HomeMy WebLinkAboutICMA Retirement Corp ADMINISTRATIVE SERVICES AGREEMENT
Between
ICMA Retirement Corporation
and
City of Oshkosh
Type: 457
Account#: 300037
Type: 401
Account#: 106718
RS
Plan numbers 300037, 106718
ADMINISTRATIVE SERVICES AGREEMENT
This Administrative Services Agreement("Agreement"), made as of the 7 day
of Feb , 2014 (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 Oshkosh("Employer"), a City organized and existing under the laws of the State of
Wisconsin with an office at 215 Church Avenue, Oshkosh, Wisconsin 54903.
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" and the accompanying VantageTrust Fund Fees and Expenses document
("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.
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Plan numbers 300037, 106718
AGREEMENTS
1. Appointment of ICMA-RC
Employer hereby appoints ICMA-RC as Administrator of the Plan to perform all
nondiscretionary functions necessary for the administration of the Plan. 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 tool.
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Plan numbers 300037, 106718
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 Representations and Warranties
ICMA-RC represents and warrants to Employer that:
(a) ICMA-RC is a non-profit corporation with full power and authority to
enter into this Agreement and to perform its obligations under this
Agreement. The ability of 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
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Plan numbers 300037, 106718
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 VT
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Plan numbers 300037, 106718
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 VT 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.
7. Compensation and Payment
(a) ICMA-RC's compensation under this Agreement shall be as set forth in
subsection (c) below.
(b) Administrative Allowance. ICMA-RC shall pay an annual
administrative allowance of$10,000,which shall be paid quarterly to the
Employer or to the Plan. Such payments reflect ICMA-RC's assumptions
regarding the aggregate level of revenue received from funds offered by
the Plan at the initiation of this Agreement. In the event that the Employer
chooses to replace funds during the term of this Agreement,the revenue
assumptions with respect to the new funds will be re-evaluated and the
administrative allowance will be adjusted commensurately. Employer
understands that the Plan administrative allowance is to be used only to
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Plan numbers 300037, 106718
pay for reasonable plan administrative expenses of the Plan or allocated to
participant accounts under the Plan at the instruction of the Employer.
(c) Compensation for Management Services to the Trust, Compensation
for Advisory and other Services to The Vantagepoint Funds and
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 advisory services and plan and
participant 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.
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Plan numbers 300037, 106718
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 and the receipt of one fully executed copy of this
Administrative Services Agreement based upon the following schedule:
• Agreement received by February 20—Effective April
• Agreement received by May 20—Effective July
• Agreement received by August 20—Effective October
• Agreement received by November 20—Effective January
Employer further acknowledges and agrees that compensation and payment under this
Agreement shall be subject to re-negotiation in the event that the Employer chooses
to implement additional funds not on ICMA-RC's mutual fund platform.
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 of omissions of any person with respect
to the Plan or related Trust, other than ICMA-RC, its agents or affiliates while acting
within the scope of their employment 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 where such liability is founded upon or grows
out of the acts or omissions of the Employer, its officers, employees or agents while
acting within the scope of their employment.
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 VT PLUS Fund as an investment option in its
investment line-up), ICMA-RC retains full discretion to release Plan assets invested in
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Plan numbers 300037, 106718
the VT 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 VT 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
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, ICMA Retirement Corporation, 777
North Capitol Street,N.E., Suite 600, Washington, D.C., 20002-4240
Facsimile; (202) 962-4601
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
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Plan numbers 300037, 106718
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.
16. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the
State of Wisconsin, applicable to contracts made in that jurisdiction without reference to
its conflicts of laws provisions.
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Plan numbers 300037, 106718
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 OSHKOSH
By 1c--, � A-C`,- Date 77/oD'/y
Sig g
Mark. A. Roh l o IP , C; /1 a.n ever
Name and Title (Please Print)
INTERNATIONAL CITY MANAGEMENT ASSOCIATION
RETIREMENT CORPORATION
C0-"I'V
By
Angela C. Montez
Assistant Corporate Secretary
Please return fully executed contract to: New Business Unit
ICMA-RC
777 North Capitol Street NE
Suite 600
Washington DC 20002-4240
11
Plan numbers 300037, 106718
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 Plan. 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.
(f) 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
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Plan numbers 300037, 106718
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://harperl.icmarc.org/login.jsp
(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.)
13
r
January 9, 2014
City of Oshkosh
Attn: Mark Rohloff
215 Church Avenue
Oshkosh, WI 54903
Re: ICMA Retirement Corporation
Vantagepoint Payroll Deduct IRA Program
Dear Mr. Rohloff:
This letter agreement will serve to amend the existing Agreement between the City of
Oshkosh and ICMA-RC to provide for payroll deduction Individual Retirement
Accounts ("IRAs") for Employer's employees ("IRA accountholders".)
The existing Agreement between Employer and ICMA-RC is hereby amended as
follows:
1. Employer desires to allow IRAs for its employees to be administered by ICMA-RC.
Employer agrees to send checks or wire the assets to ICMA-RC for IRA
accountholders. The details of the submission of IRA contributions shall be as
mutually agreed between Employer and ICMA-RC, but in general shall be as set
forth in the IRA program materials developed by ICMA-RC and provided to
Employer.
2. Absent an explicit provision to the contrary, account fees and expenses payable
by IRA Accountholders shall be as set forth in the IRA program materials.
3. Each IRA Accountholder will receive a consolidated quarterly statement providing
information for any deferred compensation plan, qualified plan or IRA maintained
by each IRA Accountholder and administered by ICMA-RC.
4. ICMA-RC will provide tax withholding and reporting for each IRA account
administered by ICMA-RC.
5. Unless ICMA-RC and Employer agree otherwise, the details of ICMA-RC's
administration of the IRA program, as well as other features of the IRA program,
shall be as set forth in ICMA-RC's IRA program materials. The IRA program
materials are hereby incorporated by reference and made a part of this
Agreement, except that Employer and ICMA-RC may from time to time mutually
agree in writing to terms that vary from the IRA program materials.
6. To assure IRA Accountholders of confidentiality, ICMA-RC will only provide
Employers with such account information as is necessary to reconcile Employer's
payroll deduction submittals.
7. It is agreed that ICMA-RC will not be responsible for ensuring that annual IRA
contributions by each IRA Accountholder are within applicable annual contribution
limits, and that this will be the responsibility of the IRA Accountholder.
8. It is understood that the year in which the payroll deduction occurs shall constitute
the tax year in which the contribution is considered to be made to the IRA
Accountholder's IRA.
If the City of Oshkosh finds these terms agreeable, please so indicate by having the
appropriate person sign and date this letter agreement in the space indicated below.
Very truly yours,
By
Angela C.Montez
Assistant Secretary
Agreed: e�
Signatu of Authorized Official Date
ICMA-RC GUIDED PATHWAYS® MANAGED ACCOUNTS SERVICES AGREEMENT
This Managed Accounts Services Agreement("Agreement"),made as of the 7 day of FebruCL(y ,201 (herein referred to as the
"Inception Date"),between the City of Oshkosh —("Employer"),a City organized
and existing under the laws of the State of Wisconsin with an office at 215 Church Avenue (address),
Oshkosh (City), WI (State), 54901 (Zip Code),and International City County
Management Association Retirement Corporation("ICMA-RC"),a Delaware corporation,is to add the discretionary investment advisory
services program("Managed Accounts")described in this Agreement as a discretionary asset allocation and management service offered
under your employer-sponsored retirement plan or plans("Plan").
RECITALS
Employer acts as a public sponsor for a Plan with responsibility to obtain investment alternatives and services for employees and former
employees participating in that Plan(each a"participant");
ICMA-RC provides an array of services to public employers for the operation of employee retirement plans including,but not limited
to,investment advisory services,communications concerning investment alternatives,account maintenance,account record-keeping,
investment and tax reporting,transaction processing,benefit disbursement,and asset management.
Managed Accounts is a new discretionary investment advisory service provided as part of ICMA-RC's Guided Pathways'program,a
suite of investment services designed to assist participants in reaching their retirement investing objectives.
This Agreement adds Managed Accounts,a discretionary asset allocation investment advisory service,to Asset Class Guidance and
Fund Advice,already offered by ICMA-RC and available to most participants.These services,all of which are offered through the
Guided Pathways platform,are intended to assist participants in reaching their retirement investing objectives.
ICMA-RC is an investment adviser registered as such with the U.S.Securities and Exchange Commission("SEC")under the Investment
Advisers Act of 1940,as amended(Advisers Act").ICMA-RC Services,LLC(a wholly owned subsidiary of ICMA-RC)is registered as a
broker-dealer with the SEC and is a member in good standing with FINRA and the Securities Investor Protection Corporation("SIPC").
AGREEMENTS
1. Investment Advisory Services
Each participant,beneficiary or alternate payee as permitted under the Plan(collectively,"Participants"),electing to have
investment advisory services provided by ICMA-RC must agree to the Investment Advisory Agreement("Participant Agreement"),
which describes the features of Managed Accounts and Fund Advice as well as the rights and responsibilities of the Participants
under the program.
Participants who are(1)subject to any imposed frequent trading restrictions(2)have any assets invested in the VantageTrust
Retirement IncomeAdvantage Fund with respect to the Account(s)they wish to enroll in Managed Accounts,or(3)have separated
service with respect to the employer sponsoring the Plan and are withdrawing assets from their account(s)are not eligible to
participate in Managed Accounts.
By entering into this Agreement,you acknowledge and agree that you have received and reviewed this Agreement and the
Participant Agreement,including the terms,conditions,and details of Managed Accounts described in those Agreements and
that as Plan Fiduciary you authorize ICMA-RC to offer and make available Managed Accounts to Participants in each of
your eligible ICMA RC administered 457 and 401 Plans.Vantagecare Retirement Health Savings Plans and Plans that do
not meet core investment option asset category requirements(e.g.,ICMA-RC's standard 457 PTS Plan)are not considered
eligible plans.
Managed Accounts
Managed Accounts is a discretionary asset allocation and management service designed for Participants who want to delegate
their individual Plan investment decisions to a financial expert.Participants are charged an asset-based fee for Managed Accounts.
See Section 5 below for applicable fees.The Managed Accounts fee covers only our advisory fee for allocating and reallocating
assets in participants'accounts and does not cover any other fees or expenses associated with these accounts including underlying
mutual fund and plan administration fees.
Under Managed Accounts,a Participant authorizes ICMA-RC to exercise discretionary authority to allocate and reallocate the
assets in his or her Plan account or accounts among eligible Plan investments and implement individualized advice generated from
the investment methodologies and software created by Ibbotson Associates,Inc.("Ibbotson"),a leading provider of retirement advice
and asset allocation strategies.Ibbotson is a federally registered investment adviser and a wholly owned subsidiary of Morningstar
Inc.,a leading world-wide provider of independent research committed to helping investors reach their financial goals.In providing
Managed Accounts Service Agreement 1 KMA-RC
such services to ICMA-RC,Ibbotson acts as the Independent Financial Expert("IFE")as that term is used in Advisory Opinion
2001-09A issued by the U.S.Department of Labor(the"DOL")(see Section 3,below).Based on information provided by the
Participant about his or her financial condition and investment objectives,ICMA-RC allocates the Participant's account according to
the applicable Ibbotson model on a discretionary basis without seeking the Participant's approval for each transaction.
The entire account balance of any account designated for participation in Managed Accounts must be allocated to Managed
Accounts.
Participants must agree to provide financial and other information as reasonably requested by ICMA-RC and to inform ICMA-RC
promptly of any changes in their circumstances in order to assist ICMA-RC in the development and management of an investment
strategy that is suitable and appropriate.ICMA-RC will notify Participants annually to contact ICMA-RC regarding any changes
in their financial situation,employment status or investment objectives and whether Participants wish to impose any reasonable
restrictions on their accounts which are not fundamentally inconsistent with their investment objectives or the nature or operation
of Managed Accounts.ICMA-RC personnel knowledgeable about the management of the Participant's account will be reasonably
available to respond to Participant's inquiries.Participants will receive quarterly statements consisting of all activity in their accounts,
including fees and expenses as well as the beginning and ending value of the account for the relevant period,and will receive copies of
confirmations of any transactions in their accounts.
Initially and at least annually thereafter,Participants are given an opportunity to review and confirm the accuracy and
completeness of the information upon which their advice is based.When appropriate,but normally on a quarterly basis,eligible
assets in the Participant's account will be rebalanced back to the currently recommended model advice portfolio.
Because ICMA-RC has discretionary authority over the Participant's account under Managed Accounts,certain Participant-directed
account transactions otherwise available to the Participant,such as transfers of existing account balances and changes to future
contribution allocations,systematic or otherwise,will not be processed until the Participant has terminated participation in Managed
Accounts.Participants may terminate participation in Managed Accounts at any time at their discretion.
The Managed Accounts program does not provide advice for assets in self-directed brokerage accounts,certificates of deposits,
or certain other investment options.However,while only ICMA-RC administered retirement plan assets are managed,other
assets(i.e.,spousal assets,brokerage accounts,etc.)can be taken into consideration for the purpose of determining the appropriate
allocation for the retirement plan account to the extent that the Participant has provided information about such assets.
Certain investment options within your Plan may charge a redemption fee on specific transactions.Transactions initiated
by ICMA-RC under Managed Accounts may result in such redemption fees being charged to Participants.Any applicable
redemption fees will be deducted directly from the Participants'accounts.
Managed Accounts may not be suitable for all investors. Participants should contact our Guided Pathways team or their ICMA-
RC Retirement Plans Specialist and fully read the ICMA-RC Guided Pathways'Fund Advice and Managed Accounts Investment
Advisory Agreement prior to enrolling in Managed Accounts to determine if this service is right for them.
Asset Class Guidance and Fund Advice
Both Asset Class Guidance and Fund Advice are currently offered to most Participants. These services are offered directly
through ICMA-RC in conjunction with Ibbotson as the IFE.ICMA RCapplies methodologies developed,maintained and
overseen by Ibbotson. The Plan is not charged any additional,fee for allowing these services to be offered to Participants.
Asset Class Guidance
Asset Class Guidance provides"point-in-time"asset allocation recommendations to Participants looking for assistance in selecting
their retirement plan investments.Asset Class Guidance does not provide fund specific recommendations.These individualized
asset allocation recommendations from ICMA-RC may be provided through the internet,on paper,or by an ICMA-RC associate
over the telephone.ICMA-RC creates the asset allocation recommendations by applying methodology developed,maintained and
overseen by Ibbotson.
Asset allocation recommendations are based upon a wealth forecast that takes into account not only the Participant's Plan account
values and contribution rates,but also,to the extent provided by the Participant and relevant to the forecast,other assets held
by the Participant or the Participant's spouse or family member,and personal information of the Participant-including but
not limited to,date of birth,anticipated or actual date of retirement,etc.The wealth forecast reflects the results of Monte Carlo
simulations to determine the probable result of various account allocations,savings rates,etc.
The Participant may elect whether to use this service,and if so,when and how often to use it.The Participant will be responsible
for implementing any asset allocation recommendations based on the ordinary means available under the Plan(i.e.,transfer of
account balances),and for subsequent monitoring or review of the account and of the accuracy of information utilized in arriving
at the asset allocation recommendation.
2 KMA-RC
Participants are not charged additional fees for using Asset Class Guidance under Guided Pathways.'
Fund Advice
Fund Advice provides"point-in-time"individualized investment advice to Participants seeking assistance in selecting specific
retirement plan investments.Fund specific recommendations are constructed by Ibbotson from among the investment options
available in the Plan.Fund Advice may be provided through the Internet,on paper,or by an ICMA-RC associate over the
telephone.ICMA-RC creates Fund Advice recommendations by applying methodology developed,maintained and overseen by
Ibbotson.The investment advice and fund specific recommendations are constructed by Ibbotson from the investment options
available under the Plan and as selected by you as the Plan Sponsor,applied to the Participant's individual information and
account.
Fund Advice is based upon a wealth forecast that takes into account not only the Participant's Plan account values and
contribution rates,but also,to the extent provided by the Participant and relevant to the forecast,other assets held by the
Participant or the Participant's spouse or family member,and personal information of the Participant-including but not limited
to,date of birth,anticipated or actual date of retirement,etc.The wealth forecasts reflect the results of Monte Carlo simulations to
determine the probable result of various account allocations,savings rates,etc.
The Participant may elect whether to use this service,and if so,when and how often to use it.The Participant will be responsible
for implementing any advice or fund specific recommendations using the ordinary means available under the Plan(i.e.,transfer of
account balances),and for subsequent monitoring or review of the account and of the information utilized in arriving at the advice.
Participants using Fund Advice are responsible for supplying updated information when their personal circumstances or other
factors change.
ICMA-RC will charge a standard$20 annual fee to Participants using Fund Advice.However,certain Participants,such as those
in the Premier Program',can utilize the Advice service for no charge.The fixed annual fee will be charged to the Participant's
account following enrollment and will entitle the Participant to use of the service for a twelve-month period.For each succeeding
twelve-month period for which the Advice service is initiated or continued,the Participant will be required to re-enroll and pay the
annual fee in order to continue receiving the service.
Guided Pathways'allows Participants to directly implement recommended transactions(fund transfers and contribution
reallocations)in their ICMA-RC accounts.
2. Employer Designations and Determinations
By entering into this Agreement,Employer determines that the compensation paid to ICMA-RC by Participants for services
under the Guided Pathways'program,including the Managed Accounts services,taking into account any other compensation to
ICMA-RC or its affiliates for investments and services provided to Plan accounts,is reasonable in light of the investment advisory
services to be rendered.
Employer designates that the individual investment options offered to Participants under the Plan will be the same investment
options available to Participants selecting Managed Accounts and Fund Advice.In making such a designation,you acknowledge
and agree to any limits on the investment options to which the advice may apply,and to any limitations imposed by the investment
option or by the Plan.
Employer acknowledges that ICMA-RC or an affiliate may be providing additional services,including investment,Plan
recordkeeping,Plan compliance,and other related Plan administrative services.However,the Employer retains its existing
responsibility for taking necessary steps to adopt,amend and maintain the qualification of the Plan.
3. Prohibited Transactions
Although your Plan,as a governmental plan,is not subject to all the requirements of ERISA,under ERISA certain types of
transactions are prohibited,including,generally,the provision of investment advice by an entity or an individual that is providing
other services to the Plan for compensation.
The DOL issued Advisory Opinion 2001-09A("Advisory Opinion')to SunAmerica Retirement Markets.Inc. ("SunAmerica")on
December 14,2001.The Advisory Opinion provides that investment advice based on a computer program controlled by an IFE
and delivered to a Participant by an organization or adviser that is also providing plan investments from which it receives income,
will not constitute a prohibited transaction if certain requirements are met.The DOL issued the Advisory Opinion in response to
a request for a prohibited transaction exemption("PTE")by SunAmerica.ICMA-RC has entered into an agreement with Ibbotson
to provide the type of services described in the SunAmerica PTE request and the Advisory Opinion.
Managed Accounts Service Agreement 3 ICINA-RC
ICMA-RC is already providing services to your Plan,which may include enrollment and contribution processing,Plan
recordkeeping and compliance,education and other services,including mutual funds advised or sub-advised by ICMA-RC or an
affiliated adviser which may be included as eligible Plan investments.By executing this Agreement,you are authorizing ICMA-RC
to provide investment advisory services under Managed Accounts.
Managed Accounts may be provided through the Internet,on paper,or by an ICMA-RC associate over the telephone.ICMA-RC
associates will continue to provide many of the same Plan and investment services to the Plan or Participants that he or she would
otherwise provide,in the absence of Managed Accounts.However,pursuant to the Advisory Opinion,ICMA-RC associates will
present the advice as determined under the investment methodologies and software developed by Ibbotson and may not alter that
advice.
4. Investment Advice Process
From the investment options available to Plan Participants,Ibbotson will select the funds to be included in the model advice
portfolios under Managed Accounts.
To be eligible for Managed Accounts or Fund Advice,the Plan must at all times provide investment options which cover the
following required asset categories as determined by Ibbotson:US Fixed Income(Cash,US Short-term Bonds or US Bonds),US
Equity,and International Equity. Ibbotson,as the IFE,is solely responsible for determining the adequacy of the Plan's exposure to
the required asset categories.ICMA-RC will notify you if available investment options under your Plan fail to include one or more
asset categories required for construction of the Ibbotson model portfolios.
On an ongoing basis,Ibbotson will monitor the asset-class portfolios and the individual investment options included in the model
portfolios,and make changes as appropriate.With certain exceptions,any recommended changes arising from such monitoring
will generally be implemented not more frequently than quarterly.
Participants with multiple ICMA-RC-administered accounts under the same Employer Plan and/or multiple ICMA-RC-
administered accounts with different Employer Plans,have the option of individually selecting the accounts to which Managed
Accounts will be applied.
Each Participant enrolling in Managed Accounts will be assigned to one of a fixed number of model advice portfolios based upon
the information provided to ICMA-RC by the Plan and the Participant.As described in the Participant Agreement,a minimum set of
data items will be required in order to assign the Participant to a model portfolio.These include gender,date of birth,marital status,
employment status,salary,retirement plan account balances,current retirement plan savings rate,desired replacement retirement
income,and desired probability of meeting or exceeding desired replacement retirement income.
Certain required information on Participant accounts is automatically pre-populated to Managed Accounts by ICMA-RC.
Participants are responsible for providing any other required or non-required information,although"default"assumptions may be
used for certain information.
Additional information can be provided,by the Plan or the Participant,to further assist in the selection of the appropriate model
advice portfolio,including additional information about the Participant and/or the Participant's spouse and/or family,if applicable.
This additional information can include,but is not limited to:
Outside Plan Assets:Account information on non-ICMA-RC defined contribution retirement and non-retirement accounts(i.e.,
401 and 457 plans,savings,retail brokerage),and other account information including but not limited to:account type;account
name;account balance;account holdings;etc.
Retirement Plan Loans:Details on outstanding retirement plan loans including but not limited to:maturity date;outstanding loan
balance;repayment amount;interest rate;repayment frequency;etc.
Cash Flow:Details on non-retirement plan cash flows including but not limited to:received inheritance or college tuition costs;
cash flow type(income or expense);amount;college cost beginning year;college cost ending year;etc.
Other Benefits/Retirement Plan Information:Including but not limited to:Information on defined benefit pension plans or Social
Security;start age;pension monthly payment;social security monthly estimate;etc.
Information About Your Spouse's Personal and Financial Situations:Including but not limited to:Information on your spouse and
his/her retirement and non-retirement accounts;date of birth;annual savings rate;salary;account type;account name;account
balance;account holdings;etc.
Participants will be permitted to enroll in Managed Accounts at any time.However,if a Participant previously terminated the
service with respect to a Plan,he or she must wait at least until the next calendar quarter before re-enrolling in the service for that
Plan and may not enroll more than two times in any 12-month period.
4 ICMA-RC
•
Upon enrollment in Asset Class Guidance or Fund Advice,a Plan Participant may use these services as often as desired,in the
manner(and subject to any limitations)described in the Participant Agreement or Terms and Conditions document.A Participant
enrolling in Managed Accounts or Advice will receive a statement summarizing the data provided to ICMA-RC that was used
to formulate the advice,and if accessing the service over the Internet,will be given an opportunity to correct or modify that
data before the service is initiated.Thereafter,the Participant can revise,add,or change his or her data at any time.Participants
enrolled in Managed Accounts will be contacted at least annually regarding this information,and may speak with an ICMA-
RC associate at any time.A comprehensive review of the Managed Accounts portfolios will be performed at least quarterly by
Ibbotson,and the accounts will be rebalanced quarterly.Participants are responsible for contacting ICMA-RC with any new or
revised information that may warrant an additional review of the account.Allocation or reallocations may be limited by the Plan
or by the underlying investment.Such limitations will be taken into account by Ibbotson in the development and implementation
of the advice.
5. Participant Costs
Participants who enroll in Managed Accounts are assessed an asset based fee that is charged on a monthly basis based on the
month-end average daily account balance in Managed Accounts.The Managed Accounts fee will be calculated as a percentage
of the account value and applied to the account as a fixed dollar amount.The Managed Accounts fee covers only our advisory
fee for allocating and reallocating assets in participants'accounts and does not cover any other fees or expenses associated with
these accounts including underlying mutual fund and plan administration fees.The standard Managed Accounts Fee Schedule
is presented below and is also detailed in the Participant Agreement.
Account Balance Annual Fee
First$25,000 0.60%
Next$25,000 0.55%
Next$50,000 0.45%
Next$150,000 0.35%
Over$250,000 0.25%
The Managed Accounts Fee will be deducted pro-rata against all investments in any account induded in Managed Accounts.
Employer hereby directs that these costs be withdrawn from Participant accounts.You will be provided at least 90 days'advance written
notice of any change in the rate of fees assessed to Participant accounts.Fees will be assessed to Participant accounts on a pro-rata basis
among investments.There is no cost assessed to the Employer or the Plan for offering Managed Accounts.
ICMA-RC will charge a standard$20 annual fee to Participants using Fund Advice.However,certain participants,such as
those in the Premier Program'",can utilize the Fund Advice service for no charge.The fixed annual fee will be charged to the
Participant's account following enrollment and will entitle the Participant to use of the service for a twelve-month period.For
each succeeding twelve-month period for which the Advice service is initiated or continued,the Participant will be required to
re-enroll and pay the annual fee in order to continue receiving the service.
Participants are not charged any additional fees for using Asset Class Guidance under Guided Pathways.
6. No Guarantee
Employer understands,acknowledges and accepts that the advice provided hereunder relies on historical performance and other
data,all of which have limitations.Past performance of investments is no guarantee of future results.The analysis and advice
provided depends upon a number of factors,including the information provided by the Participant,various assumptions and
estimates and other considerations.As a result,the wealth forecast developed and advice and recommendations provided are no
guarantees that a Participant will achieve his or her retirement goals or anticipated returns.You understand that there remains a
risk of loss within eligible investment options.
7. Form ADV
Part 2A of ICMA-RC's Form ADV("Brochure"),a portion of ICMA-RC's SEC adviser registration statement,contains
additional information about ICMA-RC and our advisory services.By entering into this Agreement,you represent that you have
received and reviewed a copy of the Brochure.
8. Limitation of Liability
You understand and agree that there is no guarantee that the recommendations made by ICMA-RC pursuant to the investment
methodologies and software developed by Ibbotson will be successful.Nor can ICMA-RC ensure that a Participant will achieve
Managed Accounts Service Agreement 5 ICMA-RC
his or her retirement goals or anticipated returns.You acknowledge that the outcome of the Guided Pathways services calculations
are estimates only,and there is no guarantee of the future financial performance of Participant investments or that Participants will
meet their desired goal(s).
You agree,understand and acknowledge that the advice is based on the responses provided and other information furnished to us
by Participants through Guided Pathways and Managed Accounts and updated as necessary.ICMA-RC shall not be liable for any
misstatement or omission contained in the information furnished to us,or any loss,liability,claim damage or expense whatsoever
arising out of or attributable to such misstatement or omission.Nothing in this section shall be construed as a waiver of any rights
Employer or Participants may have under common law,the Advisers Act,or any other federal or state securities or retirement laws.
ICMA-RC is not responsible for providing and maintaining the communications and equipment(including personal computers
and modems)and telephone or alternative services required for accessing and utilizing electronic or automated services,or for
communications service fees and charges incurred by the Participant in accessing these services.
9. Assignability
This Agreement shall not be assignable by any party without the prior written consent of the other parry.
10. Term and Termination of Managed Accounts Service
This Agreement shall be in effect and commence on the date all parties have signed and executed this Agreement("Inception Date").
This Agreement will be renewed automatically for each succeeding year unless 60 days'advance written notice of termination is
provided by either party to the other,provided however that some or all of the notice period may be waived upon a demonstration that
only an earlier termination will comply with the independent fiduciary's fiduciary duty.
Employer may terminate the services at any time for all Participants,subject to a reasonable advance written notice requirement
consistent with applicable law.Such termination shall be effective as soon as reasonably practicable thereafter.
A Participant may terminate the Managed Accounts service with respect to his or her account(s)at any time.
During the term of this agreement,ICMA-RC reserves the right to replace Ibbotson as the IFE in its sole discretion.In the event
ICMA-RC is unable to contract with a suitable replacement IFE,this Agreement shall automatically terminate upon written notice
from ICMA-RC to the Employer.
11. Extraordinary Events
1CMA-RC shall not be liable for loss caused directly or indirectly by governmental restrictions,exchange or market rulings,
suspension of trading,war,strikes,or other conditions beyond our control.We shall not be responsible for loss or damages caused
by equipment failure,communications lines failure,unauthorized access,theft,systems failure and other consequences beyond
our control.
12. Privacy
Protection of Nonpublic Personal Information. ICMA-RC is subject to various privacy requirements for the protection of
its clients under the Gramm-Leach-Bliley Act("GLBA")and regulations promulgated pursuant to GLBA.
Definition of Nonpublic Personal Information. Nonpublic personal information of customers or consumers("NPI")
includes,but is not limited to,names,addresses,account balances,account numbers,account activity,Social Security numbers,
taxpayer identification numbers,and sensitive,financial and health information.NPI includes information on our forms or in a
database of any kind,information created by us,information collected by or on behalf of us and personally identifiable information
derived from NPI.
Disclosure and Use of NPI.All NPI that ICMA-RC obtains as a result of offering these services to your Participants shall not
be used,disclosed,reused,or redisclosed to any unaffiliated third party,except to carry out the purposes for which the information
was disclosed.
ICMA-RC shall be permitted to disclose relevant aspects of the NPI to its officers,agents,subcontractors,independent financial
expert and employees only to the extent that such disclosure is reasonably necessary for the performance of its duties and
obligations under the Agreement.
The obligations of this Section shall not restrict any disclosure by ICMA-RC pursuant to any applicable state or federal laws or
regulations,or by request or order of any court or government agency.
6 KMA-RC
Security of NPI. ICMA-RC further agrees that it has established and maintains policies and procedures designed to ensure the
confidentiality and security of NPI.This shall include procedures to protect against anticipated threats or hazards to the security or
integrity of the information and unauthorized access to or use of the information.
13. Notices
All notices required to be delivered under Section 10 of this Agreement shall be delivered personally or by registered or certified
mail,postage prepaid,return receipt requested,to(i)Legal Department,ICMA Retirement Corporation,777 North Capitol
Street,N.E.,Suite 600,Washington,D.C.,20002-4240;(ii)Employer at the office set forth in the first paragraph hereof,or to any
other address designated by the party to receive the same by written notice similarly given.
14. Complete Agreement and Amendments
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.This
Agreement may only be amended in writing with the consent of both parties.
15. 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.
16. Incorporation of Schedules
All Schedules(and any subsequent amendments thereto),attached hereto,and referenced herein,arc hereby incorporated within
this Agreement as if set forth fully herein.
17. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware,applicable to contracts
made in that jurisdiction without reference to its conflicts of laws provisions.
Managed Accounts Service Agreement 7 KMA-RC
�CMn 4 ICMA-RC MANAGED ACCOUNTS SERVICES AGREEMENT SIGNATURE PAGE
8.iM,r Rmrwnewr S w Yy
Please substitute and sign the 1044-11(Managed Accounts Services Agreement signature page located in this package instead of signing
this page.
Please retain the entire bound copy of the Maned Accounts Services Agreement,including this copy of the signature page,for your records.
In Witness Whereof, the parties hereto certify that they have read and fully understand the complete ICMA-RC
Managed Accounts Services Agreement found in this package and have caused the ICMA-RC Managed Accounts
Services Agreement to be executed by their duly authorized officers as of the Date below. By signing this Agreement,
you authorize ICMA-RC to offer and make available Managed Accounts to Participants in each of your eligible
ICMA-RC administered 457 and 401 Plans.
EMPLOYER
By City of Oshkosh
Employer/Plan Name
(2/41d-o/y
hmpl4yer Signature Date
/C1 ark A. 41) , &7-/. 1-1aMQyf
Name and Title(Please Print)
Z� 5 c u.rJ A-ve • Osh kos h i W /
Street Address City and State
300037 /04.718
ICMA-RC 457 and 401 Plan Number(s)
INTERNATIONAL CITY COUNTY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION
•
By (r« I j w�z,
Angela Montez
Assistant Secretary
Please return fully executed Signature page to:
New Business Unit
ICMA-RC
777 North Capitol Street,NE
Suite 600
Washington,DC 20002-4240 BkC000.170-0710-4100.879
Managed Accounts Service Agreement E ICMA-RC