HomeMy WebLinkAboutResolution No. 6548 (ICMA Deferred Compensation Plan)--
RESOLUTION NO. 6548
A RESOLUTION OF THE SAN RAFAEL CITY COUNCIL
AUTHORIZING PARTICIPATION IN THE INTERNATIONAL
CITY MANAGEMENT ASSOCIATION RETIREMENT CORPOR-
ATION DEFERRED COMPENSATION PLAN
WHEREAS, the City of San Rafael currently has a
Deferred Compensation Plan that allows all full-time permanent
employees to place funds in a savings and loan or a mutual fund;
and
WHEREAS, employees often are unable to continue with
the Deferred Compensation Plan due to the contingencies of
employment mobility; and
WHEREAS, it would be desirable to give all the cur-
rently eligible employees more investment options that fit their
goals and needs.
NOW, THEREFORE, BE IT RESOLVED that the City Council
of the City of San Rafael authorizes the Mayor and City Clerk to
execute an agreement with the International City Management
Association Retirement Corporation attached here as Appendix 1.
BE IT FURTHER RESOLVED that the City Treasurer may, on
behalf of the City of San Rafael, execute all Joinder Agreements
with eligible participating employees except that any Joinder
Agreement for the City Treasurer shall be executed by the City
Manager.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael,
hereby certify that the foregoing resolution was duly and regularly
introduced and adopted at a regular meeting of the Council of said
City on ___ M_o_n_da~y~ __ , the sixteenth day of May , 1983, by
-----''----
the following vote, to wit:
AYES: COUNCILMEMBERS: Frugoli, Miskimen & Vice-Mayor Jensen
NOES: COUNC ILMEMBERS: None
ABSENT: COUNC ILMEMBERS: Brei ner & Mayor Mul ryan
26 B/15
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INTERNATIONAL CITY MANAGEMENT ASSOCIATION
RETIREMENT CORPORATION
DEFERRED COMPENSATION PLAN
Amended as of June 28, 1974 and March 23, 1979
Appendix 1
/I is hereby agreed that this DEFERRED COMPENSATION PLAN shall be In effect on the date upon which the Employer has caused it to be
executed by an official affixing his signature on behalf of the Qoverning Body in the space provided below. However, the DEFERRED
COMPENSATION PLAN will not be legally binding upon the International City Management Association Retirement Corporation until a Notice of
Plan Acceptance has been suppliEid by It.
CITY OF SAN RAFAEL, MARIN COUNTY, CALIFORNIA
Legal Name of the Employer
Attest for the Employer:
May 16,
Date 01 Signature
FRED JENSEN, Vice-Ma or
Print NameandTltie City of San Rafael
SEE INSTRUCTIONS FOR IMPLEMENTATION PRIOR TO COMPLETING THIS SECTION
Complete the following prior to mailing this Agreement to the Retirement Corporation .
Full Name (City of, County of, etc.)
Title of Official to whom correspondence and reports are to be mailed:
(nol name)
Address : (include zipcode) ___________________________________ _
Employers' Federal Tax Identification Number: _____________________________ _
How often will you make contributions? _______________________________ _
What is the date of your first contribution? ______________________________ _
Total Number of Employees ~ ___________ Number of employees eligible to partiCipate:
PRELIMINARY STATEMENT
ESTABLISHMENT OF THE PLAN
AMENDMENTS
The Intemational City Management Association Retirement Corpora-
tion, hereinalter the Retirement Corporal ion or ICMA-RC, Is a nonprolit
Delaware Corporation , It has been classilied as a tax-exempt organization
under the provisions 01 Section 501 (c)(3) olthe Internal Revenue Code, As
an aid In the improvement 01 state and municipal admlnislration In general,
the Retirement Corporation Is organized for Ihe purpose 01 receiving and
investing delerred compensation funds 01 slate and local governments
and their related and controlled public interest organizations which are
tax'exempt under Section 501 01 the Internal Revenue Code, hereinalter
relerred to as "Employers"; to act as trustee and/or agent lor tho collection
and reInvestment 01 the income therelrom; and to act as agent for such
Employers and at their explicit directIOn for the d istribution 01 the funds and
assets ot their accounts to their partiCipating Employees (including
independent contractors) in accordance with options provided in this
International City Management Association Retirement Corporation
Deferred Compensation Plan, hereinalter ret erred to as the "Plan," or the
"ICMA-RC Ptan,"
The ICMA-RC Plnn is set out below in two parts: L The Deferred
Com~nsation Employment Agreement; and II, The Master Trust Agree-
ment As set out below, the Employer adopts this Plan as its Agreement
with the partiCipating Employees and ICMA-RG, and the Employees shall
partiCIpate in the Plan through the execution of a Joinder Agreement,
which by Its terms Incorporates ell of the provisions olthe Plan, A copy 01
the Ptan shall be supplied to each Empl oyee lor his study and under-
standIng pnO' to his execution 01 the JOinder Agreemenl The Employers,
trlro ~lgh their participation in the Plan, express their desire to have the
bel,elit of the conllnued loyalty, service and counsel 01 their Employees
anO to assist them in providing for the contingencies 01 old ege
dependency, disability, and death.
ThiS Plan may be amended from time to time for purposes of assuring its
conformance to Ihe requirements 01 any applicable law or rule or regula-
lion ·pursuant·lhereto, and to praserve the tax-exempt status 01 the Plan
and Ihe Retirement Corporation. No amendment.may either directly or
Indirectly ;'perate to derive any participoting Employer of Its benaliciel
Interest In the Trusl as il is then·conslituted. The Retirement Corporation
Will notIfy the participating Employers of any amendment to this Plan no
later Ihan SIXty days prior to its effective dete, Any such amendment will
bl'come eHective olter the expiration 01 thol period of limo, except as to
those Employers as may Iile an objection, No amendment proposed by
partiCIpating Employers sholl be effect ive unless agreed to by the ICMA
Rel1lement Corporal1on over the signature 01 an OHicer.
PART I DEFERRED COMPENSATION
EMPLOYMENT AGREEMENT
1 o",!erred Com~ensatlon-Inilial DecISion-Future Changes-limits
1.1 For the purpose of thIS Plan Ihe follOWIng defiMions apply:
a "Total compensatIon" IS Ihe tolO1I of compensal ion 10 be paid by
the Employer for the services of the Employee, regardless 01 the
terms used for Its components, as, for example, "base pay," "In
addillon to base pay." "employer's contributions," elc ,
b "Deferred compensation" IS that amount or percentage of the
lotal t:ompensatlQn oflhe Employee which the Employer currently
dders from Ihe payment to the Employee. and, Instead, deposils
sam,> Into ;J Deferred CompensatIon Account with Ihe Retllement
Corporal Ion under the terms 01 thiS Plan. Deferred compensation
ma, ,nctude amounts from or percentages of both "base pay" and
'employer's contrlbuhons" or It may Include amounts from or
percentagt!s of only onll uf these components,
c . Current compensation" IS that portion of the Employee's lolal
compensatIon wrllch IS not delerred compensahon as deferred
compensatIon IS delrl'led herein. and
d Base Dn Y" IS the stated salary of the Employee
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1.2 Compensahon may be deferred lor any catendar month only II a
Joinder Agreement lor such dolerral has be on enlerud Into belero
the beginmng 01 such month. The delermmal10n of the Inillal
amount or percentage and 01 any luture change in llmounl or
percentage of deferred compensation must be made belore the
beginning 01 the calendar monlh for which Ihe compensation 15
payable. Such lulure changes may be made more frequently than
once per calendar year only at Ihe express direction of the
Employer.
1 .3 The amounl 01 total compensation may be adjusted Irom time to
time without altering the terms of thIS Plan . However, the per-
centage or amount of deferred compensahon may be adjusted only
in occordance With 1 .2 above . Any such adjustment of the per-
centage or amount of del erred compensation shall be com -
municated to the Employer's agent, the Rel1lement Corpora hen,
and the deposits in the adjusted percentages or amounts, II
changed fr tlm the prior eXisting percentages or amounts, shall
there alter be made by the Employer inlo ils Retirement Corpora-
tion Account.
1.4 CompensatIon deferred under the Plan ' for any Employee'S
taxable year beginning alter December 31 , 1978, shall not exceed
the lesser of (1) S7,5OO , or (2) 33-1/3 percent of the dlHerence
between an Employee's lolal compensation and h is deferred
compensation, except as provided in 1.5 below.
1 ,5 For one or more of the Employee's lasl three laxable years ending
belore he altai ns no rmal rehremenl age under the Plan. the ceiling
set forth In Paragraph 1.4 above shall be the lesser of -
a S 15,000, or
b . the sum o f -
(1) tile Plan ceiling established lor purposes 01 Paragraph 1 4
lor the lax able year (determined w l lhOul regard to Ihls
Paragraph), plus
(2) so muc h 01 the Ptan ceiling eslabllshed lor purposes
of Parag r::l ph 1 4 for taxable years belore Ihe taxable year
8S has not therelofore been used under Paragraph 1 4 or
th is Paragraph.
The amount of compe nsallon deferred under thiS Paragraph shall
not exceed an Employee's total compensallon The words "normal
retirement age." as used In this Paragraph, shall mean the
"deSignated age," as defined tn Paragraph 6 below
2 , Delerred Compensal1On Account. Under thiS Pl an, deferred compen-
sation shall be credlled and paid Into the Trust established and
maintained With the Internallonal City Management AssoClal1on Re-
tirement CorporatIon as Trustee The Rellrement Corporal1on IS a
nonprofit corporatIon to rmed fo r Ihe speCifiC purpose of investing nnd
otherwise adminislellng Ihe funds of said Trust The Trust may be revoked
al any lime by the Employer, and upon revocal1on of said Trusl , all 01 the
assets thereol shall relurn to and revert to the Employer The Employer
shall keep accurale books and records With respect to the Employee's
total compensatIon or other earned Income and Wllt1 respect 10 amounts
paid into said Trust
3. Ownership 01 Funds Nellher Ihe Employee nor any benefiCiary
thereof shall have any Inleresl whalsoever In Ihe funds paid Into the
Delerred Compensallon Account. In the properly or lights purchased WIth
such funds, or In Ihe Income attributable 10 such funds , property, or lights.
which shall at all tImes remain as assets of Ihe Employer, subject 10 ItS
absolute dominion. control. and light of wlthdrawnl unlll such time as th "
funds or assets of the Account are distributed to the Employee In
accordnnce With the provIsions of thiS Plan The obligatIon 01 thl!
Employer 10 pay deferred compensation IS conlractual only, the
Employee haVing no preferred or speCial Interl-st or cl;lIm. by way of Irust.
annu i ty , or otherwise. In and 10 the specifiC lunds and asset:; held In the
Deferred Compensation Accounl The conlraclual obligation 01 Ihe
Employer to pay the IlInds and assets In ItS Deferred Compellsntion
Account to the Employee or hIS ben!lficlary on Ihe appll(;able dlslllbutlun
date shall be a continuing obllgallon upon the Employer, and shall not be
reheved by any agreement between the Employer and any other party,
except as prOVided in Section 2 of Paragraph 13 of this Plan, and shall not
be aHected in any manner by amendment or revocation of the Trust
referred to in Paragraph 2 herein or by reverslOtl of the Trust Funds to the
Employer. The provisions of this Paragraph shall supersede and control
any other proviSion of this Plan which could be interpreted to be in conflict
therewith.
4. Administration of Funds. Th e funds deposited in the Defe rred
Compensation Account shall be invested and re invested by the Retire-
ment Corporation, as provided for in the Trust Fund described in Part II of
thiS Plan. In any manner which In its sale dlscrellon it deems deSirable,
without regard at any time to any legal limitation governing the Investment
of such funds. The Account shall also reflect the gain or loss resulting
from the investment and reinvestment thereof. This Trust Fund may be
commingled with others established by the Trustee With other Employers
under thiS Plan.
5. DeSignation of Investments Each participating Employer, being
advised of the preferences of. and for the benefit of each of Its
partiCipating Employees, shall deSignate the percentage of the deferred
compensation invol.ed which shall be Invested In the respecllve types of
investment funds (accounts) of the Retirement Corporation, s u ch as the
Equity (Variable) Fund or the Fixed-Income Fund. unless the laws o f the
applicable state or local government reqUire otherwise, in which case
those laws shall govern. Future e lecllons to change the percentage to be
invested in each type of Fund may only be made prior to and for th9 next
succeeding annual period of service for which the compensation IS
payable by filing written notice thereof with the Retirement CorporatIon.
Sueh notice will not be eHective until received by the Retirement
c..,rporatlon
6. Payment of Deferred Compensation. The words "designated age." as
used In thiS Paragraph and In Paragraph 10 of thiS Plan, shall mean the
designated age which appears In the Joinder Agreement executed by the
partle .patlng Employee These words. as used in this Paragraph, In
Paragraph 10. and In the JOinder Agreement. shall also Include the
fo ll':>wlng. ;v,thout repetition therein: "or later. In the sale discretion of the
Employer. at the end of hiS employment agreement, If Em"loyee
continues In the employ of the Employer after he attains the deSignated
age." Except as prOVided in Paragraph 9 (unforeseeable emergency), no
payments of deferred compensation shall be made pnor to an Employee's
separation from service with the Employer At such time a5 the Employee
reaches the designated age. becomes permanently disabled. or dies,
wh,cl'e'ler occurs first, he, or hiS benefiCIary or benefiCIaries. nominee or
estate Is/are en t itled to receive payment from the Deferred Compensa-
tion Account outstanding on the date on which one of the foregOing
occt..r s Payments occaSioned by the Employee haVing reached the
deSignated age. becoming permanently disabled. or by his death shall be
made In accordance with the provisions of Paragraph 7 hereof as follows:
<'_ Payments In monthty. quarterly. semi-annual, or annual payments
over the pefl:ld of life expectancy of the Employee in accordance with
th ", follOWing procedure
Upon r eaching the deSignated age. or becoming permanently
d is abled from permanent full-time employment. whichever IIrst
occ urs . the Emptoyee's life expectancy shall be determined by
refe rence to S tandard US. Mortality Tables. the amounts of
asset!; 2nd accumul ations In the Deferred Compensation Account
s ha !1 be computed together With a reasonable rate o f return on
sa id assets. l ess the amount of expected monthly drStnbutlon,
over the life expectancy of the Employee. and a monthly amount
shall then be mathematIca ll y determined. the payment of which. In
Equ al monthly Installments over the pened of the life expectancy
of t_he Emp lcyee. shall c o mpletely deplete the said Account at the
end o f the last year of life expectancy; or
b Payments In rr.onthly. quarterly, sem~annual, or annual payments
In acco-dance Wi th the 'o l1 owlng procedure'
Un l ess the Employee s employment terminates pnor to the time he
3
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attains the deSignated age, amounts equal to the benefits
receIVed by the Employer, under retirement annuity policies, shall
be paid to the Employee, at such time as he attains the designated
age; or, in the case of death, payment to his beneficiary or
beneficiaries, nominee or estate pursuant to the procedures
provided in said poliCies and Paragraphs 7 and 8 of this Plan; or
c. Payments in monthly, Quarterly, semi-annual, or annual Inst~
ments over a period of not exceeding ten (10) years, said payments to
include a reasonable return on the funds, assets and accumulations in
the Deferred Compensation Account, less the amount 01 expected
monthly, quarterly, semi-annual, or annual distribution, over tho said
ten (10) year pened; or
d. One lump-sum payment.
7 . Selection of Methed of Payment. The method of payment shall be
selected by the Employer, acting through the Retirement Corporation, as
its duly authorized agent, due consideration being given to health,
financial circumstances and family obligations of the Employee. In this
regard, the Employee may be consulted; however, he shall have no voice
in the deCISion reached.
8. Payments in the Event of Death.
a During the Period of Distribution. In the event of the Employee's
death dUring the penod of distnbution, the Employee's beneficiary
shall be entitled to receive payments In accordance with the payment
method being employed at the time of the Employee's death. With the
consent of the Employer, acting through the Retirement Corporation
as its duly authom:ed agent, said beneficiary may elect to receive a
lump sum In heu of Installment payments.
b. Prior to Distribution. In the event of the death of the Employee prior
to the distribution, the funds and assets of the Deferred Compensa-
tion Account shall be paid in accordance with one of the methods
described in Subparagraphs a, b, c, or d of Paragraph 6 hereof. The
selection of said method shall be made by the Employer acting
through the Retlfement Corporation as its duly authorized agent.
9. Payments in the Event of Unforeseeable Emergency. In the event that 8
participating Employee is faced with an unforeseeable emergency (de-
termined in the manner prescribed by Federal regulation), the Employer
may direct the Retirement Corporation as agent to make disbursements
from the Deferred Compensation Account of amounts reasonably nec_
sary to satisly the emergency needs of the Employee.
10. Payment Dates. Payments shall commence on the first day of the
month, following the attainment of the deSignated age, or later, on the first
day of the month after the end of his employment agreement, if Employee
continues in the employ of the Employer after he attains the deSignated
age, or likewise following permanent disability, or death; and, in the case of
installment payments, shall be made continuously thereafter on the first
day of each succeeding month. or, in the event quarterly, semi-aMual, or
annual payment Installment periods are applied, then continuously
thereafter on the first day of each succeeding month which begins the time
period (quarterly, etc.) Involved unlll such time as the Deferred Compensa-
tion Account is depleted in ItS entirety
11. OtsDUrSIn\l Agent. The Retirement Corporation shall act as agant of
the Employer for purposes of disburSing payments. The ultimate obligation
for making such payments, however, shall remam with the Emp!oyer.
12. Accumulation DUring the Distribution Period. Dunng the period of
distTlbutlOn. t he Employee or hiS beneficiary or beneficiaries, nominee or
estate, as the case may be. shall conllnue to be credited with all the
interest. accumulations, and increments on the undistributed funds and
assets m the Deferred Compensation Account, until such Account is
depleted in its entirety.
13 SectIon 1 . Termination of Employment. Upon termination of the
Employee's services, for any reason other than death, the funds. assets,
and accumulations In the Deferred Compensation Account shall not be
transferred to an account with a new employer of the Employee, and,
Instead, they shall remam In the Original Account as assets of the old
Employer until such lime as thay are distributed in accordance with the
provisions of this Plan, except as provided in Section 2 of this Paragraph.
Section 2. Transfer of Employment with Consideration Between
Employers-Tripartite Agreement. In the event the Employee accepts
employment with a new employer participating in Ihe ICMA-AC Deferred
Compensation Plan, then, if the past Employer finds that it has no present
or future need of the funds. assets, and accumulations In tn3 said Account
for the payment of its general creditors or for any other purpose what-
soever, in consideration of its desire to avoid the continuing expense of
maintaining records, and rscaiving, examining, verifying and filing annual
reports of the Retirt'ment Corporation, and in consideration of avoiding the
possible future expenses of litigation of employee'S continUing cort-
tractual rights to payment of deferred compensation on his retirement as
herein provided in the event of any possible future revocation and
withdrawal by the past Employer of the funds, assets, and accumulations
In the said Account, the past Employer may, at its discretion, authorize the
Retiremont Corporation, as its agent, to propose to the new Employer that
the funds, assets, and accumulations of the said Account be transferred to
the ownership, control, and right of withdrawal of the new Employer, and to
do so in the event the new EmplQyer, in consideration of the increased
value of the Employee's services by reason of the experience gained while
In past employment, agrees to accept same, and the respective
Employers and the Employee sign an appropriate form of Agreement in
which the new Employer also agrees to assume the continuing contractual
liability to pay deferred compensation so transferred upon retirement of
the Employee and the Employee releases the past Employer from said
continuing obligahon to do same.
Section 3. Payment of Deferred Compensation after TermlnallOn of
Err;:lloyment In the event a participallng Employee separates from
service with the Employt'rprior to the designated age which appears in the
Joinder Agreement, the Employer may direct the Retirement Corporation,
as agent, to disiribute the funds and assets of the Deferred Compensation
Account to the Employee in cone lump-sum payment.
14. Losses. The Employer shall not be responsible for any loss due to
investment or failure of investment of funds and assets iI~ said Deferred
Compensation Account nor shall the Employer be required to replace any
Joss whatsoever which may result from said investments.
15. Nonassignability of Deferrad Compensation. The Employee during
his lifehme shall not be entitled to commute, encumber, sell or otherwise
dispose of his rights to receive deferred compensation payments provided
for herein, and the right thereto shall be nonassignable and nontrans-
ferable. In the event of any attempted assignment or transfer thereof, the
Employer shall have no further liability under this Agreement.
16. P~icipation in Other Employee Benefit Plans. Nothing herein con-
tained shall in any manner modify. impair. or aHect the existing or future
lights or interest of the Employ ee (a) to receive any employee benefits to
which he would otherwise be enlltled, or (b) as a perticlpant In any future
pension plan. it being understood that the rights end Interests of the
Employee to any employee benefi ts or as a partic ipant or benefiCiary In or
under any or all such plans resoectlve ly shall continue In full force and
eHect unimoaired. and the Employee shall have the right at any time
hereaf1er to become a benefic iary under or pursuant to any and all such
plans.
'17. Definitions. The meaning of any t erm or terms . phrase. clause. or
senlence lIsed in thiS Agreement . which IS also used In the By-Laws of the
Retirement Corporation. shall tle defined as these are defined In ARTICLE
II. Section 2 cf the By·La ..... s. M3sculine pronouns. whenever used herein.
include the feminine pronouns. and the singular includes the plural unless
the conte"t requires another meaning.
18. Validity of Agreement ThiS Agreement shall not be valid or en-
forceable urllass Signed by an oHlcer of Employer. authOrized by the
governing body at the Employer. as. for example. the City Council. and
unle~s IhlS Agr~ement IS Imp lemented by the el(ecution 01 the Joinder
Agreemenl
4
PART II. MASTER TRUST AGREEMENT
AGREEMENT made by and between the aforenamed Employer and the
International City Management Association Retirement Corporation
(hereinafter the "Trustee" or "Retirement Corporation"), a nonprofit
corporation organized and existing under the laws of the State of
Delaware, for the purpose of investing and otherwise administering the
funds set aside by Employers in connection with Deferred Compensation
Agreements with Employees.
WHEREAS, the Employer desires to enter into agreements with its
Employees whereby its Employees agree 10 defer payments of specified
percentages of or amounts from their total compensation as "deferred
compensation" is defined in said agreements until the occurrence of
certain events;
WHEREAS, in order that there will be sufficient funds available to
discharge the foregoing contractual obligations, the Employer desires to
set aside peliodically amounts equal to the amount 01 compensation
deferred;
WHEREAS, the funds set aside. together with any and all investments
thereto, are to be exclusively within the dominion, control, and ownership
of the Employer, and subject to the Employer's absolute right of with-
drawal, the Employee having no interest whatsoever therein;
NOW, THEREFORE. this Agreement witnesseth that (a) the Employer
will pay monies to the Trustee to be placed in Deferred Compensation
Accounts for the Employer; (b). the Trustee covenants that it will hold said
sums, and any other funds which it may receive hereunder. in trust for the
uses and purposes and upon the terms and conditions hereinafter stated;
and (c) the parties hereto agree as follows:
ARTICLE I. General Duties of the Parties.
Section 1.1. General Duty of the Employer. The Employer shall make
regular periodic payments equal to the amounts of its Employees'
compensation which are deferred in accordance with the terms and
conditions of Deferred Compensation Employment Agreements with such
Employees, or with any subsequent modification thereof.
Section .1.2. General Duties of the Trustee. The Trustee shall hold all
funds received by it hereunder, which, together with the income therefrom.
shall constitute the Trust Funds. It shall administer the Trust Funds, collect
the income thereof. and make payments therefrom, all as hereinafter
provided. The Trustee shall also hold all Trust Funds which are transferred
to it as successor Trustee by the Employer from existing deferred
compensation arrangements with its Employees which meet the same
Internal Revenue Code requirements which govern the ICMA-RC Deferred
Compensation Plan. Such Trust Funds shall be subject to all of the terms
and pT(~visions of this Agreement.
ARTICLE II. Powers and Duties of the Trustee in Investment,
Administration, and Disbursement of the Trust Funds.
Section 2.1. Investment Powers and Duties of the Trustee. The
Trustee shall have the power In Its discretion to Invest and reinvest the
principal and income of the Trust Funds and keep the Trust Funds
Invested, without distinction between principal and income. in such
securities or in other property. real or personal. wherever situated. as the
Trustee shall deem advisable, including. but not limited to. stocks.
common or preferred. bonds. retirement annuity and insurance policies.
mortgages. and other evidences of indebtedness or ownership, and in
common trust funds of approved financial or investment institutions. with
such institutions acting as Trustee of such common trust funds, or
separate and diHerent types of funds (accounts) including eqUity, fixed·
income, and those which fulfill reqUirements of state and local govern-
mental laws. established With such approved financial or investment
institutions. For these purposes. these Trust Funds may be commingled
With others established by the Trust ee under this form of agreement With
other Employers. In making such Inveslments. the Trustee shall not be
sublect at any time to any legal limitation governing the Investment of such
funds. Inveslment powers ;lnd Investment discretion vested In the Trustee
, ,1irI ,~
by this SectlOll may be delegated by the Trustee to any banlt, Insurance or
trust company, or any in~estment advisor, manager or agent selected by il.
Section 2.2. Admlnistrallve Power!) olthe Trustee. The Trustee shall
have the power in Its discretion:
(a)' To purchase, or subscribe lor, any securities or other property
and to retain the same in trust.
(b) To sell, exchange, convey, transler or otherwise dispose 01 any
secunlte!l or other property held by it, by private contract, or at
public auction. No person dealing with the Trustee shall be bound
to :iee the application of the purchase money or to inQuire into the
validi ty, expediency, or propriety of any such sale or other
disposillon.
Ic) To vote upon any stocks, bonds, or othsr securities; to give
general or special proxies or powers 01 attorney With or without
power 01 substitution; to exercise any conversion privileges,
!lUbscription rights, or other options, and to make any payments
incidental thereto; to oppose, or to consent to, or otherwise
participate in, corporate reorganizations or other change!! ef·
lectlng corporate secunties, and to delegate discretionary powers,
and to pay any assessments or charges in connection therewith;
and generally to exercise any of the powers 01 an owner with
respect to stocks, bonds, securities or other property held as part
01 the Trust Funds,
Ie!) To cause any securities or other property held as part clthe
Trust Funds to be registered in its own name, and to hold any
Jnvestmsnts in bearer lorm, but the books and records 01 the
Trustee ehall at all times show that ali such investments are apart of
the Trust Funds .
(e) To borrow or raise money for the purpose of the Trust in such
amount, and upon such terms and conditions, as the Trustee shall
deem advisable, and, lor any sum so borrowed, to issue its
p romissory note as Trustee, and to secure the repa"mentthereof
by pledgmg all, o r any part, of the Trust Funds. No person lending
money to the Trustee shall be bound to see the application ot the
money lent or to inqUire into its validity, expediency or propriety of
any such borrOWing
(I) To keep such portion of the Trust Funds in cash or cash
balances as the Trustee, from time to time, may deem to be in the
best Interest of the Trust created hereby, without liabIlity for
In t erest thereo n.
(g) To ac;:ept and ret ain for such time:ls it may deem :ldvisable any
<;ecunIJes or other property received or acquired by it as Trustee
hereunder. whether or not such securities or other property would
normally be purchased as investments hereundnr.
(n) To malle, execute, acknovl:edge, and deliver any and all
documents 01 transfer and conveyance and any and all other
Instruments that may be necessarj or appropriate to carry out the
powers herein granted.
(I) To settle, compromise, or submit to arbitration any claims,
debts, or damages due or owing to or from the Trus! Funds; to
commer-ce or defend suits or legal or administr<Jtive proceedings;
and to represent the Trust Funds in all suits and legal and
administrative proceedings.
(j) To do all such acts, take all such proceedings. and exercise all
such nghts and privileges, although not specifically men:ioned
herein, as the Trustee may deem necessary toadmlnlster the Trust
Funds and to carry out the purposes of thiS Trust.
Sectlor. 2 3 Dlstnbutlons from the Trust Funds. The Employer hereby
apPoints the Trustee as Its agent for purposes of selecting the method by
whIch dlstnbutlons trorn the Trust Funds are to be made, a5 well as for
purposes of maIling such dl5tnbutlons. In thiS regaro the terms aOld
conO,110 '1 5 set forth In the Agreements to be ex']cuted between the
Emplo,er dn d Its Emp loyees, and any subsequent modltJcalJons theri.'of,
5
are to gUide and control the Trustee's power.
Section 2.4. Valuation 01 Trust Funds. At least once a year as of
Valuation Dates deSignated by the Trustee, the Trustee shall determine
the value of the Trust Funds. Assets 01 the Trust Funds shall be valued al
their market values at the close of business on the Valuation Dale, or,ln the
absence of readily ascertainable market values as the Trusteo ahall
determine, in accordance with methods consistently followed and uni-
formly applied.
ABTlCL£ III. For Protection of TruGtCle.
Sec t~o n 3 1. Evidence of Action by Employer. The Trustee may rely
upon any certificate, notice or direction purporting to have been signed on
behalf of the Employerwh:ch the Trustee believes to have been signed by Ii
duty designated official of the Employer. No communication shalf be
binding upon any 01 the Trust Funds or Trustee until they aTe received by
the Trustee
Section 3.2 Adv ice of Counsel. The Trustee may consult with any
legal counsel With respect to the construction olthis Agreement, its duties
hereunder, o r any act, which it proposes to take or omit, and shall not be
liable for any acti on taken or omitted in good faith pursuant to such advice.
Section 3 .3 . Miscellaneous. The Trustee shall use ordinary care and
reasonable diligence, but shall not be liable for any mistake 01 judgment or
other action taken in good faith . The Trustee shall not be liable lor any lou
sustained by the Trust Funds by reason 01 any investment made In good
laith and in accordance with the prOvisions 01 this Agreemenl
The Trustee's duties and obligations shall be limited to those expressly
imposed upon It by thiS Agreement, notwithstanding any relerence 01 the
Plan .
ARTICLE IV. Taxes, Expensoa and Compensation of TIValoe.
Section 4 1. Taxes . The Trustee shall deduclfrom and charge against
the Trust Funds any taxes on the Trust Funds or the income thereol Of
which the Trustee is reQulfed to pay with respect to the interest 01 any
person therein.
Section 4.2, Expenses. The Trustee shall deduct Irom and charge
against the Trust Funds all reasonable expenses incurred by the Trustee in
the administratIOn of the Trust Funds, Including counsel, agency and other
necessary fees.
ARTICLE V. Settlement 01 Accounts. The Trustee shall keep ac-
curate and detailed accounts 01 all investments, receipts. disbursements,
and other transactions hereunder.
Within ninety (90) days after the close of each fiscal year, the Trustee
shall render in duplicate to the Employer an account 01 itl'o acts and
lTai1sactlons as Trustee hereunder. If any part oi Ina Trust Fund shall be
Investee Inrougn me medium 01 any common, collective or commIOoled
Trust Funds, the last annual report of such Trust Funds shall be submitted
WIth and incorporated In tho account.
If within ninety (90) days alter the mailing of the account or any amended
account the Employer has not liledwith the Trustee notice of any objection
to any act or transaction 01 the Trustee, the account or amended account
shall become an account stated. If any obj!!ction has been liled, and if the
Employer is satisfied that it should be Withdrawn or if the account is
adjusted to the Employer's satisfaction, the Employer shall in writing liled
with the Trustee signify approval of the account and it shall become an
account stated.
When an account becomes nn account stated, such account shall be
fina!1y settled, and the Trustee shall be completely discharged and
released, as If such account had been settled and allowed by ajudgmentor
decree of a court of competenl IUTlsdlc\Jon In an action or proceeding in
which the Trustee and the Employer were parties.
The Trustee shall have the right to apply at any time to a court of
competent lunsdlctlon for the JudICial settlement ot Its account.
ARTICLE VI . Resignation and Remova' 01 Trusteo.
Secllon 6 1 ReSignation ot Truslee Tho Trustct:! may resign "t any
time by liling with the Employer its written resignation. Such resignation
shall take effect sixty (60) days from the date of such filing and upon
appointment of a successor pursuant to Section 6.3., whichever shall first
ocCU'.
Section 6.2. Removal of Trustee. The Employer may remove the
Trustee at any time by delivering to the Trustee a written notice 01 its
removal and an apppointmeot 01 a successor pursuant to Section 6.3.
Such removal shall not take elfect prior to sixty (60) days from such
delivery unless the Trustee agrees to an eariier effective date.
Section 6.3. Appointment 01 Successor Trustee. The apointment 01 a
successor to the Trustee shall take effect upon the delivery to the Trustee
01 (a) an instrument in writing executed by the Employer appointing such
successor, and exonerating such successor from liability lor the acts and
omissions 01 its predecessor, and (b) an acceptance In writing, executed
by such successor.
All 01 the provisions setlorth herein with respect to the Trustee shall
relate to each successor with the same force and effect as if such
successor had been originally named as Trustee hereunder.
If a successor is not appointed within sixty (60) days alter the Trustee
gives notice 01 its resignation pursuant to Section 6.1., the Trustee may
apply to any court 01 competent jurisdiction lor appointment of a
successor.
Section 6.4. Transfer 01 Funds to Successor. Upon the resignation or
removal of the Trustee and appointment 01 a successor, and alter the linal
account of the Trustee has been property settlad, the Trustee snail
transfer and deliver any 01 the Trust Funds involved to such successor.
ARTICLE VII. Duration and Revocation of Trust Agreement.
Section 7.1. Duration and Revocation. This Trust shall continue for
such time as may be necessary to accomplish the purpose lorY/hlch It was
6
. '
, " , ...
created but may be terminated or revoked at any time by the Employer as It
relates to any and/or all related participating Employees. Written notice 01
such termination or revocation shall be given to the Trustee by the
Employer. Upon termination or revocation 01 this Trust, all of the assets
thereof shall retum to and revert to the Employer. Termination 01 this Trust
shall not, however, relieve the Employer 01 the Employer'S continuing
obligation to pay deferred compensation upon the applicable distribution
date to any and/or each Employee with whom the Employer has entered
into a Deferred Compensation Employment Agreement.
Section 7.2. Amendment. The Employer shall have the right to amend
this Agreement in whole and in part but only with the Trustee's wrillen
consent. Any such amendment shall become effective upon (a) delivery to
the Trustee of a written instrument of amendment, and (b) the endorsement
by the Trustee on such instrument of its consent thereto.
ARTICLE VIII. Miscellaneous.
Section 8.1. Laws of the State of Delaware to Govem. This Agreement
and the Trust hereby created shall be construed and regulated by the laws
of the State 01 Delaware.
Section 8.2. Successor Employers. The term "Employer" shall include
any person who succeeds the Employer and who adopts the Deferred
Compensation Plan of the Retirement Corporation and becomes a party to
thiS Agreement with the consent of the Trustee.
Section 8.3. Withdrawals. The Employer may, at any time, and from
time to time, withdraw a portion or all of the Trust Funds created by this
Agreement and related Deferred Compensation Employment
Agreements.
Section 8.4. Definitions. Definitions in the By-Laws of terms, phrases.
etc., used herein apply to the same herein. The masculine Includes the
feminine and the singular includes the plural unless the context requires
another meaning.
"". tC'~ .... ~ ".I, U:: o New Agreement 0 Amendrr o Ct;l~lr1ge of Beneficiary Only
of Previous Agreement 1 ie leMA Retirement Corporation deferred
To: ____________ ~~--~=_~----------------
Print Name o! Employer
o Mr 0 Ms 0 Mrs 0 MIss
From: Full Name
First
AMOUNT OF DEFERRED COMPENSATION
compensation plan.
Middle Last
ALLOCATION TO INVESTMENT FUNDS
NOTICE: Effective January 1, 1979, federal law prohibits any person from
deferring more than 25% of total compensation or 57,500, whichever is
lower. Total competlSation is your salary, including any amounls deferred.
I request thai the tolal amounls of deferred compensation be applied 10 the
available investment funds in the following percentages (See ICMA-RC An-
nual Report for discussion of funds):
EffectJve on the payday shown below, I desire 10 be paid, In the form of
deferred Compensation, as follows:
Me-N)d 01 Qes.gnaDng (Employee's (Employer's
eete<roo Com~t.,., Conlribvtlon) Contribution) TOIa]
(Use Onty One I Base pay shalt be ease puy shall ba
reduced by added to by
( I) !,erreo!age Mell'''''' ~. % r;.i,
(2) 00i1ar Melhod S S S (p"" pay pe<X<I)
Payday on which plan is to begin ______________ __
Fund Whole
Percentages
Balanced FUnd %
Bond Fund ,.
Governmenl SeculIlles Fund 'l<o
Guaranleed Inieresl Fund 'Y.
Tolal 100 'II,
Mo. Day Yr.
My current salary is S per pay period.
I am paid every (2 weeks, month, 15 days, elc.): ________ _
I undersland thaI where slale or local law restncts the nature of the Invest-
menl oflhese funds Ihal II Will be necessary to restnctthe Inveslment choice
to those available under the law
ESSENTIAL EMPLOYEE INFORMATION
Sex . 0 M Q F Date of Birth Social Security Number
Mo. Day Yr.
Job Title Department __________________ __
HomeAddress _______ ~----------------~--------------~-----__
Street City State Zip No.
DESIGNATION OF BENEFICIARY (See Instructions)
Note: When amending your agreement do not complete this section unless you wish to change beneficiaries.
To whom shall th€ proceeds be payable in case of your death? Give first name, middle initial, and last name: Mary A.
Smith (not Mrs_ John Smith). For your children, you may simply use the term "My Children" and leave the Date of
Birth and Relationship columns blank. This term will provide equru treatment among your children-present and
future-born of any and all marriages and any children legaliy adopted at any time .
Dale of Birth
Mo. Day Year
Relationship to you,
i.e., wife, son, daughter.
(If none, state whether
friend, creditor, etc.)
PrimalY Beneficiaryf.es)-(Class I):
Contingent Beoeficiary(ies) (Class !I), if any:
Th~ right to change beneficiaries is reserved 10 me.
NOTE: If no Primary Beneficiary (Class I) is living at time of your death, t'le proceeds are payable to the Con!lngent
Beneticiary(ies) (Class II). If a Class includes fOlr.re than one person, the proceeds are divided equally
among the living beneficiaries of the Class.
The undersiglisC hereby applies for participation in the ICMA Retirement Corporatio n deferred compensatton plan as established by my employer. I
understand my participation IS subject to my employer's agreement, given below, and wi ll be governed by the plan document, ItS amendments, and this
agreement. including the geneml provisio;-,s appearing on ttle reverse side. t have read p aragraph 4 o n the reverse Side of this agreement, and certify that the
amount t ha'le said I want to defer does not exceed 25% 01 my total compensation or 57,500, whichever is lower.
Employee Signature
Signature Date
... You cannot sign jour own Joinder Agreement for emplcyer approval. If you
also act as your employer's authOrized official, have ancther employee au-
thorized to Sign your 2:;!reement.
IC i.1A -RC COpy
Employer Approval and Agreement
Signature of Authorized Official *
Prrnt Name and Title of Official
(over)
Date