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EMPLOYEE PENSION PLAN INVESTMENT MANAGEMENT AGREEMENT 1 I January 11, 1993 Dr. Daniel J. Deignan, CPA Finance Director and City Treasurer CITY OP CLEARWATER, FLORIDA 112 S. Osceola Street P. O. Box 4748 Clearwater, Plorida 33518-4748 Re: City of Clearwater, Florida Employee Pension Plan Dear Dan: As you are aware, Denver Investment Advisors, Inc. received approval from the Comptroller of the currency in June of 1984 and was incorporated in July of 1984 as a wholly-owned subsidiary of First Interstate Bank of Denver. Denver Investment Advisors is managing assets for the City of Clearwater Plorida Employee Pension Plan under the Investment Management Agreement dated July 1, 1982, between your organization and First Interstate Bank of Denver (formerly known as IntraWest Bank of Denver, and First National Bank of Denver). Denver Investment Advisors as a wholly-owned subsidiary of First Interstate Bank of Denver has acknowledged in the July 1, 1982 Investment Management Agreement under Section 6 - Fiduciary and Other Responsibilities that it is an investment manager as defined in Section 3 (38) of ERISA and, as required thereunder, represents that it is bank as defined under the Investment Advisors Act of 1940 and that it will maintain such status during the terms of the agreement. As a result of a recent review of the Investment Management Agreement dated July 1, 1982, Denver Investment Advisors would like to formally acknowledge two statements by both parties of the original agreement and to have these statements made part of the July 1, 1982 agreement. The statements on the following page were not reflected in entirety in the agreement of July 1, 1982. fL;: e co~ O'J~ ~D/ I Dr. Daniel J. Deignan, CPA January 11, 1993 page 2 I The Investment Manager has been appointed under Section 402(c)(3) of ERISA and the Investment Manager, and the Investment Manager's actions hereunder, shall at all times be subject to the entirety of such Act. Denver Investment Advisors has also acknowledged it is an Investment Manager as defined in Section 3 (38) of ERISA and, as required thereunder, represents that it is an Investment Advisor as defined under the Investment Advisors Act of 1940 and is registered as an Investment Advisor with the U. S. Securities and Exchange Commission, and that it will maintain such status during the terms of the Agreement. ASSIGNMENT The Agreement between City of Clearwater, Florida and Denver Investment Advisors, Inc., dated July 1, 1982 may not be assigned by either party except with the prior written consent of the other party. Cl&:IA- ~ I r'ff Acknowledged and approved this Hth day of . AWN)', t99Y by duly authorized officers and their corporate seals to be hereunto affixed as of the date first above written. A TrEST: ~ C. A D. Y tlaE. Goudeau City Clerk __ATrnSI~ '. . ~.. 1\ :.f~ ;: \t~ \'~ '.. . I .-'Caleb 1:., -Ga~' , Jr. I -V.ice Presidegtand Secretary By: Title: DENVER INVESTMENT ADVISORS, INC. J~~ U. rt--L Vice President and Portfolio Manager ". By: Title: