11.1 Amendments

The Trustees reserve the right to change, modify or amend the Retirement Plan at any time, retroactively or otherwise, except that any amendment which operates to diminish an Employee's vested benefits under this Plan, or to enlarge the requirements, may do so only prospectively, and no amendment shall have the effect of reducing the non-forfeitable or vested percentage of an Employee's accrued benefit or the benefits payable to persons who have retired prior to such amendment.

It is intended that the Retirement Plan will constitute a qualified Pension Plan under the applicable provisions of the U.S. Internal Revenue Code and ERISA and regulations of the Internal Revenue Service and U.S. Department of Labor. Any amendment of the Plan may be made retroactively, if necessary and appropriate, to qualify the Plan to meet the requirements of the applicable law and regulations. No amendment of the Plan shall be adopted which will impair the actuarial soundness of the Plan, or cause or result in the expenditure of any portion of the funds to inure to any Individual Employer or Union or for any other purpose other than for the exclusive benefit of the Participants and their beneficiaries.

Amendments shall be approved by the Trustees and signed by the Co-Chairmen of the Board of Trustees.

11.2 Mergers/Consolidations

No merger, consolidation or other transfer of the assets and liabilities of the Trust to another Trust shall be made unless each Participant of this Trust would (if the Plan then terminated) receive a benefit immediately after the merger, consolidation or transfer which is equal to or greater than the benefit he would have been entitled to receive immediately before the merger, consolidation or transfer (if the Plan had been terminated).