LETTER AGREEMENTWellington Trust Company, lva
December 7, 2007
Mr. Stuart Kaufman, Esquire
Klausner & Kaufman, P.A.
10059 N.W. 15` Court
Plantation, Florida 33324
Re: Letter Agreement
Dear Mr. Kaufman:
75 State Street
Boscon
Massachusetts 02109
Telephone: (617) 951-5500
Upon execution of the Investment Agreement (the "Agreement") dated on or about
February 1, 2008, by and between City of Clearwater Employees Pension Plan and
Wellington Trust Company, Na. (Wellington Trust). Wellington Trust expressly
acknowledges, represents, warrants and agrees that it is a"fiduciary" (as that term is
defined in Section 3(21) A of ERISA) to the City of Clearwater with respect to those
assets which the City of Clearwater granted Wellington Trust discretion to invest said
assets in the Wellington Trust Multiple Collective Investment Funds Trust pursuant to
the terms and conditions of the Agreement.
Wellington Trust further acknowledges, represents, warrants and agrees that for any
legal action or proceeding arising out of or in connection with Wellington Trust's
fiduciary duty to the City of Clearwater, those legal actions or proceedings will be
governed by, construed, and enforced in accordance with the internal laws of the State
of Florida and Wellington Trust agrees to the jurisdiction of the courts of the State of
Florida.
For any legal action or proceedings out of or in connection with the City of
Clearwater's investments in the Wellington Trust Multiple Collective Investment
Funds Trust made pursuant to and in accordance with the terms and conditions as
stated in the Agreement and the Amended Plan and Declaration of Trust, those legal
actions or proceedings will be governed by, construed, and enforced in accordance
with the internal laws of the Commonwealth of Massachusetts.
If you agree to and accept the terms of this letter, please so indicate by signing, dating,
and returning both originals to Timothy Maul, Client Service Manager, a fully-
executed original letter will be returned to your attention. If you have any questions
regarding this letter, please do not hesitate to contact Vincent Pietropaolo, Vice
President and Counsel, Legal Services Department, at (617) 790-7592, or Mr. Maul at
(617) 289-3704. Thank you.
�
December 7, 2007
Mr. Stuart Kaufman, Esquire
Page Two
WELLINGTON TRUST COMPANY, Na
By:
Nam on than M. Pa son
Title: ident
Agreed to and Accepted this
day of , 2007
BOARD OF TRUSTEES OF THE EMPLOYEES'
PENSION PLAN OF THE CITY OF CLEARWATER, FLORIDA
By: �
Name: Frank V. Hibbard
Title: Chairperson
Approved
By�N
Title
Attest:
Kaufman
�ttorney
By: � �.
Name: nthia E. Goudeau
Title: ty Clerk
cc: Timothy Maul