ADMINISTRATIVE SERVCIES AGREEMENT PLAN NO. 9729
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ADMINISTRATIVE SERVICES AGREEMENT
Type: 401
Account Number: 9729
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Plan # 9t29
ADMINISTRATIVE SERVICES AGREEMENT
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~This Agreement, made as of the J,~1 day of ~+)-KVlf\~ 7-f./1(
, 199'l, (herein referred to as the "Inception Date"), between The International
City Management Association Retirement Corporation ("RC"), a nonprofit corporation
organized and existing under the laws of the State of Delaware; and the City of
Clearwater ("Employer") a City organized and existing under the laws of the State of
Florida with an office at 112 South Osceola Avenue, Clearwater, Florida 34616-5103.
Recitals
Employer acts as a public plan sponsor for a retirement plan ("Plan") with
responsibility to obtain investment alternatives and services for employees
participating in that Plan;
The ICMA Retirement Trust (the "Trust") is a common law trust governed
by an elected Board of Trustees for the commingled investment of retirement funds
held by state and local governmental units for their employees;
RC acts as investment adviser to the Trust; RC has designed, and the
Trust offers, a series of separate funds (the "Funds") for the investment of plan
assets as referenced in the Trust's principal disclosure document, "Making Sound
Investment Decisions: A Retirement Investment Guide." The Funds are available
only to public employers and only through the Trust and Re.
In addition to serving as investment adviser to the Trust, RC provides a
complete offering of services to public employers for the operation of employee
retirement plans including, but not limited to, communications concerning investment
alternatives, account maintenance, account record-keeping, investment and tax
reporting, form processing, benefit disbursement and asset management.
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Agreements
1.
Appointment of RC
Employer hereby designates RC as Administrator of the Plan to perform
all non-discretionary functions necessary for the administration of the Plan with
respect to assets in the Plan deposited with the Trust. The functions to be performed
by RC include:
(a) allocation in accordance with participant direction of individual
accounts to investment Funds offered by the Trust;
(b) maintenance of individual accounts for participants reflecting
amounts deferred, income, gain, or loss credited, and amounts disbursed as benefits;
(c) provision of periodic reports to the Employer and participants of the
status of Plan investments and individual accounts;
(d) communication to participants of information regarding their rights
and elections under the Plan;
(e) disbursement of benefits as agent for the Employer in accordance
with terms of the Plan;
(f) maintain all necessary and appropriate records with respect to
participant's accounts and employee census information;
(g) allocate contributions arising under the Plan to participant's in
accordance with the terms of the Plan and the information provided by the City;
(h) allocate participant account balances among the investments
selected by participants;
(i) post participant directed investment transfers, withdrawals,
distributions and dividends, interest and other earnings or losses to the participant's
accounts;
(j) value each participant's accounts and calculate each participant's
vested interest in each of his account balances as of December 31st of each year and
as of each day securities are traded on a national stock exchange, except regularly
scheduled holidays of the Employer or the Trustee;
(k) maintain up-to-date records regarding investment directions from
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Plan # 9t29
Plan participants; and
(I) maintain comprehensive records regarding Trust Investments,
participant's accounts, and participant directed investment elections for seven (7)
years before disposing of such records. At the close of the seven-year period, RC
shall provide the City with the opportunity to take possession of the records tot he
extent such possession would not be prohibited as a result of applicable law.
2.
Adoption of Trllst
Employer has adopted the Declaration of Trust of the ICMA Retirement
Trust and agrees to the commingled investment of assets of the Plan within the Trust.
Employer agrees that operation of the Plan and investment, management and
disbursement of amounts deposited in the Trust shall be subject to the Declaration
of Trust, as it may be amended from time to time and shall also be subject to terms
and conditions set forth in disclosure documents (such as the Retirement Investment
Guide or Employer Bulletins) as those terms and conditions may be adjusted from time
to time. It is understood that the term "Employer Trust" as it is used in the
Declaration of Trust shall mean this Administrative Services Agreement.
3.
Employer Duty to Fllrnish Information
Employer agrees to furnish to RC on a timely basis such information as
is necessary for RC to carry out its responsibilities as Administrator of the Plan,
including information needed to allocate individual participant accounts to Funds in
the Trust, and information as to the employment status of participants, and
participant ages, addresses and other identifying information (including tax
identification numbers). RC shall be entitled to rely upon the accuracy of any
information that is furnished to it by a responsible official of the Employer or any
information relating to an individual participant or beneficiary that is furnished by such
participant or beneficiary, and RC shall not be responsible for any error arising from
its reliance on such information. RC will provide account information in reports,
statements or accountings. All account discrepancies must be reported to RC within
120 days of the end of the annual reporting during which the discrepancy occurs.
After that time the report, statement, or accounting shall be deemed to have been
accepted by the Employer and the participants
4.
Certain Representations, Warranties, and Covenants
RC represents and warrants to Employer that:
(a) RC is a non-profit corporation with full power and authority to enter
into this Agreement and to perform its obligations under this Agreement. The ability
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of RC to serve as investment adviser to the Trust is dependent upon the continued
willingness of the Trust for RC to serve in that capacity.
(b) RC is an investment adviser registered as such with the Securities
and Exchange Commission under the Investment Advisers Act of 1940, as amended.
ICMA-RC Services, Inc. (a wholly owned subsidiary of RC) is registered as a broker-
dealer with the Securities and Exchange Commission (SEC) and is a member in good
standing of the National Association of Securities Dealers, Inc.
RC covenants with employer that:
(c) RC shall maintain and administer the Plan in compliance with the
requirements for plans which satisfy the qualification requirements of Section 401 of
the Internal Revenue Code; provided, however, RC shall not be responsible for the
qualified status of the Plan in the event that the Employer directs RC to administer the
Plan or disburse assets in a manner inconsistent with the requirements of Section 401
or otherwise causes the Plan not to be carried out in accordance with its terms.
Employer represents and warrants to RC that:
(d) Employer is organized in the form and manner recited in the opening
paragraph of this Agreement with full power and authority to enter into and perform
its obligations under this Agreement and to act for the Plan and participants in the
manner contemplated in this Agreement. Execution, delivery, and performance of this
Agreement will not conflict with any law, rule, regulation or contract by which the
Employer is bound or to which it is a party.
5.
Compensation and Payment
(a) Plan Administration Fee. The amount to be paid for plan
administration services under this Agreement shall be 0.75% per annum of the
amount of Plan assets invested in the Trust. Such fee shall be computed based on
average daily net Plan assets in the Trust.
(b) Account Maintenance Fee. There shall be an annual account
maintenance fee of $0.00. The account maintenance fee is payable in full on January
1 of each year on each account in existence on that date. For accounts established
after January 1, the fee is payable on the first day of the calendar quarter following
establishment and is prorated by reference to the number of calendar quarters
remaining on the day of payment.
(c) Compensation for Management Services to the Trust. Employer
acknowledges that in addition to amounts payable under this Agreement, RC receives
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fees from the Trust for investment management services furnished to the Trust,
except that this fee is not assessed in the Mutual Fund Series
(d) Mutual Fund Services Fee. There is an annual charge of 0.25% of
assets under management that are held in the Trust's Mutual Fund Series.
(e) Model Portfolio Fund Fee. There is an annual charge of 0.10% of
assets under management that are held in the Trust's Model Portfolio Funds.
(f) Payment Procedures. All payments to RC pursuant to this Section
5 shall be paid out of the Plan Assets held by the Trust and shall be paid by the Trust.
The amount of Plan Assets held in the Trust shall be adjusted by the Trust as required
to reflect such payments.
6.
Cllstody
Employer understands that amounts invested in the Trust are to be
remitted directly to the Trust in accordance with instructions provided to Employer
by RC and are not to be remitted to RC. In the event that any check or wire transfer
is incorrectly labeled or transferred to RC, RC is authorized, acting on behalf of the
transferor, to transfer such check or wire transfer to the Trust.
7.
Responsihility
RC shall not be responsible for any acts or omissions of any person other
than RC, it's officers, agents, employees and subcontractors hired or retained by RC
in connection with the administration or operation of the Plan.
8.
Ierm
This Agreement may be terminated without penalty by either party on
sixty days advance notice in writing to the other.
9.
Amendments and Arljllstments
(a) This Agreement may not be amended except by written instrument
signed by the parties.
(b) The parties agree that compensation for services under this
Agreement and administrative and operational arrangements may be adjusted as
follows:
RC may propose an adjustment by individual written notice to the
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Employer given at least 60 days before the effective date of the adjustment. Such
adjustment shall become effective unless, within the 60 day period before the
effective date the Employer notifies RC in writing that it does not accept such
adjustment, in which event the parties will negotiate with respect to the adjustment.
(c) No failure to exercise and no delay in exercising any right, remedy,
power or privilege hereunder shall operate as a waiver of such right, remedy, power
or privilege.
10. Notir.es
All notices required to be delivered under Section 9 of this Agreement
shall be delivered personally or by registered or certified mail, postage prepaid, return
receipt requested, to (i) Legal Department, ICMA Retirement Corporation, 777 North
Capitol Street, N.E., Suite 600, Washington, D.C, 20002-4240; (ii) Michael Roberto,
City Manager, at the office set forth in the first paragraph hereof, or to any other
address designated by the party to receive the same by written notice similarly given.
11. Complete Agreement
This Agreement shall constitute the sole agreement between RC and
Employer relating to the object of this Agreement and correctly sets forth the
complete rights, duties and obligations of each party to the other as of its date. Any
prior agreements, promises, negotiations or representations, verbal or otherwise, not
expressly set forth in this Agreement are of no force and effect.
12. Governing Law
This agreement shall be governed by and construed in accordance with
the laws of the State of Florida applicable to contracts made in that jurisdiction
without reference to its conflicts of laws provisions.
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In Witness Whereof, the parties hereto have executed this Agreement
as of the Inception Date first above written.
.~
ia E. GoudeE-u, City Clerk
CI~~ARWATER
by:
Signature/Date
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ATTEST:
N,CA,qe) T l0/Jeefo
Michael Roberto/City Manager
(Please Print)
INTERNATIONAL CITY MANAGEMENT
ASSOCIATION RETIREMENT
CORPORA TION
t!-JrA~ t-2S-ff
bY:paul Gallag~~
Corporate Secretary
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