HomeMy WebLinkAboutReso 48-1977RESOLUTION NO, '48-77
CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA
A RESOLUTION ADOPTING AN EMPLOYEES'
DEFERRED COMPENSATION PLAN, AND
APPROVING AGREEMENTWIT~ NATIONAL
PLAN COORDINATORS, INC,, AND CENTRAL
BANK, N. A,
WHEREAS, the City of South San Francisco desires to provide an Employees'
Deferred Compensation Plan, available to all full-time City employees upon
execution of memorandum of understanding so providing, and
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WHEREAS, said City desires to contract with National Plan Coordinators,
Inc., to coordinate the Plan and with Central Bank, N. A. to administer the
Plan;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South
San Francisco as follows'
1. Adoption of Pl~an The deferred compensation Plan, entitled City of South
San Francisco ~Deferred Compensation Plan, a copy of which is attached
hereto as Exhibit A, is hereby adopted and the City hereby consents to
the Plan and Shall perform its functions as therein set forth.
2. Effective Date. The Plan shall be effective on Mag 4, 1977 ,
and shall apply to compensation earned after the effective date.
3. Participation. The City consents to the participation of any employee
or officer, upon execution of a memorandum of understanding so providing,
such participation to be in accordance with the participation agreement.
4. Agreement with Coordinator. The agreement between City and National Plan
Coordinators, Inc., for services as Plan Coordinator is hereby approved
and the Mayor is authorized to execute said agreement on behalf of the
City with the City Clerk attesting his signature thereto. ~A copy of
said agreement is attached hereto as Exhibit B.
5. Agreement with Administrator. The agreement between City and Central
Bank, N. A,, for services as Administrator is hereby approved, and
the Mayor is authorized to execute said agreement on behalf of the
City with the City Clerk attesting his signature thereto. A copy of
said agreement is attached hereto as Exhibit C.
6. City Manager's Authorization. The City Manager is authorized to imple-
ment said Plan, upon approval thereof by the Internal Revenue Service,
and execute any and all documents, and initiate all other procedures
necessary therefor.
7. City Clerk. The City Clerk shall certify to the adoption of this Reso-
lution and cause same' to be entered into the records of the City Council.
I hereby certify that the foregoing 'Resolution was regularly introduced
and adopted by the City Council of the City of South San Francisco at a
regu7ar meeting held on the 4th day of May ,
19 77, by the following vote'
AYES, COUNCILMEN Richard A. Battaglia, William A. Borba, Emanuele N.
Damonte, Terry J. Mirri and Leo Padr. eddii
None
None
ATTEST:
NOES, "
ABSENT, "
,
I II ' T II 111 I T
THIS PLAN WAS RESr~"IDED BY RESOLUTION NO. 85-77 AD'~".ED THE 15TH DAY OF JUNE,
1977, WH ICH RESOL. .ON ADOPTED A REVISED DEFERRED b./IPENSATION PLAN.
EXHIBIT "A"
DEFERRED COMP£NSAIION
PLAN
CITY OF SOUTH SAN FRANCISCO, CALIFORNIA
SECTION 1. NAME'
The name of this Plan is the City of South San Francisco, California,
Deferred Compensation Plan (hereinafter referr'ed to as the Plan).
SECTION 2. PURPOSE'
The primary purpose of the Plan is to attract and hold personnel by
permitting them to enter into agreements with the City of South San
Francisco which will provide for deferral of payment of a portion of
their current compensation until death, disability, retirement, ter-
mination of employment, or other event as provided herein, in accord-
ance with the provisions of Sections 53212 - 53214 of the Government
Code of the State of California, and the applicable provisions of the
Internal Revenue Code.
SECTION 3. DEFINITIONS:
For the purposes of this Plan certain words or phrases used herein will
have the following meanings'
3.1 "Employer" shall be the City of South San Francisco
3.2 "Employee" shall mean all officers and full-time employees' of the
City of South San Francisco.
3.3 "Participant" shall mean any employee designated as eligible by
the City of South San Francisco who fulfills the requirements for
enrollment and participation in the Plan.
3.4 "Participation Agreement" shall mean the agreement executed and
filed by an employee with the employer pursuant to Section 4, in
which the employee elects to become a participant in the Plan.
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3.5~ "Compensation" shall mean the total of all amounts which would be
paid by the employer to or for the benefit of an employee (if he
were not a participant in the Plan) for actual services for the
period that he is a participant.
3.6 "Employment Period" means a period from July i through June 30,
except that the first year of an employee hired in mid-period shall
be the period beginning with the date of employment and ending on
June 30.
THIS PLAN WAS RESCINDED BY RESOLUTION NO. 85-77 ADOPTED THE 15TH DAY OF JUNE,
1977, WHICH RESOLUTION ADOPTED A REVISED DEFERRED COMPENSATION PLAN.
3.7 "Disability" means the inability of a participant to engage in
his usual occupation by reason of a medically determinable phys-
ical or mental impairment as 'determined by the employer on the
basis of advice from a physician or physicians,
SECTION 4, PARTICIPATION IN THE PLAN:
4.1 Each eligible employee may elect' to become a participant of the
Plan and defer payment of part of his compensation by executing
a written Participation Agreement and filing it wi th the employer
no later than 'the day before the beginning of any employment
period; or in the case of a new employee, not later than sixty
(60) days after commencement of employment.
4.2 A Participation Agreement shall be effective for the first employ-
ment period following its execution and filing, except when it is
executed and filed by a new employee pursuant to Section 4.1, in
which case it shall be effective for that part of the employment
period following its execution and filing. In either situation,
the Participation Agreement shall continue from period to period
and remain in full force and effect unless terminated as provided
in Section 4.3 below.
4.3 A participant may terminate his participation in the Plan and thereby
terminate further deferral of his compensation by filing with the
employer an 'executed written notice of termination at least thirty
(30) days prior to effective date of termination. Once terminated,
a former participant cannot rejoin the Plan during the employment
period in which termination occurred; however, he may elect to
become a participant in subsequent employment periods. No amounts
shall be payable to an employee upon terminating his participation
in the Plan unless otherwise due pursuant to Section 7.
4.4 A participant may select pursuant to Section 6, one or more invest-
ment objectives provided that the amount deferred for each objec-
tive equals or exceeds the minimum of not less than Ten Dollars
($10) per pay period.
SECTION 5. DEFERRAL OF COMPENSATION:
During each employment peri od in which the employee is a participant in
the Plan, the employer shall defer payment of such part of his compensa-
tion as is specified by the employee in the Participation Agreement
which he has executed and filed with the employer.
SECTION 6. ADMINISTRATION OF THE PLAN:
6.1 The employer shall administer or contract for administration and
operation, of the Plan in accordance with its terms and shall deter-
mine all the questions arising out of the administration, inter-
pretation and application of the Plan, which determination shall be
conclusive and binding upon all persons. An advisory committee may
be designated by the City Manager to aid and assist the employer in
so administering and operating the Plan.
6.2 The employer shall establish a deferred compensation fund to which
all deferred compensation shall be .credited at such times as the
compensation would have been payable to individual employees if
not a participant of the Plan. Separate book accounts will be
established for each employee participation Which will show all
amounts of deferred compensation, investments made, shares acquired
and earnings and gains on investments. Each book account will be
valued at least quarterly.
6.3 On executing the Participation Agreement the employee shall desig-
nate his investment objective prospectively only. The employer
may invest amounts of deferred compensation in mutual fund shares,
or interest deposits with a savings and loan company or banking
institution, or investments with:a stockbroker, or life insurance
and/or fixed/variable annuity contract with an insurance company,
whichever in the employer's sole judgment will best achieve the
employee's objectives. The employee's investment designations are in-
tended to be an expression of mere investment preferences and do
not obligate the employer to follow the employee's designations.
The employer is the sole owner and beneficiary of all funds, invest-
ments, or other assets under this Plan.
6.4 The employer may, but is not required to, invest deferred compensa-
tion at least monthly in the investment vehicles provided for in
this Plan All amou. nts of deferred compensation, whether or not
invested by the employer shall at all timeS be and remain an asset
of the employer. Any and all dividends, capital gains distribu-
tions, interest or other income payable on any of the employer's
investments of deferred compensation also shall be an asset of the
employer. The employer shall have the sole right to vote any shares
of stock which it may acquire by such investment.
6.5 Neither this Plan or any Participation Agreement nor any book account
shall be deemed to create a trust or custodial account on behalf
of or for the benefit of any participant of the Plan or his bene-
ficiaries. No participant of the Plan or his beneficiaries shall
have, by reason of the Plan, Participation Agreement, or book account,
any secured or preferred interest in or to any assets of the employer.
The employer shall have only a contractual obligation to pay the
benefits due the participant under the Plan, solely from the defer-
red compensation funds.
SECTION 7 DISTRIBUTION OF BENEFITS'
7.1 Election - Each participating employee must elect the payout options
and the payout periods for each event stated in Sections 7.2, 7.3,
7.4, and 7 5, at the time of signing each Participation Agreement.
7.2 Retirement - In event of retirement, the full benefits credited to
the participant's book account plus or minus subsequent investment
gains or losses, but less any Federal or State Income Taxes required
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to be withheld~ shall be distributed to him in any one or more of
the following ways;
7,2[a) In a lump sum.
7~2(ib) In monthly, quarterly,, semi-annual or annual installments
over a'period not to exceed ten (10) years from date dis-
tribution began or over a period established by the employer
not greater than the life expectancy of the participant.
Life expectancy shall be determined once by the employer,
on the date of the initial installment~distribution. Install-
merit distributions will be made in substantially equal pay-
ments, but no payment shall have a value of less than (the
smaller of) $50 or the balance credited to the participant's
book account.
7.2(c) Postpone payments under 7.2(a) and (b) above until par-
ticipant reaches his 55th, 60th, 65th or 70th birthday.
Participant's book account balances may continue to be invested
until--in the employer's sole judgment--cash is to be withdrawn
for payment of benefits. Payment of benefits will commence on
the first day of the third month following termination of employ-
ment. Payment of benefits under Section 7.2(c) will commence on
the 1st day of the month following participant's birthday.
7.3 Disability - In event of termination of e~mployment by reason of
disability, distribution of benefits will be as provided in Section
7.2.
7.4 Other Termination - In event of termination of employment by reason
other than those specified in Sections 7.2 and 7.3, then the full
benefits credited to participant's book account plus or minus
subsequent investment gains or losses, but less any Federal or State
Income Taxes required to be withheld, shall be distributed to him
in any one or more of the following ways:
7.4(a) In a lump sum.
7.4(b) In monthly, quarterly, semi-annual, or annual installments
or substantially equal payments over a period not to
exceed seven (7) years from date distribution began, but
no payment shall have a value of less than (the smaller
of) Fifty Dollars ($50) or the balance credited to the
participant's book account.
7.4(c) Postpone payments under 7.4(a) and (b) above until partici-
pant reaches his 50th, 55th, 60th or 65th birthday.
The employee shall elect the method of distribution at the time of
signing each Participation Agreement. The employer shall make
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distribution by any of the foregoing methods or combinations
thereof, Participant:s book account balances will continue to
be invested until-,-in the employer's sole' judgment~-~cash is to
be withdrawn for payment of benefits, Payment of benefits under
SeCtion 7,4(a) and (b) will commence on the first day of the third
month fol lowing termination of employment. ~ Payment of benefits
under Section 7.4(c) will commence on the first day of the month
following the participant's birthday.
7.5 Death - In the event of the death of any participant, either before
or after termination of employment, then the full benefits credited
to his book account, less any Federal or State Withholding Taxes
required by law, shall be distributed to his beneficiaries in the
manner designated in the participant's Participation Agreement. The
employer shall in the case of Lump Sum payment make payment ninety
(90) days after notification of death of the participant, in com-
pliance with any State laws governing the payment of death benefits.
7.6 ~Financial Catastrophe - In the event of financial catastrophe affect-
ing ~a participant where the withdrawal of funds would be necessary
to prevent great hardship to the participant and the amount neces-
sary to meet that financial catastrophe, and is not reimbursed by
insurance, a participant may apply to the employer for such amount
from the Plan prior to retirement or to termination of participant's
employment wi th' the City.
Examples of such need under the foregoing criteria may be cata-
strophic illness, flood, fire, earthquake, death in the family, or
disabling injury, or examples of similar import. Withdrawals for
expenditures normally budgetable, such as down payment on a home or
purchase of an automobile, or college expenses, will not be per-
mitted. Any'amount so approved hereunder for withdrawal shall be
paid to participant in a lump sum. The withdrawal shall be effec-
tive at the later of the dates specified in the participant's
application or the date approved by the employer.
SECTION 8. EMPLOYER PARTICIPATION:
Notwithstanding any other-provisions of this Plan, the employer may make
additional deposits in the deferred compensation fund as additional com-
pensation for the services rendered by the employee to the employer dur-
ing an employment period, provided the employee has elected to have such
additional compensation deferred, invested, and distributed, pursuant
to ~this Plan, prior to the employment period in which the compensation
will be earned.
SECTION 9. NON-ASSIGNABILITY:
To the fullest extent permitted by law, the interest of a participant
in the contractual obligation of~ the employer, established by the Plan,
shall not be assignable in whole or in part, directly or by operation
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of law or otherwise~ in any manner and no right or interest of a par-
ticipant in the employer's contractual obligation shall be liable for
or subject to any obligation or liability of such participant.
SECTION 10. MISCELLANEOUS:
10.1 Status of Participants - Neither the establishment of the Plan
nor any modification thereof, nor the establishment of any book
account nor the payment of any benefits, shal 1 be construed as
giving to any participant or other person any legal or equitable
right against the employer except as herein provided; and, in no
event, shall the terms of employment of any employee or partici-
pant be modified or in any way affected hereby.
10.2 Condition of Plan - It is a condition of this Plan, and each employee
by participating herein expressly agrees, that he shall look solely
to the general assets of the employer for the payment of any bene-
fit to which he is entitled under the Plan.
10.4 Designation of Beneficiaries - Each participant shall have the right,
by written notice to the employer, to designate beneficiaries to
receive any benefit to which said participant may be entitled in
the event of his death prior to the complete distribution of bene-
fits. If no such designation' is in effect on a participant's death,
his beneficiary shall be his estate or if no executor or administra-
tor is appointed within six (6) months after the participant's
death, the employer shall direct said benefits to be paid to the
beneficiary or beneficiaries designated in his last will, or if there
be no will, then to the heirs at law of the participant.
SECTION 11. AMENDMENT AND TERMINATION:
11.1 The employer may at any time and from time to time modify, amend,
or terminate the Plan in whole or in part (including retroactive
amendments) or cease deferring compensation pursuant to the Plan,
by delivering to each participant a written copy of such modifica-
tion, amendment, or termination or of a notice that it ceased
deferring compensation; provided, however, the employer shall not
have the right to reduce or affect the value of any participant's
book account or any rights accrued under the Plan prior to such
modification, amendment, termination or cessation.
11.2 In the event of the termination of the Plan by the employer under
Section 11.1, the value of all participant's book account may be
distributed to the participants or their beneficiaries in lump
sums on the sixtieth (60th) day after termination of the Plan,
or any other manner as determined by the employer.
SECTION 12. EMPLOYER NOT RESPONSIBLE:
The employer may, but is not required to, invest funds held pursuant
to agreements between participants and the employer in accordance with
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the requests made by each participant at the time of enrollment or
change in enrollment, prospectively only, The employer shall retain
the right to approve or 'disapprove such investment requests. Any
action by the employer i'n investing funds, or approving of any such
investment of funds, shall not be considered to be either an endorse-
ment or guarantee of any investment, nor shall it be considered to
attest to the financial soundness or'the suitability of any invest-
ment for the purpose of meeting future distribution of benefits as pro-
vided in Section 7 or as otherwise provided in the Plan. The employer
will endeavor to use reasonable care in the selection of an investment
or approval of any investment request but neither the employer nor its
officers and employees shall be liable to any participant or partici-
pants'~ successors in interest for disappointing results or loss arising
therefrom.
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EXHIBIT B
AGREEMENT FOR PLAN ' COORDINATOR
CI]T¥ OF SOUTH] SAN.FRANCISCO DEFERRED COMPENSATION PLAN
THIS AGREEMENT made and entered into this 4~th' day of ~a~ ,
19 77, by and between the City of South San Francisco, a political subdivision
of the State of California (hereinafter called City), and National Plan
Coordinators, Inc. (hereinafter called Plan Coordinator)'
RECITALS
The City has adopted Resolution No. 45-77 dated ~a~ 4
19 77, authorizing the establishment of a Deferred Compensation Plan and an
Agreement between City and Plan Coordinator, a copy of said Resolution which
is attached hereto.
It is the desire of the City to contract for the services of the Plan
Coordinator to perform for the City certain functions in the implementation
and continuing operation of the Deferred Compensation Plan relating to the
dissemination of information to employees and the enrollment of employees
in the Plan by highly qualified personnel; to aid in the collection and
disbursement of monies to the appropriate funding media; and to assist the
City in the drafting of amendments to the Plan and/or attendant agreements
necessary thereto so that said documents meet applicable regulatory require-
ments.
It is the desire of the Plan Coordinator to provide the above services
subject to the terms and conditions of this agreement.
1. TERM. The respective duties and obligations of the parties hereto
shall commence on the date and year first above written.
2. PERFORMANCE OF SERVICES. Notwithstanding any other provision to
the contrary, the Plan Coordinator agrees that it shall be solely respon-
sible to the City for any and all services performed by it or its employees
under this agreement. The Plan Coordinator is not liable, however, for in-
vestment performance.
3. REVIEW DEFERRED COMPENSATION PLAN. The Plan Coordinator agrees to
review the approved Deferred Compensation Plan and to assist in the prep-
aration and submission of any attendant agreements, such as joinder agree-
ments, necessary for the implementation of the Plan or the performance of
its duties under the Plan. Such agreements will be prepared in accordance
with the rules and regulations of the Internal Revenue Service. The Plan
Coordinator agrees, from time to time, to advise the City of any changes in
Federal or State rules and regulations that may affect the validity or
feasibility of the Deferred Compensation Plan or its duties hereunder.
The Plan Coordinator shall not be liable for the effect of any changes in
Federal or State rules and regulations on the Deferred Compensation Plan.
4. ENROLLMENT SERVICES. The Plan Coordinator agrees to conduct the
enrollment(s) of all employees who elect to participate in the Deferred Com-
pensation Plan. The Plan Coordinator agrees to design and prepare a compre-
hensive educational and merchandising program for distribution to City employ-
ees. The Plan Coordinator agrees not to distribute the program until it has
been approved by the City.
The Plan Coordinator agrees to conduct group presentations for City
employees to explain the Deferred Compensation Program. The Plan Coordinator
agrees bq~at the personnel responsible for enrolling employees into the Defer-
red Compensation Plan will possess whatever licenses are reqUired by law,
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both State and Federal. The licensed personnel shall have extensive expe-
rience in communi'cating the kinds of investment vehicles offered under the
Plan. The Plan Coordinator will insure that qualified personnel are retained
on a continuing basis to provide experienced financial assistance on a local
basis throughout the term of this agreement so that participants or potential
participants receive personal counseling.
The Plan Coordinator agrees that in performing the services pro-
vided for hereunder by itself or through a designee that it will conduct
itself at all times with due regard to rules and regulations of the City and
it further agrees not to do or commit any act that will reasonably tend to
degrade the City or bring it into public contempt or ridicule or prejudice
the maintenance of the good employee-employer relationship existing between
the City and its employees.
5. COLLECTION AND DISBURSEMENT. The Plan Coordinator agrees that the
Custodian Bank will receive all periodic payments from the City.
6. RECORD KEEPING AND REPORTS. The Plan Coordinator agrees to furnish
the Administrator sufficient information to enable it to maintain records
for each participating employee including, but not limited to, Social Secu-
rity number, the specific amount of the participant's contribution, the
allocation of the contribution to one or more funding media, the participant's
beneficiary designation, and other pertinent data necessary for the efficient
administration of each participant's account.
7. RESPONSIBILITIES OF CITY.
A. The City agrees to provide assistance in setting up timetables
for and providing facilities for group meetings of employees for distributing
information about the Plan.
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B, The City .agrees to provide facilities to be used for counsel-
ing and enrollment of employees.
C, The City agrees to transmit on a timely basis any relevant
information requested by the Plan Coordinator relating to each participating
employee upon entry into the program and further agrees to transmit any
information relating to changes in an individual participant's account.
D. The City agrees to transmit 'on a timely basis any relevant
information of a participant's withdrawal, termination or request for dis-
tribution under the Plan, including the method and timing of any distribu-
tion.
E. The City agrees to provide payroll reduction procedures and
facilities.
F. The City agrees to provide information requested by the Plan
Coordinator on a timely basis. City agrees to use its best efforts to
assure the accuracy and completeness of all information provided.
8. COMPENSATION. The Plan Coordinator shall not charge for services
performed under this Agreement. Any compensation for the performance of
services under this Agreement shall be paid by the Funding Media.
9. EXPENSES. The Plan Coordinator agrees that the compensation provided
for in paragraph 8 is full payment for all services to be performed pursuant
to this Agreement and further agrees to pay all expenses incurred as a result
of such services.
10. BROKER OF RECORD. National Plan Coordinators, Inc., or its designee
hereby appointed as Broker of Record for all investment vehicles offered
under this Deferred. Compensation Prog?am and is authorized to receive compen-
sation (i.e., any and all commissions, renewals, service fees, and concessions)
developed as a result of the sales of these investment vehicles. At the time
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of the presentations to eligible employees in the course of the enrollment
process~ but before execution of the partici'pation agreements~ the Plan
Coordinator will provide City with a schedule of anticipated commissions,
renewals, service fees and concessions from ~he funding media and thereafter
a detailed annual accounting thereof.
11. TERMINATION. This Agreement shall continue in force for a period
of three (3) years and will be renewed annually thereafter subject to termina-
tion upon written notice ninety (.90) days prior to the next annual renewal
date.
If this Agreement is not renewed, the Plan Coordinator agrees to
transfer to the City or to a successor Plan Coordinator designated in writing
by the City, within ninety (90) days of the date of termination, all records
and documents relating to the services provided hereunder..
12. CIRCUMSTANCES EXCUSING PERFORMANCE. The execution by the parties of
this Agreement is subject to force majeure and is contingent upon fires and
power failures, strikes, accidents, and acts of God, weather conditions or
restrictions imposed by any government or governmental agency, other delays
beyond the delayed party's control or defaults by participants or employers.
Failures of or defaults of participants, employers, associations or trustees
shall excuse performance by the Plan Coordinator thereby prevented.
13. OWNERSHIP'OF RECORDS. The Plan Coordinator agrees that all records
shall be the property of the City, that all computer tapes, discs and programs
shall be the property of Administrator.
14. CONFIDENTIALITY. All information supplied to, and all work processed
or completed by the Plan Coordinator (including outside processing, if any)
will be held to be confidential and private and will not be disclosed to anyone
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other than the City or those persons~ corporations or governmental .agencies
who have a lawful right to such information under the terms of the Deferred
Compensation Plan and then only after permission to release such information
has been given by the City.
15. ASSIGNABILITY, No party to this Agreement shall assign the same
without the written consent of the other party thereto, such consent not to
be unreasonably withheld. Unless agreed to by the parties, no assignment
shall relieve any party to this Agreement of any duties or liabilities here-
under.
16. NOTICES. All notices and demands to be given under this Agreement
by one party to another shall be given by certified mail, addressed to the
party to be notified or upon whom a demand is being made at the respective
addresses set forth 'in l~his Agreement or such other place as either party
shall from time to time designate in writing. The date of service of a
notice or demand shall be the receipt date on any certified mail receipt.
17. PARTIES BOUND. This Agreement and the provisions thereof shall be
binding upon the respective parties and shall inure to the benefit of the
same and to their successors and assigns.
18. APPLICABLE LAW. This Agreement shall be construed in accordance
with the laws of the State of California.
19. UNLAWFUL PROVISIONS. In the event any provision of this Agreement
shall be held illegal or invalid for any reason, said illegality or inval-
idity shall not affect the remaining parts of the Agreement but the same
shall be construed and enforced as if said illegality or invalid provisions
had never been inserted herein or therein. Notwithstanding anything con-
tained herein to the contrary, no party to this Agreement will be required to
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perform or render any services hereunder~ the performance or rendition of
which would be violative of any laws, rules or regulations relating thereto,
20. AMENDMENTS, This Agreement may be amended' in writing at any time
during the term hereof by the mutual consent of the parties.
IN WITNESS WHEREOF, the within parties have hereunto set their hands
and seals the day and year first above written.
CITY OF SOUTH SAN FRANCISCO
ATTEST'
Mayor
By
NATI~L PLAN COORDINATORS' INC.
By
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EXHIBIT C
AGREEMENT'FOR PLAN. ADM.I~N.!S.T...RA.TOR
CITy' 0.~ SOUTI~. SAN FRANCISCO DEFERRED'COMPENSATI'ON PLAN
THIS AGREEMENT made and entered into this 4th day of Ma~ ,
· , ,
1977.~, by and between the CITY OF SOUTH SAN FRANCISCO, a municipal corpora-
tion of the State of California (hereinafter called the City), and CENTRAL
BANK, N. A., 301 20th Street, Oakland, California 94612 (hereinafter called
Administrator):
RECITALS
The City is considering the adoption of a Deferred Compensation Plan
and has passed Resolution No. 45-77 on Ma~ 4 , 1977 ,
authorizing this agreement with Administrator, subject to the adoption by
the City of a Deferred Compensation Plan.
It is the desire of the City to contract for the services of the Admin-
istrator to perform for the City certain functions in the implementation and
continuing operation of the Deferred Compensation Plan relating to the col-
lection and disbursement of monies to the appropriate funding media; the
implementation of accounting procedures and records for periodic reporting
to the City and its employees; and to offer specimen forms of amendments to-
the Plan and/or attendant agreements necessary thereto for review by City's
legal counsel so that said documents meet applicable regulatory requirements.
It is the desire of the Administrator to provide the above services sub-
ject to the terms and conditions of this agreement.
i TERM, The respective duties and obligations of the parties hereto
shall commence on the date the City adopts a Deferred Compensation Plan.
2, ?'ERFOR~IANCE OF SERVICES., The Administrator, at its expense, shall
have the right to designate an .agent of its choice to perform such services
under this agreement as may be mutually agreed to between the Administrator
and such ~agent, Notwithstanding any other provision to the contrary, the
Administrator agrees that it shall, be solely responsible for any and all
services performed by any subcontractor, assignee, or agent under this agree-
· merit.
3. REVIEI~ DEFERRED COMPENSATION PLAN. The Administrator agrees to
review the approved Deferred Compensation Plan and to prepare and submit to
the City's legal counsel specimen forms for any amendments necessary thereto
and to prepare and submit, to the City.any attendant agreements, such as
joinder agreements, necessary for the implementation of the Plan or the per-
formance of its duties under the Plan.' Such amendments to or agreements will
be in accordance with the'rules, and regulations of the Internal Revenue Ser-
vice. The Administrator agrees, from time to time, to bring to the City's
attention any changes in Federal or State rules and regulations that may
affect the validity or feasibility of the Deferred Compensation Plan or its
duties under the Plan.'
4. INVESTMENT VEHICLES.
A. The Administrator agrees to recommend, to the City which invest-
ment alternatives may be made avail.able to employees participating in the
Plan which shall include, but not' be limited to, bank accounts, fixed and/or
variable annuities, mutual .funds, and/or other investments which are per-
missible under the provisions of the Deferred Compensation Plan. ..
B. The Administrator agrees, after the City has selected the invest-
ment alternatives, to design the bid specifications and solicit investment pro-
posals from the major prospective funding agencies. '~ '~ .
2.
C. The Administrator .agrees to review~ evaluate and analyze all
responses received from the investment .agencies and submit its findi.n§s and
recommendations to the City.
D, .The Administrator agrees, at least annually, to review, analyze
and evaluate the performance and status of the selected funding media to§ether
with their deferred compensation products and report to the City any recom-
mendations concerning possible improvements in the investment contracts.
E. The Administrator-agrees that it will review and evaluate the
potential of new and relevant deferred compensation investment products and
inform the City, from time to 'time, of the feasibility of including new
-investment products under 'the Deferred Compensation Plan.
5. COLLECTION AND DISBURSEMENT.
·
A.· The Administrator, - if selected as the Custodian Bank, agrees
to receive all periodic payments from the City equal to the amounts which, are
deferred in accordance with the terms and conditions of the Deferred Compen-
sation Plan, or any modification thereof.
B. The Administrator as Custodian Banks agrees to distribute and
credit such amounts tQ the'appropriate investment media within the time
limitai~ions of.the respective investment contracts as designated by the
'City, or as provided for by the terms of the Deferred Compensation Plan and
Participation .Agreement, or modifications thereof.
C. The Administrator.as Custodian Bank 'agrees to process and remit
all distributions of benefits directly to 'the City when required on
instructions from the City under the terms of the respective investment con~
o.
tracts in accordance with'the provisions of the Deferred ComPensati·on Plan.
The distribution of benefits to participants shall comply with all applicable
.
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State and Federal rules and r. egulations of the State or Federal taxing
authorities:
D: The Admini'strator on order of the City shall direct the Custo-
dian Bank to purchase and liquidate all insurance and/or annuities, secu-
rities, mutual funds, savings accounts~ or other investments-under the
Deferred Compensation Plan in their capacity as Custodian Bank.
6. RECORD KEEPING AND REPORTS.
A. The Administrator agrees that an individual file will be estab-
lished for each participating.employee and contain information including, but
not limited to, Social Security number, the specific amount of the participant's
contribution, the al.location of .the contribution to one or more funding media,
the participant's home.address, the participant's beneficiary designation, and
other pertinent data necessary, for the efficient administration-of each par-
ti ci pant' s account.
B. The Administrator agrees to provide whatever data is required by
the selected investment media to effect purchases from that investment media.
C. The Administrator agrees to provide the processing, accounting,
record keeping services, and' reports, in accordance with and at the time
stated in the "Operations Manual" prepared by the parties and attached hereto
as Exhibit "A."
7. CITY SERVICES.
A. The City agrees to collect all deferred amounts from partici-
pating employees' warrants and to remit said amounts 'within a reasonable
period of time to the Administrator for appropriate distribution.
B. The City agrees to transmit on a timely basis any relevant
information requested by the Administrator relating to each participating
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employee upon entry 'into the pr. ogram and further .agrees to transmit any
. .
information relating to changes'in an ~ndividual participant;s account:
C, The City agrees to transmit to the Administrator on a timely
basis any relevant informatiOn of a partic'ipant'~s withdrawal, termination
or request for distribution under the Plan including 'the method and timing
of any distribution.
8. COMPENSATION.
A. Administrator shall receive a sum not to exceed $.50 per pay
period per participant from City for administrative expenses subject to
Paragraph 8(b) below. The actual charge shall be based upon the total number
of participants contributing or receiving distribution as of the last day of
each pay period. This charge shall be increased by mutual consent of the
parties if the City offers more than five investment'options, but in no event
shall this charge be less than $~25 per investment per pay period for each
participant for those investment options in excess of five.
B. The aforementioned charge shall be reduced by any administra-
tive subsidies paid by the funding media, any subsidies paid by Administrator
for use of funds held temporarily in its capacity as Custodian Bank. Adminis-
trator promises to use its best efforts to secure, administrative subsidies
from £he funding media.
C. At the time of the presentations to eligible employees' in the
course of the enrollment process, but before actual execution of the partici-
pation agreements, Administrator, or its designee shall explain that it will
provide a detailed annual accounting of' all administrative subsidies to the
Committee, and that said accounting'shall be available for employee inspec-
tion.
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9. EXPENSES, The Admi'nistrator .agrees that the 'compensation provided
for in paragraph 8 is in full payment for all services to be performed pur-
suant to this Agreement and further agrees to pay all expenses incurred as
a result of such services except as expressly set forth in paragraph 11.
10. TERMINATION, This Agreement shall continue in force for a p~riod
of three (3) years and may be renewed thereafter by mutual consent of the
parties. This Agreement may be terminated at any time by City upon sixty
(60) days' written notice for caUse.
If this Agreement is not renewed or earlier terminated, the Adminis-
trator agrees to transfer to the City or to a successor Administrator desig-
nated in writing by the City within ninety (90) days of the date of termina-
tion, all records and docum'ents relating to the services provided hereunder.
The Administrator agrees to continue to hold and administer the accounts as
provided herein until the transfer of the records and documents provided
that the Administrator shall not be required or obligated to accept any pay-
ments of deferred compensation from the City after the termination date.
11. LIABILITY.
A. The Administrator agrees to indemnify the City, its officers and
employees against liability for injury or damage caused by any negligent act
or omission of any of the Administrator's employees or agents in the perform--
ance of this Agreement and shall hold the City harmless from any loss occa-
sioned as a result of the Administrator's performance of this Agreement except
and to the extent as. expressly hereinafter provided.- Administrator's agree-
ment to indemnify shall not extend to any injury or damage which results from
its reliance on information transmitted by the City.
B. The Administrator shall not be liable for any damages, loss of
data, delay or other loss caused by power failure, except that the Administrator
agrees to reconstruct any records thereby destroyed, in whole or in part.
6.
C: The City .agrees to use its; best efforts to insure the accu-
racy of all data and' information furnished the Administrator through its
designated representative and agrees to pay the reasonable expense incurred
by the Administrator for additional processing required to'be performed by
the Administrator as the result of erroneous data or information transmitted
by the City to the Administrator.
12. CIRCUMSTANCES EXCUSING PERFORMANCE. The execution'by the parties
of this contract is subject to force majeure and is contingent upon fires and
power failureS, strikes, accidents, acts of God, weather conditions or restric-
tions imposed by any government or governmental agency, other delays beyond
the delayed party's control or defaults by participants or employers. Fail-
Ures of-or defaults of participants, employers, associations or ~trustees shall
excuse performance-by the Administrator thereby prevented.
13. OWNERSHIP OF RECORDS. The parties agree that all records, including
written procedures and other supporting items shall be the property of the
City; that all computer tapes, discs, programs and specifications shall be
the property of the Administrator provided that City shall be entitled to
print-outs therefrom; and the parties further agree that the City shall have
a royalty-free, non-exclusive, and irrevocable license to reproduce, publish,
use, and authorize others to do so, all writings, sound recordings, pictorial
reproductions, drawings and other works of similar nature produced in the
course of or ~under this Agreement.
14. INSPECTION OF RECORDS. The Administrator agrees to keep full and
--
accurate records and accounts and shall follow the accounting methods and
practices customarily employed in business of like character. All dealings
and transactions relating to the performance of services hereunder shall be
7~
duly entered therein in the usual and ordinary course of business and the
City~ or its duly authori'zed representatives, shall have full and free access
to said records and accounts and may inspect the same at reasonable times
during the normal business hours of the Administrator.
15. CONFIDENTrALIT¥, All information supplied to, and all work pro-
cessed or completed by the Administrator (including outside processing, if
any) will be held to be confidential and private and will not be disclosed to
anyone other than the City or those persons, corporations or governmental
agencies Who have a lawful right to such information under the terms of the
Deferred Compensation Plan and. then only after permission to release such
information has been given by the Ci.ty.
16. ASSIGNABILITY. No party to this agreement shall assign the same
without the written consent of the other party thereto~ Unless agreed to
by the parties, no assignment shall relieve any party to this Agreement of
any duties or liabilities hereunder.
17. NOTICES. 'All notices and demands to be given under this~ Agreement
by one party to another shall be given by certified mail, addressed to the
party to be notified or upon whom a demand is being made at the respective
addresses set forth in this Agreement or such other place as either party
shall from time to time designate in writing. The date of service of a notice
or demand shall be the receipt date on any certified mail receipt.
18. PARTIES BOUND. This Agreement and the provisions thereof shall be
binding upon the respective ~ parties and shall inure to the benefit of the
same-and to their successors and assigns.
19. APPLICABLE LAW. This Agreement shall be construed in accordance
with the laws of the State of California.
e
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20. UNLAWFUL P,ROVISIONS, In the event any provision of this .Agreement
shall be held ~:ll.egal or invalid for any reasons said illegality or invalid-
ity shall not affect the remaining parts of the Agreement but the same shall
be construed and enforced as if said ill.egality or invalid provisions had
never been inserted herein or therein, Notwithstanding anything contained
herein to the contrary, no party to this Agreement will be required to per-
form or render any services hereunder, the performance or rendition of which
would be violative of any laws, rules or regulations relating thereto.
21. AMENDMENTS. This Agreement may be amended in writing at any time
during the term hereof by the mutual consent of the parties.
IN WITNESS WHEREOF, the within parties have hereunto set their hands
and seals the day and year first above written.
ATTEST'
CITY OF SOUTH SAN FRANCISCO
Magor
CENTRAL BANK, N. A.
By
9,
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