Benefit Plans Administrative Services 12/26/2018

221Page Attachment B—Custodial Services and Fees A. Appointment The Trustee hereby retains and employs the Custodian as depository and custodian to hold certain assets of the Trust. The Trustee acknowledges that the Custodian is not a fiduciary of the Plan. The Custodian shall establish and maintain an account to hold: (a) the Trust assets received from the Trustee; (b) all investments of Trust assets, and proceeds thereof; and (c) all earnings and profits thereon (hereinafter called the "Account"). If so directed by the Trustee, the Custodian shall also establish within the Account one or more investment funds to be invested as directed by the Trustee. The Trustee hereby amends the Trust to provide that the Company, in addition to its other duties as a fiduciary of the Plan, shall be authorized to serve as a Special Trustee. The duties of the Special Trustee include accepting and holding Plan assets that have been sent by the Company to the Custodian until such assets can be properly allocated to Participants' accounts and any similar responsibilities. The Company's acceptance of this revision to the Trust shall be indicated by its acceptance of the Plan assets. B. Investment of Account The Account shall be invested and reinvested, without distinction between principal and income, as the Custodian shall be directed by the Trustee or by an investment manager duly appointed by the Trustee or by such other authorized party as provided under the terms of the Plan and the Trust. In the absence of directions or authorization from the Trustee or an investment manager, the Custodian shall have no power, duty or authority to invest the Account, except as provided in this Agreement. The Custodian shall not be liable for interest on any cash balances or other assets it holds uninvested pending receipt of directions from the Trustee or an investment manager. C. Withdrawals and Payments The Custodian shall add or withdraw assets and make payments from the Account, as directed by the Trustee. Directions for withdrawals or payments need not specify the purpose of the withdrawal or payment and the Custodian shall not be responsible to inquire as to the purpose or propriety of the withdrawal. Any withdrawal or payment order from the Trustee shall constitute a certification that the order is one that the Trustee is authorized to direct. In the event that any payment ordered by the Trustee is mailed by the Custodian and (a) the payment is returned to the Custodian because the addressee cannot be located at such address; or (b) the check is not presented for payment within six months after the date of the check, the Custodian shall promptly notify the Trustee of the returned payment or failure to present the check. Upon the expiration of 60 days after the Custodian's notice to the Trustee, the payment order shall become void, and unless and until a further order of the Trustee is received by the Custodian, the Custodian shall return the payment to the Account, and shall continue to administer the Account as if such order had not been made. D. Collection The Custodian shall collect for the Account any money or property, including dividends, income, and interest, due and payable from or on account of the securities and other property in the Account. The Custodian shall be required to enforce such collections by legal means or otherwise and shall receive the proceeds of such collections as may be effected by the Custodian or its agents in the ordinary course of business. VEBA Administrative Service Agreement (405512)