 1: You are credited with your first hour of covered service on March 18, 2008 and you are credited with your 100^th hour of covered service on June 27, 2008. You will become a Participant of the Annuity Plan as of March 18, 2008.

            EXAMPLE 2: You are credited with your first hour of covered service on September 18, 2007 and you are credited with your 100^th hour of covered service on February 2, 2008. You will become a Participant of the Annuity Plan as of January 1, 2008.

            For purposes of determining your eligibility to participate in the Annuity Plan, an “hour of covered service” means an hour of bargaining unit work for which your Employer is obligated to make a contribution on your behalf to the Annuity Plan because your Employer has a Collective Bargaining Agreement with Teamsters Local 445.

            IMPORTANT NOTE: For purposes of determining your hours of covered service during a Plan Year or during any 12-month eligibility computation period that begins in a Plan Year, only hours of covered service actually reported to the Fund Office by March 31^st of the next Plan Year will be counted and credited to that prior Plan Year. To avoid the loss of any benefits to which you may be entitled, check before March 31^st of each year to make sure that all your hours of covered service for the prior Plan Year have been reported to the Fund Office.

What Benefit Will I Receive As A Participant In The Annuity Plan?

When you become a Participant of the Plan, an “Employer Contributions Account” will be established in your name and each year your allocable share of Employer contributions, Participant forfeitures, and Trust Fund earnings, gains and losses will be allocated to your Account. If you become “vested” (i.e., after you have accrued one or more years of participation), you will be eligible to receive benefits from this Plan when you retire, separate from work in Covered Employment, or if you become disabled.

·         When you retire, you will be entitled to receive a distribution equal to the entire value of your account. Distributions from the Plan are taxable and also may be subject to an administrative hold-back of 15%.

·         When you separate from work in Covered Employment for at least 24 consecutive calendar months for reasons other than retirement or disability), you will be considered to have withdrawn from employment in the industry and you can apply for a Termination Benefit. Effective January 1, 1997, you are entitled to withdraw 50% of your Account Balance provided that the Fund Office has not received any contributions on your behalf for twelve consecutive calendar months. You will be entitled to withdraw

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the remaining 50% provided no contributions have been received on your behalf for twenty-four consecutive months.

If you receive a Termination Benefit and you return to work in Covered Employment within the 12 consecutive month period from the payment date, you will have to wait an additional 36 months before being eligible for another Termination Benefit.

·         If you are totally disabled and unable to work in any employment of any kind for at least 6 consecutive calendar months and you furnish proof of total disability by a verified Physician’s statement, you can apply for a Disability Benefit and will be entitled to receive a distribution equal to the entire value of your account.

How Do I Remain A Participant In The Annuity Plan?

            Once you become a Participant of the Plan, you will continue to be a Participant until your entire “vested” annuity benefit is distributed to you or, if you are not “vested”, until you incur a “Permanent Break in Service”. You will incur a “Permanent Break in Service” if you fail to be credited with at least 100 hours of “vesting” service in any Plan Year. The Plan Year is the fiscal year; i.e., January 1^st through December 31^st. Your participation in the Plan will terminate when the payment of any benefit exhausts the total balance of your Individual Account. 

            See page 9 of this Summary Plan Description for an explanation of how and when you become “vested” and what is an hour of “vesting” service.

            Also see pages 7 and 8 of this Summary Plan Description for an explanation of how you generally must be credited with at least 100 hours of “covered” service in a Plan Year to be entitled to receive an allocation of any Employer contributions for that year.

What Happens If I Leave Covered Service And Then Return?

            If you were vested and later return to work in Covered Employment, your participation in the Plan will begin again immediately. However, if you receive a Termination Benefit and you return to work in Covered Employment within the 12 consecutive month period from the payment date, you will have to wait an additional 36 months before being eligible for another Termination Benefit. If you were not vested, then you will be treated the same as if you were a new employee; i.e., you once again will have to complete the 100 hours of service eligibility requirement.

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employer contributions

What Contributions Will The Employers Make To The Plan?

            When the Annuity Plan is negotiated by a Union and a number of Employers, the Employers agree to contribute to the Annuity Plan on behalf of the employees covered under the collective bargaining agreement. The basis on which contributions are made is specified in the collective bargaining agreement.

            Since you are in a negotiated multiemployer annuity plan, you should realize the money contributed by your Employer does not belong to you, and will not be available to you if you leave covered service before you become “vested” and otherwise eligible for benefits. Employer contributions remain in the Annuity Plan until paid out to those Participants who become eligible for benefits.

Each Employer shall make contributions to the Annuity Plan with respect to each hour of covered service worked by each employee it employs at the per hour rate prescribed by the applicable Collective Bargaining Agreement between the Employer and the Union. 

What Contributions Will Be Allocated To My Employer Contributions Account?

            All contributions received by the Annuity Plan with respect to a Plan Year will be allocated as follows:

            1. The Annuity Plan will allocate to the Employer Contributions Account of each Participant, any Employer Contributions it received with respect to such Participant since the last valuation date.

            2. The Annuity Plan next will allocate to the Employer Contributions Accounts of any Members who returned from military service during such Plan Year, such amounts as shall be required under the Uniformed Services Employment and Reemployment Rights Act of 1994 (“USERRA”). In the event there shall be insufficient contributions to fully provide each Participant with his required USERRA contribution, then the available contributions shall be allocated proportionately among all eligible Participants. See page 15 of this Summary Plan Description.

            3. The Annuity Plan next will use any unallocated contributions to restore the previously forfeited Employer Contributions Account of any “lost” Participant who became “found” during the Plan Year. In the event there shall be insufficient contributions to fully restore each “found” participant’s Employer Contributions Account, then the available contributions shall be allocated proportionately among all eligible “found” Participants.

            4. The Annuity Plan next will allocate the balance of unallocated contributions to the Employer Contributions Account of all “eligible” Participants in direct proportion to the ratio that each eligible Participant’s “covered service contribution” for such Plan Year bears to the aggregate amount of “covered service contributions” of all “eligible” Participants for such Plan Year.

            5. The Annuity Plan next will allocate the net investment yield less administrative expenses adjusted each December 31^st.

            For purposes of this allocation, the term “eligible” Participant means a Participant who, during the Plan Year was credited with at least 100 hours of covered service or who died, retired after his Normal or Early Retirement Date, or retired on account of a permanent and total disability.

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            IMPORTANT NOTE: For purposes of determining if you are credited with at least 100 hours of covered service in a Plan Year and are eligible to receive a contribution allocation for that year, only hours of covered service actually reported to the Fund Office by March 31^st of the next Plan Year will be counted. To avoid the loss of any benefits to which you may be entitled, check before March 31^st of each year to make sure that all your hours of covered service for the prior Plan Year have been reported to the Fund Office.

            The term “covered service contribution” means the sum total amount of contributions Employers are obligated to contribute to the Annuity Plan with respect to a Participant’s reported hours of covered service for a Plan Year irrespective of whether the Employers actually have made all such contributions by the allocation date.

            In effect, the Employer contributions actually received by the Annuity Plan for a Plan Year will be allocated to eligible Participants proportionately based upon contributions that should have been received for the Plan Year. Since some Employer contributions are being made for Members who are not “eligible” Participants, and since some Employer contributions may have to be allocated to Members who returned from military service, the actual amount allocated to each eligible Participant for a Plan Year may be more or less than the “per hour” contribution rate provided for under your Employer’s Collective Bargaining Agreement or Participant Agreement.

What Participant Forfeitures Will Be Allocated To My Employer Contributions Account?

            A nonvested Participant who separates from service will forfeit his Employer Contributions Account if he incurs a Permanent Break in Service or if he dies before returning to covered service. Participant forfeitures for a Plan Year first will be used to provide any Members who return from military service with the allocation required by USERRA (see page 15), then to restore forfeitures to any “lost” Participants who were “found” (see page 10), and then to pay the Plan’s administration expenses. In the event that there still are any unallocated Participant forfeitures, then the balance shall be allocated as if they were additional Employer contributions for the year.

What Annuity Plan Earnings Will Be Allocated To My Employer Contributions Account?

            All Employer contributions and Plan assets will be held in a single Trust Fund that will be invested by the Trustees. At the end of each year a proportionate share of the Trust’s earnings, gains, losses and expenses for the year will be allocated to your Accounts.

May I Make Any Contributions To The Annuity Plan?

            No. The Annuity Plan does not permit you to do an “eligible rollover distribution” from another qualified employer retirement plan.

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benefits under the plan

When Will I Become Vested In My Annuity Plan Benefit?

            You will become 100% vested in the entire value of your Employer Contributions Account once you have met the participation requirements contained on page 5.

You also will become 100% vested in your Employer Contributions Account if you die during a Plan Year in which you were an “active” Participant of the Plan. In that event, the entire value of your Employer Contributions Account would be distributed to your beneficiary or, if none is designated, to your surviving spouse or estate.

In the event the Annuity Plan ever is terminated, then all participants with Employer Contributions Accounts that have not been forfeited prior to the Plan termination date automatically will become 100% vested in their Employer Contributions Accounts as of that date.

            Generally, you will be credited with one hour of “vesting” service for each hour of “covered” service. An “hour of covered service” means an hour of bargaining unit work for which your Employer is obligated to make a contribution on your behalf to the Annuity Plan because your Employer has a Collective Bargaining Agreement with Local 445 that requires contributions to the Annuity Fund.

            If your employment status shifts directly from covered service with one contributing Employer to “noncovered” service with the same or another contributing Employer, then such hours of “noncovered” service also shall be counted as being hours of “vesting” service (even though your Employer is not obligated to make any contribution to the Annuity Plan with respect to your hours of “noncovered” service).

            You also will be credited with hours of vesting service with respect to any USERRA military service you may have (see page 15).

            You will be credited with one year of vesting service for each Plan Year (fiscal year) in which you are credited with 100 or more hours of vesting service.

            IMPORTANT NOTE: If you incur a Break in Service (i.e. if you are credited with less than 100 hours of vesting service in a Plan Year), your pre-Break years of vesting service will not be counted until you complete one year of vesting service after the Break. See “Can I Ever Lose My Annuity Plan Benefit?” below for more explanations of the Break in Service rules and the Plan’s “grace period” rules.

When Am I Considered To Be An “Active” Participant Of The Plan?

            You will be considered as being an “active” Participant of the Plan if you are credited with at least 100 hours of covered service during either the current Plan Year or during the immediately preceding Plan Year.

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Can I Ever Lose My Annuity Plan Benefit?

            Forfeiture Of Nonvested Benefit Upon Permanent Break In Service. If you are considering leaving active work under the collective bargaining agreement, check with the Fund Office to be sure that you are vested. You will forfeit (lose) all Employer contributions, Participant forfeitures, and Trust Fund earnings allocated to your Employer Contributions Account if you stop working in covered employment and you incur a Permanent Break In Service before you become “vested”. You will incur a “Permanent Break in Service” if you fail to be credited with at least 100 hours of “vesting” service in any Plan Year for five consecutive Plan Years (fiscal years). In addition, you will permanently lose credit for all your prior years of vesting service (i.e. if you are not vested and return to covered service after incurring a permanent Break In Service, all of your prior years of vesting service will be permanently disregarded).

            Break In Service and “Grace Periods”. In the event that payment of any benefit exhausts the total balance of your Individual Account, your participation in the Plan will terminate. If you were vested and later return to Covered Employment, your participation in this Plan will begin again immediately upon your re-employment.

Under the law, the Plan provides for the following “grace” periods that will not be counted toward a Permanent Break in Service period:

            1. If you leave service because of maternity or paternity reasons, then the first Plan Year during which you are credited with fewer than 100 hours of vesting service will not be counted as being a Break in Service. 

            2. If you take a leave of absence that is protected by the Family and Medical Leave Act of 1993 (“FMLA”), then you will be credited with the number of vesting hours of service you otherwise would have had during the protected leave of absence period but only if necessary to give you credit for at least 100 hours of vesting service in the Plan Year.  If you already have more than 100 hours of vesting service for the Plan Year, you will not be given credit for any additional hours of vesting service. FMLA generally applies to employers with at least 50 employees and allows an employee to take up to 12 weeks of unpaid leave in any 12–monthperiod if he is needed to care for a family member with a serious health condition or if the employee himself suffers from a serious health condition that makes him unable to perform the functions of his job.

            3. If you leave service because of military service protected by the Uniformed Services Employment and Reemployment Rights Act of 1994 (“USERRA”), then you will be credited with the number of vesting hours of service you otherwise would have had during the protected USERRA military leave of absence. See page 15 of this Summary Plan Description.

            Forfeiture Of “Lost Participant Accounts. You also may forfeit your entire Employer Contributions Account in the event you become “lost”. At any time after two consecutive plan years of severance from covered employment or after your benefit becomes payable to you under the Plan, the Plan Administrator may notify you of your right to receive a distribution. Such notice will be mailed by certified mail to your last known address. If the notice is returned as undeliverable, the Plan then will attempt to notify you through the Internal Revenue Service’s letter forwarding procedures. If the Plan does not hear from you within six months after these mailings, then your unclaimed benefit shall be treated as being forfeited. In the event you or your beneficiary later contact the Plan, the Plan will restore your Employer Contributions account but only to the value it was on the date it was forfeited. Your Account will not be adjusted for any interest, earnings or gains for the period between the date your Account was forfeited and the date you or your beneficiary contact the Plan.

            IMPORTANT NOTE: To help prevent a loss of your Annuity Plan benefit, be sure to contact the Fund Office as soon as possible if you think the maternity / paternity, FMLA or USERRA grace period rules may apply to you.  Also be sure to always keep the Fund Office informed of your current mailing address. Also be sure to contact the Fund Office immediately if you ever think there is an error in the valuation of your Employer Contributions Account or in the determination of your vested status.

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When Will I Receive My Benefit From The Plan?

a. You Attain Retirement Age. You will be eligible to receive a distribution of your vested Annuity Plan Benefit at any time after your Retirement Date. Your retirement date is any time on or after your 55^th birthday. You may receive payment of your Annuity Plan benefit after your Retirement Date if you stop working in covered service after that date. Your vested Account balance generally will be distributed to you on your Retirement Date or, if later, 60 days after the date you file a completed application with the Fund Office, or as soon thereafter as may be administratively practicable.

            b.  You Attain At Least 35 Eligibility or Pension Credits Under The Pension Plan. You will be eligible to receive a distribution of your vested Annuity Plan benefit if you have retired and have been credited with 35 Years of Credited Service counting no more than one Year of Credited Service in any one Plan Year under the Pension Fund Local 445. Your vested Account balance generally will be distributed to you 60 days after the date you file a completed application with the Fund Office or as soon thereafter as may be administratively practicable.

            c. You Retire Because Of A Total And Permanent Disability. You will be eligible to receive a distribution of your vested Annuity Plan benefit if you retire because of a total and permanent disability. To be entitled to a Disability Benefit, you must submit an application and you must be totally disabled and unable to work in any employment of any kind for at least 6 consecutive calendar months and you furnish proof of total disability by a verified Physician’s statement. Your vested Account balance generally will be distributed to you on your Disability Retirement Date (the date the Trustees determine that you are eligible for a Disability Benefit) or, if later, 60 days after the date you file a completed application with the Fund Office or as soon thereafter as may be administratively practicable.

            d. You Separate From Service. You will be eligible to receive a distribution of your vested Annuity Plan benefit if you separate from service. You will be deemed to have separated from service if you fail to work in Covered Employment for which contributions are payable to the fund on your behalf in each of two consecutive Plan Years and provided that such two consecutive Plan Year period occurs prior to the earlier of the date you either attain age 55, or the date you retire from the industry covered by the Plan, and you have at least one Hour of Covered Service on or after April 1, 2000 and have attained 35 or more eligibility or Pension Credits. Your vested Account balance generally will be distributed to you no later than 60 days after the date you file a completed application with the Fund Office, or as soon thereafter as may be administratively practicable.

            e. Military Service Distribution. You are eligible to receive military service distributions from the Annuity Plan if, after June 30, 2007 and while you are an active Participant of the Plan: (1) you enter active eligible military service (whether voluntarily or involuntarily); or (2) you are formally notified by the United States Armed Forces that you must report as of a specific date for assignment and deployment in eligible military service; or (3) you are formally notified by the United States Armed Forces that you have been placed in a state of on-call stand-by readiness alert for a possible assignment and deployment in eligible military service.

            Eligible military service means full-time active military service with any branch of the Armed Forces of the United States (including the Army National Guard and the Air National Guard) that is anticipated to either be for a fixed term of more than 30 days or for an indeterminable period of time. A period of continuous full-time military service that, in fact, lasts more than 30 days will be considered eligible military service even if, at the beginning, the period was not anticipated to last more than 30 days. Eligible military service specifically excludes mandatory periodic military reserve training that generally is for a period of 30 days or less following which it is anticipated you will be free to return to work in covered employment.

            A military service distribution may be for a maximum amount equal to $5,000 or 50% of your vested account balance, whichever is less. No more than one military service distribution may be requested in any consecutive 12-month period.

            Your right to receive a military service distribution will continue until the end of the grace period that follows the date you either are discharged from active eligible military service or the date the United States Armed Forces formally removes you from on-call stand-by readiness alert status. If six or more full and partial months have elapsed between the date you first become eligible to receive a military service distribution and your discharge / formal removal date, then the grace period is six full months. If less than six full and partial months have elapsed, then the grace period is three full months.

            f. The Plan Is Terminated. You will be entitled to receive a distribution of your vested Annuity Plan benefit in the event the Plan is terminated and the Board of Trustees does not elect to have all Participant accounts transferred and held in another qualified retirement plan until one of your other distribution events occurs.

            g. You Reach Your Required Beginning Date. Federal law requires the Plan to start making benefit payments to you no later than on your Required Beginning Date. If your birthday is between January 1^st and June 30^th, then your “Required Beginning Date is the April 1^st of the year in which you attain age 71. If your birthday is between July 1^st and December 31^st, then your “Required Beginning Date” is the April 1^st of the year in which you attain age 72. However, if you still are working for an Employer on that date and you are not a “5% Owner” of any Employer, then you may postpone the commencement of payment of your benefit until the April 1^st following the year you actually retire.

            IMPORTANT NOTE: Contributions for a Plan Year are allocated to the Employer Contribution Accounts of eligible Participants based upon hours of covered service reported to the Fund Office by March 31^st of the following Plan Year. See page 8 of this Summary Plan Description. Even though “estimated” contribution allocations may be credited to your account throughout a Plan Year, your “final” contribution allocation for a Plan Year cannot be determined until after March 31^st of the following year. Accordingly, “estimated” contribution allocations will not be considered to be part of your “vested Annuity Plan benefit” for distribution purposes until they are “finalized”. Your entire “vested Annuity Plan benefit” (not including any “estimated” contribution allocations) may be distributed to you when an event occurs entitling you to receive a distribution. A second distribution will be made to you after your “final” contribution allocation is determined.

            You may elect to receive your vested Annuity Plan benefit either:

a.       in a lump sum payment paid directly to you; or

b.       as a direct rollover of your Account to your rollover Individual Retirement Account (“IRA”) or to another employer’s qualified retirement plan; or

c.       partially as a direct rollover of your Account (minimum amount of $500) to your rollover IRA or to another employer’s qualified retirement plan and the balance in a lump sum payment paid directly to you; or

d.       as a Husband and Wife Benefit which provides an actuarially calculated lifetime monthly benefit payable to you during your life. Upon your death, if you have been married for at least twelve months before you die, your spouse will receive a lifetime monthly benefit which will be half of the amount you were both receiving before your death. The monthly amount is based on your age and your spouse’s age and the balance in your Individual Account.

            If you elect to receive all or any part of your distribution in the form of a lump sum payment, then the Plan is required by Federal law to withhold Federal income taxes equal to 20% of the amount to be paid directly to you. No taxes will be withheld on any portion of your distribution that is directly rolled over to your IRA or to another employer’s qualified retirement plan. In addition, the Trustees may withhold up to 15% of your account balance as a valuation allowance if benefits are paid other than at year end.

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What Happens If I Die Before I Receive My Annuity Plan Benefit?

            If you die before you begin receiving a benefit and you have been married to your spouse for at least twelve months before your death, your spouse will be entitled to a “Pre-Retirement Survivor Benefit”. A Pre-Retirement Survivor Benefit is an annuity payable for the life of your spouse calculated on the full value of your Individual account as of the date of your death.

            This Pre-Retirement Survivor Benefit may be waived if you and your spouse consent in writing to the waiver, and signatures must be witnessed by a Notary Public. If you and your spouse waive the Pre-Retirement Survivor Benefit, a death benefit may be paid in a lump sum or to another Beneficiary designated by you, or if no beneficiary designation is on file, to your surviving spouse or estate.

If you die prior to receiving a benefit, your benefit will be paid in a single sum equal to 100% of the balance in your Individual account to your Designated Beneficiary, or if none is designated, to your estate.

The Plan Administrator will provide you with a beneficiary form on which you may designate who you wish to receive your death benefit. If you are married for at least one full year on the date of your death, Federal law provides that upon your death your spouse automatically is entitled to receive a benefit equal to your entire vested interest in your Account. A designation of beneficiary form naming a person other than your spouse as beneficiary will not be valid unless your spouse has consented in writing to another person receiving all or any portion of your Account balance. Should you fail to designate a beneficiary prior to your death or if all your named beneficiaries die before you, the Plan provides that your death benefit will be payable to your surviving spouse, if any, otherwise to your estate.

            IMPORTANT NOTE: Unless you provide otherwise on your Designation of Beneficiary form, any beneficiary other than your spouse will not be deemed to have survived you unless he or she survives you by more than 30 days.

            Yes. Your Annuity Plan benefit is taxable at the time it is distributed to you (or to your beneficiary). Federal law requires the Plan to withhold Federal income taxes equal to 20% of the amount distributed to you. However, you can defer the payment of income taxes (and avoid the 20% tax withholding) on the amount you elect to rollover to a rollover IRA account or to another employer’s qualified retirement plan.

            Please note that in addition to income taxes, you also generally will have to pay a 10% excise tax on any Annuity Plan benefit that is paid to you (and not rolled over) before you attain age 59-1/2. For example, if you have not yet attained age 59-1/2 and you elect to receive a distribution of $1,142, then in addition to having to pay income taxes on the $1,142 distribution, you also generally will have to pay an additional excise tax of $114.20 (i.e. $1,142 X 10%). There are a few limited circumstances where distributions prior to age 59-1/2 will not be subject to the additional 10% excise tax. Consult with your tax advisor before you elect to receive any distribution of your Annuity Plan benefit.

12/2009                                                                       445 AP                                                           Page 14

            All claims for benefits must be submitted on the application forms made available by the Fund Office. Benefit application forms can be obtained from the Fund Office:

            Located At:                                                                                           By Mail:

            Teamsters Local 445 Annuity Plan                                             Teamsters Local 445 Annuity Plan

            15 Stone Castle Road                                                                P.O. Box 2572

            Your application forms must be completed and returned to the Fund Office in order for the Board of Trustees to determine your entitlement to a benefit. Applications submitted must be accompanied by any information or proof requested and reasonably required to process such claims for benefits. Proof of your age must be submitted to the Fund Office with your application. A birth certificate is the best proof. If you cannot obtain a birth certificate, the Fund Office will tell you what will be required. If you submit an application that is not complete or that lacks required supporting documents, you will be notified of what is necessary to complete your application. Your application will be considered “filed” as soon as it is complete enough to complete processing.

            The Trustees generally must respond to your application for benefits within 30 days after receiving your complete application. It is recommended that you file your application for benefits at least 90 days before the date you wish to receive your Annuity Plan benefit. This will enable the Trustees to process your application and be ready to pay your benefit promptly on your designated distribution date. You may file an application while you are still working.

            If your claim for benefits is denied in whole or in part, the Board of Trustees will provide you with a written notice setting forth specific reasons for the denial and refer to the Plan provisions supporting the Trustees’ decision. Such notice also will contain a list of additional material or information necessary for you to perfect the claim with an explanation as to why it is necessary and an explanation of the Plan’s claim review procedure. You may request a review of your denied claim. A request for a review must be made in writing and sent to the Fund Office within 90 days after the date you received notice that your claim was denied. You or your authorized representative may request a review, may have the opportunity to review pertinent documents and may submit issues and comments in writing. If you do not appeal a denial within the 90-day period, the Trustees’ determination will be final and binding.

            The Board of Trustees generally must review your claim and provide you with its written decision within 60 days after the date you complete the filing of your request for a review. Under certain circumstances, however, (for example, when there is a need to have a hearing on your claim) the Trustees may take up to 120 days to make a decision on your appeal. The decision of the Board of Trustees shall be in writing and, if your claim once again is denied in whole or in part, shall include the specific reason(s) for the denial and specific references to Plan provisions on which the denial is based. The final decision of the Board of Trustees with respect to their review of your claim shall be final and binding upon you since the Trustees have exclusive authority and discretion to determine all questions of eligibility and entitlement under the Plan.

12/2009                                                                       190 AP                                                           Page 15

other annuity plans

            Occasionally Members will be employed on an out-of-town job under the jurisdiction of another Local Union. The Annuity Plan has not entered into any Reciprocal Agreements with other Annuity Plans.

military service (“userra”)

What if I Leave Covered Employment For Military Service?

            If you were actively employed in covered employment and had to leave for service in the armed forces of the United States, you will be granted covered service credits (and attributable Employer contribution allocations) and Vesting Service Credit to the extent required by Federal law. To protect your full rights after leaving military service, you must apply for re-employment under the Annuity Fund within the time prescribed by law. Furthermore, you must call your claim for Service Credit for military service to the attention of the Trustees, and be prepared to supply the evidence that the Trustees will need in order to determine your rights.

            The term “USERRA” refers to the Uniformed Services Employment and Reemployment Rights Act of 1994 and generally is applicable with respect to military service after December 12, 1994. If you leave covered service because of eligible military service covered by USERRA, then:

            1. You will not incur any Breaks in Service during a period of USERRA military service generally not exceeding 5 years;

            2. You will be given credit for years of “vesting” service for your period of USERRA military service; and

            3. If you timely return to covered service following the end of your period of USERRA military service, then you may be entitled to receive Employer contribution allocations with respect to your period of USERRA military service.

            In effect, your period of USERRA military service must be treated the same as if it were covered service with a participating Employer for eligibility, vesting and benefit accrual purposes under the Plan. You must be treated as not having incurred a break in service with your Employer.

            Generally, you will be eligible for USERRA benefits if:

            1. You or your representative give your Employer advance notice of your impending “service in the uniformed services”; and

            2. The cumulative length of your absences for “service in the uniformed services” does not exceed 5 years (with some exceptions); and

            3. You apply for reemployment in covered service with your Employer or any other Employer participating in the Plan within the prescribed time deadlines.

IMPORTANT NOTE: To assure the proper crediting of any service and benefits to which you may be entitled under USERRA, it is recommended that you notify the Fund Office in advance of your leaving for service in the uniformed services and also when you return to covered employment.

What is “Service In The Uniformed Services”?

            “Service in the uniformed services” means the performance of duty on a voluntary or involuntary basis in:

            1. The Armed Forces of the Unites States:

            2. The Army National Guard and the Air National Guard when engaged in active duty for training, inactive duty training, or full time National Guard duty;

            3. The commissioned corps of the Public Health Service; and

            4. Any other category of persons designated by the President of the United States in time of war or emergency.

            Service in the uniformed services also includes a period for which a person is absent from a position of employment for the purpose of an examination to determine the fitness of the person to perform any such duty.

What Is The Time Deadline For Reapplying For Employment In Covered Service?

            The time deadline for applying for reemployment depends upon the length of your period of service in the uniformed services. Subject to certain exceptions (e.g. periods of hospitalization / convalescence), the deadlines are as follows:

            1. Less Than 31 Days: If your period of service in the uniformed services was less than 31 days, then you must report to your Employer by the beginning of the first full regularly scheduled work period on the first full calendar day following your completion of the period of service (allowing a period for safe transportation to your residence);

            2. 30 To 180 Days: If the period of your service in the uniformed services was more than 30 but less than 181 days, then you must submit an application for reemployment with your Employer not later than 14 days after the completion of the period of service;

            3. More Than 180 Days: If the period of your service in the uniformed services was more than 180 days, then you must submit an application for reemployment with your Employer not later than 90 days after the completion of the period of service.

12/2009                                                                       190 AP                                                          Page 17

qualified domestic relations orders

            The Plan expects to pay benefits solely to the Participant or his or her beneficiary as the benefit amounts become due. Accordingly, the Plan does not allow a Participant to anticipate his or her benefit by sale or assignment. In addition, the benefit is not subject to claim based on any debt or contract the Participant or beneficiary may have. This provision shall not apply to a Qualified Domestic Relations Order (“QDRO”).

            The Trustees are required to comply with certain court orders (or judgments, decrees or approved property settlements) requiring distribution of all or any portion of a Participant’s benefit under the Plan to his or her spouse or dependent in order to meet the Participant’s alimony, marital property rights or dependent support obligations.

            Under a QDRO a Participant is a current, former or retired employee; and an Alternate Payee is a spouse, former spouse, child or other dependent of the Participant. An Alternate Payee is not a trust or someone to be named at a future date (a contingent beneficiary).

            A Domestic Relations Order is not qualified (i.e. it is not a QDRO) if it: requires the Plan to provide any type or form of benefit or any option not otherwise provided under the Plan; requires the Plan to provide increased benefits (determined on an actuarial basis); or requires the payment to an Alternate Payee of benefits already required to be paid to another Alternate Payee by a previous QDRO.

            The following procedure applies if the Fund Office is served with a domestic relations order (“Order”) claimed to be a QDRO and seeking benefits from the Plan on behalf of a Participant’s spouse, former spouse, child or other dependent.

            1. The Fund Office will notify the Participant and any Alternate Payee that such an Order has been received and forward a copy of the QDRO determination procedure to the Participant and to each person specified in the Order as being entitled to Plan benefits at the address specified in such Order.

            2. The Fund Office will refer the Order to Fund Counsel for a determination whether the Order is qualified based on compliance with the requirements of applicable Federal law. Fund Counsel will determine whether:

a.       The copy of the Order is certified;

                        b. The Order is a judgment, decree, or order (including approval of a property settlement agreement) issued by a court pursuant to a state domestic relations law (including a community property law) and relating to the provision of child support, alimony payments, or marital property rights to a spouse, former spouse, child or other dependent of a Participant;

                        c. The Order specifies the name and last known mailing address of the Participant and each Alternate Payee covered by the Order or, if not, that the information is available from Plan records;

                        d. The Order clearly identifies the Plan or plans affected;

                        e. Payments pursuant to the Order would not increase the Participant’s vested benefit (determined on an actuarial basis) or change the terms of the Plan;

                        f. The Order clearly specifies the amount or percentage of the Participant’s vested benefit to be paid to each Alternate Payee or the manner in which such amount or percentage is to be determined; and

                        g. The Order specifies the number of payments or period to which the Order applies.

12/2009                                                                       190 AP                                                           Page 18

            3. If Fund Counsel determines that the Order is a QDRO, the Fund Office will promptly notify the Participant and all persons covered by the Order as being entitled to benefits of such determination.

            4. An Order will be treated as a QDRO if it meets the requirements of “2”.

            5. Any determination that an Order is a QDRO that is made more than 18 months from the date on which the first payment would be required to be made under the Order will apply prospectively (i.e. the Plan shall not be liable for payments to an Alternate Payee for the period before the Order was determined to be a QDRO). The Plan shall be discharged from any obligation or liability to any Participant or Alternate Payee to the extent of any payment made pursuant to these procedures provided the Trustees have acted in accordance with their fiduciary responsibility.

            6. The Trustees may require any Participant and any Alternate Payee to furnish such releases, documents or information as the Trustees may require for the administration of the Plan and determination whether an Order is or is not a QDRO.

            7. Neither the Fund, the Trustees or Fund Office employees are liable: (a) for any loss, cost or suffering occasioned by any delay in determining whether an Order is a QDRO; or (b) for any payment made or withheld as a result of such determination, provided such determination is made in accordance with ERISA’s fiduciary responsibility provisions.

12/2009                                                                       190 AP                                                           Page 19

future of the annuity plan

            It is anticipated that the Plan will remain in effect indefinitely. However, the right to amend or modify the Plan is reserved by the Board of Trustees.

            Under Federal law, termination of this multiemployer annuity plan will occur as the result of:

            1. Cessation of the contractual obligation of all participating Employers to contribute to the Fund; or

            2. The withdrawal of every participating employer from the Fund; or

            3. A Plan amendment that provides that Participants will receive no credit for any purpose under the Plan for service with any participating Employer.

            If it ever becomes necessary to terminate the Plan, you will receive proper notification, and in the event of an amendment, you will receive a Summary of Material Modifications. All Participants with Employer Contributions Accounts that have not been forfeited prior to the date the Plan is terminated automatically will become 100% vested in their Employer Contributions Accounts as of the Plan termination date.

            A governmental agency known as the Pension Benefit Guaranty Corporation (PBGC) insures the benefits payable under certain retirement plans. For example, the PBGC insures benefits payable under the Local 445 Pension Fund. The benefits under the Annuity Plan, however, are not insured by the PBGC because the Annuity Plan is an individual account plan and the PBGC insurance does not apply to individual account plans. There is no guarantee or insurance concerning the benefits provided by the Annuity Plan.

12/2009                                                                       190 AP                                                           Page 20

summary plan description information

            The following supplements the information contained elsewhere in this booklet and is provided in accordance with the requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”).

Teamsters Local 445 Annuity Plan

Federal Identification Number is 14-1731806

            The Annuity Plan is administered by a Board of Trustees composed of Employer Trustees and Union Trustees. The Participating Employers and the Union are equally represented on the Board of Trustees. The business office address and telephone number of the Board of Trustees is:

Teamsters Local 445 Annuity Plan

Montgomery, New York 12549

            The Employer Trustees and Union Trustees are:

Union Trustees	Employer Trustees
Adrian Huff	Ross Pepe
Barry Russell	Karl Augustin
Cindy Garlinghouse

            The Board of Trustees is the Plan Administrator. The Plan Administrator is responsible for providing you and other Participants information regarding your rights and benefits under the Plan. The Board of Trustees has designated Sharon Molinelli of the Fund Office to assist it with its duties as Plan Administrator. Should you have any questions regarding the Plan or this Summary Plan description, please contact:

Teamsters Local 445 Annuity Plan

Montgomery, New York 12549

            The Annuity Plan is a defined contribution plan commonly known as a money purchase pension plan.

12/2009                                                                       190 AP                                                           Page 21

Type Of Administration And Method Of Funding Benefits

            The Plan is administered by the joint Board of Trustees and their decisions in all matters concerning the Plan and Trust Fund are final. All Plan benefits are provided directly by the Annuity Plan.

            The firm designated as agent for purposes of accepting service of legal process on behalf of the Plan is:

Service of legal process also may be made upon the Board of Trustees, upon any individual Trustee, or upon the Plan Administrator.

            The Annuity Plan is maintained pursuant to a collective bargaining agreement between Teamsters Local Union No. 445 and Signatory Employers. Employers make contributions to the Annuity Plan as required by the Collective Bargaining Agreements between such Employers and Teamsters Local Union No. 445. The provisions that relate to the Annuity Plan are included in the Collective Bargaining Agreements. A copy of the Agreement under which you work is available for inspection at the Fund Office.

            The complete listing of names and addresses of participating Employers are available at the Fund Office. Participants and beneficiaries also may receive from the Fund Office information as to whether a particular employer is a sponsor of the Plan and, if so, the employer’s address.

            Copies of the applicable Collective Bargaining Agreements, and a complete listing of the names and addresses of Participating Employers are available to Participants upon written request to the Fund Office.

            The amounts and due dates of Employer contributions to the Annuity Plan, and job classifications covered, are stated in the Collective Bargaining Agreements. Unless you work in a job classification covered by the Collective Bargaining Agreement, annuity contributions cannot legally be made on your behalf.

The Employer contributions are received and held in trust by the Board of Trustees for (a) payment of benefits directly from the Annuity Plan, (b) payment of administration expenses, and (c) investment of Plan assets with investment income an important part of financing the Plan.

            The fiscal year of the Plan (the “Plan Year”) is the twelve-month period beginning January 1^st and ending December 31^st of each year on which the Plan and Trust records will be maintained.

12/2009                                                                       190 AP                                                           Page 22

your rights under erisa

Receive Information About Your Plan And Benefits

            As a Participant in the Plan, you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that all Plan participants shall be entitled to:

            1. Examine, without charge, at the Plan Administrator’s office all documents governing the Plan, including insurance contracts and collective bargaining agreements, and a copy of the latest annual report (Form 5500 Series) filed by the Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration.

            2. Obtain, upon written request to the Plan Administrator, copies of documents governing the operation of the Plan, including insurance contracts and collective bargaining agreements, and a copy of the latest annual report (Form 5500 Series) and updated summary plan description. The Plan Administrator may make a reasonable charge for the copies.

            3. Receive a summary of the Plan’s annual financial report. The Plan Administrator is required by law to furnish each Participant with a copy of this summary annual report.

            4. Obtain a statement telling you what your total benefits and what your total vested benefits are under the Plan and the earliest date on which benefits will become nonforfeitable. This statement must be requested in writing and is not required to be given more than once every twelve (12) months. The Plan must provide the statement free of charge.

Prudent Actions By Plan Fiduciaries

            In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are responsible for the operation of the Plan. The people who operate the Plan, called “fiduciaries” of the Plan, have a duty to do so prudently and in the interest of you and other Plan Participants and beneficiaries. No one, including your employer, your union, or any other person may fire you or otherwise discriminate against you in any way to prevent you from obtaining your Plan benefit or from exercising your rights under ERISA.

            If your claim for your Plan benefit is denied or ignored, in whole or in part, you have a right to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules.

            Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request a copy of Plan documents or the latest annual report from the Plan and do not receive them within 30 days, you may file suit in a Federal court. In such a case, the court may require the Plan Administrator to provide the materials and pay you up to $110 a day until you receive the materials, unless the materials were not sent because of reasons beyond the control of the Plan Administrator. If you have a claim for benefits that is denied or ignored, in whole or in part, you may file suit in a state or Federal court. In addition, if you disagree with the Plan’s decision or lack thereof concerning the qualified status of a domestic relations order or a medical child support order, you may file suit in a Federal court. If it should happen that Plan fiduciaries misuse the Plan’s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a Federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous.

12/2009                                                                       190 AP                                                           Page 23

Assistance With Your Questions

            If you have any questions about the Plan, you should contact the Plan Administrator. If you have any questions about this statement or about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue, N.W., Washington, D.C. 20210. You also may obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration.