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HomeMy WebLinkAboutAgenda Report - May 5, 1993 (52)4 4 CITY OF LODI COUNCIL COMMUNICATION � a AGENDA TITLE: Consideration of Additional Deferred Compensation Provider MEETING DATE: May 5, 1993 PREPARED BY: Assistant City Manager RECOMMENDED ACTION: That the City Council authorise the City Manager to execute a contract with ICMA Retirement Corporation as a co -administrator with Great Western Bank of the City of Lodi's Deferred Compensation Plan. BACKGROUND: The Deferred Compensation Committee has heard from a number of employees, some dissatisfaction with the interest rates being offered by Great Western Bank and, to a lesser degree, some lack of clarity in the quarterly statements. The latter is a minor irritant, but is ongoing. Great Western is reluctant to guarantee participants anything over a 30 -day Treasury Sill rate and requires "rolling" money over periodically. They do offer FDIC insurance on accounts which to some employees is of paramount concern. ICMA offers a full range of investment options which includes some investments with a higher return. The Deferred Compensation Committee does feel that it would be beneficial to the participating employees to have the option of more than one Plan. The Committee feels that option should be ICMA Retirement Corporation. Deferred Compensation is the only business ICMA Retirement Corporation is involved in and is not a subsidiary or adjunct of a banking or insurance operation. Many cities throughout the State use ICMA and the reports we have received from them are highly satisfactory. FUNDING: As with Great western Bank, there is no cost to the City. The direct cost of administering the program is borne by the participants. Respectfully submitted, 11: ! v Je?ry iJ Glenn Assistant City Ma.naver APPROVED: JGDEFCMP.2/TXTA.01V C►ty Manager RESOLUTION NO. 93-56 A RESOLUTION OF THE LODI CITY COUNCIL APPROVING A CONTRACT WITH INTERNATIONAL CITY MANAGER'S ASSOCIATION (ICMA) RETIREMENT CORPORATION AS A CO-ADMINISTRATO" WITH GREAT WESTERN BANK OF THE CITY OF LODI'S DEFERRED COMPENSATION PLAN BE IT RESOLVED, that the Lodi City Council does hereby approve and authorize the City Manager to execute a contract with ICMA Retirement 'Corporation as a co -administrator with Great Western Bank of the City of Lodi's Deferred Compensation Plan, a copy of which Plan and contract is on file in the office of the City Clerk. Dated: May 5, 1993 I hereby certify that Resolution No. 93-56 was passed and adopted by the Lodi City Council in a regular meeting held May 5, 1993 by the following vote: Ayes: Council Members - Noes: Council Members - Absent: Council Members - Jennifer M. Perrin City Clerk 93-56 RES9356/TXTA.01V ICMA RETIREMENT CORPORATION ADMINISTRATIVE SERVICES AGREEMENT Type: 457 Account Number: 3862 Plan # 3862 ADMINISTRATIVE SERVICES AGREEMENT ICMA RETIREMENT CORPORATION This Agreement, made as of the day of 199 , (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 Lodi ("Employer") a City organized and existing under the laws of the State of California with an office at 221 West Pine Street, Lodi, California 95241. Recitals Employer acts as a public plan sponsor for a retirement pian ("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 RC. 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. -2- Agreements 1. Appointment of RC ICMA P,dn # 3862 RKTIRF.MENT CORPORATION 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 toss 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; and (e) disbursement of benefits as agent for the Employer in accordance with terms of the Plan. 2. Adoption of Trust 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 Dutv to Furnish 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 -3- 1CM % Plan # 3862 RETIREMENT CORPORATION 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. if within ninety (90) days after the mailing of any report, statement or accounting to the Employer or a participant, the Employer or participant has not notified RC in writing of any error or objection, such report. statement, or accounting shall be deemed to have been accepted by the Employer and the participants. 4. Certain Reoreserttons. 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 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 eligible deferred compensation plans under Section 457 of the Internal Revenue Code; provided, however, RC shall not be responsible for the eligible 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 457 or otherwise causes the Plan not to be carried out in accordance with its terms; provided, further,that if the plan document used by the Employer contains terms that differ from the terms of RC's standardized plan document, RC shall not be responsible for the eligible status of the Plan to the extent affected by the differing terms in the Employer's plan document. 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 pa. ty. 4 r Ic mA Platt Ar 3862 RETIRENIENT CORPORATION 5. Participation in Certain Proceedings The Employer hereby authorizes RC to act as agent, to appear on its behalf, and to join the Employer as a necessary party in all legal proceedings involving the garnishment of benefits or the transfer of benefits pursuant to the divorce or separation of participants in the Employer Plan. The Employer consents to the disbursement by RC of benefits that have been garnished or transferred to a former spouse, spouse or child pursuant to a domestic relations order. 6. Compensation and Payment (a) Plan Administration Fee. The amount to be paid for plan administration services under this Agreement shall be 0.9% per annum of the amount of Plan assets invested in the Trust. Such fee shall be computed and paid monthly on plan assets in the Trust at the end of each month. (b) Account Maintenance Fee. There shall be an annual account maintenance fee of S0.00. 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 Advisory Services to the Trust. Employer acknowledges that in addition to amounts payable under this Agreement, RC receives fees from the Trust for investment advisory services furnished to the Trust. (d) Payment Procedures. All payments to RC pursuant to this Section 6 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. 7. Custody. 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 labelled or transferred to RC, RC is authorized, acting on behalf of the transferor, to transfer such check or wire transfer to the Trust. 8. Resoonsibilitv RC shall not be responsible for any acts or omissions of any person other than RC in connection with the administration or operation of the Plan. -5- 1 Plan # 3862 9. Term ICttA RETIREMENT CORPORATION This Agreement may be terminated without penalty by either party on sixty days advance notice in writing to the other. 10. Amendments and Adiustments (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 written notice to the Employer given at least 60 days before the effective date of the adjustment and the notice may appear in disclosure documents such as Employer Bulletins and the Retirement Investment Guide. 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 RC shall be under no obligation to provide services under this Agreement. (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. 11. Notices All notices required to be delivered under this Agreement shall be delivered personally or by registered or certified mail, postage prepaid, return receipt requested, to (i) RC at 777 North Capitol Street, N.E., Suite 600, Washington, D.C. 20002-4240; (ii) Employer 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. 12. Comolete 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. - 6 - ICJMA PIaii # 3862 RETIREMENT CORPORATION 13. Qovernino Law This agreement shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto have executed this Agreement as of the Inception Date first above written. CITY OF LODI by: Signature/Date Name and Title (Please Print) INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION by: Stephen Wm. Nordholt/Date Corporate Secretary 7 ICMA Retirement 457 Deferred Comp R .p • Declarati the ICMA Re Retain this boo � - 1 USING THE 457 DEFERRED COMPENSATION PLAN RETAIN BOOKLET This Booklet includes: • Plan Document • Declaration of Trust of the ICMA Retirement Trust This is one of two booklets containing information relating to your 457 Deferred Compensation Plan with the ICMA Retirement Corporation. Please read the information and retain it for your files. If you have any questions concerning information in this booklet, contact the Client Services staff, toll-free at (800) 326-7272. 23. • Deterred Coroperisatioir% Platy% Docurr‘etlt kAppeodix Pk) „ DEFERRED COMPENSATION PLAN DOCUMENT ARTICLE 1. INTRODUCTION The Employer hereby establishes the Employers Deterred Compensation Plan, hereinafter referred to as the -Plan The Plan consists of the provisions set forth in this document The primary purpose of this Plan is to provide retirement income and other deferred benefits to the Employees of the Employer in accordance with the provisions of Section 45' of the Internal Revenue Code of 1986. as amended (the -Code-) This Plan shall be an agreement solely between the Employer and participating Employees. ARTICLE II. DEFINITIONS Section 2.01 Account: The bookkeeping account maintained for each Participant retlecu:ng the cu - mutative amount cif the Participant's Deterred Com- pensation. including any income. gains. losses, or increases or decreases in market value attributable to the Employer's investment of the Participant's Deferred Compensation, and further reflecting any distributions to the Participant or the Participant's Beneficiary and any fees or expenses charged against such Participant's Deferred Compensation. Section 2.02 Administrator: The person or persons named to carry out certain nondiscretionary ad- ministrative functions under the Plan. as hereinafter described. The Employer may remove any person as Administrator upon 60 days advance notice in writing to such person, in which case the Employer shall name another person or persons to act as Administrator. The Administrator may resign upon 60 days' advance notice in writing to the Employer. in which case the Employer shall name another person or persons to act as Administrator. Section 2.03 Beneficiary: The person or persons desig- nated by the Participant in his Joinder Agreement who shall receive any benefits payable hereunder in the event of the Participant's death_ In the event that the Participant names two or more Beneficiaries. each Beneficiary shall be entitled to equal shares of the benefits payable at the Participant's death. un- less otherwise provided in the Participant's Joinder Agreement. If no beneficiary is designated in the Joinder Agreement, if the Designated Beneficiary predeceases the Participant. or it the designated Beneficiary does not survive the Participant tor a period of fifteen (15) days, then the estate of the Participant shall be the Beneficiary. Section 2.04 Deferred Compensation: The amount of Normal Compensation otherwise payable to !he Participant which the Participant and the Employer mutuaiy agree to defer hereunder. any amount credited to a Participant's Account by reason of a transfer under section 6.03. or any other amount which the Employer agrees to credit to a Participants Account. Section 2.05 Employee: Any individual who provides services for the Employer. whether as an employee of the Employer or as an independent contractor 09:89 and who has been designated by thio Ernorover as ehg t ie to participate in the Plan Section 2.06 includible Compensation: The amount ot an Employee's compensation from the Employer for a t: able year that is attributable so seivices per- formed for the Employer ar id that is inaudible rt the Employee's gross income for the Taxable year for federal incrxme tax purposes. such term does not include any amount excludable trorn gross income under ttns Plan or any other plan desenbed m Section 457(t) 0l the Code or any oiler amount excludable horn gross income for teiderar rename tax purposes. Includible Compensation shall be deter- mined without regard 10 -ny community property laws Section 2.07 Joinder Agreement: An agreement en- tered '*tto between an. ErryMoyec ono :rue E+roto'7C. including any amendments or moduficstionsthereof Such agreement shall nix the amount d Deterred Cornpensabon. specify a preference among fie investment alternatives designated by Me Employer. despnate ate Employee's Beneaciaty or Benehpra- nes. are incorporate the terms. conditions. and provisions of the Plan by reference. Section 2.08 Normal Compensation: The amount of compensation which would be payable 10 a Partici- pant by the Employer for a taxable year R no Joinder Agreement were m effect to deter compensation under ens Plan. Section 2.09 Normal Retirement Age: Age 70-12. un Less the Participant has elected an alternate Normal Retirement Age by written instrument deevered 10 the Administrator prior to Separation train Service A Participant's Normal Retirement Age - the period during which a Partuypartt may utilize the catch-up limitation of Section 5.02 hereunder. Once a Participant has to any extent utilized the cacti -up Irritation of Section 5.02, hisitter Normal Retire- ment age may not be changed. A participant's alternate Normal Reirertrertt Rte may not be easter than the earliest date teat isle Participate will become eligible to retire and receive unreduced retirement benefitsumderlhe Employers basic retirement plan covering tine Participant and may not be later than the date me Participate we attain•. age 70-1/2. If a Participant contw.i esemplor- ment after attaining age 70-1/2, not hang previ- ously elected an aRemate Normal Retirement Age. the Participant's alternate Normal Retirement Age shall not be later than the mandatory retirement age. it any. established by the Employer. or the age at which the Participant actually separates horn ser- vice it the Employer has no mandatory retirement age. it the Participant will not become eligible to receive benefits under a basic retirement pian maintained by the Employer. the Participant's after - nate Normal Retirement Age may not be earlier than age 55 and may not be later than age 70-1/2. Section 2.10 Participant: Any Employee who has paled the Plan pursuant to the requirements ot Amide P/. Section 2.11 Plan Year: The calendar year. Section 2.12 Retirement: The first date upon which both of the following shall have occurred with respect to a participant: Separation from Service and attain- ment of age 65. Section 2.13 Separation from Service: Severance of the Participant's employment with the Employer which constitutes a "separation from service' within the meaning of Section 402(e)(4)(A)(iii) of the Code. In general, a Participant shall be deemed to have severed his employment with the Employer for pur- poses of this Plan when, in accordance with the established practices of the Employer, the employ- ment relationship is considered to have actually terminated. In the case of a Participant who is an independent contractor of the Employer, Separation from Service shall be deemed to have occurred when the Participant's contract under which ser- vices are performed has completely expired and terminated, there is no foreseeable possibility that the Employer will renew the contract or enter into a new contract for the Participant's services, and it is not anticipated that the Participant will become an Employee of the Employer. ARTICLE 1I1. ADMINISTRATION Section 3.01 Duties of Employer: The Employer shall have the authority to make all discretionary decisions affecting the rights or benefits of Participants which may be required in the administration of this Plan. Section 3.02 Duties of Administrator. The Adminis- trator, as agent for the Employer, shall perform nondiscretionary administrative functions in con- nection with the Plan. including the maintenance of Participants' Accounts. the provision of periodic reports of the status of each Account. and the disbursement of benefits on behalf of the Employer in accordance with the provisions of this Plan. ARTICLE IV. PARTICIPATION IN THE PLAN Section 4.01 Initial Participation: An Employee may become a Participant by entering into a Joinder Agreement prior to the beginning of the calendar month in which the Joinder Agreement is to become effective to defer compensation not yet eamed. Section 4.02 Amendment of Joinder Agreement: A Participant may amend an executed Joinder Agreement to change the amount of compensation not yet eamed which is to be deferred (including the reduction of such future deferrals to zero) or to change his investment preference (subject to such restrictions as may result from the nature or terms of any investment made by the Employer). Such amendment shall become effective as of the begin- ning of the calendar month commencing after the date the amendment is executed. A Participant may at any time amend his Joinder Agreement to change the designated Beneficiary, and such amendment shall become effective immediately. ARTICLE V. LIMITATIONS ON DEFERRALS Section 5.01 Normal Limitation: Except as provided in section 5.02, the maximum amount of Deferred Compensation for any Participant for any taxable year shall not exceed the lesser of 57.500.00 or 33- 1/3 percent of the Participant's Includible Compen- sation for the taxable year. This limitation wilt ordi- narily be equivalent to the lesser of 57.500.00 or 25 percent of the Participant's Normal Compensation Section 5.02 Catch -Up Limitation: For each of the last three (3) taxable years of a Participant ending be- fore his attainment of Normal Retirement Age, the maximum amount Of Deferred Compensation shall be the lesser of: (1) $15,000 or (2) the sum of (t) the Normal Limitation for the taxable year, and (ti) the Normal Limitation for each pnor taxable year of the Participant commencing atter 1978 less the amount of the Participant's Deferred Compensation for such prior taxable years. A prior taxable year shall be taken into account under the preceding sentence only if (i) the Participant was eligible to participate in the Plan for such year (or in any other eligible deferred compensation plan established under Section 457 of the Code which is properly taken into account pursuant to regulations under section 457), and (ii) compensation (if any) deferred under the Plan (or such other plan) was subject to the deferral limitations set forth in Section 5.01. Section 5.03 Other Plans: The amount excludable from a Participant's gross income under this Plan or any other eligible deferred compensation plan under section 457 of the Code shall not exceed 57.500-00 (or such greateramounl allowed under Section 5.02 of the Pian). less any amount excluded from gross income under section 403(b), 402(a)(8), or 402 (hX1)(8) of the Code, or any amount with respect to which a deduction is allowable by reason of a contribution to an organization described in section 501(c)(18) of the Code. ARTICLE VI. INVESTMENTS AND ACCOUNT VALUES Section 6.01 Investment of Deferred Compensation: AU investments of Participant's Deferred Compen- sation made by the Employer, including all property and rights purchased with such amounts and all income attributable thereto. shall be the sole prop- erty of the Employer and shall not be held in trust for Participantsorascollateral security for the fulfillment of the Employer's obligations under the Plan. Such property shall be subject to the claims of general creditors of the Employer, and no Participant or Beneficiary shall have any vested interest or secured or preferred position with respect to such property or have any claim against the Employer except as a general creditor. Section 6.02 Crediting of Accounts: The Participant's Account shall reflect the amount and value of the investments or other property obtained by the Em- ployer through the investment of the Participant's Deferred Compensation. It is anticipated that the Employer's investments with respect to a Partici- pant will conform 10 the investment preference specified in the Participant's Joinder Agreement. but nothing herein shall be construed to require the Employer to make any particular investment of a Participant's Deferred Compensation. Each Partici- pant shall receive periodic reports. not less frequently than annually. showing the then -current value of his Account. Section 6.03 Transfers: (a) Incoming Transfers: A transfer may be accepted from an eligible deferred compensation plan maintained by another employer and credited to a Participant's Account under the Plan if (i) the Participant has separated from service with that employer and become an Employee of the Employer, and (ii) the other employer's plan pro- vides that such transfer will be made. The Employer may require such documentation from the prede- cessor plan as it deems necessary to effectuate the 1 transfer, to confirm that such plan is an eligible deferred compensation plan within the meaning of Section 457 of the Code. and to assure that transfers are provided for under such plan. The Employer may refuse to accept a transfer in the form of assets. other than cash. unless the Employer and the Administrator agree to hold such other assets under the Plan. Any such transferred amount shall not be treated as a deferral subject to the limitations of Article V, except that. for purposes of applying the limitations of Sections 5.01 and 5.02. an amount deferred dunng any taxable year under the plan from which the transfer is accepted shall be treated as if it has been deferred under this Plan during such taxable year and compensation paid by the transferor employer shall be treated as if it had been paid by the Employer. (b) Outgoing Transfers: An amount may be trans- ferred to an eligible deferred compensation plan maintained try another employer, and charged to a Participant's Account under this Plan, if (i) the Par- ticipant has separated from service with the Em- ployer and become an employee of the other em- ployer, (ii) the •'ther employer's plan provides that such transfer will be accepted, and (in) the Partici- pant and the employers have signed such agree- ments as are necessary to assure that the Employers liability to pay benefits to the Participant has been discharged and assumed by the other employer. The Employer may require such documentation from the other plan as it deems necessary 10 effec- tuate the transfer, to confirm that such plan is an eligible deferred compensation plan within the meaning of section 457 of the Code. and to assure that transfers are provided for under such plan. Such transfers shall be made only under such circumstances as are permitted under section 457 of the Code and the regulations thereunder. Section 6.04 Employer Liability: In no event shall the Employer's liability to pay benefits to a Participant under Article VI exceed the value of the amounts credited to the Participant's Account; the Employer shall not be liable for losses arising from deprecia- tion or shrinkage in the value of any investments acquired under this Plan. ARTICLE VII. BENEFITS Section 7.01 Retirement Benefits and Election on Separation from Service: Except as otherwise provided in this Article VII, the distribution of a Participant's Account shall commence as of April 1 of the calendar year after the Plan Year of the Participant's Retirement, and the distribution of such Retirement benefits shall be made in accordance with one of the payment options described in Sec- tion 7.02. Notwithstanding the foregoing, the Partici- pant may irrevocably elect within 60 days following Separation from Service to have the distribution of benefits commence on a fixed or determinable date other than that described in the preceding sentence which is at least 60 days after the date such election is delivered in writing to the Employer and forwarded to the Administrator. but not later than April 1 of the year following the year of the Participant's Retire- ment or attainment of age 70-1/2, whichever is later. Section 7.02 Payment Options: As provided in Sections 7.01, 7.04, and 7.05, a Participant or Beneficiary, may elect to have the value of the Participant's Account distributed in accordance with one of the following payment options, provided that such op- tion is consistent with the limitations set forth in Section 7.03: (a) Equal monthly, quarterly, semi-annual or annual . payments in an amount chosen by the Participant. continuing until his Account is exhausted; (b) One lump -sum payment; (c) Approximately equal monthly, quarterly, semi- annual or annual payments, calculated to continue for a period certain chosen by the Participant. (d) Annual Payments equal to the minimum distnbutions required under Section 401(a)(9) of the Code over the life expectancy of the Participant or over the lite expectancies of the Participant and his/her Beneficiary. (e) Payments equal to payments made by the issuer of a retirement annuity policy acquired by the Employer. (f) Any other payment option elected by the Participant and agreed to by the Employer and Administrator, provided that such option must provide for substantially nonincxeasing payments for any period after the latest benefit commencement date under Section 7.01. A Participant's or Beneficiary's election of a payment option must be made at least 30 days before the payment of benefits is to commence. if a Participant or Beneficiary fails to make a timely election of a payment option, benefits shall be paid monthly under option (c) above for a period of five years. Section 7.03 Limitation on Options: No payment option may be selected by a Participant or Beneficiary under Sections 7.02, 7.04, or 7.05 unless it satisfies the requirements of Sections 401(a)(9) and 457(d)(2) of the Code, including that payments commencing before the death of the Participant shad satisfy the incidental death benefits requirement under Section 457(d)(2)(B)(i)(t). Unless otherwise elected by the Participant, all determinations under Section 401(a)(9) shall be made without recalculation of life expectancies. Section 7.04 Post-retirement Death Benefits: (a) Should the Participant die after he/she has begun to receive benefits under a payment option, the remaining payments, if any, under the payment option shall be payable to the Participant's Beneficiary commenc- ing within the 30 -day period commencing with the 61st day after the Participant's death. unless the Beneficiary elects payment under a different pay- ment option that is available under Section 7.02 within 60 days of the Participant's death. Any different payment option elected by a Beneficiary under this section must provide for payments ata rate that is at least as rapid as under the payment option that was applicable to the Participant. In no event shall the Employer or Administrator be liable to the Beneficiary for the amount of any payment made in the name of the Participant before the Administrator receives proof of death of the Participant. (b) If the designated Beneficiary does not continue to live for the remaining period of payments under the payment option. then the commuted value of any remaining payments under the payment option shall be pard in a lump sum to the estate of the Benefi- ciary. In the event that the Participant's estate is the Beneficiary, the commuted value of any remaining payments under the payment option shall be paid to the estate in a lump sum. Section 7.05 Pre -retirement Death Benefits: (a) Should the Participant die before he/she has begun to receive the benefits provided by Section 7.01, the value of the Participant's Account shall be payable to the Beneficiary commencing within the 30 -day period commencing on the 91st day after the Participant's death. unless the Beneficiary irrevocably elects a different fixed or determinable benefit com- mencement date within 90 days of the Participant's death. Such benefit commencement date shall be not later than the later of (i) December 31 of the year following the year of the Participant's death. or (ii) if the Beneficiary is the Participant's spouse. December 31 of the year in which the Participant would have attained age 70-1/2. (b) Unless a Beneficiary elects a different payment option prior to the benefit commencement date. death benefits under this Section shall be paid in approximately equal annual installments over five years, or over such shorter period as may be neces- sary to assure that the amount of any annual install- ment is not less than S3,500. A Beneficiary shall be treated as if he/she were a Participant tor purposes of determining the payment options available under Section 7.02. provided. however. that the payment option chosen by the Beneficiary must provide for payments to the Beneficiary over a period no longer than the life expectancy of the Beneficiary. and provided that such period may not exceed fifteen (15) years if the Beneficiary is not the Participant's spouse. (c) In the event that the Beneficiary dies before the payment of death benefits has commenced or been completed. the remaining value of the Participant's Account shall be paid to the estate of the Beneficiary in a lump sum. In the event that the Participant's estate is the Beneficiary, payment shall be made to the estate in a lump sum. Section 7.06 Unforeseeable Emergencies: (a) in the event an unforeseeable emergency occurs. a Par- ticipant may apply to the Employer to receive that part of the value of his Account that is reasonably needed to satisfy the emergency need. If such an application is approved by the Employer, the Partici- pant shall be paid only such amount as the Employer deems necessary to meet the emergency need, but payment shall not be made to the extent that the financial hardship may be relieved through cessa- tion of deferral under the Plan. insurance or other reimbursement, or liquidation of other assets to the extent such liquidation would not itself cause severe financial hardship. (b) An unforeseeable emergency shall be deemed to involve only circumstances of severe financial hardship to the Participant resulting from a sudden unexpected illness, accident, or disability of the Participant or of a dependent (as defined in Section 152(a) of the Code) of the Participant, loss of the Participant's property due to casualty. or other simi- lar and extraordinary unforeseeable circumstances arising as a result of events beyond the control of the Participant. The need to send a Participants child to college or to purchase a new home shall not be considered unforeseeable emergencies The deter - ruination as to whether such an unforeseeable emergency exists shall be based on the merits of each individual case: Section 7.07 Transitional Rule for Pre -1989 Benefit Elections: In the event that. prior to January 1 1989. a Participant or Beneficiary has commenced re- ceiving benefits under a payment option or has irrevocably elected a payment option or benefit commencement date. then that payment option or election shall remain in effect notwithstanding any other provision of this Plan. ARTICLE VIII. NON -ASSIGNABILITY Section 8.01 In General: Except as provided in Section 8.02, no Participant or Beneficiary shall have any right to commute, sell, assign, pledge, transfer or otherwise convey or encumber the nght to receive any payments hereunder. which payments and rights are expressly declared to be non -assignable and non -transferable. Section 8.02 Domestic Relations Orders: (a) Allow- ance of Transfers: To the extent required under a final judgment, decree. or order (including approval of a property settlement agreement) made pursuant to a state domestic relations law, any portion of a Participant's Account may be paid or set aside for payment to a spouse. former spouse. or child of the Participant. Where necessary to carry out the terms of such an order, a separate Account shall be established with respect to the spouse. former spouse. or child who shall be entitled to make investment selections with respect thereto in the same manner as the Participant: any amount so set aside for a spouse, former spouse, or child shall be paid out in a lump sum at the earliest date that benefits may be paid to the Participant, unless the order directs a different time or form of payment. Nothing in this Section shall be construed to autho- rize any amount to be distributed under the Plan at a time or in a form that isnot permitted under Section 457 of the Code. Any payment made to a person other than the Participant pursuant to this Section shall be reduced by required income tax withhold- ing; the fact that payment is made to a person other than the Participant may not prevent such payment from being includible in the gross income of the Participant tor withholding and income tax reporting purposes. (b) Release from Liability to Participant: The Employer's liability to pay benefits to a Participant shall be reduced to the extent that amounts have been paid or set aside for payment to a spouse, former spouse, or child pursuant to paragraph (a) of this Section. No such transfer shall be effectuated unless the Employer or Administrator has been provided with satisfactory evidence that the Em- ployer and the Administrator are released from any further claim by the Participant with respect to such amounts. The Participant shalt be deemed to have released the Employer and the Administrator from any claim with respect to such amounts, in any case in which (i) the Employer or Administrator has been served with legal process or otherwise joined in a proceeding relating to such transfer. (ii) the Partici- pant has been notified of the pendency of such proceeding in the manner prescribed by the law of the jurisdiction in which the proceeding is pending for service of process in such action or by mail from the Employer or Administrator to the Participant's last known mailing address. and (Hi) the Partici- pant tails to obtain an order of the court in the proceeding rebeving the Employer or Administra- tor from the obbgation to comply with the judg- ment, decree, or order. (c) Participation in Legal Proceedings: The Em- ployer and Administrator shall not be obligated to defend against or set aside any tudgment, decree. or order descnbed in paragraph (a) or any legal order relating to the garnishment of a Participant's benefits. unless the Lull expense of such legal action is borne by the Participant. In the event that the Panicrpant s action (or inaction) nonetheless causes Me Employer or Administratorto incur Suet) expense. the amount of the expense may be charged against the Participant's Account and thereby reduce the Employer's obligation to pay benefits to the Partici- pant. In the course of any proceeding relating to divorce, separation, or Child support, the Employer and Administrator shall be authorized to drsdose information relating to the Participant's Account to the Participant's spouse. former spouse. or child (including the legal representatives of the spouse. former spouse, or child). or to a court. ARTICLE IX. RELATIONSHIP TO OTHER PLANS AND EMPLOYMENT AGREEMENTS This plan serves in addition to any other retirement. pension. or benefit plan or system presently in existence or hereinafter established for the benefit of the Employer's employees. and participation hereunder shall not affect benefits receivable under any such plan or system. Nothing contained in this Plan shall be deemed to constitute an employment contract or agreement between any Partici- pant and the Employer or to give any Participant the nght to be retained in the employ of the Employer. Nor shall anything herein be construed to modify the terms of arty employment contract or agreement between a Participant and the Employer. ARTICLE X. AMENDMENT OR TERMINATION OF PLAN The Employer may at any time amend this Plan provided that it transmits such amendment in writing to the Administra- tor at least 30 days pnor to the effective date of the amend- ment. The consent of the Administrator shalt not be required in order for such amendment to become effective. but the Administrator shall be under no obligation to continue acting as Administrator hereunder it it disapproves of such amend- ment. The Employer may at any time terminate this Plan. The Administrator may at any time propose an amend- ment to the Plan by an instrument in wnting transmitted to the Employer at Least 30 days before the effective date of the amendment. Such amendment shall become effective un- less. within such 30 -day period. the Employer notifies the Administrator in wnting that it disapproves such amendment. in which case such amendment shall not become effective. In the event of such disapproval. the Administrator shall be under no obbgation to continue acting as Administrator hereunder. If this Plan document constitutes an amendment and restatement of me Plan as previously adopted by the Employer. the amendments contained herein shall become effective on January 1, 1989, and the terms of the preceding Plan document shall remain in effect through December 31, 1988. Except as may be required to maintain the status of the Plan as an etigtbte deterred compensation plan under Section 457 of the Code or to comply with other applicable laws. no amendment or termination of the Plan shall divest any Participant of any rights with respect to compensation de- ferred before the date of the amendment or termination. ARTICLE XI. APPLICABLE LAW This Plan shall be construed under the laws of Rte state where the Employer is located and is established with the intent that 4 meet the requirements of an -eligible deterred compensation plan under Section 457 of the Code. as amended. The provisions of this Plan shall be interpreted wherever possible in conformity with the requirements of that section, ARTICLE XtI. Any notice to a party of this plan document shall be given at the last address provided in writing from one party to another pat, . Any notice such matted shall be determined to have been received by such party. -1 ICMA RETIREMENT CORPORATION DECLARATION OF TRUST OF ICMA RETIREMENT TRUST ARTICLE I. NAME DEFINITIONS Section 1.1 Name: The Name of the Trust. as amended and restated hereby. is the ICMA Retirement Trust Section 1.2 Definitions: Wherever they are used herein, She following terms shall have the following respective meanings: (a) Bylaws. The bylaws referred to in Section 4.1 hereof. as amended from time to time. (b) Deferred Compensation Plan. A deferred compensation plan established and maintained by a Public Employer for the purpose of providing retirement income and other deterred benefits to its employees in accordance with the provision of section 457 of the Internal Revenue Code of 1954. as amended. (c) Employees. Those employees who participate in Qualified Plans. (d) Employer Trust. A trust created pursuant to an agreement between RC and a Public Employer for the purpose of investing and administenng the funds set aside by such Employer in connection with its Deferred Compensation agreements with its employees or in connection with its Qualified Plan. (e) Guaranteed Investment Contract. A contract entered into by the Retirement Trust with insurance companies that provides for a guaranteed rate of retum on investments made pursuant to such contract. (1) ICMA. The International City Management Association. (g) ICMAIRC Trustees. Those Trustees elected by the Public Employers who. in accordance with the provisions of Section 3.1(a) hereof. are also members, or former members. of the Board of Directors of ICMA or RC. (h) Investment Adviser. The Investment Adviser that enters into a contract with the Retirement Trust to provide advice with respect to investment of the Trust Property. (I) Portfolios. The Poitfottosofinvestment established by the Investment Adviser to the Retirement Trust. under the supervision of the Trustees. for the purpose of providing investments for the Trust Property. (j) Public Employee Trustees. Those Trustees elected by the Public Employers who. in accordance with the provision of Section 3.1(a) hereof. are full- time employees of Public Employers. (k) Public Employer Trustees. Public Employers who serve as trustees of the Qualified Plans. Public Employer. A unit of state or local government, or any agency or instrumentality thereof, that has adopted a Deferred Compensation Plan or a Qualified Plan and has executed this Declaration of Trust. (m) Qualified Plan. A plan sponsored by a Public Employer for the purpose of providing retirement income to its employees which satisfies the qualification requirements of Section 401 of the Internal Revenue Code. as amended. (n) RC. The International City Management Association Retirement Corporation. (i) (o) Retirement Trust. The Trust created by the Declaration of Trust. (p) Trust Property. The amounts held in the Retirement Trust on behalf of the Public Employers in connection wtth Deferred Compensation Plans and on behalf of the Public Employer Trustees for the exclusive benefit of Employees pursuant to Qualified Plans. The Trust Property shall include any income resulting from the investment to the amounts so held. (q) Trustees. The Public Employee Trustees and iCMA+RC Trustees elected by the Public Employers to serve as members of the Board of Trustees of the Retirement Trust. ARTICLE 1L CREATION AND PURPOSE OF THE TRUST; OWNERSHIP OF TRUST PROPERTY Section 2.1 Creation: The Retirement Trust is created and established by the execution of this Declaration of Trust by the Trustees and the Public Employers. Section 2.2 Purpose: The purpose of the Retirement Trust is to provide for the Commingled investment of funds held by the Public Employers in connection with their Deferred Compensation and Qualified Plans. The Trust Property shall be invested in the Portfolios, in Guaranteed Investment Contracts, and in other invest- ments recommended by the Investment Adviser under the supervision of the Board of Trustees. No part of the Trust Property will be invested in securities issued by Public Employers. Section 2.3 Ownership of Trust Property: The Trustees shall have legal title to the Trust Property. The Public Employers shall be the beneficial owners of the portion of the Trust Property allocable to the Deterred Com- pensation Plans. The porton of the Trust Property allocable t0 the Qualified Plans shall be held for the Public Employer Trustees for the exclusive benefit of the Employees. ARTICLE III. TRUSTEES Section3.1 Number and Qualification of Trustees:(a)The Board of Trustees shall consist of nine Trustees. Five of the Trustees shall be !ulI-time employees of a Public Employer (the Public Employee Trustees) who are authorized by such Public Employer to serve as Trustee. The remaining four Trustees shall consist of two per- sons who. at the time of election to the Board of Trustees. are members of the Board of Directors of ICMA and two persons who. at the time of election. are members of the Board o1 Directors of RC (the ICMA/RC Trustees. One of the Trustees who is a director of ICMA. and one of the Trustees who is a director of RC. shall. at the time of election, be full-time employees of a Public Employer. (b) No person may serve as a Trustee for more than one term in any ten-year period. Section 3.2 Election and Term: (a) Except for the Trustees appointed to fill vacancies pursuant to Section 3.5 hereof, the Trustees shall be elected by a vote of a majority of the Public Employers in accordance with the procedures set forth in the By -Laws. (b) At the first election of Trustees. three Trustees shall be elected for a term of three years. three Trustees shall be elected for a term of two years and three Trustees shall be elected for a term of one year. At each subsequent election. three Trustees shall be elected for a term of three years and until his or her successor is elected and qualified. r Section 3.3 Nominations: The Trustees who are full-time en .ployees of Public Employers shall serve as the Nominating Committee for the Public Employee Trust- ees. The Nominating Committee shall choose candi- dates for Public Employee Trustees in accordance with the procedures set forth in the By -Laws. Section 3.4 Resignation and Removal: (a) Any Trustee may resign as Trustee (without need for prior or subse- quent accounting) by an instrument in writing signed by the Trustee and delivered to the other Trustees and such resignation shall be effective upon such deliver/. or at a later date according to the terms of the instru- ment. Any of the Trustees may be removed for cause. by a vote of a majority of the Public Employers. (b) Each Public Employee Trustee shall resign his or her position as Trustee within sixty days of the date on which he or she ceases 10 be a Tull -time employee of a Public Employer. Section 3.5 Vacancies: The term of office of a Trustee shall terminate and a vacancy shalt occur in the event of the death, resignation, removal, adjudicated incompetence or other incapacity to perform the duties of the office of a Trustee. In the case of a vacancy, the remaining Trustees shall appoint such person as they in their discretion shall see fit (subject to the limitations set forth in this Section). to serve for the unexpired portion of the term of the Trustee who has resigned or otherwise ceased to be a Trustee. The appointment shall be made by a written instrument signed by a majority of the Trustees. The person appointed must be the same type of Trustee (i.e.. Public Employee Trustee or ICMA/ RC Trustee) as the person who has ceased to be a Trustee. An appointment of a Trustee may be made in anticipation of a vacancy to occur at a later date by reason of retirement or resignation. provided that such appointment shall not become effective prior to Such retirement or resignation. Whenever a vacancy in the number of Trustees shall occur, until such vacancy is filled as provided in this Section 3.5. the Trustees in office. regardless of their number, shall have all the powers granted to the Trustees and shall discharge alt the duties imposed upon the Trustees by this Declara- tion. A written instrument certifying the existence of such vacancy signed by a majority of the Trustees shall be conclusive evidence of the existence of such va- cancy. Section 3.6 Trustees Serve in Representative Capacity: By executing this Declaration. each Public Employer agrees that the Public Employee Trustees elected try the Public Employers are authorized to act as agents and representatives of the Public Employers collec- tively. ARTICLE IV. POWERS OF TRUSTEES Section 4.1 General Powers: The Trustees shall have the power to conduct the business of the Trust and to carry on its operations. Such power shall include, but shall not be limited to, the power to: (a) receive the Trust Property from the Public Employers, Public Employer Trustees or other Trustee of any Employer Trust; (b) enter into a contract with an Investment Adviser providing, among other things, tor the establishment and operation of the Portfolios, selection of the Guaranteed Investment Contracts in which the Trust Property may be invested. selection of the other investments for the Trust Property and the payment of reasonable fees to the Investment Adviser and to any sub -investment adviser retained by the Investment Adviser; (c) review annually the performance of the Investment Adviser and approve annually the contract with such Investment Adviser; (d) invest and reinvest the Trust Property in the Portfolios, the Guaranteed Interest Contracts and in any other investment recommended by the Investment Adviser. but not including securities issued by Public Employers. provided that if a Public Employer has directed that its monies be invested in specified Portfolios or in a Guaranteed Investment Contract, the Trustees of the Retirement Trust shall invest such monies in accordance with such directions; (e) keep such portion of the Trust Property in cash or cash balances as the Trustees. from time to time. may deem to be in the best interest of the Retirement Trust created hereby without liability for interest thereon; (t) accept and retain for such time as they may deem advisable any securities or other property received or acquired by them as Trustees hereunder. whether or not such securities or other property would normally be purchased as investment hereunder; (g) cause any securities or other property held as part of the Trust Property to be registered in the name of the Retirement Trust or in the name ofa nominee. and to hold any investments in bearer from, but the books and records of the Trustees shall at alt times show that all such investments are a part of the Trust Property; (h) make, execute, acknowledge. and deliver any and all documents of transfer and conveyance and any and all other instruments that maybe necessary or appropriate to carry out the powers herein granted: (1) vote upon any stock, bonds. or other securities; give general or special prox ies or powers of attorney with or without power of substitution:exercise any conversion pnvileges, subscription rights. or other options. and make any payments incidentalthereto; ereto: oppose. or consent to. or otherwise participate in, corporate reorganizations or to other changes affecting corporate securities. and delegate discretionary powers and pay any assessments Of charges in connection therewith; and general exercise any of the powers of an owner wrrh respect to stocks, bonds. securities or other property held as part of the Trust Properly; (j) enter into contracts or arrangements to goods or services required in connection with the operation of the Retirement Trust, including. but not limited to, contracts with custodians and contracts for the provision of administrative services; (k) borrow or raise money for the purposes 01 the Retirement Trust in such amount. and upon such terms and conditions, as the Trustees shall deem advisable. provided that the aggregate amount of such borrowings shag not exceed 30% of the value of the Trust Properly. No person lending money to the Trustees shad be bound to see the application of the money lent or to inquire into its validity. expediency or propriety or any such borrowing: (I) incur reasonable expenses as required for the operation of the Retirement Trust and deduct such expenses from of the Trust Property; (m) pay expenses properly allocable to the Trust Property incurred in connection with the Deferred Compensation Plans, Qualified Plans. or the Employer Trusts and deduct such expenses from the portion of the Trust Property to whom such expenses are property allocable; (n) pay out of the Trust Property all real and personal property taxes, income taxes and other taxes of any and all kinds which, in the opinion of the Trustees, are properly levied, or assessed under existing or future taws upon, or in respect of, the (0) (P) (q) Trust Property ano ...locate any such taxes to the appropnate accounts. adopt, amend and repeal the bylaws. provided that such bylaws are at alt times consistent with the terms of this Declaratron of Trust: employ persons to make available interests in the Retirement Trust to employers eligible to maintain a Deterred Compensation Plan under Section 457 or a Qualified Plan under Section 401 of the Internal Revenue Code, as amended; issue the Annual Report of the Retirement Trust. and the disclosure documents and other literature used by the Retirement Trust: (r) make loans, including the purchase of debt obligations. provided that all such loans shall bear interest at the current market rate: contract for. and delegate any powers granted hereunder to. such officers. agents. employees. auditors and attorneys as the Trustees may select. provided that the Trustees may not delegate the powers set forth in paragraphs (b). (c) and (o) of this Section 4.1 and may not delegate any powers if such delegation would violate their fiduciary duties: provide for the indemnification of the Officers and Trustees of the Retirement Trust and purchase fiduciary insurance: (u) maintain books and records. including separate accounts loreach Public Employer. Public Employer Trustee or Employer Trust and such additional separate accounts as are required under. and consistent with. the Deferred Compensation or Qualified plan of each Public Employer; and (v) do all such acts- take all such proceedings. and exercise all such nghts and privileges. although not specifically mention herein, as the Trustees rnay deem necessary or appropnate to administer the Trust Properly and to carry out the purposes of the Retirement Trust. Section 4.2 Distribution of Trust Property: Distnbutions of the Trust property shall be made to, or on behalf of. the Public Employer or Public Employer Trustee. in accor- dance with the terms of the Deterred Compensation Plans. Qualified Plans or Employer Trusts. The Trust- ees of the Retirement Trust shall be fully protected in making payments in accordance with the directions of the Public Employers, Public Employer Trustees or other Trustee of the Employer Trusts without ascertain- ing whether such payments are in compliance with the provision of the Deferred Compensation or Qualified Plans, or the agreements creating the Employer Trusts. Section 4.3 Execution of Instruments: The Trustees may unanimously designate any one or more of the Trust- ees to execute any instrument or document on behalf of all. including but not limited to the signing or endorse- ment of any check and the signing of any applications. insurance and other contracts, and the action of such designated Trustee or Trustees shall have the same force and effect as if taken by all the Trustees. ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES Section 5.1 Duty of Care: In exercising the powers hereinbefore granted to the Trustees. the Trustees shall perform all acts within their authority for the exclusive purpose of providing benefits for the Public Employers in connection with Deterred Compensation Plans and Public Employer Trustees pursuant to Ouati- tied Plans. and shall perform such acts wan the care. skill. prudence and diligence in the circum; • . : ; men prevailing that a prudent person acting in a t,. • capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with. . e a:rris (s) (t) Section 5.2 Liability: The Trustees shall not be liable to any mistake of judgment or other action taken in good faith. and for any action taken or omitted in reliance in good Lauth upon the books of account or other records of the Retirement Trust. upon the opinion of counsel. or upon reports made to the Retirement Trust by any of its officers. employees or agents or by the Investment Adviser or any sub -investment adviser. accountants. appraisers or other experts or consultant selected with reasonable care by the Trustees. officers or employees of the Retirement Trust. The Trustees shall also not be liable for any loss sustained by the Trust Properly by reason of any investment made In good lash and in accordance with the standard of care set forth in Section 5.1. Section 5.3 Bond: No Trustee shall be obligated to give any bond or other security for the performance of any of his or her duties hereunder. ARTICLE VI. ANNUAL REPORT TO SHAREHOLDERS The Trustees shalt annually submit to the Public Employers and Public Employer Trustees a written report of the transac- tions of the Retirement Trust. including financial statements which shall be certified by independent public accountants chosen by the Trustees. ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST Section 7.1 Withdrawal: A Public Employer or Public Em- ployer Trustee may, at any time. withdraw from Mrs Retirement Trust by defivenng to the Board of Trustees a written statement of withdrawal. In such statement. the Public Employer or Public Employer Trustee shall acknowledge that the Trust Property allocable to the F'ublic Employer is der wed from compensation de- ferred by employees of such Public Employer pursuant to its Deferred Compensation Plan or from contnbu- ticns to the accounts of Employees pursuant to a Qualified Plan, and shall designate the financial insMu- tion t0 which such property shall be transferred by the Trustees of the Retirement Trust or by the Trustee of the Employer Trust. Section T2 Duration: The Retirement Trust shatt continue until terminated by the vote of a majority of the Public Employers, each 'asting one vote. Upon termination. all of the Trust Properly shall be paid out to the Pubic Employers. Public Employer Trustees or the Trustees of the Employer Trusts. as appropnate. Section 7.3 Amendment: The Retirement Trust may be amended by the vote o1 a majority of the public Employ- ers. each casting one vote. Section 7.4 Procedure: A resolution to terminate or amend the Retirement Trust or to remove a Trustee shall be submitted to a vote of the Pudic Employers ii: (i) a majority of the Trustees so direct. or. (14 a petition requesting a vote Signed by not less that 25 percent of the Public Employers. is submitted to the Trustees. ARTICLE Vitt. MISCELLANEOUS Section 8.1 Governing Law: Except as otherwise required by state or local law. this Declaration of Trust and the Retirement Trust hereby created shall be construed and regulated by the laws of the District of Columbia. Section 8.2 Counterparts: This Declaration may be ex- ecuted by the Public Employers and Trustees in two or more counterparts. each of which shall be deemed an original but alt of which together shall constitute one and the same instrument. RESOLUTION N0. 93-56 A RESOLUTION OF THE LODI CITY COUNCIL APPROVING A CONTRACT WITH INTERNATIONAL CITY MANAGER'S ASSOCIATION (ICMA) RETIREMENT CORPORATION AS A CO -ADMINISTRATOR WITH GREAT WESTERN BANK OF THE CITY OF LODI'S DEFERRED COMPENSATION PLAN BS IT RESOLVED, that the Lodi City Council does hereby approve and authorize the City Manager to execute a contract with ICMA Retirement Corporation ae a co -administrator with Great Western Bank of the City of Lodi's Deferred Compensation Pian, a copy of which Pian and contract is on file in the office of the City Clerk. Dated: Way 5. 1993 I hereby certify that Reeolution No. 93-56 was paeeed and adopted by the Lodi City Council in a regular meeting held May 5, 1993 by the following vote: Ayes: Council Members - Mann, Siegiock, Snider and Pennino (Mayor) Noss: Council Membere - Davenport Absent: Council Members - None s►r Perrin y Cler 93-56 RES9356/TXTA.02J CITY COUNCIL '` PltiltIP A PFNNINO. Mayor TACK A SIICLOCK Mayor Pro Tempore RAY C PAVE NPORI STI P1IIN 1 MANN IOHN R (Randvl SNIDER 001.44 THOMAS A. P1 Tl RSON CITY OF LODI (!TY' HALL. 221 WEST PINE STREET PO BOX 1001, I 0131. CALIFORNIA 9S241-1910 1209) 334.5634 FAX 1209) 111 67.0.5 May 17, 1993 Ms. Annette Marcelo ICMA 2101 Webster Street, Suite 1500 Oakland, California 94612 Dear Me. Marcelo: Cay Manager JENNIFER M PERRIN City Clerk 000 McNA11 Crly Attorney Enclosed please find two executed copies of the Administrative Services Agreement and a certified copy of Resolution No. 93-56, which was approved by the Lodi City Council at its meeting of May S, 1993. Please forward one original back to the City Clerk's office following execution by Mr. Stephen Wm. Nordholt. Should you have any questions regarding this matter, please feel free to contact our office. Very truly yours, _ l :1 • nnife M ity Cl k JMP/pn