93-R-09
'-" .."",
RESOLUTION NO. 93-R-09
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF EDGEWATER, FLORIDA, ESTABLISHING A MONEY
PURCHASE RETIREMENT PLAN FOR EMPLOYEES THROUGH
THE ICMA RETIREMENT CORPORATION; REPEALING
RESOLUTIONS IN CONFLICT HEREWITH AND PROVIDING
FOR AN EFFECTIVE DATE.
WHEREAS, the City of Edgewater has employees rendering
valuable services; and
WHEREAS, the establishment of a money purchase retirement plan
benefits employees by providing funds for retirement and funds for
their beneficiaries in the event of death; and
WHEREAS, the City of Edgewater desires that its money purchase
retirement plan be administered by the lCMA Retirement Corporation
and that the funds held under such plan be invested in the lCMA
Retirement Trust, a trust established by public employers for the
collective investment of funds held under their retirement and
deferred compensation plans.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City
of Edgewater:
Section 1.
A money purchase retirement plan (the "Plan")
1S hereby established in the form of the lCMA Retirement
Corporation Prototype Money Purchase Plan and Trust pursuant to the
specific provisions of the attached Adoption Agreement which is
hereby approved and incorporated by reference as Exhibit A. The
Plan shall be maintained for the exclusive benefit of eligible
employees and their beneficiaries.
Section 2.
The Declaration of Trust of the lCMA Retirement
Trust, attached hereto and incorporated by reference as Exhibit B,
is hereby approved and intended to be operative with respect to any
retirement or deferred compensation plan subsequently established
by the City if the assets of the plan are to be invested in the
lCMA Retirement Trust.
Section 3.
The City agrees to serve as trustee under the
Plan and to invest funds held under the Plan in the lCMA Retirement
Trust.
Section 4.
The Finance Director shall be the coordinator
93-R-09
1
for the Plan; shall receive necessary reports, notices, etc., from
the ICMA Retirement Corporation or the ICMA Retirement Trust; shall
cast, on behalf of the City any required votes under the ICMA
Retirement Trust; and may delegate any administrative duties
relating to the Plan to appropriate departments.
Section 5. The Administrative Services Agreement which is
attached hereto and incorporated by reference as Exhibit C is
hereby approved.
Section 6. The Mayor shall execute all necessary
agreements with the ICMA Retirement Corporation incidental to the
administration of the Plan.
Section 7. All resolutions or parts of resolutions in
conflict herewith be and the same are hereby repealed.
Section 8. This resolution shall take effect upon its
adoption.
After Motion by Councilman Mitchum and Second by Councilman
Hays, the vote on this resolution was as follows:
Mayor Jack H. Hayman, Sr. AYE
Councilman Kirk Jones AYE
Councilwoman Louise A. Martin AYE
Councilman Mike Hays AYE
Councilman David L. Mitchum AYE
PASSED AND DULY ADOPTED this 7th day of September, 1993.
A
Sueen.J._ dsworth
City Clan,._
CITY COUNCIL OF THE
CITY OF EDGEWATER, FLORIDA
1 � �
Jack H. 9 n, Sr.
\ Mayor (/
APPROVED FOR FORK
& CORRECTNESS:
l�h /7./fi
Krista A. Storey
City Attorney
93-R-09 2
ICMA Retirement Corporation
Prototype Money Purchase
Plan & Trust
Adoption Agreement
ON
WMA A
RETIREMENT
CORM)RATION
001.91F
ICMA RETIREMENT CORPORATION
PROTOTYPE MONEY PURCHASE PLAN
& TRUST ADOPTION AGREEMENT
#001
The Employer hereby establishes a Money Purchase Plan and Trust to be (mown as
City-of'Edaevrater Senior Executives 401W
(the "Plan") in the form of the ICMA Retirement Corporation Prototype Money Purchase Plan and TmsL This Plan is an
amendment and restatement of an misting defined contribution money purchase plan. 0 Yes ZX Nc
If yes, please specify the name of the defined contribution money purchase plan which this Plan hereby amends and restates
I. Employer: City of Edgewater
IL Prototype Sponsor:
Name: ICMA Retirement Corporation
Address: 777 N. Capitol Smt, N.E.
Washington, D.C. 20002-4240
Telephone Number: (202) 962-4600
Ill. The Effective Date of the Plan shall be the first day of the Plan Year during which the Employer adopts the
Plan, unless an alternate Effective Date is hereby specified: 01/93
Month/Day
IV. Plan Year will mean:
The twelve (12) consecutive month period thatcoincides with the limitation year. (See Section 6.05(i)ol
the Plan.)
❑ The twelve (12) consecutive month period commencing on - and each anniversar,
thereof. MondvDay
V. Normal Retirement Age shall be age 55 (not to exceed age 65).
001-911
VI. ELIGIBILITY REQUIREMENTS:
The following groups of Employees are eligible to participate in the Plan
❑ All Employees -
❑ All FuB-Time Employees
❑ Salaried Employees
❑ Non -Union Employees
❑ Management Employees
❑ Public Safety Employees
❑ General Employees
SY Other (specify below)
Senior executives — City Manager S City Attorney
The Employer hereby waives or reduces the requirement of a twelve (12) month Period of Service for
participation. TherequiredPeriodofServiceshall be N/A . (WrimN/Aifan Employee
is eligible to participate upon employMML)
If this waiver or reduction is elected, it shall apply to all Employees within the Covered Employment
Classification.
3. A minimum age requirement is hereby specified for eligibility to participate. The minimum age
requirementis 21 (notmexceedage2l).(WrimN/Aifnominimumageisd=LLmd.)
VII. CONTRIBUTION PROVISIONS
The Employer shall contribute as follows (choose one):
Sic Fmed Employer Contributions With or Without Mandatory Participant Contributions.
The Employer shall contribute on behalf of each Participant 15 % of
Earnings or $ -- for the Plan Year (subject to the limimtions of Article VI
of the Plan). Each Participant is required to contribute —0— %of Earnings or
S -- forthe Plan Yearasa condition of participation in the Plan. (Write"0"
if no contribution is required.) If Participant contributions are required under this option, a
Participant shall not have the right to discontinue or vary the rate of such contributions after
becoming a Plan Participant.
The Employer hereby elects to "pick up" the Mandatory/Required Participant Contribution.
❑ Yes MC No
(NommEmployer. Neitheran opinion letter issued by the Internal Revenue Service with respect
m the Prototype Plan, noradetennination letterissued to an adopting Employer is a ruling by the
Internal Revenue Service that Participantconribution5 thatarepicked up by the Employcramma
includable in the Participant's gross income forfederal income tax purposes. The Employer may
seek such a ruling.
Picked up contributions are excludable from the Participant's gross income under Section
414(h)(2) of the Internal Revenue Code of 1986 if they meet the requirements of Rev. Rut. 81-
35, 1981-1 C.B. 255. Those requirements are (1) that the Employer must specify that the
001-91F
contributions, although designated as Employee contributions, are being paid by the Employe
in lieu of contributions by the Employee; and (2) the Employee must rot have the option
receiving the contributed amounts directly instead of having them paid by the Employer m th
Plan.)
❑ Fixed Employer Match of Participant Contributions.
The Employer shall contribute on behalf of each Participant % c.
Earnings for the Plan Year (subject to the limitations of Articles V and VI of the Plan) for eac
Plan Year that such Participant has contributed % of Earnings
$ . Under this option, there is a single, fixed rate of Employer contrib_
tions, but a Participant may decline in make the required Participant contributions in any PI,.
Year, in which case no Employer contribution will be made on the Participant's behalf in tha.
Plan Year.
❑ Variable Employer Match of Participant Contributions.
The Employer shall contribute on behalf of each Participant an amount determined as follo,
(subject in the limitations of Articles V and VI of the Plan):
❑ % ofthecontribudons made by the Participantforme Plan Yew
(not including Participant contributions exceeding % of Ear.
ings or $ 1;
❑ PLUS % of the contributions made by the Participant for ti..
Plan Year in excess of those included in the above paragraph (but not includin-
Participant contributions exceeding in the aggregate % c
EamingsorS 1,
❑ Employer contributions on behalf of a Participant for a Plan Year shall not excer.
$ or % of Earnings, whichever is
❑ mom or ❑ less.
2. Each Participant may makes voluntary (unmarched), after-tax contribution, subject to the limitations
Section 4.04 and Articles V and VI of the Plan.
X3 Yes ❑ No
3. Employer contributions and Participant contributions shall be contributed to we Tout in accordance w,
the following payment schedule:
Weekly
VHL EARNINGS
_ Earnings, as defined under Section 2.09 of the Plan, shall include:
1. Overtime ❑ Yes ai No
2. Bonuses ❑ Yes si No
3 001-9
IX. LIMITATION ON ALLOCATIONS
... If the Employer (i) maintains or ever maintained another qualified plan in which any Participant in this Plan is (or
was) a participant or could possibly become a participant, and/or (h) maintains a welfare benefit fund (as defined
in Section 419(e) of the Code) or an individual medical account (as defined in Section 415(1)(2) of the Code, under
which amounts are treated as Annual Additions with respect many Participant in this Plan). the Employer hereby
agrees to limit contributions to all such plans as provided herein, if necessary, in order in avoid excess contributions
(as described in Sections 6.03 and 6.04 of the Plan).
1. If the Participant is covered under another qualified defined contribution plan maintained by the Employer,
other than a Regional Prototype Plan, the provisions of Section 6.02(a) through(f) ofthePlan will apply
as if the other plan were a Master or Prototype Plan, unless another methad has been indicated below.
❑ Other Method (Provide the method under which the plans will limit total Annual Additions in
the Maximum Permissible Amount, and will properly reduce any excess amounts, in a manner
that precludes Employer discretion.)
If the Participant is or has ever been a participant in a defined benefit plan maintained by the Employer,
and if the limitation in Section 6.04ofthe Plan wouldbe exceeded, then dicParticipant's Projected Annual
Benefit under the defined benefit plan shall be reduced in accordance with the terms thereof in the extent
necessary to satisfy such limitation. If such plan does not provide for such reduction, or if the limitation
is still exceeded after the reduction, annual additions shall be reduced to the extent necessary in the manner
described in Sections 6.01 through6.03. The methods ofavoiding the limitation described in this Paragraph
will not apply if the Employer indicates another method below.
❑ Other Method- (Now to Employer. Provide below language which will satisfy the 1.0limitation
of section 415(e) of the Code. Such language must preclude Employer discretion. See section
1.415-1 of the Regulations for guidance.)
3. The limitation year is the following twelve (12) consecutive month period:
Month/Day
Nai
001-91F
X. VESTING PROVISIONS
.... The Employer hereby specifies the following vesting schedule, subject to the minimum vesting requirements,
noted and (2) the concurrence of the Plan Administrator.
Years of Specified
Minimum
Service Percent
Vesting
Completed Vesting
Reouimments'•
Zero ton %
No minimum
One _ %
No minimum
Two _ %
No minimum
Three _ %
Not less than 20%
Four _ %
Not less than 40%
Five _ %
Not less than 60%
Six — %
Not less than 80%
Seven or mote jQ�L %
Must equal 100%
(--'Ibese minimum vesting requirements conform to the Code's throe- to seven-year vesting schedule. If the employe.
becomes 100% vested by the completion of five years of service, them is an minimum for years three and four.)
XI. INVESTMENT OPTION
❑ AParticipant may directhisPoerinvestmentonly morimoan investmentoption thatprovides aguarame-
of principal.
❑ A Participant may direct his/her investnemofnot mom than % in an investnen.
option which does not provide any guarantee of principal.
XX A Participant may direct his/her investment, without restriction, among various investment option.
available under the Trust.
❑ Specify any otherinvestnentrestrictions:
XII. BENEFITS UPON SEPARATION
1. Upon separation from service for reason other than death, disability, or attainment of Normal Retiremenr
Age, the Participant may elect to commence receiving benefits from the following accounts, without regarc
to age:
a) Employer Contribution Account (Nonforfeitable Interest) U Yes ❑ No
b) Participant Contribution Account (if applicable) XX Yes ❑ No
r. c) Participant Portable Benefits Account XA Yes ❑ No
5 001-911
2. If "no" many of the above, the earliest age at which the Employer will allow a distribution from the
Employer Contribution Account, the Participant Portable Benefits Account. and/or the Participant
Contribution Account, if applicable, shall be age (not lacer than Normal Retim-
ment Age). .
3. Notwithstanding Subsection(2)above, a distribution shall be made pursuant to Section 10.04 of the Plan,
De Minimis Accounts. Further, lbeParticipantshallbeentitled to requenthat his/heremire Nonforfeitable
Interest in his/her Account be transferred to another plan, pursuant to Section 10.03 of the Plan.
XIII. Loans are permitted under the Plan, as provided in Article XIV. _ M9 Yes ❑ No
XIV. The Employer hereby attests that it is a unit of state or local government or an agency or instrumentality
of one or more units of state or local government.
XV. The Prototype Sponsor hereby agrees to inform the Employerofany amendments to the Plan made pursuant
to Seaton 15.05 of the Plan or of the discontinuance or abandonment of the Plan.
XVI. The Employer hereby appoints the Prototype Sponsor as the Plan Administrator pursuant to the terms and
conditions of the ICMA RETIREMENT CORPORATION PROTOTYPE MONEY PURCHASE PLAN &
TRUST.
The Employer hereby agrees to the provisions of the Plan & Trust.
XVII. The Employer hereby acknowledges it understands that failure to properly fill out this Adoption Agreement
may result in disqualification of the Plan.
X VIII. An adopting Employer may not rely on a notification letter issued by the National or District Office of the
Internal Revenue Service as evidence that the Plan is qualified under section 401 of the Internal Revenue
Code. In order to obtain reliance with respect to plan qualification, the Employer most apply to the
appropriate key district office for a determination letter.
This Adoption Agreement may be used only in conjunction with basic Plan document number 001.
In Witness Whereof, the Employer hereby causes this Agreement to be executed on this 'OJ-Yh day of
19
EMPLOYER r Accepted: ICMA RETiMEN�T CORPORATION
By. 1,\ „� By: QCC t _y • I�1.,�SL�
Jack H./Hayman, Sr.
Title: Mayor Tide:/C:�7o6t.CTt S4ev—`oN
Attest �✓-r� �^� �` Atresc _.
- Susan J Wadsworth
City Clerk
ICMA RETIREMENT CORPORATION, CORPORATE HEAOOUARTERS, Tn NORTH CAPITOL STREET, NE, WAWNCTON, DC 20002 �e0
001-91F
DECLARATION OF TRUST
OF ICMA RETIREMENT TRUST
ARTICLE I. NAME DEFINITIONS
Section 1.1 Nama:The Nameof the Trust, as amended and
restated hereby, is the ICMA Retirement Trust.
Section 1.2 Definitions: Wherever they are used herein,
the 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 deferred 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.
id) Employer Trust. A trust created pursuant to
an agreement between RC and a Public Employer
for the purpose of investing and administering the
funds set aside by such Employer in connection
with its Deferred Compensation agreements with
its employees or in connection with as Qualified
Plan.
(9) Guaranteed Investment Contract. A contract
entered into by the Retirement Trustwith insurance
companies that provides for a guaranteed rate of
return on investments made pursuant to such
contract.
(f) ICMA. The International City Management
Association.
(g) ICMAIRC Trustees. Those Trustees elected by
the Public Employers who, in accordance with the
provisions of Section Via) hereof, are also
members, or former members, of the Board of
Directors of ICMA or RC.
(h) InvestmentAdvlser. The Investment Adviserthat
enters into a contract with the Retirement Trust to
provide advice with respect to investment of the
Trust Property.
(1) Portfolios. The Portfolios of investment establish ad
by the Investment Adviserlo 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 fuil-
time employees of Public Employers.
(k) Public Employer Trustees. Public Employers who
serve as trustees of the Qualified Plans.
(1) Public Employer. A unit of state or local
government. or any agenccyy or instrumentality
thereat, that hasadopted a Daferred 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.
(o) Retirament Trust. The Trust created by the
Declaration of Trust.
(p) Trust Properly. The amounts held in the
Retirement Trust on behalf of the Public
Employers in connection with Deferred
Compensation Plans and on behalf of the Public
Employer Trustees for the exclusive benefit of
Employees pursuantto Qualified Plans. ThaTrust
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 U. CREATION AND PURPOSE OF THE TRUST;
OWNERSHIP OF TRUST PROPERTY
Section 2.1 Creation: The Retirement Trust is created and
established b 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 in-
vestments recommenoei
under the supervision of
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 por-
tion of the Trust Property allocable to the Deferred
Compensation Plans. The portion of the Trust Prop-
erty allocable to the Qualified Plans shall be held for
the Public Employer Trustees for the exclusive benefit
of the Employees.
ARTICLE III. TRUSTEES
Section 3.1 Number and Qualification of Trustees:
(a)The Board of Trustees shall consist of nine Trust-
ees. Five of the Trustees shall be full-time employees
of a Public Employer (the Public Employee Trustees)
who are authorized by such Public Employerto some
as Trustee. The remaining four Trustees shall consist
of two persons 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
ICMA, antl one of the Trustees who is adaectarof HG,
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 Trust.
ees appointed to till vacancies pursuant to Section 3.5
hereof, the Trustees shall be elected by a vote of a
major¢y of the Public Employers in accordance with
the procedures setforth 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
Exhibit B
Page 1
for a farm of three years and until his or her successor
fall invest and reinvest the Trust Property in the
is elected and qualified.
Portfolios, the Guaranteed Interest Contracts and
Section 3.3 Nominations: The Trustees who are full-time
in any other investment recommended by the
Investment Adviser, but not including securities
employees of Public Employers shall some as the
Nominating Committee for the Public Employee
issued by Public Employers, provided that 4 a
Trustees. The Nominating Committee shall choose
Public Employer has directed that its monies be
invested in specified Portfolios or in aGuaranteed
candidates for Public Employee Trustees in actor-
dance with the procedures set forth in the By -Laws.
Investment Contract, the Trustees of the
Retirement Trust shall invest such monies in
Section 3.4 Resignation and Removal: (a) Any Trustee
accordance with such directions;
may resign as Trustee (without need for prior or
subsequent accounting) an in writing
(w) keep such portion of the Trust Property in cash or
n
by the Trustee and delivered to the other
livered to
cash balances as the Trustees, from time to time.
may deem to be in the best interest of the
Trustees
Trustees and such resignation shall be etlt active upon
or to the terms
Retirement Trust created hereby without liability
of the instrumentery,
. An of the
the instrument. Any of the Trustees may be re-
for interest thereon;
movedof
vote of majority
(i) accept such time they may doom
Emplo is. (b) Each shall
Employee rust shall
Employers. (h) Each Public Employee Trust" si sixty
resign hisarher position Trustee within sixty days
le any ecuritiesofor
rp
Trustees rty hereunder.
or acquired them as Trustees hereunder,
acquired y them
e h he or s ceases ro be a lull -time
whether or t such securities ors er
w
e ployehe
f Public Employ
employee of a Public Employer.
all investpropertyinvestment
would normally be purchased as investment
Section 3.5 Vacancies: The term of office of a Trustee
hereunder;
shall terminate and a vacancy shall occur in the event
(g) cause any securities or other property hwldaspart
of the death, resignation, removal, adjudicated incom.
of the Trust Property to be registered in the name
potence or other incapacity to perform the dutiesoi the
of the Retirement Trust or in the name of a nominee,
office of a Trustee. In the case of a vacancy, the
and to hold any investments in bearerirom, but the
remaining Trustees shall apppoint such person "they
books and records afthe Trustees shall at all times
in their discretion shall see fit( subject to the limitations
show that all such investments are a part of the
set forth in this Section), to some for the unexpired
Trust Property;
portion of the term of the Trustee who has resigned or
(h) make. execute, acknowledge, and deliver any and
otherwise ceased to be a Trustee. The appointment
all documents of transfer and conveyance and any
shall be made by a written instrument signed by a
and all other instruments that maybe necessary or
majority of the Trustees. The person appointed must
appropriateto carry owthepowers hereingranted;
be the same type of Trustee (i.e.. Public Employee
Trustee or ICMAIRC Trustee) as the person who has
(I) vote upon any stock, bonds, or other securities;
ceased to be a Trustee. An appointment of a Trustee
give general or special proxies orpowers of attorney
with or without power of substitution;exercise any
may be made in anticipation of a vacancy to occur at
a later date by reason of retirement or resignation,
conversion privileges, subscription rights, or other
provided that such appointment shall not become
optans,and makeanypaymentslncxlentalthereto;
effective prior to such retirement or resignation.
oppose, or consent to, or otherwise participate in,
corporate reorganizations or to other changes
Whenever a vacancy in the number of Trustees shall
occur, until such vacancy is filled as provided in this
affecting- corporate securities, and delegate
Section 3.5, the Trustees in office, regardless of their
discretionary powers and payany assessmentsor
charges in connection therewith; and generally
number, shall have all the powers granted to the
Trustees and shall discharge all the duties imposed
exercise any of the powers of an owner wk
upon the Trustees by this Declaration. A written
respect to stocks, bonds, securities or other
instrument certifying the existence of such vacancy
property held as part of the Trust Property;
signed by a majority of the Trustees shall be conclu-
()) enter into contracts or arrangements for goods or
sive evidence of the existence of such vacancy.
services required in connection with the operation
Section 3.6 Trustees Some in Representative Capacity:
of the Retirement Trust, including, but not limited
By executingthis Declaration, each Public Empb at
agrees that the Public Employee Trustees electedby
to, contracts with custodians and contracts for the
provision of administrative services;
the Public Employers are authorized to act as agents
(k) borrow or raise money for the purposes of the
and representatives of the Public Employers collet-
Retirement Trust in such amount, and upon such
lively.
terms and conditions, as the Trustees shall deem
ARTICLE IV. POWERS OF TRUSTEES
advisable. provided that the aggregate amount of
such bomowin s shall not exceed 30 Y of the
Section 4.1 General Powers: The Trustees shall have the
value of the Trust Property. No person lending
power to conduct the business of the Trust and to carry
money to the Trustees shall be bound to see the
on its operations. Such power shall include, but shall
application of the money lent or to inquire into its
not be limited to. the power to:
validity, expediency or propriety or any such
(a) receive the Trust Property from the Public
Public Employer
borrowing;
incur for the
Employers, Trustees or other
(1) reasonable expenses as required
Trustee of any Employer Trust;
operation ofthe Retirement Trust and deductsuch
(b) enter into a contract with an Investment Adviser
expenses from of the Trust Property;
providing, among other things, for the
(m) pay expenses property allocable to the Trust
establishment and operation of the Portfolios.
Property incurred in connection with the Deferred
selection offhe Guaranteed Investment Contracts
Compensation Plans, Qualified Plans, or the
in which the Trust Property may be invested,
Employer Trusts and deduct such expenses train
selection of the other investments for the Trust
the portion of the Trust Property to whom such
Property, and the payment of reasonable teas to
expenses are properly allocable;
the Investment Adviser and to any sub -investment
(n) pay out of the Trust Property all real and personal
adviser retained by the Investment Adviser;
property taxes, income taxes and other taxes of
(c) review annually Ihe performance of the Investment
any and all kinds which, in the opinion of the
Adviser and approve annually the contract with
Trustees, are properly levied, or assessed under
such Investment Adviser;
existing or future laws upon, or in respect of. the
Exhibit B
Page 2
Trust Property and allocate any such taxes to the
appropriate accounts:
(o) adopt, amend and repeal the bylaws, provided
that such bylaws are at all times consistent with
the terms of this Declaration of Trust;
(p) employ persons to make available interests in the
Retirement Trustto employers eligible to maintain
a Deferred Compensation Plan underSection 457
or a Qualified Plan under Section 401 of the
Internal Revenue Code, as amended;
(q) issue the Annual Report of the Retirement Trust,
and the disclosure documents and other literature
used by the Retirement Trust;
IT) make loans, including the purchase of debt
obligations, provided that all such bans shall bear
interest at the Current market rate;
(3) contract for, and delegate any powers granted
hereunder to, such offlmrs, agents, employees.
auditors and attorneys as the Trustees may salad,
provided that the Trustees may not delegate the
powers set forth in paragraphs (b), (c) and (0) of
this Section 4.1 and may not delegate any powers
it such delegation would violate their fldudary
duties;
(t) 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 for each Public Employer, Public
Empployer Trustee or Employer Trust and such
adtlitional separate accounts as ars required under,
and consistent with, the Deferred Compensation
or Qualified plan of each Public Employer; and
(v) do all such ads, take all such proceedings, and
exercise all such rights and privileges, although
not specifically mention herein, as the Trustees
may doom necessary or appropriate to administer
the Trust Propeand to tarty out the purposes of
the Retirement Trust.
Section 4.2 Distribution of Trust Property: Distributions
of the Trust property shall be made to, or an behalf of,
the Public Emplover or Public Employer Trustee, in
the provision of the Deferred Compensation or Quali-
fied 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 an.
dorsement of any check and the signing of any appli-
cations. insurance and other contracts, and the action
of such designated Trustee or Trustees shall have the
same force and affect as 4 taken by all the Trustees.
ARTICLE V. DUTY OF CARE AND LIABILITY OF
TRUSTEES
Section 5.1 Duty of Cara: In exercising the powers
hereinbefore granted to the Trustees, the Trustees
shall perform all ads within their authority for the
exclusive purpose of providing benefits for the Pudic
Employers in Connection with Deferred Compensa.
tion Plans and Public Employer Trustees pursuant to
Oualified Plans, and shall perform such ads with the
care, skill, prudence and diligence in the circum-
stances then prevailing that a prudent person acting in
a like Capacity and familiar with such matters would
use in the Conduct of an enterprise of a like character
and with like aims.
Section 5.2 Liability: The Trustees shall not be liable for
any mistake of judgment or other action taken in good
faith, and for any action taken oromined in reliance in
good faith upon the books of account or other records
of the Retirement Trust, upon the opinion of Counsel,
at upon reports made to the Retirement Trust by any
of its officers, employees or agents or by the Invest-
ment Adviser or any sub -Investment adviser, acooun.
Cants, appraisers or other experts or Consultant se.
lected 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 Property by reason of any investment made in
goodfaith ardd in accordance with the standard of care
set forth in Section.5.1.
Section 5.3 Bond: No Trustee shall be obligated to give
nbond or other security for the performance of any
is or her duties hereunder. -
ARTICLE VL ANNUAL REPORT TO SHAREHOLDERS
The Trustees shall 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
RETIREMENITTRUST
Section 7.1 Withdrawal: A Public Employer or Public
sea a
defamed by employees of such
sumt to its Deferred Compei
the Trustees of the Retirement Trust or
one
Section 7.3 Amendment: The Retirement Trust may be
amended by the vote of a majority of the public
Employers, each mining one vote.
Section 7.4 Procedure: A resolution to terminate or amend
the Retirement Twat or to remove a Trustee shall be
submitted to a vote of the Public Employers if: (i) a
majority of the Trustees so direct, or; (if) a petition
requesting a vote signed by not less that 25 percent of
the Public Employers, is submitted to the Twstees.
ARTICLE Vill. MISCELLANEOUS
Section 8.1 Governing Law: Excspt as otherwise re-
quired by state or local law, this Dedaration 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 -
scuffed by the Public Employers and Trustees in two or
morecountim me, each of which shall be deemedan
original but all of which together shall Constitute one
and the same instrument.
ICNA RETIREMENT CORPORATION, CORPORATE HEAOOUARTERS, m NORTH CAPITOL STREET, NE, WASHINGTON. OC aoox+ao
Exhibit B
Page 3
ICMA
RETIREMENT
CORPORATION
ADMINISTRATIVE SERVICES AGREEMENT
.w
c,Y
Type: 401
Account Number: 9239-4
IC.MA
Plat. 9239-4 RETIREMENT
CORPORATION
ADMINISTRATIVE SERVICES AGREEMENT
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
Edgewater ("Employer") a City organized and existing under the laws of the State of
Florida with an office at 104 Riverside Drive, Edgewater, Florida 32132.
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 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-
:t:V.\
Pla. t 9239-4 RETIREMENT
CORPORATION
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; and
(a) 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 Duty 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
m
numbers). RC shall be entitled to rely upon the accuracy of any information that is
-3-
ICb1A
PIL. J 9239-4 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 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
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 in 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;
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 qualified 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 party.
-4-
ICMA
• Pla,-# 9239-4 RETIREMENT
CORPORATION
5. Participation in Certain Proceedinas
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 Pavmen
(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 $25.00. 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.
Ic) 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.
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.
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-
II,MA
RETIREMENT
NOTICE OF PLAN ACCEPTANCE CORPORATION
corooraie Heapppaners
500
September 24, 1993 m mom Cao4oi street. NE
W25ninglon. oc 20W2.4240
Mr. George E. McMahon (zozi 962-4600
g iolb ree (800) 669-7400
City Manager
City of Edgewater
104 Riverside Drive
Edgewater, FL 32132
RE: Account Number # 9239
Dear Mr. McMahon:
The ICMA Retirement Corporation is pleased to accept the City of Edgewater as a participating
member in the ICMA Retirement Corporation Prototype Money Purchase Plan and Trust.
Contributions on behalf of your eligible employees may be forwarded at this time. For your
convenience, please find enclosed a statement that may be used to transmit your initial
contribution. The employer Money Purchase Plan account number is referenced above. Please
refer to this number on all correspondence. The accounts to be established for your employees
will also be prefixed by this number. The fully executed copies of the adoption agreement are
enclosed.
The Prototype plan document you have adopted has received the enclosed opinion letter from
the IRS as to acceptability of form under section 401(a) of the Internal Revenue Code. This
notification letter issued by the District Office of the Internal Revenue Service may not be relied
on as evidence that your plan qualifies under section 401 of the Internal Revenue Code. In order
to obtain reliance with respect to plan qualification, you must apply to the appropriate Key
District Office for a determination letter. For your convenience, a listing of the Key District
Offices has also been enclosed.
We look forward to providing the employees of the City of Edgewater with the most exceptional
retirement program available in the industry. If you have any questions, or need supplies, please
do not hesitate to contact me at the toll free number above.
Sinccrely, /
,Gco a W." Hawkins Jr.
i Qualified Plan Analyst
Enclosures
cc: Tom Wilson, Director of Marketing East
ICMA-RC Services, Inc.
MnmOm NASD a^a iIP', I, wnWv ownuu l e311" 11141 ^.upsrtLary pl ane ICMA Hawemen Corporaten
ICMA
RETIREMENT
CORPORATION
ADMINISTRATIVE SERVICES AGREEMENT
Type: 401
Account Number: 9239-4
ICMA
Plar ' 9239-4 RETIREMENT
CORPORATION
ADMINISTRATIVE SERVICES AGREEMENT
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
Edgewater ("Employer") a City organized and existing under the laws of the State of
Florida with an office at 104 Riverside Drive, Edgewater, Florida 32132.
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 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-
ICMA
Plar ` 9239-4 RETIREMENT
CORPORATION
Agreements
ADoointment 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; and
(e) disbursement of benefits as agent for the Employer in accordance
with terms of the Plan.
2• Adootio_ n 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 Duty 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-
ICMA
Plar 9239-4 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 Reoresentatione 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 servo as investmont 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 in 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;
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 qualified 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 "er 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.
inE
PI # 9239-4 ICMA
RETIREMENT
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 eanh month.
(b) Account Maintenance Fee. There shall be an annual account
maintenance fee of $25.00. 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. Responsibility
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-
ICMA
Pla. t 9239-4 RETIREMENT
CORPORATION
9. Term
This Agreement may be terminated without penalty by either party on
sixty days advance notice in writing to the other.
10. Amendments and Adinerments
(a) This Agreement may not be amended except by written instrument
signed by the parties.
(b) The parties agree that compensation forservices 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. 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.
WE
IN
ICMA
PI. # 9239-4 RETIREMENT
CORPORATION
13. 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.
In Witness Whereof, the parties hereto have executed this Agreement as
of the Inception Date first above written.
CITY OF EDGEWATER
b
y: �I
Signature/Date `
Jack H. Hayman, Sr.
Mayor
Name and Title (Please Print)
INTERNATIONAL CITY MANAGEMENT
ASSOCIATION RETIREMENT
CORPATII N
by: I: �- 1\l � -1zj
Stephen Wm. Nordholt/DaI167
Corporate Secretary
-7-