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Home My WebLink AboutContract 45466-A1 LECR CITY SECRETARY COWPACT N0.��f l,P(, -0 Financial Services Amendment No. 1 to the Record Keeping Services Agreement Between Teachers Insurance and Annuity Association of America (TIAA) And City of Fort Worth Dated April 1, 2014 Effective as of the dates stated below, or such later date as the parties shall agree by Notice, the Record Keeping Services Agreement ("Agreement"), dated April 1, 2014, between Teachers Insurance and Annuity Association of America ("TIAA") and City of Fort Worth ("Employer") as Sponsor of the City of Fort Worth 457 Deferred Compensation Plan (the "Plan(s)"), is hereby amended as follows: 1. Effective as of January 1, 2015, and pursuant to changes previously accepted by the Employer, all references to JPMorgan Chase Bank, N.A, in the Agreement are hereby replaced with TIAA- CREF Trust Company, FSB. All remaining terms and conditions of the affected sections remain unchanged and in full force and effect. The affected sections include: (a) Section 8.2 (b) Section 10.3 (c) Schedule A (List of Services) — item number 7 2. Effective as of February 11, 2015, Schedule B is hereby amended to read as follows: SCHEDULE B Plan Funding Options TIAA-CREF Mutual Funds M C-) The annual 12b-I fee that TIAA shall receive for services rendered for each TIAA-CREF Mutual Fund listed below is 0 basis points. M_ C m FUND NAME SHARE CLASS TICKER TIAA-CREF International Equity Index Fund Institutional Class TCIEX M TIAA-CREF Lifecycle Retirement Income Fund Institutional Class TLRIX W zv _N OFFICIAL RECORD CITY SECRETARY PLNSETRKA FT.WORTH+TX Client fD: 065299—v.1.0 Plan(s): 406425 Page l of 3 LEF Financial Services TIAA-CREF Lifecycle Funds 1 TIAA-CREF Lifecycle 2010 Fund Institutional Class TCTIX TIAA-CREF Lifecycle 2015 Fund Institutional Class TCNIX TIAA-CREF Lifecycle 2020 Fund Institutional Class TCWIX TIAA-CREF Lifecycle 2025 Fund Institutional Class TCYIX TIAA-CREF Lifecycle 2030 Fund Institutional Class TCRIX TIAA-CREF Lifecycle 2035 Fund Institutional Class TCI:IX TIAA-CREF Lifecycle 2040 Fund Institutional Class TCOIX TIAA-CREF Lifecycle 2045 Fund Institutional Class TTFIX TIAA-CREF Lifecycle 2050 Fund Institutional Class TFTIX TIAA-CREF Lifecycle 2055 Fund Institutional Class TTRIX Non-Proprietary Mutual Funds American Funds New Economy R4 RNGEX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 35 basis points. American Funds SMALLCAP World R4 RSLEX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 35 basis points. BlackRock High Yield Bond Instl BHYIX The annual 12b-1 and revenue sharing TIAA shall receive for services rendered is 15 basis points. DFA Emerging Markets Small Cap I DEMSX The annual 12b-1 and revenue sharing TIAA shall receive for services rendered is 0 basis points. DFA Real Estate Securities I DFREX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 0 basis points. Goldman Sachs Small Cap Value lnstl GSSIX The annual I2b-1 and revenue sharing TIAA shall receive for services rendered is 10 basis points. Harbor International Administrative HRINX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 25 basis points. Invesco Diversified Dividend R5 DDFIX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 35 basis points. Metropolitan West Total Return Bond I MWTIX The annual I2b-1 and revenue sharing TIAA shall receive for services rendered is 10 basis points. Scout Mid Cap UMBMX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 35 basis points. Templeton Global Bond Adv TGBAX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 25 basis points. Vanguard Institutional Index I VINIX The annual 12b-1 and revenue sharing TIAA shall receive for services rendered is 0 basis points. The actual Lifecycle Funds currently available as funding options under the Plans are detailed in Schedule B of this Agreement. TIAA will deem Schedule B to this Agreement to be amended to include a new Lifecycle Fund when a new Lifecycle Fund becomes available and is subsequently approved by the Employer to be added as a funding option under the Plans. Any additional funds,that are not part of the Lifecycle family of funds,will need a signed and executed Amendment to the Record Keeping Agreement prior to being added as a funding option under the Plans. PLNSETRKA Client ID: 065299—v.1.0 Plan(s): 406425 Page 2 of 3 TIAA CREF Financial Services Vanguard Mid Cap Index Adm VIMAX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 0 basis points. Vanguard Small Cap Index Adm VSMAX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 0 basis points. Vanguard Total Bond Market Index Adm VBTLX The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 0 basis points. Collective Investment Trust OFFICIAL RECORD ICMA PLUS Fund R9 The annual 12b-I and revenue sharing TIAA shall receive for services rendered is 3 basis points. C SECRETARY FT.WORTH,TX TIAA-CREF Brokerage Account Notwithstanding any other provision of the Agreement to which this Schedule is attached to the contrary,the following provisions shall apply to the TIAA-CREF Brokerage Account. If so directed by the City and subject to TIAA's acceptance of a properly executed TIAA-CREF Retirement Plan Self-Directed Brokerage Account Application of a Plan participant or Beneficiary,all or a portion of the assets of the accounts of a Plan shall be segregated into individual TIAA-CREF Brokerage Accounts established for the benefit of Plan participants and Beneficiaries. Pursuant to the terms of the applicable Plan, each participant or Beneficiary shall have the power to direct the investment and reinvestment of assets in the TIAA-CREF Brokerage Account established for his or her benefit, subject to such administrative rules and procedures as TIAA may establish. Pursuant to the terms of the applicable Plan,participants and Beneficiaries shall provide instructions regarding the investment of the TIAA-CREF Brokerage Account directly to the broker appointed for purposes of executing transactions under the account. For 403(b)Plans, investments in the TIAA-CREF Brokerage Account shall be limited to mutual funds in accordance with Internal Revenue Code Section 403(b)(7). Teach nsurance and Annuity Association of America By: Date: Print Name: Title: Dve da,,- , ✓�5��7� -� C��> Se rlw�� a+\S City of Fort Worth B Date: oQ l J c1-o !'�r .i_i—rAV V 1Cu n D 1 v+ Print Name: "ORM AND LEGALITY. 1 �mar� a l T 1 PII1 ETRKA tern�!-r I' \V 4TT()RNlr:v Cl lent I D: 065299—v.1.0 At 099 by: v$ Plan(s): 406425 Page 3 of 3 M-1 J. ICa r,City