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HomeMy WebLinkAboutContract 46143 my SECRETARY CONTRACT N0. --- ADMINISTRATIVE SERVICES AGREEMENT Between ICMA Retirement Corporation and City of Fort Worth Type: VantageCare RHS Account Number: 803075 OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX RECEIVED Nov, 2 2gg Plan # 803075 ADMINISTRATIVE SERVICES AGREEMENT This Agreement, made as of thej�_day of Nfij(jMjU V , 20 (herein referred to as the "Effective Date"), between The International City Management Association Retirement Corporation ("ICMA-RC"), a nonprofit corporation organized and existing under the laws of the State of Delaware; and the City of Fort Worth ("Employer") a local governmental instrumentality organized and existing under the laws of the State of Texas with an office at 1000 Throckmorton, Fort Worth, Texas 76102. RECITALS Employer acts as a public plan sponsor for a retiree health plan with responsibility to obtain investment alternatives and services for employees participating in that plan; Employer desires to make the VantageCare Retirement Health Savings Plan ("RHS Plan" or "Plan") provided by ICMA-RC available to its employees; ICMA-RC makes available The Vantagepoint Funds, a no-load, diversified mutual fund, for investment of public employer plan assets, including RHS Plan assets; ICMA-RC provides a complete offering of services to public employers for the operation of employee retirement and retiree health savings 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. AGREEMENTS 1. Acceptance of RHS Plan Employer agrees to make the RHS Plan provided by ICMA-RC available to its employees. The details of the RHS Plan shall be as mutually agreed between the Employer and ICMA-RC, and in general shall be as set forth in the RHS Plan materials developed by ICMA-RC and provided to Employer. The RHS Plan materials are hereby incorporated by reference and made a part of this Agreement, except that Employer and ICMA-RC may from time to time mutually agree in writing to terms that vary from the RHS Plan materials. RHS plan materials shall include the VantageCare RHS Employer Manual, available electronically through the EZ Link System upon plan adoption. The functions to be performed by ICMA-RC and its agents include: (a) allocation in accordance with participant direction of individual accounts to investment funds ("Funds") made available to Plan participants; (b) maintenance of individual accounts for participants reflecting amounts contributed, - 2 - Plan # 803075 income, gain, or loss credited, and amounts disbursed as benefits; (c) provision of periodic reports to the Employer and participants of the status of Plan investments and individual accounts; (d) communication to participants of information regarding their rights and elections under the Plan; (e) disbursement of benefits as agent for the Employer in accordance with terms of the Plan; and (f) performance of tax withholding and reporting in conjunction with the Employer for each RHS account. 2. Employer 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 with respect to the Plan, including information needed to allocate individual participant accounts to Funds, and information as to the benefit eligibility and employment status of participants, and participants' ages, addresses, dependents, spouses and other identifying information (including tax identification numbers). Employer also agrees that it will notify ICMA-RC in a timely manner regarding changes in staff as it relates to various roles. This is to be completed through the online EZLink employer contact options. 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, spouse or dependent that is furnished by such participant, spouse or dependent, and ICMA-RC shall not be responsible for any error arising from its reliance on such information. ICMA-RC will provide reports, statements and account information to the Employer through EZLink, the online plan administrative tool. 3. ICMA-RC 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. (b) ICMA-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, LLC (a wholly owned subsidiary of ICMA-RC) is registered as a broker-dealer with the Securities and Exchange Commission (SEC) and is a member in good standing of the Financial Industry Regulatory Authority (FINRA). - 3 - Plan # 803075 4. Employer Representations and Warranties Employer represents and warrants to ICMA-RC that: (a) 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. (b) Information required to be retained by the Employer shall be set forth in the RHS plan materials developed by ICMA-RC and provided to the Employer. (c) Employer is responsible for determining that there are no state or local laws that would prohibit it from establishing ICMA-RC's VantageCare RHS program. Employer is also responsible for determining that the investments selected for the RHS plan fall within state or local requirements. ICMA-RC shall not be responsible for monitoring state or local law affecting retiree health savings plans or for administering the Plan in compliance with local or state requirements affecting retiree health savings plans unless Employer notifies ICMA-RC of any such local or state requirements. (d) Employer acknowledges that the RHS plan may be treated as a "health plan" for Health Insurance Portability and Accountability Act ("HIPAA") purposes and therefore may be subject to HIPAA privacy rules. If it is determined that the RHS plan is considered a "health plan", an employer sponsoring RHS would be responsible for complying with the HIPAA privacy and security rules regarding protected health information of RHS plan participants. ICMA-RC, or its claims processing agent, has procedures in place to safeguard the protected health information of RHS plan participants. (e) 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. Notwithstanding anything in this Agreement to the contrary, ICMA-RC shall retain ultimate responsibility for the provision of all services under this Agreement, whether provided by ICMA-RC or by and affiliate or agent. (f) Employer acknowledges and agrees that ICMA-RC does not assume any responsibility with respect to the selection or retention of the Plan's investment options. Employer shall have exclusive responsibility for the selection and retention of the Plan's investment options, including the selection of the applicable mutual fund share class. - 4 - Plan # 803075 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 a medical child support order. Unless Employer notifies ICMA-RC otherwise, Employer authorizes ICMA-RC to determine whether disbursement of benefits to a spouse or child pursuant to a medical child support order is appropriate. 6. Compensation and Payment (a) Absent an explicit agreement to the contrary between ICMA-RC and Employer, participant fees and expenses ("Account Administration Fees") shall be payable from RHS assets, in accordance with the requirements of the RHS Plan as set forth below. (i) Employer with ICMA-RC §401 and §457 retirement plan average participant account balances of$25,000 or more: An annual asset fee of 0.30% (30 basis points) will be charged on a quarterly basis, based on the balance in the account on the last day of the previous quarter. In addition to the annual asset fee, a $25 annual account administration fee will be charged quarterly to each Accountholder's account. (ii) Employer with ICMA-RC §401 and §457 retirement plan average participant account balances of less than $25,000, or Employer who does not currently have a retirement plan with ICMA-RC: An annual asset fee of 0.40% (40 basis points) will be charged on a quarterly basis, based on the balance in the account on the last day of the previous quarter. When the average participant account balance of the Employer's §401 and §457 retirement plans with ICMA-RC totals $25,000 or more (based on the balances in the Employer's retirement plans on the last day of the previous quarter), the pricing detailed in paragraph 6(a)(i). shall apply beginning in the subsequent quarter. In addition to the annual asset fee, a$25 annual account administration fee will be charged quarterly to each Accountholder's account. (iii) Annual Account Administration Fees are subject to change with appropriate prior notification. (b) Compensation for Advisory and other Services to The Vantagepoint Funds. Employer acknowledges that certain wholly-owned subsidiaries of ICMA-RC receive compensation from The Vantagepoint Funds for advisory and other services furnished to - 5 - Plan # 803075 The Vantagepoint Funds. The fees referred to in this subsection are disclosed in The Vantagepoint Funds Prospectus and Statement of Additional Information. 7. Contribution Remittance Employer understands that amounts contributed to the RHS plan are to be remitted directly to Vantagepoint Transfer Agents in accordance with instructions provided to Employer in the RHS plan materials and are not to be remitted to the ICMA Retirement Trust or ICMA-RC. In the event that any check or wire transfer is incorrectly labeled or transferred, ICMA-RC will return it to Employer with proper instructions. 8. Responsibility (a) 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, or its agents or affiliates, in connection with the administration or operation of the Plan or related Trust. (b) The Employer understands that, as a general matter, the Internal Revenue Service ("IRS") may decline to rule on certain design features or provisions that the Employer may request to have added to the RHS plan materials. The Employer agrees, to the extent allowed by law, to hold ICMA-RC harmless in connection with the addition and administration of any RHS plan feature or provision requested by the Employer for which the IRS will not provide express interpretive guidance. 9. Term This Agreement shall be in effect for an initial term beginning August 29, 2014 and ending August 28, 2019. This Agreement may be renewed for each succeeding year by signed, written mutual agreement of the parties. 10. Amendments and Adjustments (a) This Agreement may be amended by written instrument signed by the parties. (b) The parties agree that only an adjustment to compensation or administrative and operational services under this Agreement may be implemented by ICMA-RC through a proposal to the Employer via correspondence or the Employer Bulletin. The Employer will be given at least 60 days to review the proposal before the effective date of the adjustment. Such adjustment shall become effective unless, within the 60 day period before the effective date, the Employer notifies ICMA-RC in writing that it does not accept such adjustment, in which event the parties will negotiate with respect to the adjustment. (c) No failure to exercise and no delay in exercising any right, remedy, power or privilege - 6 - Plan # 803075 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) 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 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. Any prior agreements, promises, negotiations or representations, verbal or otherwise, not expressly set forth in this Agreement are of no force and effect. 13. 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 - Plan # 803075 In Witness Whereof, the parties hereto have executed this Agreement as of the Effective Date first above written. CITY OF FQRT WORTH By: APPPOvan AS TO Print NL� 3usqvl A IA y< 1'J Title: ASSIS I iv rf ITY ATTORNEY P\AC "'D INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION {�,�� By C A "J� Angela C. M tez cN� Assistant Corporate Secretary tad P, Goff leaf AARL City Seft*W ° 0 ° °Onuuoo`3o �:jk OFFICIAL RECORD CITY SECRETARY - 8 - FT. WORTHS TX