HomeMy WebLinkAboutContract 39382 FORTWORTH
MEMORANDUM TO THE RECORD:
TO: CONTRACT FILE NO. 39382
DATE: October 27, 2009
FROM: Marty Hendrix, City Secretary
SUBJECT: CONTRACT EXECUTED WITHOUT ORIGINAL SIGNATURES
BACKGROUND
On July 10, 2007, the City Council approved Mayor and Council Communication No. C-22219
authorizing execution of an agreement with ICMA-RC to provide administrative services for the
City's FICA Alternative Plan.
On October 26, 2009, the City Secretary received a scanned copy of the contract from Human
Resources that had never been fully executed. There were no original signatures on the
documents.
AUTHORIZATION FOR CONTRACT NUMBER
Per the direction of City Secretary Marty Hendrix a contract number was issued and all
corresponding documents were placed in the same file.
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SECRETARY
ONTRACT NO
ICMA RETIREMENT CORPORATION
GOVERNMENTAL MONEY PURCHASE PLAN&TRUST
ADOPTION AGREEMENT
PLAN NUMBER 10- 6439
The Emp"hereby establishes a Money Purchase Plan and Trust to be known as
City of fort Worth: lC-A Alternative Pl ar>itha,7%n")in the form of the ICMA RC Govemmen-
tai Money Purchase Plan and Trust. [9061
This Plan is an amendment and restatement of an existing defined contribution money purchase plan.
X Yes No
If yes,please specify the name of the defined contribution money purchase plan which this Plan hereby amends and
restates:
FICA Alternative Plan for the City of Fort Worth
1. Employer: City of Fort Worth (9621
11, The Effective Date of the Plan shall be the first day of the Plan Year during which the Employer adopts the Plan,
unless an altemate Effective Date is hereby specified:
111.Plan Year will mean:
( )The twelve(12)consecutive month period which coincides with the limitation year. (See Section 5.03(g)of
the Plan.)
(()The twelve(12)consecutive month period commencing onJanuary 1 and each anniversary thereof.
IV. Normal Retirement Age shell be age 65 (not to exceed age 85). 12881
V. ELIGIBILITY REQUIREMENTS:
1. The following group or groups of Employees are eligible to participate in the Plan:
All Employees All City employees not eligible to participate
All Full-Time Employes in the Employee's Retirement Fund of the City
Salaried Employees of Fort Worth, Texas. This includes, but is
Non-union Employees not necessarily limited to, part-time (less than
Management Employees 20 hours per week),.-seasonal and temporary
Public Safety Employees employees; the Mayor, members of the City Council
General Employees and administrative assistants to the Mayor and
X Other(specify below) Council members.
The group specified must correspond to a group of the same designation that is defined in the statutes,
ordinances,rules,regulations,personnel manuals or other material in effect in the state or locality of the
Employer.
MPP Adoption Agreement 1/30/20116 1
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_ 4RETARYi
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2. The Employer hereby waives or reduces the requirement of a twelve(12)month Period of Service for
participation.The required Period of Service shall be N/A (write N/A if an Employee is eligible to
participate upon employment).
If this waiver or reduction is elected,it shall apply to all Employees within the Covered Employment
Classification.
3. A minimum age requirement is herebyspecifred for eligibility to participate. The minimum age requirement
is_[a(not to exceed age 21. Write N/A if no minimum age is declared.)
Vi. CONTRIBUTION PROVISIONS
1. The Employer shall contribute as follows(choose one):
Q0 Fixed Employer Contributions With Or Without Mandatory Participant Contributions.
The Employer shall contribute on behalf of each Participant 0 %of Eam ings or$ for the Plan
Year(subject to the limitations of Article V of the Plan). A Participant is required to contribute(subject to the
limitations of Article V of the Plan)
(1) 7.5` %of Earnings,
(ii) $ ,or
-(iii a whole percentage of Earnings,as designated by the Employee in accordance with guidelines and
procedures established by the Employer
for the Plan Year as a 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.
X Yes -, No [6211
(Note to Employer. Neither an IRS advisory letter nor a determination letter Issued to an adopting EmpkW
Is a ruling by the Internal Revenue Service that Participant contributions that are picked up by the Employer
are not includable in the Participant's gross income for federal income tax purposes. The Ernpboyer may seek
such a ru Ing.
Picked up contributions are excludable from the Participant's gross income under section 414(h)(2)of the
Internal Revenue Code of 1986 only if they meet the requirements of Rev.Ruls.81-35 and 81-36,1981-1
C.B.255,and 87-1 D, 1987-1 C.B.136. Those requirements are(1)that the EmpkW must specify that the
contributions,although designated as employee contributions,are being paid by the Employer in lieu of
contributions by the employee;(2)the employee must not have the option of receiving the contributed
amounts directly instead of having them paid by the Employer to the plan;and(3)the required specification
of designated employee contributions must be completed before the period to which such contributions
relate.]
( )Fixed Employer Match of Participant Contributions.
The Employer shall contribute on behalf of each Participant_%of Earnings for the Plan Year(subject to
the limitations of Article V of the Plan)for each Plan Year that such Participant has contributed_%of
Eamings or$ . Under this option,there is a single,fixed rate of Employer contributions,but a Partki-
pand may decline to make the required Participant contributions in any Plan Year,in which case no Employer
contribution will be made on the Participant's behalf in that Plan Year.
2 MPP Adoption Agreerrbnt 1/30/2006
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FT.WORTH,TX
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Y
( )Variable Employer Match Of Participant Contributions.
The Employer shall contribute on behalf of each Participant an amount determined as follows(subject to the
limitations of Article V of the Plan):
%of the contributions made by the Participant for the Plan Year(not including Participant contributions
exceeding____%of Earnings or$_,___J;
PLUS %of the contributions made by the Participant for the Plan Year in excess of those included in the above
paragraph(but not including Participant contributions exceeding in the aggregate_°ti of Earnings or$_ _;
Employer Contributions on behalf of a Participant for a Plan Year shall not exceed$ or_%of Earnings,
whichever is more or less.
2. Each Participant may make a voluntary(unmatched),after-tax contribution,subject to the limitations of Section 4.05
and Article V of the Plan.
Yes No
3, Employer contributions and Participant contributions shall be contributed to the Trust in accordance with the
following payment schedule:
VII. EARNINGS
Earnings,as defined under Section 2,09 of the Plan,shall include: And all other earnings that would affect the
employee's benefits if the employee were
(a) Overtime X Yes _ No employee's
in the employee's Retirement Fund
of the City of Fort Worth,":Texas.
(b) Bonuses X 'Yes Pic
Vill. LIMITATION ON ALLOCATIONS
If the Employer maintains or ever maintained another qualified plan in which any Participant in this Plan is(or was)a partici-
pant or could possibly become a participant, the Employer hereby agrees to limit contributions to all such plans as provided
herein,if necessary in order to avoid excess contributions(as described in Sections 5.02 of the Plan).
1. if the Participant is covered under another qualified defined contribution plan maintained by the Employer,the
provisions of Section 5.02(a)through(f)of the Plan will apply unless another method has been indicated below.
( )Other Method. (Provide the method under which the plans will limit total Annual Additions to the Maximum
Permissible Amount,and will properly reduce any excess amounts,in a manner that precludes Employer
discretion.)
2. The limitation year is the following 12-consecutive month period:January 1—December 31_
MPP Adoption Agreement 1 M/2006 3
I
WORTH,TX
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IX. VESTING PROVISIONS
The Employer hereby specifies the following vosting schedule,subject to(1)the minimum vesting requirements as
noted and(2)the concurrence of the Plan Administrator.
Years of
Service Percent
Completed Vesti [234 239]
Zero 1U0 % Inmediate Vesting
One %
TWO %
Three %
Four %
Five %
Six %
Seven %
Eight %
Nine %
Ten 96
X. Loans are permitted under the Plan,as provided in Article XIII:
Yes X No [751]
XI. 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.
XII. The Plan Administrator hereby agrees to inform the Employer of any amendments to the Plan made pursuant
to Section 14.05 of the Plan or of the discontinuance or abandonment of the Plan.
XIII. The Employer hereby appoints the ICMA-RC as the Plan Administrator pursuant to the terms and condi-
tions of the ICMA-RC GOVERNMENTAL MONEY PURCHASE PLAN&TRUST.
The Employer hereby agrees to the provisions of the Plan and Trust.
)IV. The Employer hereby acknowledges It understands that failure to property fill out this Adoption Agreement
may result in disqualification of the Plan.
XV. An adopting Employer may rely on an advisory letter issued by the Internal Revenue Service as evidence that
the Plant is qualified under section 401 of the Internal Revenue Code,
In Witness Whereof,the Employer hereby causes this Agreement to be executed on this,day of
200
EMPLq ICMA RC n
gy� Q By.at:en on g ery
Title:Assistant City Manager/CFO Title: Corporate Secretary
Attest:
AlLbed
4 '+ MPP Adoption Agemneat 1130/2WS
cy-\ �av1 t)ot
Marty Hondri ,City secret
Ct7ntraCt Authorizatiou
T.WORTH,TX
'1� : -
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 7/10/2007
DATE: Tuesday, July 10, 2007 REFERENCE NO.: **C-22219
LOG NAME: 141CMA-RC
SUBJECT:
Authorize Execution of an Agreement with ICMA-RC to Provide Administrative Services for the City's FICA
Alternative Plan
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to:
1. Execute a contract with ICMA-RC to administer the City's FICA Alternative Plan; and
2. Pay the participant fee of$18 per person not to exceed a cost of$50,000 annually beginning FY07-08.
DISCUSSION:
In December 2001, M&C C-18904 authorized the City of Fort Worth to establish a FICA Alternative
Retirement Plan for the City's part-time, seasonal and temporary employees. Establishing this plan
allowed plan members to contribute 7.5% of their salary to this plan instead of both the employee and the
City making 6.25% contributions to Social Security. By this action, the City saved $600,000 in the first
plan year. Since the plan was implemented, BENCOR has served as the Administrator and AIG-VALIC
has served as Investment Manager. PENCO, doing business as BENCOR Administrative Services, has
been the Record Keeper.
The City of Fort Worth currently has 2,679 participants in the plan, of which 1,243 are currently employed
as a part-time, seasonal or temporary employee. The total of all account balances as of March 31, 2007
was $2,573,687. BENCOR recently informed the City of Fort Worth that it would no longer serve as the
Administrator of the plan as of July 15, 2007, unless the investments were moved away from AIG-VALIC
to a new Investment Manager selected by BENCOR. AIG-VALIC also offered to serve as both
Administrator and Investment Manager of the plan. However, the City decided that it would be in the best
interest of the plan members and the City to issue an RFP for proposals for an Administrator and
Investment Manager.
A FICA Alternative Committee appointed by the City Manager engaged the services of the Retirement
Store as a consultant to develop a Request for Proposal. The Retirement Store assisted the City in the
preparation of RFP 07-0156 for a FICA Replacement Plan. This RFP was issued on May 24, 2007. The
deadline for proposals was June 7, 2007. Responses were received from AIG-VALIC, BENCOR, Frost
Bank, ICMA-RC, Mid America Administrative & Retirement Solutions, Inc., Nationwide Retirement
Solutions, Public Agency Retirement Services (PARS) and The Hartford.
After a review of the proposals by the Consultant and staff, a presentation of findings was made to the
FICA Alternative Committee (Committee). The Committee agreed that the best proposal for the plan
members and the City was submitted by ICMA-RC. The Committee selected ICMA-RC based on their
response to the RFP questions, their willingness to offer the plan design requested by the City, and their
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Page 2 of 2
ability to serve as Administrator, Record Keeper and Investment Manager.
The ICMA-RC proposal calls for the payment of two types of fees. An administrative fee of 55 basis points
will be charged on each account balance annually. This fee, which would total $14,155 per year based
upon the account balances as of March 31, 2007, will be paid from each participant's account(s). In
addition ICMA-RC will charge a fee of$18 per year for each plan participant starting FY07-08. The annual
fee that would be paid by the City should not exceed $50,000 and will probably be reduced significantly in
the future due to future withdrawals of inactive participants with small account balances.
FISCAL INFORMATION / CERTIFICATION:
The Finance Director certifies this action will have no material impact on the operating budget, and funds
will be included in the next fiscal year's budget.
FUND CENTERS:
TO Fund/Account/Centers FROM Fund/Account/Centers
GG01 531200.0905500 $0.00 GG01 531200 0905500 $0.00
CERTIFICATIONS:
Submitted for City Manager's Office by. Karen Montgomery (6222)
Ori inating Department Head: Karen Marshall (7783)
Additional Information Contact: Bob Molloy (7787)
ATTACHMENTS
No attachments found.
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Page 1 of 1
Tidwell, Allison
From: Jimenez, Juanita
Sent: Friday, November 19, 2010 10:01 AM
To: Tidwell,Allison
Subject: FW: Contract#39382
Attachments: ICMA-RC contract.pdf
Allison,
Attached is the complete contract.
Juanita Jimenez
City of Fort Worth
Human Resources Department
1000 Throckmorton
Ft. Worth, TX 76102
817-392-7846(phone)
817-392-8869(fax)
From: Tinker, Marlena
Sent: Friday, November 19, 2010 8:52 AM
To:Jimenez,Juanita
Subject: RE: Contract # 39382
Juanita,
Always send requests to zz_CSO Administration. Attached is a copy of the contract you requested.
Marlena Tinker
Administrative Technician
City Secretary's Office
1000 Throckmorton Street
Fort Worth,Texas 76102
817-392-6150(office)
817-392-6196(fax)
Marlena.Tinker®fortworthgov.org
From: Jimenez,Juanita
Sent: Friday, November 19, 2010 8:42 AM
To:Tinker, Marlena
Subject: Contract# 39382
Could I please get a copy of Contract#39382?This agreement is between CFW and ICMA-RC. The agreement I have is not
stamped with the CS contract number.
Thank you,
Juanita Jimenez
City of Fort Worth
Human Resources Department OFFICIALJ
1000 Throckmorton
Ft. Worth, TX 76102 CITY SEC
817-392-7846(phone) FT. WOR 817-392-8869(fax)
11/19/2010
ADMINISTRATIVE SERVICES AGREEMENT
Between
ICMA Retirement Corporation
and
City of Fort Worth
Type: 401
Account#: 106439
OFFICIAL RECORD
CITY SECRETARY
FT. WORTHg TX
i
Plan number 106439
•
ADMINISTRATIVE SERVICES AGREEMENT
This Administrative Services Agreement("AgreemenfD,made as of the/3 day
of ,2007(herein referred to as the"Inception Date',between the International
City/Obunty Management Association Retirement Corporation("ICMA-RC'D,a
nonprofit corporation organized and existing under the laws of the State of Delaware, and
the City of Fort Worth("Employer"),a City organized and existing under the laws of the
State of Texas with an office at 1000 Throckmorton Street,Fort Worth,Texas 76102.
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;
VantageTrust(the"Trust")is a common law trust governed by an elected Board
of Trustees for the commingled investment of retirement funds held by various state and
local governmental units for their employees;
ICMA-RC acts as investment adviser to the Trust;ICMA-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."("Retirement Investment Guide").
The Funds are available only to public employers and only through the Trust and
ICMA-RC.
In addition to serving as investment adviser to the Trust,ICMA-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,
transaction processing,benefit disbursement,and asset management.
AGREEMENTS
1. Appointment of ICMA-RC
Employer hereby appoints ICMA-RC as Administrator of the Plan to perform all
nondiscretionary 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 ICMA-RC
shall be those set forth in Exhibit A to this Agreement.
2 OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Plan number 106439
2. Adoption of Trust
Employer has adopted the Declaration of Trust of VantageTrust and agrees to the
commingled investment of assets of the Plan within the Trust.Employer agrees that
operation of the Plan provisions shall be governed by the Plan Document and related
Adoption Agreement and that the investment,management,and distribution 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. Emvloyer Duty to Furnish Information
Employer agrees to furnish to ICMA-RC on a timely basis such information as is
necessary for ICMA-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 verification as to the employment status of participants,and
participant ages, addresses,and other identifying information(including tax identification
numbers)as is necessary and via EZLink(ICMA-RC's on-line web based service)when
appropriate. ICMA-RC shall be entitled to rely upon the accuracy of any information that
is furnished to it by a responsible official of the Employer or any information relating to
• an individual participant or beneficiary that is furnished by such participant or
beneficiary,and ICMA-RC shall not be responsible for any error arising from its reliance
on such information. ICMA-RC will provide account information in reports,statements
or accountings.
4. Certain Representations and Warranties
ICMA-RC represents and warrants to Employer that:
(a) ICMA-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 1CMA-RC to serve as investment adviser to the
Trust is dependent upon the continued willingness of the Trust for 1CMA-
RC to serve in that capacity.
(b) ICMA-RC is an investment adviser registered as such with the U.S.
Securities and Exchange Commission under the Investment Advisers Act
of 1940,as amended. ICMA-RC Services,LLC(a wholly owned
subsidiary of ICMA-RC)is registered as a broker-dealer with the U.S.
Securities and Exchange Commission("SEC")and is a member in good
standing with the National Association of Securities Dealers("NASD")
and the Securities Investor Protection Corporation("SIPC").
3 OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Plan number 106439
• (c) ICMA-RC shall maintain and administer the Plan in compliance with the
requirements for plans which satisfy the qualification requirements of
Section 401 of the Internal Revenue Code and other applicable federal
law;provided,however,ICMA-RC shall not be responsible for the
qualified status of the Plan in the event that the Employer directs ICMA-
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 ICMA-RC's standardized plan document,ICMA-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 ICMA-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.
(e) Employer understands and agrees that ICMA-RC's sole function under
this Agreement is to act as recordkeeper and to provide administrative,
investment or other services at the direction of Plan participants,the
Employer,its agents or designees in accordance with the terms of this
Agreement. Under the terms of this Agreement,ICMA-RC does not
render investment advice to the Plan,is not a fiduciary"Plan
Administrator"or Plan Sponsor as those terms are defined under
applicable federal ERISA,state,or local law,and does not provide legal,
tax or accounting advice with respect to the creation,adoption or operation
of the Plan and the Trust.
(f) Employer acknowledges that certain such services to be performed by
ICMA-RC under this Agreement may be performed by an affiliate or
agent of ICMA-RC pursuant to one or more other contractual
arrangements or relationships,and that ICMA-RC reserves the right to
change vendors with which it has contracted to provide services in
connection with this Agreement without prior notice to Employer.
5. Participation in Certain Proceedings
The Employer hereby authorizes ICMA-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. Unless Employer notifies ICMA-RC otherwise,Employer consents
OFFICIAL RECORD
4 CITY SECRETARY
FT. WORTH, TX
Plan number 106439
to the disbursement by ICMA-RC of benefits that have been garnished or transferred to a
former spouse,current spouse,or child pursuant to a domestic relations order or child
support order.
6. ComMnsation and Pam
(a) Plan Administration Fee. The amount to be paid for plan administration
services under this Agreement shall be 0.55%per annum of the amount of
Plan assets invested in the Trust. Such fee shall be computed based on
average daily net Plan assets in the Trust.
(b) Account Maintenance Fee. There shall be an annual account maintenance
fee not to exceed$18.00. The account maintenance fee is assessed
quarterly on the first business day of each quarter. This fee will become
effective January.1,2008. There will be no fee assessed for the time
period from conversion to December 31,2007.
(c) Mutual Fund Services Fee.There is an annual charge of 0.15%assessed
against average daily net Plan assets invested in the Trust's non-
proprietary funds of VantageTrust.
(d) Compensation for Management Services to the Trust;Compensation for
Advisory and other Services to the Vantagepoint Funds.Employer
acknowledges that in addition to amounts payable under this Agreement,
ICMA-RC receives fees from the Trust for investment management
services furnished to the Trust.Employer further acknowledges that
certain wholly owned subsidiaries of ICMA-RC receive compensation for
advisory and other services famished to the Vantagepoint Funds,which
serve as the underlying portfolios of a number of Funds offered through
the Trust. The fees referred to in this subsection are disclosed in the
Retirement Investment Guide.These fees are not assessed against assets
invested in the Trust's Mutual Fund Series.
(e) Redemption Fees. Redemption fees imposed by outside mutual funds in
which Plan assets are invested are collected and paid to the mutual fund by
ICMA-RC. ICMA-RC remits 100%of redemption fees back to the
specific mutual fund to which redemption fees apply. These redemption
fees and the individual mutual fund's policy with respect to redemption
fees are specified in the prospectus for the individual mutual fund and
referenced in the Retirement Investment Guide.
(f) All payments to ICMA-RC pursuant to this Section 6(a)and(c)shall be
paid out of the Plan assets held by the Trust and shall be paid by the Trust,
to the extent not paid by the Employer. All payments to ICMA-RC
pursuant to this Section 6(b)shall be paid directly by Employer,and shall
not be deducted from Plan Assets held by the Trust. The amount of Plan
5 OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Plan number 106439
assets held in the Trust shall be adjusted by the Trust as required to reflect
such payments. In the event that the Employer agrees to pay amounts
owed pursuant to this section 6 directly,any amounts unpaid and
outstanding after 30 days of invoice to the Employer shall be withdrawn
from Plan assets held by the Trust.
The compensation and payment set forth in this section 6 is contingent upon the
Employer's use of ICMA-RC's EZLink system for contribution processing and
submitting contribution funds by ACH or wire transfer on a consistent basis over the
term of this Agreement.
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 ICMA-RC and are not to
be remitted to ICMA-RC. In the event that any check or wire transfer is incorrectly
labeled or transferred to ICMA-RC,ICMA-RC may return it to Employer with proper
instructions.
8. Responsibility
ICMA-RC shall not be responsible for any acts or omissions of any person with respect
to the Plan or related Trust,other than ICMA-RC in connection with the administration
or operation of the Plan.
9. Term
This Agreement shall be in effect and commence on the date all parties have signed and
executed this Agreement ("Inception Date"). The term of this Agreement will commence
on the Inception Date and extend three years from that date. This Agreement will be
renewed automatically for 2 one-year terms and then for each succeeding year unless
written notice of termination is provided by either party to the other no less than 60 days
before the end of such Agreement year.
10. Amendments and Adjustments
(a) This Agreement may not be amended except by written instrument signed by the
parties.
(b) 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.
(c) The parties agree that enhancements may be made to administrative and
operations services under this Agreement. The Employer will be notified of
enhancements through the Employer Bulletin,quarterly statements or special
6 OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Plan number 106439
• mailings. Likewise,if there are any reductions in fees,these will be announced
through the Employer Bulletin,quarterly statement or special mailing.
11. Notices
All notices required to be delivered under Section 10 of this Agreement shall be delivered
personally or by registered or certified mail,postage prepaid,return receipt requested,to
(i)Legal Department, ICMA Retirement Corporation,777 North Capitol Street,N.E.,
Suite 600,Washington,D.C.,20002-4240;(ii)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 complete and full understanding and sole agreement
between ICMA-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. This Agreement supersedes all written and oral agreements,communications or
negotiations among the parties.Any prior agreements,promises,negotiations or
representations,verbal or otherwise,not expressly set forth in this Agreement are of no
force and effect.
13. Titles
The headings of Sections of this Agreement and the headings for each of the attached
schedules are for convenience only and do not define or limit the contents thereof.
14. Incorporation of Schedules
All Schedules(and any subsequent amendments thereto),attached hereto, and referenced
herein,are hereby incorporated within this Agreement as if set forth fully herein.
15. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the
State of Texas,applicable to contracts made in that jurisdiction without reference to its
conflicts of laws provisions.
7
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Plan number 106439
•
In Witness Whereof,the parties hereto certify that they have read and understand this
Agreement and all Schedules attached hereto and have caused this Agreement to be
executed by their duly authorized officers as of the Inception Date first above written.
CITY OF FORTH WORTH
r ate
Signature: Karen Mo tgomery
assistant City Manager/CFO
Name and Title(Please Print)
INTERNATIONAL CITY/COUNTY MANAGEMENT
ASSOCIATION RETIREMENT CORPORATION
r C ,,
uw-
BY
Angela C.Montez
Assistant Corporate Secretary
Please return fully executed contract to: New Business Unit
ICMA-RC
777 North Capitol Street NE
Suite 600
Washington DC 20002-4240
8 OFFICIAL RECOR
D
CITY SECRETARY
FT. WORTH, TX
Plan number 106439
Exhibit A
Administrative Services
The administrative services to be performed by ICMA-RC under this Agreement shall be
as follows:
(a) Participant enrollment services,including providing a welcome package and
enrollment kit containing instructions and notices necessary to implement
the Plan's administration.
(b) Establishment of participant accounts for each employee participating in the
Plan for whom ICMA-RC receives appropriate information via EZLink from
the Employer or such other enrollment forms and records from the Employer
if necessary. ICMA-RC is not responsible for determining if such Plan
participants are eligible under the terms of the Plan.
(c) Allocation in accordance with participant directions received in good
order of individual participant accounts to investment funds offered under
the Trust.
(d) Maintenance of individual accounts for participants reflecting amounts
deferred, income,gain or loss credited,and amounts distributed as
benefits.
(e) Maintenance of records for all participants for whom participant accounts
have been established in paper or electronic format. These files shall include
enrollment instructions,beneficiary designation instructions(to the extent
provided to ICMA-RC)and all other written correspondence and documents
concerning each participant's account,and if applicable,records of any
transaction conducted through the Voice Response Unit("VRU"),the
Internet or other electronic means,
(f) Provision of periodic reports to the Employer and participants of the status
of Plan investments and individual accounts.
(g) Communication to participants of information regarding their rights and
elections under the Plan.
(h) Making available Investor Services Representatives through a toll-free
telephone number from 8:30 a.m. to 9:00 p.m. Eastern Time,Monday
through Friday (excluding holidays and days on which the securities
markets or ICMA-RC are closed for business(including emergency
closings),to assist participants.
(i) Making available a toll-free number and access to VantageLine, ICMA-
RC's interactive VRU,and ICMA-RC's web site,to allow participants to
access certain account information and initiate plan transactions at any
time.
(j) Distribution of benefits as agent for the Employer in accordance with
terms of the Plan.
9 OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
10
Plan number 106439
(k) Upon approval by the Employer that a domestic relations order is an
acceptable qualified domestic relations order under the terms of the Plan,
ICMA-RC Will establish a separate account record for the alternate payee
and provide for the investment and distribution of assets held thereunder.
(1) Online Advice may be made available through a third party vendor on the
terms specified on ICMA-RC's website.
i
10
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
ICMA RETIREMENT CORPORATION
GOVERNMENTAL MONEY PURCHASE PLAN&TRUST
ADOPTION AGREEMENT
PLAN NUMBER 10- 64433,99
The Employer hereby establishes a Money Purchase Plan and Trust to be known as
City of Fort Worth FICA Alternative P1 agthe"Plan")in the form of the ICMA RG Governmen-
tal Money Purchase Plan and Trust. [9061
This Plan is an amendment and restatement of an existing defined contribution money purchase plan.
X_ Yes No
If yes,please specify the name of the defined contribution money purchase plan which this Plan hereby amends and
restates:
FICA Alternative Plan for the City of Fort Worth
1. Employer. City of Fort Worth [9021
11. 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:
III.Plan Year will mean:
( )The twelve(12)consecutive month period which coincides with the limitation veer. (See Section 5.03(g)of
the Plan.)
0()The twelve(12)consecutive month period commencing onJanua ry 1 and each anniversary thereof.
IV. Normal Retirement Age shall be age 65 (not to exceed age 65). (2881
V. ELIGIBILITY REQUIREMENTS:
1. The following group or groups of Employees are eligible to participate in the Plan:
Ail Employees All City employees not eligible to participate
All Full-Time Employees in the Employee's Retirement Fund of the City
Salaried Employees of Fort Worth, Texas. This includes, but is
Non-union Employees not necessarily limited to, part—time (less than
Management Employees 20 hours per week), seasonal and temporary
Public Safety Employees employees; the Mayor, members of the City Council
General Employees and administrative assistants to the Mayor and
X_ Other(specify below) Council members.
The group specified must correspond to a group of the same designation that is defined in the statutes,
ordinances,rules,regulations,personnel manuals or other material in effect in the state or locality of the
Employer.
® MPP Adoption Agreement 1/30/2006 1
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
•
2. The Employer hereby waives or reduces the requirement of a twelve(12)month Period of Service for
participation.The required Period of Service shall be NIA (write N/A if an Employee Is eligible to
participate upon employment).
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 requirement
Is_Ng (not to exceed age 21. Write N/A if no minimum age is declared.)
VI. CONTRIBUTION PROVISIONS
1. The Employer shall contribute as follows(choose one):
Fixed Employer Contributions With Or Without Mandatory Participant Contributions.
The Employer shall contribute on behalf of each Participant X_°ye of Earnings or$ for the Plan
Year(subject to the limitations of Article V of the Plan). A Participant is required to contribute(subject to the
limitations of Article V of the Plan)
(i) 7.5 %of Earnings,
or
(lib a whole percentage of Earnings,as designated by the Employee in accordance with guidelines and
procedures established by the Employer
for the Plan Year as a 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.
X Yes No [621]
[Note to Employer: Neither an IRS advisory letter nor a determination letter issued to an adopting Employer
Is a ruling by the Internal Revenue Service that Participant contributions that are picked up by the Employer
are not includable in the Participant's gross income for federal 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 only if they meet the requirements of Rev.Ruls.81-35 and 81-36,1981-1
C.B.255,and 87-10,1987-1 C.B.136. Those requirements are(1)that the Employer must specify that the
contributions,although designated as employee contributions,are being paid by the Employer in lieu of
contributions by the employee;(2)the employee must not have the option of receiving the contributed
amounts directly instead of having them paid by the Employer to the plan;and(3)the required specification
of designated employee contributions must be completed before the period to which such contributions
relate.)
( )Fixed Employer Match of Participant Contributions.
The Employer shall contribute on behalf of each Participant_%of Earnings for the Plan Year(subject to
the limitations of Article V of the Plan)for each Plan Year that such Participant has contributed_%of
Earnings or$_._. Under this option,there is a single,fixed rate of Employer contributions,but a Partici-
pant may decline to make the required Participant contributions in any Plan Year,in which case no Employer
contribution will be made on the Participant's behalf in that Plan Year.
• 2 MP Adoption Agreement 113w'2006
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
( )Variable Employer Match Of Participant Contributions.
The Employer shall contribute on behalf of each Participant an amount determined as follows(subject to the
limitations of Article V of the Plan):
%of the contributions made by the Participant for the Plan Year(not Including Participant contributions
exceeding_%of Earnings or$_,_);
PLUS %of the contributions made by the Participant for the Plan Year in excess of those included in the above
paragraph(but not including Participant contributions exceeding in the aggregate_%of Earnings or
Employer Contributions on behalf of a Participant for a Plan Year shall not exceed$ or!%of Earnings,
whichever is more or less.
2. Each Participant may make a voluntary(unmatched),after-tax contribution,subject to the limitations of Section 4.05
and Article V of the Plan.
Yes No
3. Employer contributions and Participant contributions shall be contributed to the Trust in accordance with the
following payment schedule:
VII. EARNINGS
Earnings,as defined under Section 2.09 of the Plan,shall include: And all other earnings that would affect the
employee's benefits if the employee were
(a) Overtime X Yes r No participating in the Employee's Retirement Fund
(b) Bonuses X 'Yes No
of the City of Fort Worth, Texas.
Vill. LIMITATION ON ALLOCATIONS
If the Employer maintains or ever maintained another qualified plan in which any Participant in this Plan is(or was)a partici-
pant or could possibly become a participant, the Employer hereby agrees to limit contributions to all such plans as provided
herein,if necessary in order to avoid excess contributions(as described in Sections 5.02 of the Plan).
1. If the Participant is covered under another qualified defined contribution plan maintained by the Employer,the
provisions of Section 5.02(a)through(f)of the Plan will apply unless another method has been Indicated below.
( )Other Method. (Provide the method under which the plans will limit total Annual Additions to the Maximum
Permissible Amount,and will properly reduce any excess amounts,in a manner that precludes Employer
discretion.)
2. The limitation year is the following 12-consecutive month period:Jan tiarX 1—December 31
MPP Adoption Agreement 1/30/2006
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
•
IX. VESTING PROVISIONS
The Employer hereby specifies the following vesting schedule,subject to(1)the minimum vesting requirements as
noted and (2) the concurrence of the Plan Administrator.
Years of
Service Percent
m ie _Vesting
[234.239)
Zero 100 % Immediate Vesting
One %
Two %
Three %
Four %
Five %
Six %
Seven %
Eight %
Nine %
Ten %
X. Loans are permitted under the Plan,as provided in Article XIII:
Yes _X_ No [751)
XI. 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.
XII. The Plan Administrator hereby agrees to inform the Employer of any amendments to the Plan made pursuant
to Section 14.05 of the Plan or of the discontinuance or abandonment of the Plan,
XIII. The Employer hereby appoints the ICMA-RC as the Plan Administrator pursuant to the terms and condi-
tions of the ICMA-RC GOVERNMENTAL MONEY PURCHASE PLAN&TRUST.
The Employer hereby agrees to the provisions of the Plan and Trust.
X1V, The Employer hereby acknowledges it understands that failure to properly fill out this Adoption Agreement
may result in disqualification of the Plan.
XV. An adopting Employer may rely on an advisory letter issued by the Internal Revenue Service as evidence that
the Plan Is qualified under section 401 of the Internal Revenue Code,
In Witness Whereof,the Employer hereby causes this Agreement to be executed on this day of
200,____.
EMPLOYER ICMA RC
By. By.
Karen L. Montgome
Title: A r/C 0 Title: Corporate Secretary
Attest:
4 MPP Adoption Agreement 1/30/2006
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX