INVESTMENT MANAGEMENT AGREEMENT - EICKHOLFF PIEPER & WILLOUGHBY INC.
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INVESTMENT MANAGEMENT AGREEMENT
AGREEMENT made as of the /I-t>-- day of ~in~'?' 1991, by and between
the CITY OF CLEARWATER EMPLOYEES' PENSION PLAN (hereinafter
referred to as the "Client") and EICKHOFF, PIEPER & WILLOUGHBY,
INC. (hereinafter referred to as the "Investment Manager").
WITNESSETH:
WHEREAS the Client desires to retain the services of the Investment
Manager for the pu'rpose of managing a portion of the Client I s
investment portfolio upon the terms and conditions set forth below;
NOW, THEREFORE, in consideration of the foregoing and the mutual
covenants and agreements, the parties agree as follows:
section I
MANAGEMENT SERVICES
1. The Investment Manager will be responsible for management of
the portion of the Pension Fund portfolio which is invested in
investment contracts issued by insurance companies or' banks. These
investment vehicles are commonly referred to as "guaranteed
investment contracts" (GIC) and "bank investment contracts" (BIC).
The duties of the Investment Manager shall include, but are not
necessarily limited to, the following:
a. Investing and reinvesting all funds designated for the
investment contracts portion of the Pension Fund.
b. Recommending and effecting an average maturity of issues
held in the portfolio appropriate to the market environment
and the needs of the plan.
c. Providing research leading to establishment
"approved list" of eligible investment contract
selected for their financial integrity.
of an
issuers
d. Developing specific criteria as to contract provisions and
terms for each contract purchased.
e. Purchasing contracts by a competitive bid process among
multiple issuers and through direct access and negotiation
with each issuer. No commissions or mark-ups will be incurred
by the Pension Trust through utilization of a broker other
third party, unless by doing so, a higher net yield to the
portfolio would be realized.
f. Reviewing contracts upon issuance.
g. Continually monitoring all investment contract holdings
for changes which may potentially impact the portfolio such
as a deterioration in the financial condition of an issuing
company.
h. Attending all regular Committee Meetings and other staff
meetings and work sessions as requested by the Client.
i. Providing research material from internal and external
sources relevant to the portfolio, management of fixed income
assets in general, and investment contract assets in
particular.
2. -The Responsibilities of the Investment Manager shall be limited
to such assets and securities as designated by the Client. From
time to time, the Client may transfer other assets of the Pension
Plan to the account or withdraw any of the assets. Nothing in this
agreement shall constitute a commitment by the Client to maintain
any minimum amount of assets in the account under the Investment
Manager's authority.
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Section II
PROCEIXJRE
All transactions authorized by this Agreement shall be carried out through
the custodian selected by the Investment Manager with the consent of the
client. state street Bank and Trust Campany will be the initial custodian.
Fees for custodial services will be paid by the InvestJnent Manager.
The Investment Manager will :instroct the CUstodian to provide the Client with
such periodic reports concerning the status of the account as the Client may
reasonably request.
section III
APmAISAL OF ACCOONT
The InvestJnent Manager will provide the client with an appraisal of the
Account from tilDe to time as the parties shall agree upon. Such appraisal
shall be in the form of a written S1.IIIIDlal:Y of assets of the Account on the
Appraisal Date.
Section IV
FEES
The InvestJnent Manager shall be paid quarterly, in arrears, at the following
annual rate:
0.06% (six basis points) of assets under management.
In no event shall the fee calculated hereunder exceed the Investment
Manager I S then current published fees.
Section V
AME:NI:t1ENT AND TERMINATION
At arry time and from tilDe to time, this Agreement may be amended in whole or
in part by written :instrument executed by the parties hereto.
Either party to this Agreement may terminate the Agreement upon giving the
other party written notice of such termination at least ten (10) days prior
to the effective date. In the event of termination, the InvestJnent Manager
shall render to the Client a final a=ts of its transactions after the
effective date of the termination. 'Ihe termination of this Agreement shall
not affect or preclude the consummation of arry transactions which were
initiated by the InvestJnent Manager prior to such termination.
Section VI
FIIXlCIARY AND OOHER :RESPONSIBILITIES
The InvestJnent Manager shall carry out its duties with the care, skill,
prudence and diligence un:ier the circumstances then prevailing that a prudent
man acting in a like capacity and familiar with such matters would use in the
conduct of an enteIprise of like character and with like abns.
section VII
REPRESENTATIONS
John P. willoughby will represent the Investment Manager in all dealings with
the client. In the event that this irrlividual becomes unavailable to the
client for arry reason, the Client may terminate the Agreement i1I1mediately in
a=:rdance with Section V hereof.
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The Finance Director and other m<>mN>"t'S of the City's Investment committee
will represent the client in all dealings with the Investment Manager. It
will be the responsibility of the Finance Director to communicate and
coordinate with the city Commission actiIg as the Trustees of the Pension
Plan.
section VIII
APPLICABLE lAW
This Agreement shall be govemed by the applicable laws of the united states,
the state of Florida, and the Olarter and COde of Ordinances of the City of
Clea:rwa.ter .
IN WITNFSS WHEREOF, the parties hereto have set their hands and seals this
--1..C day of ~~ 1991.
Approved as to
Form and s:
Atteat~ -
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Mayor-Cammissioner
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CammiSS1aner
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city Attorney
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