AGREEMENT FOR INVESTMENT EVALUATION CONSULTANT SERVICES
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AGREEMENT FOR INVESTMENT EVALUATION CONSULTANT SERVICES
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THIS AGREEMENT made and entered into this~ay of ~ ,2006, by
and between the CITY OF CLEARWATER GENERAL EMPLOYEES' PENSION FUND(hereinafter
referred to as "the Fund" or "Pension Fund") and DAHAB ASSOCIATES, INC., a corporation-for-
profit (hereinafter referred to as "Consultant").
WIT N E SSE T H:
WHEREAS, the Fund is desirous of hiring the Consultant for the purpose of providing
certain investment evaluation services to the Board (particularly, an investment manager search);
WHEREAS, Consultant is desirous of providing those services for the Fund; and
NOW, THEREFORE, in consideration of the promises and mutual covenants contained in
this Agreement, the parties agree as follows:
1. The Consultant shall perform an investment manager search for the City of
Clearwater General Employees' Pension Fund.
2.
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3. Information needed to conduct the search will be provided to Consultant. Consultant
will rely on those records as the official records of the Pension Fund. Should additional information
be needed by the Consultant, the Fund shall execute such releases as are necessary to secure
such information. The Consultant is entitled to reasonably rely on information provided by the
Fund, its agents or investment advisors and the Consultant will, to the best of its ability, notify the
Fund of any material discrepancy that it may find between the official records and the reports and
records of the investment advisors.
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4. The Fund shall pay the Consultant in accordance with Schedule A, attached to this
Agreement. The fee shall be paid in one lump sum upon delivery of the completed study.
5. The Consultant certifies that it is professionally qualified as an independent
consultant to perform this manager search and to evaluate the performance of professional money
managers that may be selected to invest the assets of the Pension Fund.
6. This Agreement shall be governed by the laws of the State of Florida. Venue for
resolution of any dispute under the terms of this Agreement shall be in Pinellas County, Florida.
7. The parties further agree:
a. In the event of any legal action arising out of the enforcement or
interpretation of this Agreement, the prevailing party shall be entitled to
recover its costs and attorneys' fees.
b. The Fund represents that a person authorized to transact business for the
Pension Fund has determined that the services hereunder, to the extent that
they are paid for by the Pension Fund, inure solely to the benefit of the
Pension Fund and that, under the governing instruments of the Pension
Fund and/or the Board, and the laws to which the Board and/or the Pension
Fund is subject, the services are a proper and permissible expense.
c. The parties hereby represent and warrant that they have full power,
authority and capacity to execute and deliver this Agreement and to perform
their respective obligations under this Agreement, and that this Agreement
has been duly executed and delivered by the parties and constitutes a legal,
valid, and binding obligation of the parties, and is enforceable against the
parties in accordance with its terms, except as enforcement may be limited
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by bankruptcy, insolvency, moratorium or other laws affecting the
enforcement of creditors' rights.
d. The Consultant represents that it is an investment advisor registered with
the Securities and Exchange Commission under the Investment Advisors
Act of 1940.
e. The parties to the contract recognize that the Board is not governed by
ERISA. However, in all of its relations with the Board, the Consultant will
utilize the skill, care, prudence and diligence which a prudent person acting
in a like capacity and familiar with such matters would use in the conduct of
an activity of a like character and purpose. The Consultant recognizes that
its primary obligation under this Agreement is to the Board and members of
the Pension Fund, and that it will place the interest of the Board and the
members above all others and will not enter into any agreement or take any
action contrary to that obligation. The Consultant will be governed in all of
its activities by Chapter 112, Part VII, Florida Statutes, including, but not
limited to, the standards applicable to providers of services to retirement
plans in Section 112.656, Florida Statutes.
f. The Consultant agrees to disclose, in writing, to the Board, within seven
business days if the Consultant becomes the subject of an investigation by
the Securities and Exchange Commission for alleged breach of federal
securities laws; an investigation by the U. S. Department of Justice for
allegations relating to violation of federal securities laws or related
allegations of fraud; or if the Consultant is named as the defendant in any
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civil action alleging fraud, negligence or breach of fiduciary responsibility in
connection with its consulting duties.
g. The Consultant and its employees will not render any legal, accounting or
actuarial advice, and will not prepare any legal, accounting or actuarial
documents. The Consultant encourages the Board to obtain such services
from competent professionals.
h. The Consultant will treat confidentially, by not disclosing to unaffiliated
persons, information furnished by the Board to the Consultant hereunder
without the Board's consent except: (I) incident to a subcontract or service
contract entered into by the Consultant to assist in performing services
hereunder, (ii) in connection with an audit or regulatory examination, or (iii)
as may otherwise be legally required.
8. This Agreement shall commence on the day and year first above written. The Fund
may terminate this Agreement upon thirty (30) days' written notice, with or without cause. The
Consultant may terminate this Agreement upon ninety (90) days' written notice, with or without
cause.
9. No assignment of this Agreement shall be made by the Consultant without the prior
written consent of the Board.
10. Professional Liability insurance shall be maintained by the Consultant during the life
of this Agreement, with the following limit of liability:
Professional Liability $1,000,000.
The Consultant shall provide the Fund with proof of insurance within 7 business days of execution
of this Agreement.
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IN WITNESS WHEREOF, the parties here have duly executed this Agreement on the day
and year above written.
ATTEST:
Byg ,~
Signature
Countersigned:
DAHAB ASSOCIATES, INC.
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By' <' ..
. - - RI HARD E. DPi AB, PRESIDENT
CITY OF CLEARWATER, FLORIDA
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~nk V. Hibbard ' William B. Horne II
Trustee
Pension Attorney
City Manager
Attest:
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~Cynthia E. Goudeau '. ",.' '. '. ..' "'.,." -
City Clerk
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SCHEDULE A
The Fund shall compensate the Consultant for a hard dollar fee of $15,000 (Payment Amount)
to cover the cost of the investment manager search. Included within this fee is the cost of
attendance (inclusive of actual travel expenses) at two Investment Committee meetings to
present the results of the search/study.
\lIp\030014\Dahab Consulting Agreement - revised