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2000 - ICMA - Retirement Corporation - 457 Retirement PlanADMINISTRATIVE SERVICES AGREEMENT Between ICMA Retirement Corporation and City of Rosemead Type: 457 Account #:300934 Type: 401 Account #:.106564 m Plan numbers 300934, 106564 ADMINISTRATIVE SERVICES AGREEMENT This Administrative Services Agreement ( "Agreement "), made as of the day of , 2013 (herein referred to as the "Inception 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 Rosemead ("Employer "), a City organized and existing under the laws of the State of California with an office at 8838 East Valley Boulevard, Rosemead, California 91770. RECITALS Employer acts as public plan sponsor of a retirement plan ( "Plan "), and in that capacity, has responsibility to obtain administrative services and investment alternatives for the Plan; VantageTrust (the "Trust ") is a group trust established and maintained in accordance with New Hampshire Revised Statutes Annotated section 391:1 and Internal Revenue Service Revenue Ruling 81 -100, 1981 -1 C.B. 326, which provides 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 VantageTrust Company, the Trustee of 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 range of services to public employers for the operation of employee retirement plans including, but not limited to, communications concerning investment alternatives, account maintenance, account recordkeeping, investment and tax reporting, transaction processing, benefit disbursement, and asset management. Plan numbers 300934, 106564 AGREEMENTS 1. ADDointment 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. The functions to be performed by ICMA -RC shall be those set forth in Exhibit A to this Agreement. 2. Adoption of Trust Employer has adopted the Declaration of Trust of VantageTrust Company and agrees to the commingled investment of assets of the Plan within the Trust. Employer agrees that operation of the Plan and 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. 3. Exclusivity Agreement [ Employer agrees that for the initial or succeeding term of this Agreement specified in Section 10, so long as ICMA -RC continues to perform in all material respects the services to be performed by it under this Agreement, Employer shall not obtain plan administration from anyone other than ICMA -RC. Employer acknowledges that ICMA - RC has agreed to the compensation to be paid to ICMA -RC under this Agreement in the expectation that ICMA -RC will be able to offset costs allocable to performing this Agreement with revenues arising from Employer's exclusive use of ICMA -RC at the rates provided herein throughout the initial or succeeding term. 4. 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 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). 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 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 reports, statements and account information to the Employer through EZLink, the online plan administrative too]. Plan numbers 300934, 106564 Employer is required to send in contributions through EZLink, the online plan administration tool provided by ICMA -RC. Alternative electronic methods may be allowed, but must be approved by ICMA -RC for use. Contributions may not be sent through paper submittal documents. To the extent Employer selects third -party funds that do not have fund profile information provided to ICMA -RC through our electronic data feeds from external sources (such as Morningstar) or third party fund providers, the Employer is responsible for providing to ICMA -RC timely fund investment updates for disclosure to Plan participants. Such updates may be provided to ICMA -RC through the Employer's investment consultant or other designated representative. Failure to provide timely fund profile update information, including the source of the information, may result in a lack of fund information for participants, as ICMA -RC will remove outdated fund profile information from the systems that provide fund information to Plan participants. 5. Certain Renresentations 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 ICMA -RC to serve as investment adviser to the Trust is dependent upon the continued willingness of the Trust for ICMA- 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 Financial Industry Regulatory Authority ( "FINRA ") and the Securities Investor Protection Corporation ( "SIPC"). (c)(i) ICMA -RC shall maintain and administer the Plan in compliance with the requirements for eligible deferred compensation plans under Section 457 of the Internal Revenue Code and other applicable federal law; provided, however, that ICMA -RC shall not be responsible for the eligible 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 457 or otherwise causes the Plan not to be carried out in accordance with its terms. Further, in the event that the Employer uses its own customized plan document, ICMA -RC shall not be responsible for the eligible status of the Plan to the extent affected by terms in the Employer's plan document that differ from those in ICMA -RC's standard plan document. ICMA -RC shall not be responsible for monitoring state or 4 Plan numbers 300934, 106564 local law or for administering the Plan in compliance with local or state requirements unless Employer notifies ICMA -RC of any such local or state requirements. (c)(ii) 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. ICMA -RC shall not be responsible for monitoring state or local law or for administering the Plan in compliance with local or state requirements unless Employer notifies ICMA -RC of any such local or state requirements. 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, is not the Plan Administrator or Plan Sponsor as those terms are defined under applicable federal, 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. ICMA -RC does not perform any service under this Agreement that might cause ICMA -RC to be treated as a "fiduciary" of the Plan under applicable law. (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 Plan's investment options, including the selection of the applicable mutual fund share class. Where applicable, Employer understands that the Plan numbers 300934, 106564 VantageTrust Retirement Income Advantage Fund is an investment option for the Plan and that the fund invests in a separate account available through a group variable annuity contract. By entering into this Agreement, Employer acknowledges that it has received the Important Considerations document and the Retirement Investment Guide and that it has read the information therein concerning the VantageTrust Retirement Income Advantage Fund. (g) 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. (h) Employer acknowledges that it has received ICMA -RC's Fee Disclosure Statement, prepared in substantial conformance with ERISA regulations regarding the disclosure of fees to plan sponsors. (i) Employer approves the use of its Plan in ICMA -RC external media, publications and materials. Examples include press releases announcements and inclusion of the general plan information in request for proposal responses. 6. 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 Plan. Unless Employer notifies ICMA -RC otherwise, Employer consents 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. Compensation and Payment (a) Plan Administration Fee. The amount to be paid for plan administration services under this Agreement shall be 0.40% 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) 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 Trust Series funds. (c) Compensation for Management Services to the Trust, Compensation for Advisory and other Services to The Vantagepoint Funds and Plan numbers 300934, 106564 Payments from Third -Party Mutual 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 furnished to The Vantagepoint Funds, which serve as the underlying portfolios of a number of Funds offered through the Trust. For a Trust fund that invests substantially all of its assets in a third -party mutual fund not affiliated with ICMA -RC, ICMA -RC or its wholly owned subsidiary receives payments from the third -party mutual fund families or their service providers in the form of 12b -1 fees, service fees, compensation for sub - accounting and other services provided based on assets in the underlying third -party mutual fund. These fees are described in the Retirement Investment Guide and ICMA -RC's fee disclosure statement. In addition, to the extent that third party mutual funds are included in the investment line -up for the Plan, ICMA -RC receives administrative fees from its third party mutual fund settlement and clearing agent for providing administrative and other services based on assets invested in third party mutual funds; such administrative fees come from payments made by third party mutual funds to the settlement and clearing agent. (d) 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. (e) Payment Procedures. All payments to ICMA -RC pursuant to this Section 7 shall be made from Plan assets held by the Trust or received from third party mutual funds or their service providers in connection with Plan assets invested in such third party mutual funds, to the extent not paid by the Employer. The amount of Plan assets held through the Trust shall be adjusted by the Trust as required to reflect any such payments as are made from Plan assets invested in the Trust. In the event that the Employer agrees to pay amounts owed pursuant to this section 7 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 7 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. Plan numbers 300934, 106564 8. Contribution Remittance Employer understands that amounts invested through 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. 9. Indemnification 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. Employer shall indemnify ICMA -RC against, and hold ICMA- RC harmless from, any and all loss, damage, penalty, liability, cost, and expense, including without limitation, reasonable attorney's fees, that may be incurred by, imposed upon, or asserted against ICMA -RC by reason of any claim, regulatory proceeding, or litigation arising from any act done or omitted to be done by any individual or person with respect to the Plan or related Trust, excepting only any and all loss, damage, penalty, liability, cost or expense resulting from ICMA -RC's negligence, bad faith, or willful misconduct. 10. 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 five (5) years from that date. This Agreement will be renewed automatically 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. The Employer understands and agrees that, in the event the Employer terminates this Agreement (or replaces the VantageTrust PLUS Fund as an investment option in its investment line -up), ICMA -RC retains full discretion to release Plan assets invested in the VantageTrust PLUS Fund in an orderly manner over a period of up to 12 months from the date ICMA -RC receives written notification from the Employer that it has made a final and binding selection of a replacement for ICMA -RC as administrator of the Plan (or a replacement investment option for the VantageTrust PLUS Fund). 11. Amendments and Adjustments (a) This Agreement may be amended by written instrument signed by the parties. (b) ICMA -RC may amend this agreement by providing 60 days' advance written notice to the Employer prior to the effective date of such proposed amendment. Such amendment shall become effective unless, within the 60 -day notice period, the Employer notifies ICMA -RC in writing that it objects to such amendment. (c) The parties agree that enhancements may be made to administrative and operations services under this Agreement. The Employer will be notified of Plan numbers 300934, 106564 enhancements through the Employer Bulletin, quarterly statements, electronic messages or special mailings. Likewise, if there are any reductions in fees, these will be announced through the Employer Bulletin, quarterly statement, electronic or special mailing. 12. Notices All notices required to be delivered under this Agreement shall be in writing and shall be delivered, mailed, e- mailed or faxed to the location of the relevant party set forth below or to such other address or to the attention of such other persons as such party may hereafter specify by notice to the other party. ICMA -RC: Legal Department, h North Capitol Street, N.E., Suite 600, Facsimile; (202) 962 -4601 ;MA Retirement Corporation, 777 Washington, D.C., 20002 -4240 Employer: at the office set forth in the first paragraph hereof, or to any other address, facsimile number or e-mail address designated by the Employer to receive the same by written notice similarly given. Each such notice, request or other communication shall be effective: (i) if given by facsimile, when transmitted to the applicable facsimile number and there is appropriate confirmation of receipt; (ii) if given by mail or e -mail, upon transmission to the designated address with no indication that such address is invalid or incorrect; or (iii) if given by any other means, when actually delivered at the aforesaid address. 13. 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. 14. 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. 15. 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. Plan numbers 300934, 106564 16. Governine Law This Agreement shall be governed by and construed in accordance with the laws of the State of California, applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto 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 ROSEMEAD By Date Si ature Name and Title (Plea a Print) INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION By An `ela 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 10 Plan numbers 300934, 106564 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. Employees will enroll online or through form. ICMA -RC will provide an enrollment link through the general ICMA -RC web site. Plan sponsor will also make available the online enrollment link in their Intranet site or via email to new employees. Employer can also enroll employees through EZLink. (b) Establishment of participant accounts for each employee participating in the Plan for whom ICMA -RC receives appropriate enrollment instructions. 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. Participants can complete allocations through Investor Services, Voice Response System or through Account Access, the secure participant online system provided by ICMA -RC. (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. These files shall include enrollment instructions (provided to ICMA -RC through Account Access, EZLink or form), beneficiary designation instructions and all other documents concerning each participant's account, and if applicable, records of any transaction conducted through the Voice Response Unit ( "VRU "), Account Access or other electronic means. (1) Provision of periodic reports to the Employer through EZLink. Participants will have access to account information through Investor Services, Voice Response System, Account Access and through quarterly statements that can be delivered electronically through Account Access or by postal service. (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 11 Plan numbers 300934, 106564 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. Account access and VantageLine are normally available 24 hours a day, seven days a week except during scheduled maintenance periods designed to ensure high- quality performance. The scheduled maintenance window is outlined at https : / /hgMerl.icmarc.org/loain.isp (j) Distribution of benefits as agent for the Employer in accordance with terms of the Plan. Participants who have separated from service can request distributions through Account Access or via form. (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) Loans may be made available on the terms specified in the Loan Guidelines, if loans are adopted by the Employer. Participants can request loans through Investor Services or Account Access. (m) Guided Pathways — Participant Advice and Guidance may be made available through a third party vendor on the terms specified on ICMA- RC's website. (n) ICMA -RC will determine appropriate delivery method (electronic and /or print) for plan sponsor /participant communications and education based on a number of factors (audience, effectiveness„ etc.) 12 ROSEMEAD CITY COUNCIL STAFF REPORT TO: THE HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: JEFF ALLRED, CITY MANAGER DATE: OCTOBER 8, 2014 SUBJECT: CONTRACT EXTENSION WITH INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION (ICMA - RC) TO PROVIDE DEFERRED COMPENSATION PROGAM SERVICES SUMMARY The City Council will consider an action to extend the agreement with the City's existing deferred compensation program provider. Staff Recommendation It is recommended that the City Council authorize the City Manager to execute a five (5) year contract extension with ICMA -RC. BACKGROUND The City Council established a deferred compensation plan with International City Management Association Retirement Corporation (ICMA -RC) on November 27, 1979 to provide deferred compensation program services. The agreement signed in 1979 is auto - renewing and is very common for this type of agreement to renew indefinitely. In accordance with the current agreement, the City and ICMA -RC may mutually agree to extend the term of this agreement and staff has negotiated a five -year extension to the agreement with cost savings and enhancements. Over the past 34 years, ICMA -RC has provided a range of services to the City for the operation of employee retirement plans including, but not limited to, communications concerning investment alternatives, account maintenance, account recordkeeping, investment and tax reporting, transaction processing, benefit disbursement, and asset management. In order to ensure that a high standard of service is maintained, staff has worked with ICMA -RC to negotiate the following: Five -year term extension Reduced plan administration fee by 15 basis points (0.40% per annum of the amount of plan assets) Newly assigned field representative to provide personalized service ITEM NUMBER: _L[F_, City Council Meeting October 8, 2014 Page 2 of 2 With the new five year term, the annual cost savings in lowered investment expenses are estimated to be $4,700. In addition, in order to enhance customer service, a local field representative has been assigned to the City to provide personalized customer service. The local field representative will be available, on a quarterly basis, to sit down and meet with the employees to answer questions, review individual portfolios and provide guidance in retirement planning. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification process. FISCAL IMPACT: Funding has been included in the 2013 -2014 City Budget to fully fund this item. �. • . �,� Su Tan Human Resources Manager Attachment: Extension of Agreement icmA-RC Building Retirement Security NOTICE OF PLAN ACCEPTANCE May 19, 2008 Matt Hawkesworth 8838 E. Valley Road Rosemead, CA 91770 RE: City of Rosemead ICMA RC Account Number # 106564 401(A) Profit Sharing Plan Dear Mr. Hawkesworth: This letter is to inform you that ICMA RC has formally accepted the City of Rosemead. At this time, eligible employees may begin enrolling and contributing to the plan. Each employee who enrolls in the plan will be identified by the employer account number listed above and their Social Security Number. Please refer to "Making Sound Investment Decisions ", the ICMA RC Retirement Investment Guide for information about your plan's funds and your role as a member of the VantageTrust Company Trust. If you have questions, please contact our Employer Services staff at 1- 800 - 326 -7272. Sincerely, Phil Outlaw New Business Unit Analyst Vantagchoint securities arc disu'ibutcd by ICMA -RC Services, LLC, a broker - dealer affiiliate of ICMA -RC, member NASD /SI PC. 9 0 ICMA RETIREMENT CORPORATION GOVERNMENTAL PROFIT - SHARING PLAN & TRUST ADOPTION AGREEMENT The Employer hereby establishes a Profit- Sharing Plan and Trust to be known as —City of Rosemead 401 Plan -- -- (the "Plan ") in the form of the ICMA Retirement Corporation Governmental Profit- Sharing Plan and Trust (PSP 01/01/06). This Plan is an amendment and restatement of an existing defined contribution profit- sharing plan. Yes % No If yes, please specify the name of the defined contribution profit - sharing plan which this Plan hereby amends and restates: [9061 Employer: — City of Rosemead - - - - - -- - - -- [902] II. 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: April 1, 2008 (e.g., January 1, 2006 for the PSP 01/01/06 Plan) III. Plan Year will mean: ( ) The twelve (12) consecutive month period which coincides with the limitation year. (See Section 5.05(h) of the Plan.) X) The twelve (12) consecutive month period commencing on Apra land each anniversary thereof. IV. Normal Retirement Age shall be age 55 (not to exceed age 65). [2881 V. ELIGIBILITY REQUIREMENTS: . The following group or groups of Employees are eligible to participate in the Plan: _ All Employees % All Full -Time Employees Salaried Employees •R q�lt 2003 AY Non -union Employees i1, Management Employees ____ Public Safety Employees General Employees Other (specify below) 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. 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). PSP Adoption Agreement 1/30/2006 8, 0 rate of Employer contributions, but a Participant 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. ( ) Variable Employer Match Of Voluntary 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 Voluntary Participant Contributions made by the Participant for the Plan Year (not including Participant contributions exceeding % of Earnings or $ ); PLUS %ofthe contributions made by the Participant for the Plan Year in excess of those included in the above paragraph (but not including Voluntary Participant Contributions exceeding in the aggregate ___% of Earnings or Employer Matching Contributions on behalf of a Participant for a Plan Year shall not exceed $ or % of Earnings, whichever is _ more of _ less. 2. Each Participant may make a voluntary (unmatched), after -tax contribution, subject to the limitations of Section 4.06 and Article V of the Plan. Yes A No 3. Employer contributions shall be contributed to the Trust in accordance with the following payment schedule: Participant contributions shall be contributed to the Trust in accordance with the following payment schedule: N/A VII. CASH OR DEFERRED ARRANGEMENT UNDER SECTION 401(k) This Plan will be a cash or deferred arrangement under section 401(k) of the Code.2 Yes No [7111 Each Participant may elect to make Elective Deferrals, not to exceed __ % of Earnings for the Plan Year, subject to the limitations of Article V of the Plan. The provisions of the Cash or Deferred Arrangement (CODA) may be made effective as of the first day of the Plan Year in which the CODA is adopted. However, under no circumstances may a salary reduction agreement or other deferral mechanism be adopted retroactively. ' Under current law, the cash or deferred arrangement (CODA) option under section 401(k) of the Code is not available to an employer that is a State or local government or political subdivision thereof, or any agency or instrumentality thereof, unless that employer established a CODA on or before May 6, 1986. PSP Adoption Agreement 1/30/2006 IX. X. XI. CJ (c) Other The Employer will permit rollover contributions in accordance with Section 4.10 of the Plan. X Yes No LIMITATION ON ALLOCATIONS If the Employer 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, 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 Section 5.04 of the Plan). 1. If the Participant is covered under another qualified defined contribution plan maintained by the Employer, the provisions of Section 5.04(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: VESTING PROVISIONS The Employer hereby specifies the following vesting schedule, subject to (I) the minimum vesting requirements and (2) the concurrence of the Plan Administrator. Years of Service Percent Completed Vested Zero _100% One _100_ % Two 100_ % Three 100_ % Four 100 % Five 106-% Six 100_ Seven 100 Eight 100_ Nine 100 a/o Ten 100 [234 -2391 ✓ 5 PSP Adoption Agreement 1/30/2006 s XVI. The Employer hereby appoints the ICMA Retirement Corporation as the Plan Administrator pursuant to the terms and conditions of the ICMA RETIREMENT CORPORATION GOVERNMENTAL PROFIT - SHARING PLAN & TRUST. The Employer hereby agrees to the provisions of the Plan and Trust. XVII. The Employer hereby acknowledges it understands that failure to properly fill out this Adoption Agreement may result in disqualification of the Plan. XVIII. 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 to the extent provided in applicable IRS revenue procedures and other official guidance. In Witness Whereof, the Employer hereby causes this Agreement to be executed on this 25thday of March , 200 8 EMPLOYER Tide: City Manager Attest: ICMA RETIREMENT CORPORATION 777 North Capitol St., NE Washington, DC 20002 -4240 PSP Adoption Agreement 1/30/2006 January 22, 1998 DON WAGNER ASST. CITY MANAGER CITY OF ROSEMEAD 8838 EAST VALLEY BOULEVARD ROSEMEAD, CA 917701714 RE: Plan number: 300934 Dear Mr. WAGNER: 777 North Capital Street, NE Washington, DC 20002 -4240 1- 202 -962 -4600 FAX 1- 202 -962 -4601 Toll Free 1- 800-669 -7400 Internet: http: / /www. icmarc.org This letter is being sent to you regarding the 457 law changes which became effective January 1, 1997. Two of the major changes to 457 plans included the establishment of a trust and the option of allowing loans. Subsequently, the Retirement Corporation revised our Deferred Compensation Plan Document. On November 1, 1996, the Retirement Corporation provided the CITY OF ROSEMEAD with our revised plan document. The November 1, correspondence stated "Under the provisions of RC's prior 457 plan document, the amendments contained in the revised plan document are deemed to be adopted by you unless you notify us within 30 days of the date this plan amendment package was mailed. In this situation, the changes are considered implemented automatically and employers do not need to take any action." Plans which were "deemed adopted" do not allow loans. However, plans may be amended at a later date to permit loans. Since,the CITY OF ROSEMEAD did not respond to the November 1, mailing, your plan has been deemed adopted ". If you have further concerns, please contact our Employer Services staff at (800)326 -7272. Sincerely, Dwight M. McMakin Direct Marketing Representative cc: Ken Gromacki, Vice President Harold Long, Supervisor Marketing Division ICMA RETIREMENT CORPORATION The public service Vantager int since 1972 ICMA -RC Services, Inc. is a wholly awned broker- dealer subsidiary of the ICMA Retirement Corporation. Member NASD and SIPC. • MA RETIREMENT CORPORATION Coro Orate Readouarters Suite 600 777 tdorin Cao"ol Street. NE October 1 1993 avasaing;on. DC 20002 -4240 > (202) 962 -4600 Toll -Free WO) 669 -7400 Don Wagner City of Rosemead RECEIVED 8838 East Valley Boulevard CITY iiF RQSFMEAD Rosemead, California 91770 -1714 RE: 0934 ,�OV 2 - 1993 Dear Don Wagner: Cirii CLERK'S OFF GE At the beginning of our relationship, the ICMA Retirement Corporation ( "RC ") and the City of Rosemead entered into an agreement entitled "Trust Agreement with the ICMA Retirement Corporation" (also known as Appendix C) with the Retirement Corporation. That agreement onlyy refers in a very general way to the administratove services to be provided by RC and the fees to be paid for- those services, and it does not provide an accurate portrayal of our current relationship. To illustrate, the ICMA Retirement Trust currently consists of $2.4 billion in total assets, and that figure represents the pooled monies of approximately 145,000 local government employees. This is a significant increase over the $459,000 managed by RC for 285 participants in 1972. With the growth of the Retirement Trust, the services RC provides for administration of your deferred compensation plan have also grown. The administrative services we now provide include: * Educating and enrolling participants; * Maintaining employer accounts and employee subaccounts, and associated records; • Crediting employer contributions to employee accounts; • Reporting investment activity and account informi i.on to the employers and employees on a quarterly. basis; * Providing information about various features of deferred compensation plans on a regular basis; * Paying benefits and handling related tax reporting, Consequently, the "Trust Agreement" we initially entered into does not describe the services RC provides in sufficient detail. t As a result, we have prepared a new Administrative Services Agreement, two copies of which have been signed by RC and enclosed. We believe the ICN1A -RC Services, Inc. I: �err.Der NASt7 and SIPC. is a wno!ly o'wneo btol eFdealer subsidiary o! Ine ICNIA Retirement Corporation 0 E Administrative Services Agreement provides a more accurate and up -to -date description of the existing relationship between you and RC. We propose that the City of Rosemead and RC enter into the Administrative Services Agreement to replace the "Trust Agreement with the ICMA Retirement Corporation ". Upon your acceptance of the Administrative Services Agreement, that substitution will occur. The Administrative Services Agreement is not intended to affect in any way the investments of your deferred compensation plan or the benefits payable under the plan. Nor is it intended to change in any way the services actually provided by RC, or the fees actually charged by RC with respect to the administration of the plan. Please sign each of the enclosed copies of the Agreement. Return one copy to RC using the enclosed return envelope, and keep one copy for your records. If we do not hear from you, and RC does not receive a signed Agreement within 90 calendar days of your receipt of this letter, and the Trust continues to receive plan contributions, RC will interpret those actions as acceptance of the terms of the Agreement after the expiration of the 90 -day period. If you have any questions regarding the Administrative please call Chris Baker of our Client Services division call my Legal Assistant, Jan Feldman, at (202)962 -4677. Sincerely, Michael Schaef , Esq. House Counsel Enclosures: Administrative Services Agreement (2 copies) Return Envelope Services Agreement, at (202) 962 -8076, or L • 1011k RETIREMENT CORPORATION ADMINISTRATIVE SERVICES AGREEMENT Type: 457 Account Number: 0934 • • ICNIA RETIREMENT CORPORATION Plan # 0934 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 Rosemead ( "Employer "), a(n) City organized and existing under the laws of the State of California with an office at 8838 East Valley Boulevard,Rosemead, California, 91770 -1714. 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 principal disclosure document, "Making Sound Investment Decisions: A Retirement Investment Guide ". The Funds are available only to public employers and only through the Trust. 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 - 0 0 Plan # 0934 Agreements 1. Appointment of RC ICNIA RETIREMENT CORPORATION Employer hereby designates RC as Administrator of the Plan to perform all non - discretionary functions necessary for the administration of the Plan with respect to assets in the Plan deposited with the Trust. The functions to be performed by RC include:. (a) allocation in accordance with participant direction of individual accounts to investment Funds offered by the Trust; (b) maintenance of individual accounts for participants reflecting amounts deferred, income, gain, or 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. Replacement of Employer Trust RC and Employer are parties to a Trust A reement entitled "Trust Agreement with the ICMA Retirement Corporation" the "Employer Trust ") for the administration of the Plan. The Employer hereby terminates the Employer Trust (not the Declaration of Trust of ICMA Retirement Trust) intending that this Administrative Services Agreement evidence the understandings between RC and the Employer with respect to the matters covered by it. Employer continues to be a party to the Declaration of Trust of the ICMA Retirement Trust and 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. 3. information as Administrator Employer Duty to Furnish Information Employer agrees to furnish to RC is necessary for RC to carry out of the Plan, including information 3- on a timely basis such its responsibilities as needed to allocate individual • • ICNIA RETIREMENT CORPORATION Plan # 0934 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 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 xchange Commission under the Investment Advisers Act of 1940, as amended. ICMA- RC Services, Inc. (a wholly owned subsidiary of RC) is registered as a broker - dealer with the Securities and Exchange Commission (SEC) and is a member in good standing of the National Association of Securities Dealers, Inc. RC covenants with employer that: (c) RC shall maintain and administer the Plan in compliance with the requirements for eligible deferred compensation plans under Section 457 of the Internal Revenue Code; provided, however, RC shall not be responsible for the eligible status of the Plan in the event that the Employer directs RC to administer the Plan or disburse assets in a manner inconsistent with the requirements of Section 457 or otherwise causes the Plan not to be carried out in accordance with its terms; provided, further, that if the plan document used by the Employer contains terms that differ from the terms of RC's standardized plan document, RC shall not be responsible for the eligible status of the Plan to the extent affected by the differing terms in the Employer's plan document. Employer represents and warrants to RC that: (d) Employer is organized in the form and manner recited in the opening paragraph of this Agreement with full power and authority to enter into and perform its obligations under this Agreement and to act for the Plan - 4 - ICDIA RETIREMENT CORPORATION Plan # 0934 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. 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% er annum of the amount of Plan assets invested in the Trust. Such fee shall be computed and paid at the end of each month on plan assets in the Trust at that time. (b) Account Maintenance Fee. There shall be an annual account maintenance fee of $18.00. 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 paygents 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. - 5 - 3 • • ICMA RETIREMENT CORPORATION Responsibility Plan # 0934 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. a Term This Agreement may be terminated without penalty by either party on sixty days advance notice in writing to the other. 10. Amendments and Adjustments (a) This Agreement may not be amended except by written instrument signed by the parties. (b) The parties agree that compensation for services under this Agreement and administrative and operational arrangements may be adjusted as follows: RC may propose an adjustment by written notice to the Employer given at least 60 days before the effective date of the adjustment and the notice may appear in disclosure documents such as Employer Bulletins and the Retirement Investment Guide. Such adjustment shall become effective unless, within the 60 day period before the effective date the Employer notifies RC in writing that it does not accept such adjustment, in which event RC shall be under no obligation to provide services under this Agreement. (c) No failure to exercise and no delay in exercising any right, remedy, power or privilege hereunder shall operate as a waiver of such right, remedy, power or privilege. 11. Notices All notices required to be delivered under this Agreement shall be delivered personally or by registered or certified mail, postage prepaid, return receipt requested, to (i) RC at 777 North Capitol Street, N.E., Suite 600, Washington, D.C, 20002 -4240; (ii) Employer at the office set forth in the first paragraph hereof, or to any other address designated by the party to receive the same by written notice similarly given. 12. 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 �d� Plan # 0934 and effect. 13. Governing Law This agreement shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto have executed this Agreement as of the inception Date first above written. CITY OF ROSEMEAD byS„1 // /iP '/s i na re !"AR,A�/��� / /i MTvwase Print INTERNATIONAL CITY MANAGEMENT ASSOC4�TION RETIREMENT CORPORATION stepnan WM. or o a e Corporate Secretary - 7 - RETIREMENT CORPORATION Plan # 0934 and effect. 13. Governing Law This agreement shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto have executed this Agreement as of the inception Date first above written. CITY OF ROSEMEAD byS„1 // /iP '/s i na re !"AR,A�/��� / /i MTvwase Print INTERNATIONAL CITY MANAGEMENT ASSOC4�TION RETIREMENT CORPORATION stepnan WM. or o a e Corporate Secretary - 7 - • 0 RESOLUTION NO. 88 -58 A RESOLUTION OF THE CITY OF ROSEMEAD FOR A LEGISLATIVE BODY RELATING TO A DEFERRED COMPENSATION PLAN WHEREAS, the City of Rosemead has employees rendering valuable services; and WHEREAS, the establishment of a deferred compensation plan for such employees serves the interests of the City of Rosemead by enabling it to.provide reasonable retirement security for its employees, by providing increased flexibility in its personnel management system, and by assisting in the attraction and retention of competent personnel; and WHEREAS, the City of Rosemead has determined that the establishment of a deferred compensation plan to be administered by the ICMA Retirement Corporation serves the above objectives; and WHEREAS, the City of Rosemead desires that the investment of funds held under its deferred compensation plan be administered by the ICMA Retirement Corporation, and that such funds be held by the ICMA Retirement Trust, a trust established by public employers for the collective investment of funds held under their deferred compensation plans and money purchase retirement plans; NOW, THEREFORE BE IT RESOLVED, that the City of Rosemead hereby adopts the deferred compensation plans attached hereto and appoints the ICMA Retirement Corporation to serve.as Administrator thereunder; and BE IT FURTHER RESOLVED, that the City of Rosemead hereby executes the Declaration of Trust of the ICMA Retirement Trust, attached hereto as Appendix B. BE IT FURTHER RESOLVED, that the City Manager shall be the coordinator for this program and shall receive necessary reports, notices, etc., from the ICMA Retirement Corporation or the ICMA Retirement Trust; and shall cast, on behalf of the Employer, any required votes under the program. Alministrative duties to carry out the plan may be assigned to the appropriate departments. PASSED, APPROVED; -AND ADOPTED this 13th day of D i cembe , 1988. . . - 1 I d 7 ATTEST: CITY CLERK 0 a AMh'LlIVIA n DECLARATION OF TRUST OF ICMA RETIREMENT TRUST ARTICLE I. NAME AND DEFINTIONS Secton 1.1 Names: The Name of the Trust, as rronded and mmated hereby. s the KWA RNirernert Tinsel. Section 1.2 De11NIbna: Whhemw they are used herein. the fodoweg bums ehea hays the lisAwng reSQeWye mGlimrgs: (a) By-laws The By -Laws miferred to in Section 41 herad, as amended from time b tens. (b) Oabned Companalbon Plan. A defend CMVW60M plan established and miarmned by a Pubic Employer for the purpose of providing mbrw mare W=nb and other deterred benefits; to as employees in accordance with the provisions of section 457 of ams Internal Revenue Code of 1954, as amended_ (c) Employees. Those employees who PaAC2Pme in Ouaified Pore. (d) Employer Truro. A trust created pursuant to an sgreenem belwaan RC and a Pubic Employer for to purpose of investing and edm mstenng the funds set ride by such Employer in connection wet as Deferred Canpen - foom apteerrem wan as employees a in connection with as OuW obi Ran. (e) Guaranteed imemmera Contract. A contract entered into by the Reire- ment Trust with inw2Ke companies met provides lor a guaranteed rate d return on irmemneres made pursuant to such contract. (Ty ICMA. The Im"gewa City Manganese Aesomeliorh. (g) ICmAIRC Surises Those Trustees elected by the Public Employers who. in accordance wet the pa store of Section 31(s) hared, are also mrry bars bi the Board of drectn of ICMA or RC. (h) lmesbnent Advser The lrwesbMre Adviser that emem imD a Contract wan the fMtinarem Trust to provide advice yin mspea to iruahtrnem of the Lust Property. n Panloios. The Por"okm of irwe4+reras established by the buaamere Adviser so to Retramem Sum. under the arperw m of Ins Suecee& b to puupoes of providing imemrnets for the Trust Property. 0 Pudic Employee Trustees Those Sumees aecbd by the Pubic Employers who n accordance with tte pimsiwha or Section 3.1(a) homed. am full-rm anpiyms of Public Empiciem () Pubic Employer Trustees. Pudic Emdoyas who sere as tivases d the Oueifed Ten. M PhAie Employer. A unit of Me or local govam ert, or any agency or itarvrersa4ly therred, ton has adopted a Deferred Compensmam Plan or a Ou~ Ran and has computed On OederNdn of Thee. (it) QtmKwd Plan. A plan sponsored by s Pubic Employer lor to purpose all pro ndin9. raimnem income to b amployms which setihdas the Queers- arm squrree a of Section 401 of the Williams! Retmte Cott es (m RC The Itsereetonal Cry Manager ertt Association Reform t Corpo moon. (o) Return Trtrst. The lust c mW M tis Dad nsion d Trued. (p) Lori Property. The anteuro held in to Rethemsrs Trust an lashes of to Pubic Employers in correction with Deferred Compensation Plans end on banes of to Pubic Employer Truman for the mclusne beneal of Employees pursuers to Oueb Sod Plana The Oust Property NNI include any income maltirg from to onem- meyt of the arrhwyras so hdd. (q) Summa The Pubfrc Employee Trustees; and hCMNRC VWAN elected by the Pubic Employers to says a members of the Board d Luaus of the Retirement Tnw. ARTICLE B. CREATION AND PURPOSE OF THE TRUST; OWNERSHIP OF TRUST PROPERTY Section 2.1 Creation: The Rebrernat Suri is created and ariaUrs ed by the macution of this Declaration d Trust by the Trhmees and the Public Employers Section 2.2 Purpose. The purpose of the Retimmem Los s to provide for the cwrimingled invemnam of funds held by the Pudic Employers in coruec- don with their Deferred Cortrpernmion and OUNAW Rants. The Sum Prop arty Nita be irhvrmad in the Portbios, in Guaranteed Imestmet Contracts, and in other imasurnena rebomrnended by the imestrnere Adviser udder the aperv®m d the Board d luismes No pert d the S1rst Property wil be ireemed in sawmies seed by Pubic Employers' Section 2.2 Ownership of Rust Property: The ►uriees Nst hoe legal title to ae Sum Property. The Pubic Employers shed be the beneficial owners of the portion d the Lust Property atocade to the Deferred Compernmarm Plan. The portion of the Lust Property allocable to the Oualired Pons Nero be hod for the Pudic Empiyw Trustees for the a iclueye bereft of the Employees ARTICLE BI. TRUSTEES Sectlen 7.1 Number and OuNHleatlon of Tn- (a) The Board d Trustees dW Cdra; 1 of nine Trustees. Fite of the Trustees " be Wffne amployses of a Pubic Employer ithe Putac Employee Trustees) who we sua onzed by such Pudic Employer to serve as Trustee. The remaining four Trustees War cwleiei of two g rsaa who. a are trims of election to the Board of Trustees, are munitions dare Board of Directors of ICMA and two parson who, a are We d-'scion. we rt0 d dams Bard d Di ectoa d RC (are ICfriAIRC Trtesees). One d the Tnrama w1ro s a daado of aCMA. and one d to Trustees who is a hlhraddl be RC, shat. a this nee of election, be Mims Nrhployses of a Phrdt Employer. (b) IYo person may serve es a Truant la rows Iten one tree n any tenyev period. Section 2.2 Election and Tans. (a) Etcept for to Sh dm appointed b M vacancies pwsuart b Section 35 hand, me Trustees Nett be Netted by a vote of a ffiff" of the Pubic Employers in accordance with to procedures; sit bush in tee BrLawa (b) At h the eta son of V.Mn awes a " be dscftd for a Mm d ttvss y&M awes Tfuste" shall be amecfad for a Mm of two years and three luctees ahes be 610300 b a Win of one year At each slbsspue" aNI . Woo lust-:es oleo be olacled for a farm of tine years and urn net or her successor a sacred and qualified. Section 3.3 NonWatforr: The lwmes who we full-tirre arployses a RMc Enhployers shell sava a the Norneecrp Conno a Mae PgnOee Emmpoyca lums The Nol No Cammaee do onoox onddabt for Pubs Enmpoyaa lmabaa in accordance with the pacadums M bnh in the Bylaw faction 3.4 mosvtatlon and Rotating. W Any ThrM they MNW a Tnabe (wihaa need M prior or artaaaan moeainero by an imarunas in wrLnG epned by to fuses and dakvwed b the Wo lusbes and ash sop a" shall be affective upon rtdh deliver, or at a Ira dab arxording to the tern of the natummnl. Any of the iuslaes may be marmc, M dam, by a hAM of a rnaprey of the Pubic Enpoyera 04 Eiden Pmtlic Englbyse lwee shall magn he or her position as lusts@ warm abdy days dh dale on whit he a ale Data b bet a f Fame,Toby@@ d a Puot"s Ean~ Section u lacencles: The term d once d a luwe then bmentb and a %a carry oleo coeur in the wan of the death. magrabon. taro 1, sdjud: COW CO PM, ce of oaer incapstory to pm long the duties d h dike of a lumi in h ease of a vacancy. h ranaimV Trusem aha appoint such panm a fMy n him diacratim !WI fee k (s ib)ed b h lineal m M brth in the Section). to Mae for the uresprsd portion of the With all this Trustee who no reigned or ohntmv ceased b be a Trustee The spool. di a oleo be node by a carmen insruren signed by a najorey of the Trustees The par- son apparYd must be the care type d Truax (a. Public Employee Tna be or ICMAIRC lumee) as to person who has ceased to be a luose M appointment of a lhmee may be made in anticipation of a vecA cy b ocean at a Ira dab by mason of raererrw or m agnm n. provided OW such appow mat shit net becorne - , we prior to rot rahra+ot or respnauon, fyhsn war a vacacy in this number of Trustees can occur, until such vacency a IoW as provided in cis Section W& the Trustees n dace, repardess of their nenfer . age hem M h pavers granted to the Trustess and "I disdhampe a the dub" n po.ed upon the liustees by Via Declaration. A wrmen inan k men oviefyinp h vuslen e of Koch vacancy signed by a mapny of the Trustees ttae be corhduKve evidence of h sumence of such vacancy. Section 2.6 Trustees Serve In Representalfw Capacity: By aacueng acs Ded: ram. each Rmbbe Erpgs agrees that the Public ErtWbnee Sues eteaed by h Public Erpgas we audho and b ad as apes and Whelan, movies of the Pubhe Empbyers meeWvely ARTICLE W POWERS OF TRUSTEES Section 4.1 General Ponces: The Threes age have We power to e oxW h bArheda Of h lug and b eamry m m cpernaors Sudh Pbaer yf W Melds but " net be knead W the PMW for W macsue the Tam Property horn h Pod c Erpbnera Pubic Empbyer Trustees a ceder lgmse of any Err~ That 0) areas ire, a coraan with an Wwostrnert Adviser providing. wriorg other Mugs. M h emablmwnen and operation of to Potkcio4 selection d the Guvaresed IrwesVren Contracts in which h lrm Properly may be rammed. Mactim d War nvesvwu br h lhM Property ad the payman d reason@ big fses to the hNa@nan Adviser and to any Subireprtan adwa retained by the k%osbrot Adwa; (c) rein w a nimly h perlornance of the Inestmen A&~ and now" avaaay to connad wth ac h IrwestmM Adwuer; (dl ewes and mmihvatt ft ho Property n h Pblbkot. Ce Guaaaad i is Coreaca and in any War irwemrot rows 10 ea W the Wtimanrt Adwa. bra not Rludrp OWS" MAd by Ptnbfc Emiyoyas pnb+ded to 9 a Roc EM *W has I I - OW a mars be nomad in apaeA - Itwifrtios or in a Guaranteed tnesnert Contract. the lumxs of ae Plairamem Trutt chi eaest such mgrs in accordance wen such directions. (s) bap such portion of the Then Property in cash of cash balances a to Itseem from ana b area may Wan b be n ale bit inaraa d h Rsa► rat ThM dmMd hereby without bbity for i90 tenon: (� aoow An a such WHO a they may dean aduiseoe any ago, ea or COW Property received or WWrW by them as Trustees hem ndet. aniline Of not rxch aePxte6 Of dha popany wVJd noTewy be Purchases M nesonuec hereunder; ' (W cause any 6ecvnlin or other property hold ore part d the Trust property No be temp slerad in the none of h RoWrrers Trust or in to mums d a npni nee and to hold any iweetmrhaniat in bearer form. bet rte boofa and mc,orde d the Trustees ones is at tires ova ht Y such iraaorerss are ■ pat of to Then Pmp@W.. (h) maka eaci ff aewwm+wpa and d"ver air and as doounana a bare M and corweyanoe and any and a other iorunere OW may be naoasay or appropriee to cary ow h poem ON parsed; A vac upon any sbdt. bomdA or Who soaaw pro gash or spool struts or powers of allorncy, with or without paw at cubabmution, emerwe any Don vanion Privileges, aubeui M done, Or Other opbonc and moo cry pay - mers icidmrta thereto; oppose, or cases it or clan me penticipae in. oorpor M mwpmnboe a Wee dha gn oieong caporal@ sseurasA and delegate discretionary Powana, and Prey any aaasorna6s or dopes in eon rhadhdn therewith. and generally cram . any of h powers of an wnrar with nsI - b rxla bode alewas6 a Carr Property held as pan a the Trust vropatr. Q ether ise contracts or aranpetrrre for goode Of Mvicm nghned n con nect on with the opainot of Pre Rsurament Tho. nesdng. bet not yrited IN contracts with custodians ale coraacla for the proveon of adrnurmMve (f) bone- Or teas moray M the PLOWe@s of the Rebmaman lho in such NMM and M,an arch ul and rcndaaa n h lure" *Wl dean edw able. Prided del this apVspre arndimf of such borrowings she not @coed 309@ d h val e d h'ka Propety. No peen Wdnp roar b h liuttaes stun be bound b aaa h appkrmion d h money bn a b inquire use es validity, i mpsdiasy Of pmPriety of say such boo owirhp: W uhau reasonable agrarian n rmWm d M the operation d the Reaernae lust and dsdind ex3h eVieen from she Thof properly: (m) Pay @roes PnypertY albeada to h That Prdpsrty Wcurrad in coonac. eon with this Debi CanpasaM Plan Ouafied Plans Of the Erpcysr Vi a% and ded, such Otp@nea from VW Porten of h Tnto Property to .yarn &Jett vQwmn arc ProPaty aoesoe; (n) pry out of h Trust Property ON race and personal property can, income bags and other amt of any and M lords wle dh, in the opireon of the Throes we prdpaly bvi, .. of an sed udo eorng or fAn aws upon. or in rsghad d. the True Property and akcete any such tastes to to apprPrim accoum. (b) a". Who" and rmpaal the BYLawa prw'ided aw Koch Bylaws we a s ones cm&W n with h Mena at ems Declaration of lum; (p) employ Parsons to male eatable kaasas in h Retirement True to arhpdners "be to mairoin a Dderred Compensation Pen under Section 467 or a QuWtW Plan umdw Sawm 40 of the Internal Reenue Coda as (y true are Annmtt Report Of h PAD rarr0 ThM. W the Oifdaume doer marts and other iferavre used by h Reenrnat Trust; (n) make bans induekng the pxdhax of debt obkgaeorw, pmwided hr as sxth loan& &hit bar "dare& at the dimnn madam rise; (a) contract M. and tlMegM any stows Vaned hereunder to such officers agerR arpgm sudlos and atMrep a h Vuom may Wad, pr o ded M the Trustees may not dolageb h pavers M bit in Paapraph$ (b). (c) and (b) of this Sedan 4.1 and may not detapae any Powers it such delege bon weed Y ogee their fiduciary d,bs; W paid. tr h nderndcaedn d h rtffcas and lueaas d h Ragmen liar and purchase fdhsoy, neurt era; (u) meinown boos and reeada ndudimp amParab axouna for art Public Empbyec Pups Employer lumas or Enpger l o and art eddibaW map ade sccouris n am mm41 d uudw. are oorteiabnm with. h Datmed Con F Or OmMified Pan of each Public Emupbyar; std (w) do AN Such .der talc as Koch phaoasdi n and eases a such rights and Pr%fte: Wits ugh rot s0a '"a maenad heron, as h Tnabes may dean necessary a mppmprima b abnrma h Tha Propmy and b WFY du the puposes of the Rating W lh.W. 7r. tlan 42 DIafAWMon o/ Thiel : DwMbL s d to 1tm pmp arty stye be made to a on behass Employer or Public Empow lustre, in accordance with the is ht of the Deferred Compensation plant Ouei6W Pon or Employer Trusses. The lusts" d to R@Dmnere lust anal be I ,, pra KW n making Payments in accordance with the 6reclsors of the Rabic Employers grblc Enpioyer TRs Or other lust e a the Employer lush without '""d g rrnertaer such Pitman are in ppmpli lum wth to Pries ws of she Deferred Compenauon or OuafiaW Pas or the agnw w* creatirg the Employer luaK Section 1.3 Eaecutlon of Inatnanand The 1u><a" may umnsty dmpwb any on or more Of the Trusts" to aecue any irhstnnere or dopy. mere an behalf of Y, musing but no, Ailed b the aw" or endorsement d NY check ant to signing d any ePPinaara insurance and dew oon tnseR and bra action of such d"igrom lases or Vusees ahal here to Game Mace and ate= as it taken by as to Vustesa ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES SaC"o 5.1 Duty of Oafs: In aterpsing the Pawere h reinbdae granted to the vusesea ore Trustees shed Palorr.: as acts within their authority, tr the amhaire Purpose of Proridng bensas for the puck Employes in conruc. Lion with Debmed Cwr Parseoon Plane and Public Employer Tnust"s pursuers b OuWhfied Plam and atoll perlortn such acs with she care ". Prudence and diligence in the arpara'tarsx8 den wending to a Prudes Person ad. ro in alike capacity and femiliar with such miners would ore in the conduct a an anferpnse of ■like c harectsr and wish like antic Section 5.2 LlabNry. The Treeless shad 1101 be liable for any mistake of judg. as or other action taken in good bath. and for any action taken of amted n rskwxe n good bah upon ore sods of amount or Deer ram d to Retwe nits Vast. With the opinion of courses. or upon MPOrh made to the Rebrenre Mat by any of as dfieers. MPIOfe" a agoras or by the Imest. metro Adriaer or any subimesmrhet ad_&, apzusans, appraisers or titer expert Or axsWents sslw W with reasonable we by the Vuste", officers Of emhplgO" Of the Retirement Vat. The Trustees atoll also not be liable kit ay, loss sustained by the Trust Property by reason Of any irueslmant made n Hood tech and n acaordaree wad the standard of care sit boy in sacton st. Section 5.7 Bond: No Trustee shah be obligated to give any bond or other aepmty' lor the Performance of any of his or her dales hereunder ARTICLE Vle- LIAL REPORT TO SHARE14OLOM . The Trusts" shad anrkgly oubm to the Public Employers and pubic Employer hale" a wraso regal d to barsatius dyne Retirement Teel. swan vial statements which stud be certified by independent Pudic ' ds� tan. by the lusts" ARTICLE VII. DURATION OR AMENDMENT OF RETIREMENT TRUST Section 7.1 VAthdnneal: A Rare Employer or putlie Employer luaha e ant time, witdraw from tat Retirement Vast by deti�ering b the Boarddool lusts" a omen stetemere d wiNdrawel In such statement. the Pubis ernany M E'nPiWw Or b Ce ErrDFa Th SW ���s dW the lure pop. Emplaer a denhad own odnposestion dock by empltryeas of such pubic Employe pureans b its a Dst n ero Lion Ran a loom " Qualified Rem. a s o axoun s of Ertlploye s s Mm am l b a ahel detpn ore lneaost nftam b %sloth tsar property athaO be transferred by the lute" Of the Rabmen Treat or by to lnstee of the Employer lust. Section 7.2 Ourstlon: The Rwinanens due anal continue ura7 rem wed by to rte of ■ masonry to the pubic Employers, each ca" we rose ups, lerrrlrheaon, as a the Must Property shoo be paid out b to Public Empoysea Rae Employer Taste" or the luale" of the Employe lusts. "appropriate Section 7.l AmendrrA tf: lye Ra"c"ers lust maybe ananded the we d a mesonty d the Pubic Employers each co" one rdo, � Section 7.1 Prdpdun: A r"ohuGOn b InnNree a amends the Reerenero lust Or to rempe a Trustee shad be subnneed b a vole to ore pubic Employers if: n a majonty, of the Vulsom W dyads. or. (s) a Petition rapuesh a WIe signed by not Iess than 25% d to Public Employers, s it ng b the 7 umft ARTICLE VIII. MISCELLANEOUS Seetlon E.1 Oomndrrg Law: EXCW as tW*m mWred by sate or kites Iaw. this Declaration d lust and the Rompmenj Trust hereby erected Shall be Construed and regnlaed by the taws at the District d Columbus- Section 1.2 Countenpafta: This Detlaabon may be associated by the Public Employers and Trustees in two or more counterparts, sac. of which slat be doomed an ongirW but al .d wtwd together stet cahsows ore and the one instrument. • RESOLUTION NO. 79- 57 0 A RESOLUTION OF THE CITY COUNCIL OF THE CITY O ROSEREAD IN THE RATTER OF ESTABLISHING A DEFERRED CO:•:PENSATION PLAN WIHEREAS, the City of Rosemead has in its employ certain personnel, and W!iEREAS, said employees are and will. be rendering valuable services to the City of Rosemead, - . WHEREAS, the City Council has considered the establishment of a Deferred Compensation Plan for the said employees made available to the City Council and to said employees by the International City Management Association Retirement Corporation, and WHEREAS, said employees often are unable to acquire retirement security under other existing and available retirement plans due to the contingencies of emplo }mi_nt iaobility, and WHEREAS, the City of Rosemead receives benefits under said plans by being able to assure reasonable retirement security to said employees, by being more able to attract compet::,t personnel to its service, and by increasing its flexib.iltiy in personnel management through elimination of the need for continued employmo,nt for the sole purpose of allowing an employee to qualify for retirement benefits. NOW, THEPFFORB, BE IT RESOLVED that the City Council establish said Deferred Compensation Plan for said employees and hereby authorizes its Mayor to execute the Deferred Compensation Plan with the International City Management Association Retirement Corporation, attached hereto as Appendix A, and IT IS FURTIfER RESOLVED that the City Manager may, on behalf of the City Council, execute all Joinder Agreements with said employees and other eligible officials and officers, which are necessary for said persons participation in the Plan, an example of which appears at Appendix B, except that any Joind =r Agreement for said designated official shall be executed by the Mayor_ PASSED, APPROVED AND ADO ?TED THIS 27th day of November 1979. MAYOR OF "THE CITY OF ROSEMEAD ATTEST: AF-R- 6 -88 W E D 0 :49 ICMA - R C 0 NOTICE OF PLAN ACCEPTANCE R - 0 4 ICMA RETIREMENT CORPORATION Effective Date: January 23 1980 110t Connecticut Area Code 202 293 -2718 Account Number: Avenue Northwest Toll Free 800 424 -9249 934-3 Washington DC 20038 City Manager City of Rosemead 8838 E Valley Boulevard Rosemead, CA 91770 We have received your signed plan document and accepted your participation In the ICMA Retirement Corporation deferred compensation plan effective on the above date. Please note your employer account number. Each employee who enrolls in the plan will receive an individual account number prefixed by this number. If you have any questions, please call us on our toll tree number. For the ICMA Retirement Corporatio f Peter L. De r to Title: President Date: January 29. 1980 I C M A— R C • P_ 0 3 INTFRNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION DFFERRFD COMPENSATION PLAN Amended as at June 28, 1974 and March 23, 1979 Appendix A RECEIVED BY J'0-411.1'3 1980 ICMA - RC it Is hereby agreed that this DEFERAM COMPENSATION PLAN &half be In effect an the date upon which the Employer has Ceuaed It to be executed by M official affixing his signature on behalf of the Croveming Body in the space provided below however, the DEFERREO COMPENSATION PLANwill not be legaly binding upon the fntematlonal City Managemant Association Redromeni Corporation vote a Notice d Plan Acceptance has been supplied by It , CITY OF ROSEMEAD Legei Nartla of the F�nployef -- Attest far the Employer. Fa the ey Ignature o1 AU ,zed Official Date M SignaiWe y .GARY A. TAYLOR, MAYOR Pant Name and Title SEE INSTRUCTIONS FOR IMPLEMENTATION PRIOR TO COMPLETING THIS SECTION Complete ILK following Prior to Melling this Agreement to the Retirement Corporatldn. Full Name (City of, County of, etc.) City of Rosemead Title of Official to whom Correspondence and reports are to be malfed. nnt rim % City Manager Address: (Include zipcode) 8838 East Va11e�Boulev_ard, Rosemead 91770 ��____ Employers' Federal Tae Identification Number: 95- 2079994 ff How often will you make Contributions? Bi— weekly what is the data of your first oontributlon? Unknown Total Number of Employeoa 42 Nunberof ampfoyeea eliglble to participate 42 ` 1 AF-R =•. Ea -88 WED. W-4-9 I C M A— R C • P_ 0 3 INTFRNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION DFFERRFD COMPENSATION PLAN Amended as at June 28, 1974 and March 23, 1979 Appendix A RECEIVED BY J'0-411.1'3 1980 ICMA - RC it Is hereby agreed that this DEFERAM COMPENSATION PLAN &half be In effect an the date upon which the Employer has Ceuaed It to be executed by M official affixing his signature on behalf of the Croveming Body in the space provided below however, the DEFERREO COMPENSATION PLANwill not be legaly binding upon the fntematlonal City Managemant Association Redromeni Corporation vote a Notice d Plan Acceptance has been supplied by It , CITY OF ROSEMEAD Legei Nartla of the F�nployef -- Attest far the Employer. Fa the ey Ignature o1 AU ,zed Official Date M SignaiWe y .GARY A. TAYLOR, MAYOR Pant Name and Title SEE INSTRUCTIONS FOR IMPLEMENTATION PRIOR TO COMPLETING THIS SECTION Complete ILK following Prior to Melling this Agreement to the Retirement Corporatldn. Full Name (City of, County of, etc.) City of Rosemead Title of Official to whom Correspondence and reports are to be malfed. nnt rim % City Manager Address: (Include zipcode) 8838 East Va11e�Boulev_ard, Rosemead 91770 ��____ Employers' Federal Tae Identification Number: 95- 2079994 ff How often will you make Contributions? Bi— weekly what is the data of your first oontributlon? Unknown Total Number of Employeoa 42 Nunberof ampfoyeea eliglble to participate 42 ` 1 A F• R 6— 8 8 W E D •:!50 I C M A— R C • R 0 5 ICM A RETIREMENT CORPORATION Sung 700 (202,637-3311 7120 G Sneer. NW Toll Flee 1800) 424.524 We5h:•,g10R DC 200053864 TELECOPIER TRANSMITTAL SHEET DELIVER TO: _ J a Y-t FROM: c1C RL� hCF7 ` DATE: NUMBER OF PAGES: (EXCLUDING COVER PAGE) SUBJECT: IF YOU DO NOT RECEIVE ALL THE PAGES, PLEASE CALL BACK AS SOON AS POSSIBLE AT THE FOLLOWING NUMBER: •s . • •: e.. ✓ y •' CO•L is •':JC k'M •Yniea:.: M •C.i•!Yn! Dia's 1q aURlnC ixY 9^�'MYnl U6e1• :M 1pOnap'an; C• IrY'� : Y G:. •.: {'Iia'. ^: Aux .•I:p1.0c. >'•nr:[.A, &'KVpnpang A4=.,I unailnv!IAO1M�MbpU U.0ww -, A'a Laq_r •.•. -v . t -Y• :t j -.Y• b• Yudi N'�"•M1P1 i "� • A. ^.!•(in V4mm�q Apx.po • Am!`K!w reel{ hb•!! Nax•aiY• • b•Yti•. D „., 1:-j • »:_ ••.. • -6.. V •^Q OIIYiH lb Cone A::n.,.31:)lyl MIM'NlielNl • AmrunAsaanuond A(ppl moo P •fa • INI:N'A43 CY•M1S • AI':!'::! ^. ?vM.( Q!a AtSOC.iIi. • :nl!•nil••JnY A{ix'•lliOn •J• Aafela:nF plld!•a • A•nf!Cin •JDIS T. \!la' Afaa•! ":n ?CIMA RETIREMENT CORPORATION Corporate Headquarters Suite 600 October 20, 1993 777 North Capitol Street, NE Washington, DC 20002 -4240 (202) 962 -4600 Toll -Free (600) 669.7400 Don Wagner City of Rosemead 8838 East Valley Boulevard ) Rosemead, California 91 770 -1 71 4 RE: Administrative Services Agreement CITY CLERK'S OFFICE Dear Mr. Wagner: As per your recent telephone request, enclosed are the following documents for your records: Trust Agreement with the ICMA Retirement Corporation; Declaration of Trust of the ICMA Retirement Trust; 457 Deferred Compensation Plan Booklet; and "Making Sound Investment Decisions: A Retirement Investment Guide ". In addition, I have enclosed a copy of the Resolution of the City Council of the City of Rosemead which adopted the ICMA Retirement Corporation as plan administrator for their Deferred Compensation Plan. If you should have any additional questions, I can be reached directly at (202) 962- 4677. Your cooperation in this matter is most appreciated. truly yo C. Feldman al Assistant to House Counsel Enclosures C� ICMA -RC Services, Inc. Member NASD and SIPC, is a wholly owned broker - dealer subsidiary of the ICMA Retirement Corporation 1- • • ICMA RETIREMENT CORPORATION ADMINISTRATIVE SERVICES AGREEMENT Type: 457 Account Number: 0934 . • ICMA RETIREMENT CORPORATION Plan # 0934 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 Rosemead ( "Employer "), a(n) City organized and existing under the laws of the State of California with an office at 8838 East Valley Boulevard,Rosemead, California, 91770 -1714. Recitals Employer acts as a public plan sponsor for a retirement plan ( "Plan "� with responsibility to obtain investment alternatives and services for emp oyees 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 principal disclosure document, "Making Sound Investment Decisions: A Retirement Investment Guide ". The Funds are available only to public employers and only through the Trust. In addition to serving as-investment adviser to the Trust, RC provides a complete offering of services to public employers for the operation of employee retirement plans including, but not limited to, communications concerning investment alternatives, account maintenance, account record - keeping, investment and tax reporting, form processing, benefit disbursement and asset management. - 2 - • Agreements 1. Appointment of RC • ICMA RETIREMENT CORPORATION Plan # 0934 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 Flan; and (e) disbursement of benefits as agent for the Employer in accordance with terms of the Plan. 2. Replacement of Employer Trust RC and Employer are parties to a Trust Agreement entitled "Trust Agreement with the ICMA Retirement Corporation" (the "Employer Trust ") for the administration of the Plan. The Employer hereby terminates the Employer Trust (not the Declaration of Trust of ICMA Retirement Trust) intending that this Administrative Services Agreement evidence the understandings between RC and the Employer with respect to the matters covered by it. Employer continues to be a party to the Declaration of Trust of the ICMA Retirement Trust and 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. 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 -3 • • RETIREMENT CORPORATION Plan # 0934 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 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 xchange Commission under the Investment Advisers Act of 1940, as amended. ICMA- RC Services, Inc. (a wholly owned subsidiary of RC) is registered as a broker - dealer with the Securities and Exchange Commission (SEC) and is a member in good standing of the National Association of Securities Dealers, Inc. RC covenants with employer that: (c) RC shall maintain and administer the Plan in compliance with the requirements for eligible deferred compensation Plans under Section 457 of the Internal Revenue Code; provided, however, RC shall not be responsible for the eligible status of the Plan in the event that the Employer directs RC to administer the Plan or disburse assets in a manner inconsistent with the requirements of Section 457 or otherwise causes the Plan not to be carried out in accordance with its terms; provided, further, that if the plan document used by the Employer contains terms that differ from the terms of RC's standardized plan document, RC shall not be responsible for the eligible status of the Plan to the extent affected by the differing terms in the Employer's plan document. Employer represents and warrants to RC that: (d) Employer is organized in the form and manner recited in the opening paragraph of this Agreement with full power and authority to enter into and perform its obligations under this Agreement and to act for the Plan - 4 - • Plan q 0934 ICMA RETIREMENT CORPORATION 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. S. 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% er annum of the amount of Plan assets invested in the Trust. Such fee shall be computed and paid at the end of each month on plan assets in the Trust at that time. (b) Account Maintenance Fee. There shall be an annual account maintenance fee of $18.00. The account maintenance fee is payable in full on January I 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 paygents 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. - 5 - • • RETIREMENT CORPORATION 4 Plan # 0934 and effect. 13. Governing Law This agreement shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. In Witness Whereof, the parties hereto have executed this Agreement as of the inception Date first above written. CITY Of ROSEMEAD by: Signature/Date Name and Title ease Print) INTERNATIONAL CITY MANAGEMENT ASS TION RETIREMENT CORPORATION by :�... StephLTn WM. or o a e Corporate Secretary 7 • • TRUST AGREEMENT WITH THE ICMA RETIREMENT CORPORATION Aa=l ff mme by ana bw~ ale Emplgw narred in rhe aasehW Two- lubon are ale lrftr anal City Mahapament Aaaoc a o n Robnrnart Car=es bon (hensnd* rw ?roast" ar tlwrwrwt Cdpommni, is nanpwtu ewpow bon wPrasa and mMV weer the ter d to Sma of Daoww for me purpose d irnmrp and adtsnean aamnanrq the rural ar ade by Empla+n in connaabbn wM dakrno eontnrewart attend MOW~ wear wom 467 d To innnw Rawrke Cod at 1954 Wo raaai. This Aignamere rust We rod upon aceepernoa by ale Truax d w aapananwt W to Empgw o Sane as Treace in axddrae mammas w set faM in de at i rsaakrtion. W1lRA{, ale EMOOW nw aamibiwtad adatwna am ow am aon unaw section 457 d rM Cox (ma 'WMi: WNOWAS, in oraw ra mwe wo be adko kwm mossap to tlifal" ale Empoyrs corntraduai aoai, - ruder to Plan, rhe Empyw ooww o low sow pwddCaay wncurs epuw o the arrioun d Campwtewan asset WISM[A& ale tunas set awa a "No wM ..4.1 Meader ham rest IMGWM a mend. are tb ba OOAr4WY widen ale dwmn an. coi in and owrwwk0 of the Employ« are arbler to low Empalara Abaan npn d wet• draw, no wnpoyeoo rewnp any ides wMas"m mwwn: NOW, TNOWFOOK this Apnwrwt wibewam low W ow Employer we pry monies o ate Truce to be pane in Ass- eCmpwnaeson aomune far ma Employer: (b) av Atrrna cowww mw it war eat ltd sow std any finer tunas winch 0 may memo herounost in trust for ate Wes era pwpom Arta upon the brim era 0a490e ONWas ww4 era (C) de p nto hoed spree as team ARMU 1. OOM" DUM OF THE PAf= Saedan 1.1 Ontlawt Owly d do m p', j , The r per, antes moo mW tar, Dryrrnww post o ale afrrourtmi d O anrplgwas' mlrnpwremilon which are dslwrsd in M=rraanaa wM low were sea Oarldeore at to pen to the awe asst aSh amount w O be aaemiad doer de oust. Ssc*m 12 QMaW Duda d go Thalbt The 1taYaa ales hold es end TDWVW by 4 MWNMVK*010011. opsew Meshft iso dwstrorn.wo1Cn- mere du our Funds a ties ataturew fe Tiles Fund, ooka de income Mmicr. and male paynww es hwenstw pwiaaa. The fis a mists loo hold d Trull Funds ~ at bartdrnd b i as &=Mew TMww by rhe Employer font war ^p d@W W owmen esOn wrartpwrwo with its Empgwse order pons oaadibW in aaasm 467 at to Cox Such Trust Fund ties be Kpsd to es at ale wise sea pr, c, of to Agivem m AJ1 KU U. ll W AND Wes= OF TNt TMMU N WVWM Ny, ADINGST11ANK AND NpUPINDO fT OF TN! TF WT FUNDL 980dw 2.1 kwwbnwlt PMO alld OWN Of Ow lunatic. The lur we ties hate ale power to mow are ninemi ft port- 0 sea kco of area oust Fund and leap ale lust Fred 4kewaq wawa osencton oa an pinbow are innny in tawrtaa of in wino ompWK reel or parsart , wtw• ow alumina. irauorp. but net mead 4 stoat caftan of PON bonds 7 r iM�YM � ra ilff"it an" and insufw a oobom nwt0apes, isna caw a,,,00mm at ietfsttaataw or awnsrr0p irMlartare CCnrpwMt Borman a aau9 trues lunai or aeperb and dillsrsrt rypea d Nnda (rtduainp a xty. asaa rrcome) wtten hnwi nawrwnars d wale Ora least 9"Twrd ter ewe prowled how w mat ale Emooywr my a red mewnwe by the Mete amarq awreoe nw4mart aerrtwws in Kith PmPw m es ate Emol%w aualatse in commomm wra+ its dwnW aarnpernwort oWwwrwta arm 4t ampoywa. Far Vow cumofaa maw new Funds myrba CamarglW we lust hi as aw am" by ww Empioom a tsuen't to ft emr at ale am Rommme %a n,ewnan pones, wao0 n ale lines y TO Season may be dolepad W the Thaaw o any beck. irtunra arouse aannV or wy inmrwe sawsse ffw p or apmasctno as SOCUM a.a AdaY low" Pawls at the Thwok The lrrw max haws ale power in a, dimmest (A) l) pealeas or mm mw fait sty sommme or doter properly and to non loo sane in m,r. (b) m ad. wehwga Caney, 111111/40 Or aatarw+w dispose of dry sswnt ON a eater 010W y hstd by R W Wrest canatem or m pubke auebon. No 118120111 aaalin0 wall rhe Auae shol be board o lose ale aammon of de PAMM money or to Wits" into ft Wi0i1% woodu y, of piapn- sty at sty such we or cow necomom (c) To wtw upon sty O=m batch or other seeurntisc fa gm pastes or $papal 0=" of pawwa of aaarey wim or wmaa Power d tubm": to enendw sty certora W 0111WO as sulmompban rtplro or Cher opbona and o we arty poll tb irciawam owed; to oppba or to common ra oroerrwr pank7pmia wt CpPa- na0wtaeauor COW - tpw sted• bt0 aorp, wouness. and to as"m dauwwwy aware. and to pry any w mernone Of dw0w m Cann clan awwwm: sea 94rtenety o ow- a" only d eta oowera of an ow 0 arm utao - to mioplo bonds aacuraea a Cher DIWWtV held as Pan of ale Auer Finds (d lb aauaa any aawroaa a other VMWW held a pct all ae Auer Funaa to be n- in ie own renter sea o hdd ary irnwlelt std in pester form. but the bodes are nopas d to Austw ties st es woes saw me as Slut inio merit are a part d am our Funds (e) lb baraw a ewes moray ON the Mom of the our in wCt amount. are upon such wrm and custom w ate Due" ties aarn adwsabe: and. br any wm W borowed. to i=us As promissory nap as Ttuwsa and o sewn the naMmnt marl by 000WV M. or ary part d au our Funds No meant Nndinp malt' loth* lures to be bapto to see au aPaenoon Of ale many lane or o inpuin ono as wily. mosoor y or Wapnesy d ary sign bog raw+rp. (Q To bap such potim d dta lust Fins n cash or Cwt brmew se T4 finawa ham farm to mm my darn to be in de oast most of me ThM passed holft wnU kebr4Y for inwsw dnenat (9) $+asap are Worn to Walt arm as it my doom aawasbe any Sawn• bas or der patlwty racst`ea a 404011111 by 10 lumiw IwWndK wtaater a nd abph wewtaw a Cher popety w usa ndrtnsey be purehuea as In ewrtan hanuraK (n) To meta aseuea aarmwWga w any and a ooaOnWm d Irsmwr and eorhgwoa and any mseurnerts dun may ee neeseaary w ap ndone b Carty duA powers new" granted (1) b soma cwnW nsea or subM m arbanon any owns dlbn or afnWa dull or amng to or Dorn r w JIWt Furors: to CdnVnlra or dess m SLOW or wo or adrrmnom a pxaaarga: and to mommnt we ltut Funds In all Was and lapel ante aOnnWtadW wOaWS$ (u TO do as such aces on as etch prdaaOlpa and mrcm as sucm ngnW and Invrlega Wmacpt rid apar+A' I mrAawd heron. as me Trustee may darn neCSaawy b aanasar to Tna Funds and to Carry out tm Purposes d me Jut SWUM 2.2 DMI&MMllbm hob tM lust Funds: The Emoohw heredy appor a ma Threes as its agent for me out ooa a making asmomom nom the True Funds. In this regard me mining and Cdhatiom M form in dw Plan are m gusts and =ib dw Truesaa poww Sedldn 2.4 MMWIen of lime Fm tdr At least arcs a year as of VWumeon Dan dapmsw by dw Tnwtea dw Justse shall dearrrano ow vwA a ew Trust Funds Assets d the That Funds she be VWuW at mWr market rehire at dw clan d bwrwn on ma Vakisom Oak a in me ahaana of readily asCar ow nwnte a un n tha Toes aha Oespi na in aLLaanp wet memoda cowsmond IdlowWd and untonnty appka. Seadon 2.1 EtlWW= of AcOm by IN Iplol : The Trues may ratty upon any caofrdste. rmxe err areemn purpdrdng m mr. Dan served on M Wf of the Employer m wo TO TP WM bMWVU m nets bean 19Md by a ally aaeprea alhew d ew Enromyer. IVO eartrrknseam she ce tWmirtp upon any of ew Trust Funds or Tntaee until mesa we rwow Dy M Trustee. leetlon 2.2 A*Am of Cmuweb The Juan rnmy=nmA we any wo ccu r • sel with raped m me CahQUmOn of IM AWMT Wt. a *Asa hofWrma or any sm which it Dropdeee m tales or arm. and aria nd be Was ax any action MM a amrdW in gdba lash pursuant m such adwca Seeuon 3.716oetlrsots. The Jhaa etas we ordinary an and smears, bus aiprCS dui seen red W ante for ay mestte d Frdpmrt a ddw arbors talwh in good Ism. The Thamme WW not be Wow br any Illw suOned by rm TnrW Funds by reasons dry irniwalwt made in good ton am n salon dance wth do do wstom of dw AW@Wnert The Truss" dime am obsgam eW be wnmed to mace owsWY �mpdsed upon it by this AgrsamWt. ARTICLE IV TAXES. [XPB AND COWETAATIDM OF IMAM SSCOM 4.1 lb= The Juan aWS degta ham end dwgs SMW dw hue Furors any wm on dw Ter Forma or dw it ww dwsd or hMSCh ew Tnw tee is required to Dry With nsaped m she irtwee d any down swam. Seesast 4.2 E,pwwm The l ueee etas deduct from and chits q apYmt dw lust Fume w raseawb a amwen ricui M ew Tan in ew aarsne traan d sew IhO Furors mkgbp cares. MONICA unearart a wooy. and fitter necessity fees. ARTICLE V. SSTTIaIOR OF AOOOLWTI The Trustee eW tees a,LVJW aced d@WW SCCWM d as imWadnsrta recepR dfDursrtwtts. and Other arteaCdO a lweundac Wdhn ninety (00 days am ew doll of awn seal yea ew Jhaa arts rwF der in duMm to ew EmoaW an account at as am and bamacb" as Tw tee mreurmw it dry part d dw Just Fund WW be waved tllrargn ow moo m" at any cwww. - - -H W or cdntnnglsd Jun Funds, ew lee a o.W report d such Trust Forma shall ds subnutte0 wah am irmarpor -W in dw account. d wahn retry Isgl aeye alter er rmerhp dIM adoaet a dry WrwtdW asotat m EmotgWr ha not Wed with ew Juan neon at arc obsewdrh b any as or transaction d Via Twee the account or me t sa account eW becarw an account soma It any ableution Its been ale0 and if the Employw w sea• tied ma a snrad bs wmaww Or it ew account is adjtlrW to one Employws she action. ms Employer eW in wArlp awe we tm IbAm pasty Wpnym of ew account and a ones bacdm an aaxut aura When an M=ggbmcwm an account stated. >Xm account she be 4naYy Noma and ow nn to cdnwwtely amomro d and mommom as.t suCn accarea rwd bean /rmW and &*WAO by a tuagnws or daerse at a court Co CamOdOM NnadCDO m an aCW or prpCSSON m wrlCh 1114 Juea aria ma Employes were oases The DUaw OW haft do nphi m atody is any, Wm m a nowt d cemDOW R Iurascom tar tm Modes atmW,wx of its account. ARTMLS N. IILSIOM S M AND 1111111110WL OF TRYSM Sea1m 4.1 flselg I l of Tnmsu: The Jums mwy moo st any me by Wing wo dw Emotdw as written nsgrWoon. Such asp aeon sets Wks 040 MAY (40) aaya hen the aft at was riling are uom addonmw it d a straceaa dunwert to Secem dl. wnrJww atoll Are occur. Seallen 4.2 Reslseel of Ttlelae: The Emotdyer may rwmmw ew Trustee at any Wm by O@hWrig m dw Trustee a Y mm notice d b rsnwm and an appanbrw w of a successor pursuant to Saceorh 4i Such rwmmw rill rid we Wwa prior m Gray (SM aye from wan iserery ursese do Tmss agrees to an seem eeacs am Sealer) 4.2 AFFehmlWK at SueoeeWr TA~. The amontmem or a successor to tre Iiuese WW salts ewe upon dw dormy to me Trusts at (a) at I t wrhe in - v rwchasa by the Employer appointing suen six. csum Wm wvwrm suCh sut.sem ham imbiay for eW am and om s. sons of rta pnadeeeaeo[ and (b) an @cc$po rco w III IN miscued py sO:tt scewa As of the "An" Wt lots haWn wet mopes m M Justae OW rge s m each succesed wan ew dams lace W call a a such suctsed er nod bean ohpmsy mmwd a Juare twemda If a wccaaor W not assorted wmm way (OM ate alter eta Juan pre notice d r using Mott pursues to Section Qt.. ow 11uM* moray assts to any cast of Cal powt jlrrtsOC90f1 for appamrwtt of a successes Seatlee 4.4 Trtdw of Ftate4 lo Smoommor. Upon ew wptnor or wnaha Of One Jhaa and appondmm of a wbcessm and ow me *net account of the Jwtea no been prbpaly ssme0, rm Ju em so "rest, and dakW any of ew Just Funds irw hWO m such acewea y _,.ai Seddon 7.1 Clumptlon OW R wommo ion: This Jun emit continue br such tVrw a may be necessary m adccrnp 0 eta purpow for whch a vas cream OW r:Wy be wminmd or rs`pWd at any ems by dw EmWW a it ream to any andow al reate - - - I, I rig Emplopm W ON nab= do such dent nation or woocDbn she be (iAn m the Juan by eta Employs Upon w- mrWan or moccamn of dw Jut as at n aka owned eW return to and rW Wit m tm Empga To wo of On Just MW na hmmAx reticle me Employer of eha Emoohwcs cororating ottigaoar too" I A comporma• ban to Empoyea in accordance sum me to of One Flan. / SeeYm 7.2 Anenskne tb The Emaoyw meth here sew mgm lo amerha mm Agmwnwt in wmw and in pan bull dnty with do Trsteea written consent. Any such time 0 ON eW becorm slat. me, upon (a) dsewwy to ms Trustee d a wntteh inenanart ef ie wwrwt, aria (bl dN enaorssnhant t>Y Uhe Taw tee on than naanmerrt of to Consent mWatb Sealell 4.1 Lame d Use Dbtrla W CobAnNo to Oeaate This Agree- men am sew 1KO hectic crested aria be Congo%" and moasm try me law of dw Dime at C kenos SSCOM 42 Eta4 @MW EnIFI l - - The T2maoyer s ha include any dery son wind SJOOWa ew Employer and wm owsW becanme sublea to ma obspaaorr of dw EmpioW unow ew Plan. Sealm 4.S WNMMIK The Emovow mw at any ems aria ham time to ems wMraw a swoon or as d Just Funds accts by ears Agreenwt. Stollen 4.4 n ' OW lhrTher: The masasim induces dw torWnne and tlN anDcaer hndueaa Uhe PArsl ursen cull Cctea "maw another meaning. 0 0 APRI , -3 Ea -88 WED 1 50 I CMA —RC P 05 ICIA RETIREMENT CORPORATION Salle 700 (2021 637 -33:! i l20 G Sweet NW Toll Free (8001424.5248 Wa5hrng10n. DO 200053864 TELECOPIER TRANSMITTAL SHEET DELIVER TO: V Q' n - FROM: c1 C o- DATE: NUMBER OF'PAGES: �1 (EXCLUDING COVER PAGE) SUBJECT: R)o n tgcc-Cp+kr-2CC e. IF YOU DO NOT RECEIVE ALL THE PAGES, PLEASE CALL BACK AS SOON AS POSSIBLE AT THE FOLLOWING NUMBER: •:'c ;, v: 4•' �- r' Cwc a•.a,o...a!N 0 -. +F•t e.:: ol.el[re -Ien! gins la Salt anc local gaw-nmeal unae' IFe 9p "ysn c p• L:1 •.t i' iJt '� ^I AtSa4alra9. riC^:' ' 0I1r111 ''-1' -01] . A -.r• :e' S: c.ey 10• P.DI.0 Aa•• "•:V i- in • Me•a41 Plann.ng As... oLP, • Alne'ICAr Pt01r( Wo•kp AISKIal1P• • Ar ,en P.O.., e:.i A]e-� ..... .b..r]'••g oft4S aM 6M! AL+rn51,31019 WG IM. 110na1'Aaa•rca n A Alr pnWA "p0•IE.PCVrni'Inll:na]an!' 1W '.'P Y V. ^: Ln Cle•n: • Ame ,,:e ^. P,Y•c 088 ASSa9nv • :nlp•nalmnal AFSoc.aYan a! Mieas:ng Oa.ce•F • Arnim an PabSc 7.816:• Aatpc'e. ^:n to U3 DECLARATION OF TRUST OF ICMA RETIREMENT TRUST ARTICLE 1. NAME AND DEFINITIONS Saoffon 1.1 Nana: The Name d the Trust. as amended and rastaled hereby. is the ICMA Retirement Trust . Seddon 1.2 DaflnNfons: Wherever they are used herein, the following terms ehan have the following respective meanings: (a)By-Laws. The Bylaws relm to in Section 4.1 hared: as amended tram tins to time (b) Deferred Compensation Plan. A delerred compensation Plan atitaohshad and maintained by a Pudic Employer for the Purpose of prwiding reare- mart income and other deferred benefits to its employees in accordance with the provisions of section 457 of the Internal Revenue Code of 1954. as amended. . (C) Employees- Those employees who Participate in Qualified Plans. (d) Employer Trust. A trust Created pursued to an agreement between RC and a Pudic Employer for the purpose of investing and administering the funds get aside by such Employer in connection with is Deferred Camper, swoon agreements; with ifs employees a in connection with its Qualified Plan. (e) Guaranteed Investment Contract. A Contract entered into by the Retire ment Trust with insurance companies that provides for a guaranteed rate of return on investments made pursuart to such catrad. M ICMA. The international City Management Association. (g) ICMAiRC Trustees Tease Trustees elected by Ind Pubic Employes whet in accordance with the provisions d Section 3.1(a) hared, are also mare bars of the Board of Directors of ICMA or RC. (h) Inveatrmen Adviser The investment Adviser tot eders into a contract with the Retirement Trust to provide advice with respect to investment Of the Trust Property. M Patofics. The Portfolios of investments established by the Inuestrnem Adviser, to the Retirement Trust. under the supervision of the Trustees. for the purpose of providing investments for the Trust Property. Pudic Employee Truve Those Truutaees elected M the Pudic Employers who. in accordance with the proinsiors of Seman 3.1(a) hereol. am full -time employees of Pudic Employers (k) Public Employer Trustees. Public Employed who gene es trustees d Mr Ou9afied Rant W Pud't Employer A unit of date or bbl gwermsd. Of any sgervy a warunedalM thered. that has adopted a Deferred Compensation Plan Of a oudasd Plan and has executed this Declaration d Trust . (m) Qualified Ran. A plan sponsored by a Pudic Employer for the Purpose of providing retirement income to ft employees which "fisaes the qualifr cation requirements of Section 401 of the Inaemal Revenue Cade. as amended. (n) RC. The International City Managerned Association Retirement CorPO nation. ArrtnvlA 0 (o) Retirement Test. The Trust created by the Declaration of Trust. (p) Trust Propene The amounts held in the Retrementa Trust on behalf of the Pudic Employers in connection with Deferred Compensation Plans and on behalf of the Pudic Employer Trustees for the allusive benefit of Employees pursuant to Duel,. Sod Plans The Trust Property shall include any income resulting tram the invest- ment of the amounts so held. (q) Trustees The Pudic Employee Trustees and ICMAIRC Trustees elected by Me Public Employed b serve as members OF the Board d Trustees of the Retrement Uust. ARTICLE 11. CREATION AND PURPOSE OF THE TRUST: OWNERSHIP OF TRUST PROPERTY Section 2.1 Cnlatlon: The Retirernera Trust is created and esab ishad by the arecution of the Dedaration of Trust by the Trustees and the Pudic Employers Section 2.2 Purpose: The purpose of the Retirement Trust is to Provide for the Commingled investrned of funds held by the Pudic Employers in cones lion with their Deferred Compensation and Qualified Plans. The Trust Pray tidy, shall be invested in the Portolios, in Guaranteed Investment Contram and in other investments recommended by the Investment Adviser under the apervision of the Board of Trustees No pert Of the Trust Property wd be'uvesed in securities issued by Pudic Employes. Section 2.3 Ownership of Trust Property: The Trustees ShatI have lapel late to the Treat Property. The Pudic Employers shall be tte beneficial owners of the portion d the Trust Property allocable b the Deferred Compensation plans. The portion of the Trust Property allocable to the Qualified Plana shall be held for the Public Employer Trustees for the exclusive benefit of the Employees ARTICLE Ill. TRUSTEES Section 3.1 Number and OwIlReatlon of Trtrsten. (a) The Board of Trustees shall consist of nine Trustees. Five clans Tnntees Our be NM1tme employees of a Pudic Employer (the Pudic Employee Trustees) who we authorized by such Pudic Employer to serve as Trustee. The remaining four Trustees shall con" Of two Penors who. at the time d election to the Board of Trustees. we members Of are Board Of Directors Of ICMA and two persons who, at this time at election. we members Of the Board of Directors of RC (the ICMAR±C Trustees). One date Trustees who, s a deeds at ICMA, and one of the Trustees who is a director d Ri shat. 81 Rte time of election, be full-time employees of a Publie Employer. (b) No person may serve as a Trustee for more than one tens in any tenyea period. Section 2.2 Election and TOM. (a) Ecapi for the Trustees appointed to M vacancies pursued to Section 35 hared. the Trustees span be elected by a ode of a majority, of the Pubic Employers in accordance with the procedures or brth in the SyLaws ¢hi At to aifM alsctim of lurk twee be akic ed for a term drove W Ears, Ma 7WMs shell be decbd for a loom of two years and Vega Trustees nab be elected for a rearm of one year At esch subsequent election. litres 7ud e" gl ae be Waded for a assn of unee years and Wall to of her &=@am selected and Wakhed. Section 3.3 MoeNnations: The Tnudees who are full -time enhployses of Pubic Employers shat serve M the Nomiraerg Committee for the Public Employee TrutMS The NmarlMng Com ire ones choose randidafes for Pubic Em pkWw Tines" n wwrdanoe walh to poadures M forth in ter By-Lam Section 3.4 ROWWOLan and Removal. W Any JhualM may mope M Trustee (without need for PINK Of K40011xwt accounting) by an #atrunsre in writing signed by to Trustee and dekwens0 So Pte other Trusses and such reogrom dui be amxtive upon such delivery, or at a Inter dab according to the terrrh" of the instrument. Any of the Vuftee may be removed fa reus& by a woe of a mgoray, of to Public Employers (b) Each Pudic Employee Trustee " resign his or her position M Vudw within wily days of the dale on which he or one oeMM b be a ALOrre ariployee d ■ Pudic Employer. Section 3.5 %uncles: The tern of plea of a Trustee ale WinirWS and a vaancy Well occur in this *went of the death, mognabon. removal, sdjud- sled incompetence K other uhcapecty, to perform the duties of the office d ■ Trustee In the case of a vacancy. the remaining Judaea dull appoint such person M thy in their discretion rat on R (Subject to to lifnim" lid foes in has Section), to serve b the urmpired potion of the term of the Trustee Who has resigned K chemise ceased to be a Trustee The appo -nit & SW be made by a wwrmen instrument signed by a majority of to Trustee. The per- son appointed must be the same type of Trustee (a, Pudic Employee Jut We K ICMA iRC lueee) M to parson who her coated to be a True** An gVomerhent of a Trustee may be made in anticipation d a ve ancy to odour at a Icier One by lesson of rebremen K resgnaGm. provided tal such appca met whet not become alledive prix to such retirernars Or rMgrabm. When a er a vwancy in the number of Sueees Wee occur. ur'W ouch vecarty is Ned M Proext in this Section 34 the Trustee" in dace. regardless of their number. stud have an the powers panted to the Tnnfees and WWI discharge all the duties imposed upon the Trustees by "us Declaration. A women indn - mein aniry rig to austence of such vacancy signed by a majority of Una Trustees eel be conclusive evidence of the existence of such vacancy. Section 3.6 Thustaes Serve In Representative Capacity: By executing Vas Declaration. each Pudic Employer agrees tout the Public Employee Tomes elected by to Pudic Employers are authorimd to aka M agents aria repreMrr tetives of the Public Employers aVeotvelY_ ARTICLE IV. POWERS OF TRUSTEES Section 4.1 Genital Powea: The Trustees shat have the power to conduct to b usness d the Sum and to carry on its operMOni Such Power rhea irduda but moll not be Invited to the PMw b: (a) receive are Truer Property ran the Public Employers, Pudic Employer Trustees or Otter Tunes of ary Employer Trust: (b) ewer into a cortract with an Investment Adviser providing, wrong offer tugs, for to establishment and operation of the Portfolios, salaam of the Guaranteed Investment Catrwft in Mich the Test Property may be m es ed. selecem of aher irednMts fix to Trial Property and to payment of mesom bit bet to the Investment Adviser and to any wbinweerrent adviser stained by the Irwestrtrrt Adviser; (c) review armaly to performance of the Investment Adviser and spot" wady the contract with with Inwadtrarl Adviser: a rived and s rice to True property in to Portosos. to &MaraMd 10 CdVacs lid in any filar investment reWmnwoed by the Inesthert Adviser, but not ^acing asaxiMt issued by p ut k Employers prowled true a a Public Employer has directed that its moats be invested in specified Poo as or in a Guaranteed Inegmenl Contract. to VLdlm of to Retirement lust shat iaee such trxx in accordance With such directions: (e) cheep such portion at to Trial Properly in can or cash edema as to TnWMft from time to time. nay deem to be in tie bee interest of IM Ralirt nrnt Jue created tweby. wilroat letter for kMree Vheram; M accept and relate tune as they may deem advisable any Max- pas or . doer property 'wed or acquired by them as Trustees Aereund r. whether or not such securities or cIrw property would normally be purd imed M kwedrnsnts heraurder; (W cause Ry aecurlles or other property hold M pen d the:wt Property ID be registered in to name of the Rebrament lust or in the name of a nom- net and b hold any uwattinw s'st bearer form, but the books and recordiu d to Jude" alai at at times am that Y such irwasmreras are a pen of the cud Property. (A) meta execute acknowledge. and deliver any and 00 documents of tram far and conveyance and any and M other iraturnarti to may be necessary or appropriate b any ow to powers herein gamed: R w! upon any MILK buds K Other asaxe n. give go— or special PraiM a powers d attorney with K withae paler d subdnulbn. exerdM any min version privileges, aubscripion nghs, at other opens, and maw any par marts ircidaraN tharsfo: apposes or consent tq K otherwise parbapale in. Corporate Morgarvmios or cow dwhgns enacting corporate securities. and delegde secretionary powers and pay any assesarrwa or charges in con- nection therewith: and generally exercise any d Vro powers d an owner with respect to coca. bads aecuaies K der property haled M pan of the True P CPO y: Q enter into contract K arrangements for goods or services required in con- nection with the operation d the Retirement Tue. inchuding. but not limited im contracts; with cudodsnt and contracts for the provision of adminidative aervias: (k) borrow or raise matey for to purposes of the Rearemwrt True in such aRCUnt, and upon arh awns and conhtliticrR M the TrustOM >YhM assn advis able pro,,ded tat the aggregate amount of ouch borrowings shall not exceed 3V%d the Akio of the True Property. No person tending mosey to the VutMs Well be bound to we the application d the money hem Or fo require into es va idly. expediency or propriety d cry such bomowirg: m ircur reasonable expenses M required for to operation of ter Ron a is Just and dKW such expenses from Vie Just Property; (m) pay expenses proparty allocable to the Sue Property incurred in connec ion with tns Desired Campereabon Plans Oust W Panm or the Employer Sues and deduct Rich expanses from that portion of the Sue PropertY to whom such expenses are property allocable: (n) pay out of to flue Property at real and Psraoal progeny taxes. income faxes and other taxes of any and M kinds which, in the opinion of the Trustees. we properly leied, a esessed order euaarg o AuMe sous upon, a n respect d. the True Property and atecede any such texts to the appropriate accounts: (o) adopt, amanhd and spoof the Brtews. provided tit+ itch Brow" are at at times caaimnt with the fail of this Declamon of Just: (p) employ persons to make available ift in the Rebremem True to w"toyars eligible to maintain a Delened Co npen"atio Plan under Sectim 457 or a Qualified Plan under Section agt of the Interrue Revenue Code, M amended; (d me* to Annual Report of the Retirement True. and the disclosure dour marts and oftle eeralure used by Via Retirement Just: (n) mole bens ircWdirg to pudase of deal obligations. Provided that an Such loans Melt bear interest M the Currant market ate: (s) co trac for and delegate any powers panted hereunder to such dkcers agent enpldyeM, auditions and storeys M the JueMS may "Got. Prandad hue to Trustees may not delepee the peers eel forth in paragraphs (b). (c) and (o) CO true Section 41 and may not delegae ary powers a such delega. ton weed violate their edaiwV duties: M piwide b to irdwnnfcaeo d to otcas and:ugm d the PADmrent Just and purchase iducery inikaerrbe; (u) maintain boots and records, ndudng asperm accounts for each Public Employer. Pudic Employer lutes or Enpfoyer Test and ash additional sap ante accounts as are retprired under and cahodent with. to Deferred Cmr paaalion or OuahW Plan of each Public Enployar; and (v) do am such acts, take as such pone I ngs, and exercise all Rich rights and pmdegea, Although not spatiicaAY mereaed herein. M this luders may doom necessary a appropriate to administer the cud Pn Win n0 and to arty out the purposes of the Ro irernex True. Tarty Ov b made t06 o rt of ltuet Plc�nbution d to Trust Prop artya4� 6e rthada tk a co Denali d. to Dyer a Pubic Employer Tiu>IIea in accordance with the tens d tfe compensation Plenc Qualified Pon or Employer Buda The tugees of to R@hmn re True and be kav proladed in making Pat nemt in accordance with the directions of ore Pubic Employers Relic Employer 4hsaes or over, Tmsee of the Employer Tress wMaa ascertdning whether such payment are in compherce with to provision Of the Delaned Co penm0on or OuwdW Plea or the egnsenwas cresting the Employer Buse Section 4.3 EacWon of InaWmea ; The Trueees may unarimousy, deelprheee arty area more d tr Bugm to emcW ery buftumxt a door. mart on behalf of Y. induding but ra roved to the signing or endoraenr it of any cheek and the spring of any applications insurance and other con Dew and the action of Koch designated Trustee or Trusses stall have to Ken spice and erbct as it taken by as the Trusties. ARTICLE V. DUTY OF CARE AND LIABILITY OF TRUSTEES Section 5.1 Duty of Can: In corcising me powers herei before granted to ma Truelift the Trustees "I perform all act wthin their authority for the Nckmve purpose Of providing benefit to the Public Employers in conew. bon with Oeerred Compensation Plan and Pudic Employer Trustees pnsuers to Qualified Plans, and era perform such act me, to pre skill. prudence and diligence in the circumstances than prevailing that a prudent person act. ing in a eke Capacity and familiar with such Maters would use in the conduct of an enterprise of a We character and with like aunt. Section 5.2 Llablllty: The Trustees Khan not be bade spr any mistake of IFdg- men or other action taken in good faith, and for any action taken or ornilted in reliance in good lath upon to bowls of account or other records d to Retirement Trust, upon the opinion of counsel, or upon report made to the Retirement Bus by any of it dicers employees or agent or by the Imies. "'erg Adviser or any sub-investment advise, accoursans, appraisers or other expert or consultant selected with reasonable pre by ire Trustees officers or employees of the Revemen True, The Trustees shall also not be liable for art loss sustained by the Trust Property by reason d any irweemen made in good IBM and in a000rdarce with the standard of Care set forth in Section 51. Section 5.3 Bond: No Trustee shat be obligated to give any band or other security for the Performance of any of his or her duties hereunder, ARTICLE VI. ANN&REPORT TO SHAREHOLDERS ` The Suaeeas sMA Sa��M tubrnd to the Public Employers and PuDac Employe Trusses a written report d th a trsncact , rr d)tr Retirement Trust, ng anan� dal statements which shall be certified by independem pudic accountant dro. wen by the Truatsea ARTICLE VIL DURATION OR AMENDMENT OF RETIREMENT TRUST Section 7.1 NMbdn vid: A Public Employer or Public Employer Trusee may. at any tiara **Idnw from tic Rd MMO True by delivering to the Board of Trustees a written salemen of aaftndnwBl. In such s wrw-t, to public Employer or Public Employer Suabe ahea acWhdMedge that to Trust Prop arty allocable to tr Pubic Employer is derived horn compensation delered by employees of such Pubic Employe pursuers to it Deterred Compera- tion Plan or from cortribraiorr to the a000uNS of Employees puruant to a Ouaified Plan. and staff designate the knrcial waaWtidn to which such property WW be transferred by the Bur ess of ter Retirement Trust or by the Trualae of the Employer True. SWUM 7.2 Duration: The Reti enrt Tnst oW continue until samrnnetd by the date of a meprey of the Pubic Employers, each casing am vote Upon erminelion, all of the fist Property shall be paid out to the Public Employee. Pudic Employer Trusses a the Bustees of the Employer Trusts as appropriate Section 7.3 AmarWmeryt: The Retirement Trust may be mewed by the vote of a maprity of to Puck Employer, each casing on vole Section 7.4 Proeedun: A resdubw to tarrrinate or amend the Retirement Tres a to Wn e a Trustee ere be subrrutW to a date d the Public Employers t: n a maO* of the Ausees eo dirad, a: (s) a petition requesting a vote. signed by not less than 25% of the Pudic Employes, t submaed to the Busses ARTICLE VIII. MISCELLANEOUS Section 5.1 Ooyeming Law: Eaeep as otherwise required by sate or local taw, this Declaration of Bug and the Retiremers Trust hereby created sill be coi rued and regulated by the laws of the District of Columbia. Section 5.2 Counterparts: This Declaration may be emwed by me Public Employers and Buslees in two or more eeuntgpart, each of which gall be deemed an original but all d which together than constitute one and to same instrument. iy P 2 -I G - s'8 igyp, �Ljt WED 164s ICMA - RC • ID mead January 18, 1980 R - 0 1 8839 L VALLEY BOULEVARD ROSEMEAD, CALIFORNIA 91770 (717) 788.6671 RECENED BY 33 1980 Mr. Peter L. DeGroote, General Manager ICNI A - RC ICMA Retirement Corporation 1101 Connecticut Avenue Northwest Washington, D. C. 20036 Dear Mr. DeGroote: The City Council of the City of Rosemead took action at their regular meeting of November 27, 1979, to adopt Resolution 79-57: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROSEMEAD IN THE MATTER OF ESTABLISHING A DEFERRED COMPENSATION PLAN. Enclosed herewith, please find the copy of the authorizing Resolution to participate in the retirement plan and two (2) executed copies of the document entitled, "International City Management Association Retirement Corporation Deferred Compensation Plan ". We would request your consideration of our participation in the Retirement Corporation at your earliest convenience. Thank you for your consideration and cooperation. Sincerely, - -_.....,..�.. . RAMC G. TRZPEPI City Manager encl. FGT:wjp MAYOR: GARY A. TAYLOR MAYOR PRO TEM; MARVIN J. CICHY COUNCILMEN: HERBERT R. HUNTER JAY T. IMPERIAL LOUIS TURY, JR. A F k"c -i' 6- 8 8 W E ]J 116 4 e I C M A— R C RESOLUTION NO. 79- 57 ...... 2 RECENED BY A RESOLUTION OF THE CITY COUNCIL OF THE CITY 02 ROSFP1.F.A[7 -- IN Ti1F. MATTER OF V-;TAH.LI SHING A DF;FrRRPD CO.'yPr:'NSATION PLAN j %N 3 3 1980 ICMA - RC WHE1Z1 -'AS, the City of Rosemead has in .its employ certain personnel, and WHEREAS, said employe to the City of Rosemead, es are and will be rendariny valuable services WHEREAS, the City Council has considered the establishment of a Deferred Compensation Plan for the said employees made available to the City Council and to said employees by the International City Management A sociation Retirement Corporation, and WRF:RrAS, said employees often are unable to acquire rotireme,nt security under other existing and available retirement plans due to the contingencies of employrent mobility, and WHEREAS, the City Of Rosemead receives benefits under said Plans by boi.ng able to assure reasonable retirement security to said employees, by being nore able to attract competent personnel to its service, and by increasing its flexibiltiy in personnel management through elimination of the need for continued employment for the sole purpose of allowing an employes benefits. to qualify for retirement NOW, THFREPORE, ER IT RESOLVED that the City CotUncil establish sr.i.d Deferred Compensation Plan for said employees and hereby authorizes its Mayor to execute the Deferred Compensation Plan with the International City Management Association Retirement Corporation, attached hereto as Appendix p.; IT IS FURTHER RESOLVED that the City Manager may, on behalf of the City Council, execute all Joinder Agreements with said employees and other eligible officials and officers, which are necessary for said persons pat•tic.i.put:i.Qn in the plan, an example of which appears at Appendix ii, except that any Joind.r Agreement for said designates} official shall be executed by the Mayor. PASSED, APPROVED AND ADOPTL•-D Tills `27th _ day of November ATTEST; n r n.v Jq VGV -.y1.Y l MAYOR OF•'5118 CITY OF RO�EHRAD A P F? -• _ 5— S S W E D N INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION DEFERRED COMPENSATION PLAN Amended as of June 28, 1974 and March 23, 1979 Appendix A RECEIVED Fay J't.r 14 3 1980 ICMA - RC It Is hereby agreed that this DEFERRED COMPENSATION PLAN shall be In effect on the date upon which the Employer has caused It to ba executed by an o8lclal affixing his signature on behalf of the Govorning Body In the space provided below. However, the DEFERRED COMPENSATION PLAN well not be legally binding upon the international City Management Assocletlon Retirement Corporation until a Notico of Plan Acceptance has been supplied by it. _ CITY OP ROSEMEAD Legal Nanlis of the Empl Attest for the Employer: For the Empl By S' slur¢ of uthodzed O� iel Ignalure of Au ii tl Offiolgl • c27 /�7Q bate of Signature y .GARY A. TAYLOR, MAYOR Print Name and Title SEE INSTRUCTIONS FOR IMPLEMENTATION PRIOR TO COMPLETING THIS SECTION Complete the following prior to mating this Agreement to the Retirement Corporation Fun Name (City of, County of, etc.) City of Rosemead Title of Official to whom correspondence and reports are to be mailed (not name) I City Manager Address: (Include zipcode) 8838 East Valley Boulevard, Rosemead 91770 Ir Employers' Federal Tax Identification Number: 95- 2079994 How often will you make contributions? ei- weekly What is the date of your first contrlbutlon? Unknown Total Number of Employees:. 42 Number of employees eligible to participate: 42 - A P �•� b- 8 8 WED 1 4 9 I C M A- R C R. 04 S NOTICE OF PLAN ACCEPTANCE ICMA RETIREMENT CORPORATION Effective Date: 1110t Area Code 202 January 23, 1980 Connecticut 293.2716 Avenue Toll Free 800 Account Number: Northwest 424 -9249 934- 3 Washington DC 20036 City Manager City of Rosemead 8838 E Valley Boulevard Rosemead, CA 91770 We have received your signed plan document and accepted your participation In the ICMA Retirement Corporation deferred compensation plan effective on the above date. Please note your employer account number. Each employee who enrolls in the plan will receive.an individual account number prefixed by this number. If you have any questions, please call us on our toll free number. For the ICMA Retirement Corporatio . Peter L. Der to Title: President Date: January 29, 1980