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HomeMy WebLinkAboutRESO7295RESOLUTION NO. 7295 RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO ADOPTING AMENDMENTS TO THE CITY OF PALO ALTO DEPENDENT CARE ASSISTANCE PLAN WHEREAS, the City of Palo Alto (the "City") maintains the City of Palo Alto Dependent Care Assistance Plan (the "Plan"), which is intended to qualify as a dependent care assistance program under section 129 of the Internal Revenue Code of 1986, as amended (the "Code"); and WHEREAS, the City Council wishes to adopt certain technical amendments to the Plan, as hereinafter set forth, in conformance with amendments to the Code and regulations promulgated pursuant thereto, effective January 1, 1993; and WHEREAS, the City is permitted to amend the Plan pursuant to Section 8.1 of the Plan. NOW, THEREFORE, the Council of the City of Palo Alto does RESOLVE as follows: SECTION 1. The Council hereby amends the Plan by approving that certain document entitled "City of Palo Alto Flexible Benefits Plan --Amended and Restated Effective January 1, 1993," a copy of which is attached hereto and incorporated herein by reference. SECTION 2. The Council finds that this is not a project under the California Environmental Quality Act. INTRODUCED AND PASSED: March 21, 1994 AYES: ANDERSEN, FAZZINO, HUBER, KNISS, MCCOWN, ROSENBAUM, WHEELER NOES: ABSENT: SCCHNEIDER, SIMITIAN ABSTENTIONS ATTEST: )' - APPROVED : Cit Jerk , APPROVED AS TO FORM: ii). 0 La enior Asst. City Attorney of Human Resources 440131 Le 0030868 SUBURBAN PURCHASERS GUARANTEED QUANTITIES PLYRSUANT TO SECTION 7.02 (Annual Metered Deliveries) 12/20/93 (1) (2) 100 Cubic Feet" Alameda County Water District 6,714,065 13.760 Belmont County Water District 1,898,707 3.891 Brisbane, City of 224,435 0.460 Burlingame, City of 2,553,753 5.234 California Water Service Company 17,?27,547 35.297 Coastside County Water pistrict 1,061,453 2.175 Cordilleras Mutual Water Association 3,007 0.006 Daly City, City of 2,094,386 4.292 East Palo Alto Water District I,065,018 2.183 Guadalupe Valley Municipal Improvement District 254,436 0.521 Hillsborough, Town of 1,995,644 4.090 Los Trancos County Water District 52,617 0.108 Menlo Park. City of 2,066,781 4.236 Millbrae, City of 1,538,120 3.152 Milpitas, City of 4,504,533 9.232 Mountain View, City of 6,367,648 13.460 North Coast County Water District 1,872,928 3.838 Palo Alto, City of 8,331,697 17.075 Palomar Park Water District 45,643 0.094 Purissima Hills Water District 792,832 1.625 Redwood City, City of 5,333,115 10.930 San Bruno, City of 1,583,899 3.246 Skyline County Water District 88,537 0.181 Stanford University 1,479,764 3.033 Sunnyvale, City or 6,138,122 12.580 Westborough County Water District 644,172 1.320 76.127,859 156-021 * 100 cubic feet equals M.G.D. divided by 0.00000204946 ▪ Figures in this column are calculated using unrounded M.G.D. values and are more precise thar, the figures listed in colurnn (2). "Total does not equal sum of M.G.D. figures due to rounding. EXHIBIT A r1TY OF PALO ALTO DEPENDENT CARE ASSISTANCE PLAN Amended and Restated Effective January 1, 1993 399(111392 Septa,Aer*1993 CITY OF PALO ALTO DEPENDENT CARE ASSISTANCE PLAN Amended and Restated Effective January 1, 1993 TABLE OF CONTENTS Page ARTICLE I INTRODUCTION 1 ARTICLE 11 DEFINITIONS 1 2.1 City 1 2.2 City Council - 1 2.3 Code 1 2.4 Dependent 1 2.5 Dependent Care Assistance Account 2 2.6 Dependent Care Expenses 2 2.7 Dependent Care Service Provider 2 2.8 Effective Date 2 2.9 Eligible Employee 3 2.10 Employee 3 2.11 Employee Contribution 3 2.12 Enrollment Form 3 2.13 Flex Plan 3 2.14 highly Compensated Employee 3 2.15 Non -Highly Compensated Employee 3 2.16 Participant 3 2.17 Plan 3 2.18 Plan Administrator 4 2.19 Plan Year 4 ARTICLE III ELIGIBILITY AND PARTICIPATION 4 3.1 Commencement of Participation 4 3.2 Termination of Participation 4 3.3 Reinstatement of Former Participant 4 3.4 Reinstatement of Suspended Participant 5 3.5 Discrimination Limitations 6 ARTICLE (V ELECTION TO RECEIVE DEPENDENT CARE ASSISTANCE 7 4.1 Election Procedure 7 4.2 Reimbursement Limitations 7 ARTICLE V DEPENDENT CARE ASSISTANCE ACCOUNTS 8 5.1 Establishment of Accounts 8 0 sqmoshar * 1+n Page 52 Crediting of Accounts 8 5.3 Debiting of Accoun.., 8 5.4 Forfeiture of Accounts 8 ARTICLE VI REIMBURSEMENT OF DEPENDENT CARE EXPENSES 9 6.1 Claims for Reimbursement 9 6.2 Reimbursement of Expenses 10 6.3 Report to Participants On or Before January 31 of Each Year 10 ARTICLE VII TERMINATION OF PARTICIPATION 11 ARTICLE VIII ADMINISTRATION OF PLAN 11 8.1 Plan Administrator 11 8.2 Examination of Records 12 8.3 Indemnification of Plan Administrator 12 ARTICLE IX AMENDMENT OR TERMINATION OF PLAN 13 9.1 Amendment of Plan 13 9.2 Termination of Plan 13 AR FICLE X MISCELLANEOUS PROVISIONS 13 10.1 Exclusive Benefit 13 10.2 Information To Be Furnished 13 10.3 Limitation of Rights 13 10.4 Benefits Solely From General Assets 14 10.5 Nonasssignability of Rights 14 10.6 No Guarantee of Tax Consequences 15 10.7 Indemnification of City by Participants 15 10.8 Gender and Number 16 10.9 Titles 16 10.10 Governing Law 16 10.11 Severability 16 a September * I ii CITY OF PALO ALTO DEPENDENT CARE ASSISTANCE PLAN Amended and Restated Effective January 1, 1993 ARTICLE I INTRODUCTION The City of Palo Alto Dependent Care Assistance Plan, amended and restated effective January 1, 1993 (the "Plan"), is maintained by the City of Palo Alto. The Plan is intended to qualify as a dependent care assistance program pursuant to Section 129 of the Code and is to be interpreted in a manner consister: with the requirements of Section 129 of the Code. The purpose of the Plan is to enable Participants to elect to receive reimbursements of their dependent care expenses that are excludable from the Participant's gross income pursuant to Section 129 of the Code. ARTICLE II DEFINITIONS 2.1 "City" means the City of Palo Alto. 2.2 "City Council" means the governing legislative body of the City, as constituted from time to time. 2.3 "Code" means the Internal Revenue Code of 1986, and the regulations and rulings issued pursuant thereto, all as in effect and amended from time to time. 2.4 "Dependent" means any person who is (a) a dependent (as defined in Section 152 of the Code) of the Participant who is under the age of 13 and with respect 20641802 Seplomber3A. 1913. 1 to whom the Participant is entitled to an exemption pursuant to Section 151(c) of the Code, or (b) a dependent (as defined in Section 152 of the Code) or spouse of the Participant who is physically or mentally incapable of caring for himself or herself. 2.5 "Dependent Care Assistance Account" means the account described in Article V hereof. 2.6 "Dependent Care Expenses" means expenses incurred by a Participant which (a) are incurred for the care of a Dependent of the Participant or for related household services, (b) are paid or payable to a Dependent Care Service Provider and (c) are incurred to enable the Participant to be gainfully employed for any period for which there are one or more Dependents with respect to the Participant. Dependent Care Expenses shall not include expenses incurred for services outside the Participant's household for the care of a De.pendent unless such Dependent is described in Section 2.2(a) of the Plan or regularly spends at least eight (8) hours each day in the Participant's household. 2.7 "Dependent Care Service Provider" means a person who provides care or otherservices described in Section 2.4(a) of the Plan, but shall not include (a) a Dependent Care Center (as defined in Section 21(b)(2)(D) of the Code), unless all applicable state and local laws are satisfied, or (b) a spouse or child under the age of 19 of the Employee or a dependent with respect to whom the Employee or the Employee's spouse is entitled to an exemption under Section 151(c) of the Code. 2.8 "Efrective Date" of the amended and restated Plan means January 1, 1993. 20900011 September )o. 1993 2 2.9 "Eligible Employee" means each Employee who is eligible to participate in any Benefit Plan maintained by the City and whose participation is provided for in an applicable Memorandum of Understanding or Compensation Plan. 2.10 "Employee" means a person who receives remuneration for rendering services to the City, any portion of whose income is subject to withholding of income tax and/or employment tax by the City, as well as any other person qualifying -as a common law employee of the City. 2.11 "Employee Contribution" means the contribution to the Plan by a Participant pursuant to Section 6.1 of the Flex Plan. 2.12 "Enrollment Form" means the form which 'an Employee shall complete in order to select optional benefits and authorize Employee Contributions under the Flex Plan. 2.13 "Flex Plan" means the City of Palo Alto Flexible Benefits P;an, as amended from time to time. 2.14 "Highly Compensated Employee" means an Employee described in Section 414(q) of the Code. 2.15 "Non -Highly Compensated Employee" means an Employee who is not a Highly Compensated Employee. 2.16 "Participant" means each Employee who participates in the Plan in accordance with Article III. 2.17 "Plan" means the City of Palo Alto Dependent Care Assistance Plan, as set forth herein together with any and all amendments. m et September 3 1903 3 2.18 "Plan Administrator" means the committee or individual appointed by the City from time to time to administer the Plan. 2.19 "Plan Year" means a 12 -month period commencing on January 1 and ending with the last pay period of the calendar year. ARTICLE III ELIGIBILITY AND PARTICIPATION 3.1 Commencement of Participation. Each Eligible Employee who elects to participate in the Plan pursuant to Section 4.2 of the Flex Plan shall commence participation in the Plan in accordance with Section 3.1 of the Flex Plan. 3.2 Termination of Participation. A Participant will cease to be a Participant as of the earliest of (a) the date on which the Plan terminates, (b) the date on which the Participant ceases to be an Eligible Employee and has $0 credited to his or her account under the Plan, or (c) the date on which the Participant's election to participate in the Plan expires or terminates in accordance with Articles III and V of the Flex Plan. However, ieimb-irsernents of Dependent Care Expenses shall continue to be made in accordance with Article VII. 3.3 Reinstatement of Former Participant. (a) A former Participant, who elects to participate in the Plan pursuant to Section 4.2 of the Flex Plan, (1) who once again becomes an Eligible Employee may enroll in the Plan in accordance with Article V of the Flex Plan, or 11x479!.02 Sepseeher 30. 1996 4 (2) who at all 'imes remains an Eligible Employee may enroll in the Plan in accordance with Sections 5.2 and 5.4 of the Flex Plan. (b) Notwithstanding the foregoing, a Participant who terminates participation in the Plan due to his or her termination of employment during a Plan Year may not re -enroll in the Plan during that same Plan Year. 3.4 Reinstatement of Suspended Participant. (a) A suspended Participant who once again becomes an Eligible Employee after an unpaid leave of absence of 30 days or less shall resume participation upon return to work, provided such return is within the same Plan Year. The withholding for such a Participant shall be the same amount after the Participant resumes participation as it was prior to the unpaid leave of absence, with no adjustment for the time during the unpaid leave of absence when no withholding occurred. Every other Participant who is on an unpaid leave of absence resumes participation as soon as administratively feasible after completing, signing and filing an Enrollment Form with the Plan Administrator, and such Enrollment Form shall be effective, subject to Section 5.4 of the Flex Plan, for the period beginning on the date determined by the Plan Administrator and ending on the last day of the Plan Year during which such form was filed, (b) If a suspended Participant resumes participation after an unpaid leave of absence in the same Plan Year as the unpaid leave of absence began, the benefits elected for the remainder of the such Plan Year shall be identical to those benefits, if any elected at the beginning of such Plan Year, except as otherwise permitted in Section 5.4 of the Flex Plan. 30001102 September 30, 1993 5 3.5 Discrimination Lim tatio s. (a) The contributions or benefits provided under the Plan shall not discriminate in favor of Highly Compensated Employees or their dependents (as defined in Section 152 of the Code). The Plan shall benefit Employees who qualify under a classification which is not discriminatory in favor of Highly Compensated Employees or their dependents. The Plan shall be considered nondiscriminatory if the average benefits provided to Non -Highly Compensated Employees under the Plan is at least fifty-five (55%) of the average benefits provided to Highly Compensated Employees under the Plan. Solely for purposes of this Section 3.5, Leased Employees (within the meaning of Section 414(n)(2) of the Code) shall be considered Employees. (b) If the Plan Administrator determines, before or during any Plan Year, that the Plan may fail to satisfy for such Plan Year any of the nondiscrimination requirements set forth in Paragraph (a) above, the Plan Administrator may modify the e!ection of those Participants who are Highly Compensated Employees. In the event that the elections of those Participants who are Highly Compensated Employees, are _ modified, such elections shall be modified for any such affected Participant by reducing the Employee Contribution of such affected Participant in the proportion that such affected Participant's compensation bears to the compensation of all such affected Participants during the Plan Year until the Plan is in compliance with the applicable nondiscrimination requirement. For purposes of this Section 3.5(b), compensation :hall mean wages within the meaning of Section 3401(a) of the Code (i.e., wages for purposes of income tax withholding), at the effective date of the modification elections. 02 Sgleaber 30, 1993 6 ARTICLE IV ELECTION TO RECEIVE DEPENDENT CARE ASSISTANCE 4.1 Election Procedure. A Participant may elect to participate in the Plan by filing an Enrollment Form in accordance with the procedures established under the Flex Plan. 4.2 Reimbursement Limitations. The maximum Employee Contribution which the Participant may allocate to the Plan for any Plan Year and which the Participant may in turn receive under the Plan in the form of dependent ,are assistance shall be the lowest amount of the following: (a) $5,000, or $2,500 if a separate tax return is filed by a married Participant, (b) the Participant's earned 'acome (as defined in Section 32(c)(2) of the Code) for the calendar year (not including any amounts excluded from a Participant's gross income in the form of dependent care assistance), or (c) the actual or deemed earned income of the Participant's spouse for the calendar year. In the case of a spouse who is a full-time student for at least five (5) months of the Plan Year at an educational institution or is physically or mentally incapable of caring for himself or herself, such spouse shall be deemed for each month during which such spouse is a student or is incapable of caring for himself or herself, to have earned income of not less than $200 per month if the Participant has one Dependent and $400 per month if the Participant has two or more Dependents. 204476.62 Scpeabe * I993 7 ARTICLE V DEPENDENT CARE ASSISTANCE ACCOUNTS 5.1 Establishment of Accounts. The City will establish a Dependent Care Assistance Account for each Plan Year with respect to each Participant who has elected to receive reimbursement of Dependent Care Expenses for the Plan Year. 5.2 Crediting of Accounts. As of each date compensation is regularly paid to the Participant in a Plan Year, each Participant's Dependent Care Assistance Account shall be credited with an amount equal to the Employee Contribution which the Participant has elected to be withheld from his or her compensation and allocated to the Plan on the Participant's Enrollment Form. 5.3 Debiting of Accounts. A Participant's Dependent Care Assistance Account for each Plan Year shall be debited from time to time in the amount of any reimbursement made pursuant to Article VI to or for the benefit of the Participant for Dependent Care Expenses incurred during such Plan Year. 5.4 Forfeiture of Accounts. The amount credited to a Participant's Dependent Care Assistance Account for any Plan Year shall be used only to reimburse the Participant for Dependent Care Expenses which are incurred during such Plan Year, and only if the Participant applies for reimbursement on or before the end of the third month following the close of the Plan Year. For purposes of this rule, Dependent Care Expenses shall he deemed to have been incurred at the time the services which generated the Dependent Care Expenses were provided. Any balance remaining in the Participant's Dependent Care Assistance Account for a Plan Year after all reimbursements hereunder shall not be carried over to reimburse the Participant for :r>+11t92 Sepember 3a 1943 8 Dependent Care Expenses incurred during a subsequent Plan Year, and shall not be available to the Participant in any other form or manner, but shall remain the property of the City, and the Participant shall forfeit all rights with respect to such balance. ARTICLE VI REIMBURSEMENT OF DEPENDENT CARE EXPENSES 6.1 Claims for Reimbursement. A Participant who has elected to receive reimbursement of Dependent Care Expenses for a Plan Year may apply for reimbursement of Dependent Care Expenses incurred by the Participant during the Plan Year by submitting a claim in writing to the Plan Administrator or other company as may be designated by the Plan Administrator, in such form as the Plan Administrator may prescribe, setting forth: (a) The amount, date, and nature of the expense with respect to which a reimbursement is requested; (b) The name of the person, organization or entity to which the expense was or is to be paid; (c) The name of the person for whom the expense was incurred, such person's date of birth. and the relationship of such person to the Participant; and (d) That the expense has not been reimbursed and is not reimbursable from any other source. Such application shall be accompanied by bills, invoices, receipts or other statements showing that Dependent Care Expenses have been incurred and the amounts of such xo4(a.2 Sera.ea 34 1903 9 expenses, together with any additional documentation which the Plan Administrator may request. 6.2 Reimbursement of Expenses. The City shall reimburse the Participant from the Participant's Dependent Care Assistance Account for Dependent Care Expenses incurred during the Plan Year for which the Participant submits documentation in accordance with Section 6.1. The maximum reimbursement of Dependent Care Expenses incurred during a Plan Year which a Participant may obtain under the Plan at any time shall be the balance of the Participant's Dependent Care Assistance Account at the time of the request for reimbursement. The amount of any Dependent Care Expenses not reimbursed as a result of the preceding sentence shall be carried over and reimbursed only if and when the balance in such Account at or before the end of the Plan Year in which such expenses are incurred permits such reimbursement. The Plan Administrator may, from time to time, establish rules and procedures concerning reimbursements which shall be applied to Participants in a nondiscriminatory manner. 6.3 Report to Participants On or Before January 31 of Each Year. On or before January 31 of each year, the Plan Administrator shall furnish on the Form W-2 of each Participant who has received dependent care assistance during the prior calendar year, or in such other form as the Internal Revenue Service shall prescribe, the amount of such assistance incurred during such year with respect to the Participant. 26„7602 x IW3 10 ARTICLE VII TERMINATION OF PARTICIPATION In the event that a Participant ceases participation in the Han in accordance with Section 3.2 of the Plan, no further Employee Contributions shall be allocated to such Participant's Dependent Care Assistance Account. The former Participant (or his or her estate) shall be entitled to reimbursement for Dependent Care Expenses incurred within the same Plan Year in which participation in the Plan is terminated provided that the former Participant (or his or her estate) applies for such reimbursement in accordance with Article \11. No such reimbursement shall exceed the remaining balance, if any, in the former Participant's Dependent Care Assistance Account for the Plan Year in which the expenses were incurred. ARTICLE VIII ADMINISTRATION OF PLAN 8.1 Plan Administrator. It shall be a principal duty of the Plan Administrator to see that the Plan is carried out, in accordance with its terms, for the exclusive benefit of persons entitled to participate in the Plan without discrimination among them. The Plan Administrator will have full power to administer the Plan, subject to applicable requirements of law. For this purpose, the Plan Administrator's powers will include, but will not be limited to, the following: (a) To make and enforce such rules and regulations as it deems necessary or proper for the efficient administration of the Plan, including the G2 Scriesither 3.1 1993 11 establishment of any claims procedures that may be required by applicable provisions of law; (b) To interpret the Plan, its interpretation thereof in good faith to be final and conclusive on the City, Employees, Participants and all persons claiming benefits under the Plan; (c) To decide, in its sole discretion, all questions concerning the Plan and the eligibility of any person to participate in the Plan; (d) To appoint such agents, counsel, accountants, consultants and other persons as may be required to assist in administering the Plan; and (e) To allocate and delegate its responsibilities under the Plan and to designate other persons to carry out any of its responsibilities under the Plan, any such allocation, delegation or designation to be by written instrument and in accordance with applicable requirements of law. 8.2 Examination of Records. The Plan Administrator shall make available to each Participant such of the records under the Plan as pertain specifically to that Participant, for examination at reasonable times during normal business hours. 8.3 Indemnification of Plan Administrator. The City agrees to indemnify and defend to the fullest extent permitted by law any Employee, including any former Employee, to whom it as delegated or allocated responsibilities with respect to the administration of the Plan, against all liabilities, damages, costs and expenses, including attorneys' fees and amounts paid in settlement of any claims approved by the City, occasioned by any act or omission to act in connection with the Plan, if such act or omission does not involve bad faith, gross negligence, or willful misconduct. ]ANT862 September 30. 993 12 ARTICLE IX AMENDMENT OR TERMINATION OF PLAN 9.1 Amendment of Plan. The City reserves the right at any time or times to amend the provisions of the Plan to any extent and in any manner That it may deem advisable, by a written instrument signed by an officer of the City. 9.2 Termination of Plan. The City has established the Plan with a bona fide intention and expectation that it will be continued indefinitely, but the City will have no obligation whatsoever to maintain the Plan for any given length cif time and may discontinue or terminate the Plan on a prospective basis at any time without liabili*r, by a written instrument signed by an officer of the City. Upon termination or discontinuance of the Plan, all elections and Employee Contributions relating to the Plan shall terminate and reimbursement shall be made only in accordance with Article VII. ARTICLE X MISCELLANEOUS PROVISIONS 10.1 Exclusive Benefit. This Plan shall be maintained for the exclusive benefit of Eligible Employees, their spouses, and dependents. 10.2 Information To Be Furnished. Participants shall provide the City and the Plan Administrator with such information and evidence, and shall sign such documents, as may reasonably be requested from time to time for the purposes of administration of the Plan. 10.3 Limitation of Rights. The establishment of the Man or any amendment thereof, the creation of any fund or account, or the payment of any benefits will not be M4*fl2 September 34 1993 13 construed as giving to any Participant or other person a legal or equitable right against the City or the Plan Administrator except as provided in the Plan. Under no circumstances shall the terms of employment of any Participant be modified or in any way affected by the provisions of the Plan. The maintenance of the Plan shall not constitute a contract of employment and participation in the Plan will not give any Participant a right to be retained in the employ of the City. Each Employees's rights with respect to continuing employment with the City are established by the Merit System Rules and Regulations. 10.4 Benefits Solely From General Assets. The benefits provided hereunder will be paid solely from the general assets of the City. The Dependent Care Assistance Accounts established pursuant to Article V shall be for accounting purposes only and nothing herein will be construed to require the City or the Plan Administrator to maintain any fund or segregate any amount for the benefit of any Participant, and no Participant or other person shall have any claim against, right to, or security or other interest in, any fund, account or asset of the City from which any payment under the Plan may be made, except as an unsecured general creditor of the City. 10.5 Nonassignabilitv of Rights. Neither the City nor the Plan Administrator shall recognize any transfer. mortgage, pledge, hypothecation, order or assignment by any Participant or beneficiary of all or any part of his or her interest under the Plan. Any attempt by a Participant or beneficiary to assign, alienate, sell, transfer, pledge or encumber his or her benefits shall be void. A Participant's or beneficiary's interests shall not be subject in any manner to transfer by operation of law, and shall be exempt from the claims of creditors or other claimants (including but not limited to debts, contracts, 02 Sqs ants 34 1993 14 liabilities, or torts) from all orders, decrees, levees, garnishments, and/or executions a:Ld other legal or equitable process or proceedings against such Participant or beneficiary to the full extent which may be permitted by law. 10.6 No Guarantee of Tax Consequences. Neither the City nor the Plan Administrator makes any commitment or guarantee that any amounts paid to or for the benefit of a Participant under the Plan will be excludable from the Participant's gross income for fede: +1 or state income tax purposes, or that any other federal or state tax treatment will apply to or be available to any Participant. It shall be the obligation of each Participant to determine whether each payment under the Plan is excludable from the Participant's gross income for federal and state income tax purposes, and to notify the City if the Participant has reason to believe that such payment is not so excludable. 10.7 Indemnification of City by Participants. If any Participant receives one or more reimbursements under the Plan that are not for Dependent Care Expenses or that are includable in the Participant's gross income for any reason, upon the request of the City, such Participant shall indemnify and reimburse th' City for any liability it may incur for failure to withhold federal or state income tax or social security tax from such reimbursements. However, such indemnification and reimbursement shall not exceed the amount of additional federal and state income tax that the Participant would have owed if the reimbursements had been made to the Participant as regular cash compensation, pius the Participant's share of any social security tax that would have been paid on such compensation, including any interest and penalties attributable thereto, less any additional income and social security tax actually paid by the Participant. 20441ttE September 3Q 1993 15 10.8 Gender and Number. Words used in the masculine, feminine or neuter genders shall each be deemed to refer to the other, whenever the contexts are required; and words used in the singular or plural shall each be deemed to refer to the other whenever the contexts are required. 10.9 Titles. Titles are for convenience only and are not deemed to be a part of the Plan. 10.10 Governing Law. The provisions of the Plan shall be construed, administered and enforced according to applicable federal law and the laws of the State of California. 10.11 Severability. If any provision of the Plan is held by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions shall continue to be fully effective. IN WITNESS WHEREOF, the City adopts the amended and restated Plan to be effective as of January 1, 1993. CITY OF PALO tLTO By: ATTEST: City Clerk 264:781+ Segcaber 74 1993 16