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HomeMy WebLinkAboutES06-271 - Original - ICMA Retirement Corp - Retirement Health Savings (RHS) Plan - 12/16/2006 Records Man' ge m ePi .La KENT WAg„,„G Tp„ Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed, if you have questions, please contact City Clerks Office. Vendor Name: Tempt - (2, Vendor Number: 1 50114 JD Edwards Number Contract Number: ESOro" a7 This Is assigned by Deputy City Clerk Description.'-Rt 1 tR±_M-,cam! ilf—&L -1-I Detail: Ru,;S ArC�12 NYL`r�( _ A ��YY1 1 tST��4 I�V t- Project Name: Contract Effective Date: Termination Date: I\JA Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: 7R Lj ,Kly FD LW L Department: S Abstract: 5 Public\RecordsManogement\Forms\ContractCover\ADCU832 07/02 3- EMPLOYER VANTAGECARE RETIREMENT HEALTH SAVINGS (RHS) PLAN ADOPTION AGREEMENT Plan Number: 8 O Employer Retirement Health Savings Plan Name: CITY OF K?__r_AT I. Employer Name: _ C iTY one K -�T State: II. The Employer hereby attests that it is a unit of a state or local government or an agency or instrumentality of one or more units of a state or local government. III. The Effective Date of the Plan. 1 c 1 10 • O(p IV. The Employer intends to utilize the Trust to fund only welfare benefits pursuant to the following welfare ben- efit plan(s) established by the Employer V. Eligible Groups and Participant Eligibility Requirements A. The following group or groups of Employees are eligible to participate in the VantageCare Retirement Health Savings Plan: All Employees All Full-Time Employees Non-Union Employees Public Safety Employees - Police Public Safety Employees Firefighters General Employees X _—_ Collectively-Bargained Employees (Specify unit)_T�aelnSTf32 Other (specify below) The group specified must correspond to a group of the same designation that is defined in the statutes, ordi- nances, rules, regulations, personnel manuals or other material in effect in the state or locality of the Employer. If this box is checked, in lieu of mandatory participation, the Employer provides for a one-time irrevoca ble election by eligible Employees to participate in RHS. Until such time as the election is made,the Employee shall not participate in the Plan or recem- contrih(itinns pursuant to Section VI. Newly eligible Employees shall be provided an election window of 30 days (no more than 60 calendar days)from the date of initial eligibility during which they may make the election to participate Participation may begin no earlier than the calendar month following the end of the election window. If the Employee does not make the election in the year of initial eligibility, the election to participate may be made in a later year An annual election window of days) shall be provided during which the election may bO e The e ect onys nowindow orethan 6r0 calendar to I ( -Q"7n from (insert your annual time frame for the election window, e g. October 1 to November 29) Partic;p ation may begin no earlier than the calendar year following the year of the elec- tion. Once made, the election is irrevocatble and may not be revoked while the participant is a member of the group covered by the RHS plan. If the Employer's underlying welfare benefit plan or funding under this VantageCare Retirement Health Savings Plan is in whole or part a non-collectively bargained, self-insured plan, the nondiscrimination requirements of Internal Revenue Code (IRCI Section 105(h ) will apply. These rues may Impose taxation on the benefits received 11 by highly compensated Employees if the Plan discriminates in favor of highly compensated Employees in terms of eligibility or benefits The Employer should discuss these rules with appropriate counsel. B. Participant Eligibility 1 Minimum period of service required for participation is N�A (write N/A if an Employee is eligible to partici- pate or to elect to participate immediately upon employment). 2 Minimum age required for eligibility to participate is (write N/A if no minimum age is required). VI.Contribution Sources and Amounts A Mandatory Contributions 1. Direct Employer Contributions 00 The Employer shall contribute on behalf of each Participant % of earnings or $ _for the Plan Year Definition of earnings- 2 Mandatory Leave Contributions The Employer will make mandatory contributions of leave as follows: Accrued Sick Leave* 0 Yes No Accrued Vacation* CI Yes No Other* (describe) Yes No * Please provide the formula for determining the Accrued Leave contribution: An Employee shall not have the right to discontinue or vary the rate of annual leave contributions. 0 3. Mandatory Employee Compensation Contributions The Employer will make mandatory contributions of Employee compensation as follows: Reduction in Salary % of earnings (as defined in VI A.1.) or $ will be contributed for the Plan Year. ❑ Decreased Merit or Pay Plan Adjustment -All or a portion of the Employees' annual merit or pay plan adjustment will be contributed as follows: An Employee shall not have the right to discontinue or vary the rate of mandatory contributions of Employee compensation. 12 V6. Elective Contributionz 1, Elective Pre-Tax Contributions The Employer will permit each Employee to make the following elections to make pre-tax contributions to the Plan: L� a. Irrt�vocable Elecuun for Pre-Tax Contributions from Compensation; A one-time, irrevocable election of the amount of Employer contributions of compensation made on his or her behalf. a The Employer limits the amount elected to either a fixed percentage or a range of percentages of an Employee's earnings % of earnings (as defined in VI A 1 ) or up to % of earnings (as'defined in VI A 1) for the Plan Year. Newly eligible Employees shall be provided an election window of days (no more than 60) from the date of initial eligibility during which they may make the election to contribute. Contributions may begin no earlier than the calendar month following the end of the election window. If the Employee does not make the election in the year of initial eligibility, the electron to contribute may be made in a later year An annual electron window of . days (no more than 60) shall be provided during which the election may be made The election window shall run from to (insert your annual time frame for the electron window). Contributions may begin no ear- lier than the calendar year following the year of the election Once made, the electron is irrevocable and may not be revoked. b. Irrevocable Electron for Pre-Tax Contributions of Accrued Leave: A one-time, irrevocable electron of the amount of employer contributions of Employee accrued sick vacation other (describe) leave made on his or her behalf Yes No The Employer-limits the amount elected as shown below: Newly eligible Employees shall be provided an electron window of days(no more than 60 calendar days) from the date of initial eligibility during which they m ay make the electron to contribute Contributions may begin no earlier than the calendar month following the end of the election window. If the Employee does not make the election in the year of initial eligibility, the election to contribute may be made in a later year. An annual election window of days (no more than 60 calendar days) shall be provided during w h[a, the eiecuuri may be made The election window snail run from to (insert your annual time frame for the election window). Contributions may begin no earlier than the calendar year following the year of the election. Once made, the election is irrevocable and may not be revoked L� c. Annual Prospective Election for Pre-Tax Contributions of Leave. An annual, irrevocable election to have his or her 73 sick I vacation 71 other (describe) leave to be accrued in the next calendar year contributed to the Plan on his or her behalf . 13 The Employer Limits the aiiiciunt elected as shdwn below: Contributions al future leave accruals will be remitted to the Plan C3 as earned at the end of the calendar year the calendr year which ributions The election to contribute must be made in to succeeda+ng calendarbefore years unle s otherwise revisedor re to begin. Once made, the election shah apply revoked by the Employee on an annual basis. An annual election u�ir5dow of days (n a mo The election window shall run from re than 60 calendardays)is provided during to which eligible Employees may make the election to contribute (insert you, annual time frame for the election window). emal evenue Servico bas not In adopting section a, b, and or c,the ut ms on enacknowledgesintegral part trust the Int Chas obtained the advice of ruled el Irrevocable s c h c election contributions contributionsare counsel that such contributions are allowable under tcounsel.itions outlined in this Adoption Agreement. e Employer should discuss this issue with appropriate 2.Voluntary After-Tax Contributions for the Plan Year on VII.A Each Employee may contribute up to °l° of earnings (as defined in tart' a ) or $ a voluntary after-tax basis in no event may aggregate Employee voluntary after-tax contributions exceed 25% of total contributions in any Plan Year. An Employee shall have the right to discontinue or vary the rate of elective after flax contributions of Employee earnings By adopting this section,the Employer acknowledges that the internal Revenue Service has declined el h e u insubstantial amount t. M more than 25% of total contributions in any Plan Employee after tax contributions ins n integral part trust. lCMA-RC has obtained the advice of counsel that such -contributions are allowable in a discuss this issue with appropriate counsel. Year) The Employer should C. Limits on Total Contributions The total contribution on behalf of each Participant(including both Mlsl datory and Elective Contributions) for each Plan Year shall not exceed the following of earnings (as defined in VI.A 1 )• he percentage or dollar amount of earnings that may There is no Plan-defined limit an t be contributed 1-ii-nits on individual contnautian types are defined within the appropriate section above. ly to non collectively bargained self See Section V.A for a discussion of nondiscrimination rules that may app insured Plans 14 eJ *Oil. Vesting Schedule A. The account is 100% vested at all times, unless specified otherwise in B. below B. The following vesting schedule applies to Direct Employer Contributions outlined in VI.A 1: Years of Specified Service Percent Completed Vesting C. The account will become 100% vested upon the death, disability, retirement, or attainment of benefit eligibility by a Participant. Definition of retirement: D. Any period of service by a Participant prior to a rehire of the Participant by the Employer shall not count toward the vesting schedule outlined in B above Vill. Forfeiture Provisions Upon separation from the service of the Employer or upon reversion to the Trust of a Participant's account assets remaining upon the participant's death (as outlined in Section XI), a Participant's non-vested funds shall- Remain in the Trust to be reallocated among all Plan Participant's as Direct Employer Contributions for the next and succeeding contribution cycle(s) l�l Remain in the Trust to be reallocated on an equal dollar basis among all Plan Participants. ❑ Remain in the Trust to be reallocated among all Plan Participants based upon Participant account bal- ances. Revert to the Employer. In the case of separation from service, the Participant's non-vested funds shall be applied as shown above In the case of reversion due to the Participant's death under Section XI, the remaining account assets shall be applied as shown above IX. Eligibility Requirements to Receive Medical Benefit Payments from the VantageCare Retirement Health Savings Plan A. A Participant is eligible to receive benefits: At retirement only (as defined in Section VII C ) At separation from service with the fohowing restrictions At age only At retirement and age ___)CA.At retirement or age 15 YL B. Termination prior to general benefit eligibility: A Participant who separates from the service of the Employer prior to attaining benefit eligibility as outlined in Section IX.A. or C. will be eligible to receive benefits Immediately upon separation from service. 17 At age C A Participant who dies or becomes totally and permanently disabled (as defined by the Social Security Administration) will become immediately eligible to receive medical benefit payments from his/her VantageCare Retirement Health Savings Plan account X. Permissible Medical Benefit Payments Benefits eligible for payment consist of: A. All Medical Expenses eligible under IRC Section 213* other than direct long-term care expenses, OR B. The following Medical Expenses (select only the expenses you wish to cover under the VantageCare Retirement Health Savings Plan): Medical Insurance Premiums Medical Out-of-Pocket Expenses* Medicare Part B Insurance Premiums Medicare Supplement Insurance Premiums COBRA Premiums Dental Insurance Premiums Dental Out-of-Pocket Expenses* Long Term Care Insurance Premiums Other (Must be eligible under IRC Section 213)* * See Section VA for a discussion of nondiscrimination rules which may apply to non-collectively bargained, self-insured Plans XI Death Benefit In the event of a Participant's death, the following shall apply: Account Transfer.The surviving spouse and/or surviving eligible dependents (as defined in Section XIII F) of the deceased Participant are immediately eligible to maintain the account and utilize it to fund eligible medical bene- fits specified in Section X above Upon notification of a Participant's death, the Participant's account balance will be transferred into the Vantagepoint Money Market Fund* The account balance may be reallocated by the surviving spouse or dependents *Please read the current prospectus carefully prior to investing. An investment in this fund is neither insured nor guaranteed and there can be no assurance that the Fund will be able to maintain a stable net asset value of $1.00 per share. Vantagepoint Mutual Funds are distributed by ICMA-RC Services, LLC, a controlled affiliate of ICMA Retirement Corporation Member NASD/S1PC If a Participant's account balance has not been fully utilized upon the death of the eligible spouse, the account balance may continue to be utilized to pay benefits of eligible dependents Upon the death of all eligible depend- ents, the balance will be available for medical benefits for the designated beneficiary of the last dependent or spouse to die Assets remaining upon the death of a designated beneficiary shall be available for medical bene- fits of the beneficiary's designated beneficiary If there is no living beneficiary0es), the account will revert to the Plan to be applied as specified in Section Vill. 16 EMPLOYER By. Title. Attest Accepted Vantagepoint Transfer Agents, LLC Corporate Secretary 18 There will be no elective withholding of federal, state, or local taxes for medical benefit payments to the 'articrpant's spouse's or dependent's designated beneficiary(ies). ;f there are no living spouse or dependents at the time of death of the Participant, the account will be available for medical benefits for the designated beneficiary(ies) of the Participant Assets remaining upon the death of all designated beneficiaries shall be available for medical benefits of the beneficiary's beneficiary If there is no liv- ing beneficiary(ies), the account will revert to the Plan to be applied as specified in Section Vill. There will be no elective withholding of federal, state, or local taxes for medical benefit payments to the Participant's beneficiary(ies) or any beneficiary's beneficiary XII De Minimis Accounts Upon separation from the service of the Employer prior to a Participant becoming eligible for medical benefits from a VantageCare Retirement Health Savings Plan account, Participant accounts that are considered de min- imis as specified below will be paid to the Participant The de minimis account value shall be $5,000 or less The de minimis account value shall be $ (insert dollar amount between $0 and $5,000) or less 10 The Plan shall not allow de minimis account distributions XIII. The Plan will operate according to the following provisions: A. Employer Responsibilities 1. The Employer will submit all VantageCare Retirement Health Savings Plan contribution data via electronic submission. 2. Participant status updates and/or changes or personal information updates and/or changes (Participants' ;I termination dates, Participants' benefit eligibility dates, etc.) will be provided via electronic submission. B. Participant account administration fees will be paid through the redemption of Participant account shares, unless agreed upon otherwise in the Administrative Services Agreement C. Employer plan fees will be paid by the Employer as outlined in the Administrative Services Agreement. D. Assignment of benefits is not permitted. E. Payments to an alternate payee (payee other than a Participant) are not permitted with the exception of reim- bursement of health insurance premiums to the Employer. F An ellgihle dependent is the Participant's lawful spouse and any other individual who is a person described in IRC Section 152(a) G The Employer will be responsible for withholding, reporting and remitting any applicable taxes, as outlined in the VantageCare Retirement Health Savings Plan Employer Manual. XIV. The Employer hereby acknowledges it understands that failure to properly fill out this Employer VantageCare Retirement Health Savings Plan Adoption Agreement may result in the loss of tax exemption of the Trust and/or loss of tax-deferred status for Employer contributions 17 VantageCare Retirement Health Savings Plan Implementation Data Form - Page 1 Instructions to Employer Provide necessary information to establish your plan properly ICMA RETIREMENT CORPORATION Please contact your New Business Analyst at 1-800-326-7272,if you have any questions ICMA-RC Use Only 1 Employer# 801 (v5q General Information 2 (902) Employer's Full Name C tr, OF Kttwr 3 (924) Street Address CRQO - (925) 4 (918) City: KkJ-tT (919) State 1.OA (920) Zip Code 9g032 5 (633) Primary Contact —hU»a2. 6 (634) Primary Contact Title �akA.)f_F tTS M A.mA ..& 7. (631) Primary Contact Telephone# (a53) 856-$a90 8 (632)Fax#.(Q53) S5 to• (oa10 9 (PTOO) E-mail Address L�Fota���t2®G .KtntT. tz14 LL5 10 (882) Employer's Federal Tax Identification Number 9 I-(CooI a5`� 11 #of Employees rl 8M0 12 #of Employees Eligible for Plan Participation ( I S 13. #of Employees Eligible to Receive Medical Benefits: 1$ Plan Implementation 14. Plan Level Quarterly Statements* (Note- *=default) Information a Sort Order: (629) ❑ S=SSN* 21 N=Name b Output Media- (627) ® P=Paper* ❑ M=Microfiche ❑ B=Bound c. Type. (626) Q9 S=Summary* ❑ D=Detail 15. (611)Contribution Information-(Nate:*=default) a Frequency (check one). ❑ (0) Bi-weekly* ❑ (4)Monthly ❑ (8) Semi-quarterly ❑ (1)Weekly % (5) Semi-Monthly ❑ (9) Bi-annually ❑ (2) Semi-weekly ❑ (6) Bi-quarterly ❑ (10)Annually ❑ (3) Bi-monthly ❑ (7) Quarterly ❑ (11) Semi-annually ❑ ( ) Other b Deposit Medium- (624) ❑ Check* XWire ❑ EFT c Data Medium EZ Link Required to participate in RHS Plan d. First Contribution Date Following Implementation--61-OS•07 ICMA Retirement Corporation •Attn•Records Management Unit•PO Box 96220•Washington, DC 20090-6220•Toll Free 1-800 669-7400 20 VantageCare Retirement Health Savings Plan Implementation Data Form - Page 2 Plan Contacts ICMA RETIREMENT CORPORATION (if any item#16-21 is left blank,the Primary Contact in#5 will receive mailings Payroll Contact Information 16 PTO] Contact Signature Kn tt' _ (200) Contact Name KARt I&Abl,t'_ou Please indicate (P00) Contact Title ;i�1'n t-F-LTS prf3A 1.. fezT' alternate addresses in 5 �a(420) Telephone 4 Slo' Fax SSIo- /yal0 Coments Section 17 PT08 Contact Signature c <w ��-- (200) Contact Name (200) Contact Title -g-Fl1 b Pwn1PrL`f'z-r (420) Telephone M) e5ta- 5a98 Fax (Z,�5 654c- 4oa.-70 18 PT09 Contact Signature (200) Contact Name (200) Contact Title (420) Telephone. (_) Fax (_► Contribution 19 PT02 (200) Contact Name. K1a21 blDtC-O'Pr Contact (200) ContactTitle 'Otntizzy-15 A-A-Y Nb'rr Information p Fax S(53) � .r(o-(o 270 (420) Telephone 8`.i 10^b a�i`�- Trustee Contact 20 PT10 (200) Trustee Name ��C'.K`f ec)Lo L'P- - Information (200) Trustee Title Z kn t-r-L- 5 JmAn1 AC.�12 (200) Trustee Address, o�a0 -4 A-OL' S Street City KILT State 67A Zip q$03a (420) Telephone 0153) 85fo•5a90 Fax- 6Z-3►85fc-loa70 Billing (Fees) 21 PT06 (200) Contact Name {- 4)R1 9A-)jjtrC7-r- Contact (200) Contact Title l� r TS AyijA- V -T Information (420) Telephone ( ) 85(0- 5'a4'/- Fax (42) as(o-&Z-70 Comments: (Alternate Addresses for #16-21) Internal Use Only 641 912 608 ICMA Retirement Corporation•Attn. Records Management Unit•PO Box 96220•Washington, DC 20090-6220•Tall Free 1-800 669-7400 21 r ,~ SUGGESTED AFFIRMATIVE STATEMENT FOR ADOPTION OF THE VANTAGECARE RETIREMENT HEALTH SAVINGS (RHS) PROGRAM Plan Number: 8 01 (o 59 Name of Employer: C rrt o F �<eN C State. (f)a Affirmative Statement of the above-named Employer (the "Employer"): WHEREAS, the Employer has employees rendering valuable services, and WHEREAS, the establishment of a retiree health savings plan serves the interests of the Employer by enabling it to provide reasonable security regarding such employees' health needs during retirement, by providing increased flexibility in its personnel management system, and by assisting in the attraction and retention of j competent personnel, and WHEREAS, the Employer has determined that the establishment of the retiree health savings plan (the "Plan") serves the above objectives; I NOW THEREFORE, as a duly authorized agent of the Employer, I hereby: ESTABLISH the Employer's Plan in the form of the ICMA Retirement Corporation's VantageCare Retirement Health Savings program; and SPECIFY that the assets of the Plan shall be held in trust, with the Employer serving as trustee ("Trustee"), for the exclusive benefit of the Plan participants and their beneficiaries, and the assets of the plan shall not be diverted to any other purpose prior to the satisfaction of all liabilities of the Plan. The Employer has executed the Declaration of trust of the C r'T-f of K*"!)-r (name of Employer) Integral Part Trust in the form of: (Select one) The model trust made available by the ICMA Retirement Corporation The trust provided by the Employer (executed copy attached hereto). SPECIFY that the IcdlyF-tTS MJgr4A!:;tR. (use title of Employer's official, not name) shall be the coordinator and contact for the Plan and shall receive necessary reports, notices, etc DATE: (Title of Desi ated Agent) (Sig t re) 3 A ADMINISTRATIVE SERVICES AGREEMENT Type: VantageCare RHS Account Number: 801659 Plan# 801659 ADMINISTRATIVE SERVICES AGREEMENT This Agreement,made as of the 16 day of 20 O io (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 Kent ("Employer") a local governmental instrumentality organized and existing under the laws of the State of Washington with an office at 220 41"Avenue South, Kent, Washington 98032. RECITALS Employer acts as a public plan sponsor for a retiree health plan with responsibility to obtain investment alternatives and services for employees participating in that plan, Employer desires to make the VantageCare Retirement Health Savings Plan("RHS Plan"or"Plan") provided by ICMA-RC available to its employees; ICMA-RC makes available the Vantagepomt Funds, a no-load, diversified mutual fund, for investment of public employer plan assets, including RHS Plan assets; ICMA-RC provides a complete offering of services to public employers for the operation of employee retirement and retiree health savings plans including,but not limited to,communications concerning investment alternatives, account maintenance, account record-keeping,investment and tax reporting, form processing,benefit disbursement and asset management. AGREEMENTS 1. Acceptance of RHS Plan Employer agrees to make the RHS Plan provided by ICMA-RC available to its employees. The details of the RHS Plan shall be as mutually agreed between the Employer and ICMA-RC, and in general shall be as set forth in the RHS Plan materials developed by ICMA-RC and provided to Employer. The RHS Plan 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 RHS Plan materials. RES plan materials shall include the VantageCare RHS Employer Manual, available electronically through the EZ Link System upon plan adoption. The functions to be performed by ICMA-RC and its agents include: (a) allocation in accordance with participant direction of individual accounts to investment funds ("Funds") made available to Plan participants; (b) maintenance of individual accounts for participants reflecting amounts contributed, - 2 - Plan# 801659 income, gain,or loss credited, and amounts disbursed as benefits; (c) provision of periodic reports to the Employer and participants of the status of Plan investments and individual accounts; (d) communication to participants of information regarding their rights and elections under the Plan; (e) disbursement of benefits as agent for the Employer in accordance with terms of the Plan;and (f) performance of tax withholding and reporting in conjunction with the Employer for each RHS account. 2. 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 cant'out its responsibilities with respect to the Plan,including information needed to allocate individual participant accounts to Funds, and information as to the employment status of participants, and participant ages, addresses, beneficiaries and other identifying information (including tax identification numbers). 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, dependent, or beneficiary that is furnished by such participant, dependent, or beneficiary, and ICMA-RC shall not be responsible for any error arising from its reliance on such information. ICMA-RC will provide account information in reports,statements or accountings 3. Certain Rgpresentations 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. (b) ICMA-RC is an investment adviser registered as such with the 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 Securities and Exchange Commission (SEC) and is a member in good standing of the National Association of Securities Dealers, Inc. Employer represents and warrants to ICMA-RC that: (c) 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 - 3 - : Plan# 801659 Agreement Execution,delivery, and performance of this Agreement will not conflict with any law,rule,regulation or contract by winch the Employer is bound or to winch it is aparty. (d) Information required to be retained by the Employer shall be set forth in the RHS plan materials developed by ICMA-RC and provided to the Employer. (e) Employer is responsible for determining that there are no state or local laws that would prohibit it from establishing ICMA-RC's VantageCare RHS program. Employer is also responsible for determining that the investments selected for the RHS plan fall within state/local requirements. (f) Employer acknowledges that the RHS plan may be treated as a "health plan" for Health Insurance Portability and Accountability Act ("HIPAA") purposes and therefore may be subject to HIPAA privacy rules If it is determined that the RHS plan is considered a"health plan", an employer sponsoring RHS would be responsible for complying with the HIPAA privacy and security rules regarding protected health information of RHS plan participants. ICMA-RC has procedures in place to safeguard the protected health information ofRHS plan participants. 4. 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 a medical child support order. Unless Employer notifies ICMA-RC otherwise, Employer authorizes ICMA-RC to determine whether disbursement of benefits to a former spouse, spouse or child pursuant to a medical child support order is appropriate. 5. Compensation and Pa ent (a) Absent an explicit agreement to the contrary between ICMA-RC and Employer,participant fees and expenses shall be payable from RHS assets,in accordance with the requirements of the RHS Plan as set forth below (i) Employer with ICMA-RC §401 and§457 retirement plan average participant account balances of$25,000 or more: A$30 annual account fee will be charged to each Accountholder's account upon attainment of Benefit Eligibility by the Accountholder. Benefit Eligibility shall be transmitted electronically to ICMA-RC by Employer through the EZ Link System. Benefit Eligibility shall mean the quarter in which the Accountholder becomes eligible to use of the account for reimbursement of medical expenses under the terms of the Employer's RHS Plan. The account fee will be charged against the account on a quarterly basis. - 4 - Plan# 801659 In addition to the annual account fee, an annual asset fee of 0 30%(30 basis points) will be charged on a quarterly basis,based on the balance in the account on the last day of the previous quarter. (ii) Employer with ICMA-RC §401 and §457 retirement plan average participant account balances of less than $25,000,or Employer who does not currently have a retirement plan with ICMA-RC: A $30 annual account fee will be charged to each Accountholder's account upon attainment of Benefit Eligibility by the Accountholder. Benefit Eligibility shall be transmitted electronically to ICMA-RC by Employer through the EZ Link System. Benefit Eligibility shall mean the quarter in which the Accountholder becomes eligible to use of the account for reimbursement of medical expenses under the terms of the Employer's RHS Plan. The account fee will be charged against the account on a quarterly basis. In addition to the annual account fee, an annual asset fee of 0 40% (40 basis points) will be charged on a quarterly basis,based on the balance in the account on the last day of the previous quarter. When the average participant account balance of the Employer's §401 and §457 retirement plans with ICMA-RC totals$25,000 or more(based on the balances in the Employer's retirement plans on the last day of the previous quarter), the pricing detailed in paragraph 8.a. shall apply beginning in the subsequent quarter (iii) Account administration fees are subject to change with appropriate prior notification (b) Compensation for Advisory and other Services to the Vantagepoint Funds. Employer acknowledges that certain wholly-owned subsidiaries of ICMA-RC receive compensation for advisory and other services furnished to the Vantagepoint Funds.The fees referred to in this subsection are disclosed in the Vantagepoint Funds Prospectus. 6. Custody Employer understands that amounts contributed to the RHS plan are to be remitted directly to Vantagepoint Transfer Agents in accordance with instructions provided to Employer in the RHS plan materials and are not to be remitted to the ICMA Retirement Trust or ICMA-RC. In the event that any check or wire transfer is incorrectly labeled or transferred,ICMA-RC will return it to Employer with proper instructions. - 5 - Plan# 801659 7. Responsibility (a) ICMA-RC shall not be responsible for any acts or omissions of any person other than ICMA- RC in connection with the administration or operation of the Plan. (b) The Employer understands that, as a general matter, the Internal Revenue Service ("IRS") may decline to rule on certain design features or provisions that the Employer may request to have added to the RHS plan materials. The Employer agrees to hold ICMA-RC harmless in comiection with the addition and administration of any RHS plan feature or provision requested by the Employer for which the IRS will not provide express interpretive guidance. 8. Term This Agreement shall be in effect for an initial tern beginning on the Inception Date and ending 5 years after the Inception 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. 9. Amendments and Adjustments (a) This Agreement may not be amended except by wntten instrument signed by the parties. (b) The parties agree that an adjustment to compensation or administrative and operational services under this Agreement may only be implemented by ICMA-RC through a proposal to the Employer via correspondence or the Employer Bulletin. The Employer will be given at least 60 days to review the proposal before the effective date of the adjustment. Such adjustment shall become effective unless,within the 60 dayperiod before the effective date, the Employer notifies ICMA-RC in writing that it does not accept such adjustment,in which event the parties will negotiate with respect to the adjustment. (c) No failure to exercise and no delay in exercising any right, remedy, power or privilege hereunder shall operate as a waiver of such right, remedy,power or privilege. 10. Notices Alt notices required to be delivered under Section 9 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; (n) 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. it. Complete Agreement This Agreement shall constitute the sole agreement between ICMA-RC and Employer relating to the - 6 - t` Plan# 801659 object of this Agreement and correctly sets forth the complete rights,duties and obligations of each party to the other as of its date. Any prior agreements, promises, negotiations or representations, verbal or otherwise, not expressly set forth in this Agreement are of no force and effect. 12. Governing Law This agreement shall be governed by and construed in accordance with the laws of the State of Washington applicable to contracts made in thatlunsdiction without reference to its conflicts of laws provisions In Witness Whereof,the parties hereto have executed this Agreement as of the Inception Date first above written. CITY OF KENT Name of Em 1 yer/11 it D ate 70 Name and Title (Please Print) / INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION :bY Paul Gallagher Corporate Secretary - 7 - KC fHI IV nUUALLI DECLARATION OF TRUST OF THE flF INTEGRAL PART TRUST NAME OF EMPLOYER 3 DECLARATION OF TRUST OF THE C ii-t or- KtN,T" NAME OF EMPLOYER INTEGRAL PART TRUST Declaration of Trust made as of the I Lo_day of kUtCkyyt,L US _' , 20 9�e, by and between the IT`r OF Kt-r..tT a Name of Employer State Type of Entity (hereinafter referred to as the "Employer") and 1 L(`r aF ( ZN3— or its designee (hereinafter Name of Trustee referred to as the "Trustee"). RECITALS WHEREAS,the Employer is a political subdivision of the State of ljDabiA ► t ia;rpL exempt from federal income tax under the Internal Revenue Code of 1986; and state WHEREAS,the Employer provides for the security and welfare of its eligible employees(here- inafter referred to as "Participants"),their Spouses, Dependents and Beneficiaries by the maintenance of one or more post-retirement welfare benefit plans, programs or arrangements which provide for life, sickness, medical, disability, severance and other similar benefits through insurance and self-funded reimbursement plans(collectively the "Plan");and WHEREAS, it is an essential function and integral part of the exempt activities of the Employer to assist Participants, their Spouses, Dependents and Beneficiaries by making contributions to and accu- mulating assets in the trust, a segregated fund,for post-retirement welfare benefits under the Plan; and WHEREAS,the authority to conduct the general operation and administration of the Plan is vested in the Employer or its designee, who has the authority and shall be subject to the duties with respect to the trust specified in this Declaration of Trust; and WHEREAS, the Employer wishes to establish this trust to hold assets and income of the Plan for the exclusive benefit of Plan Participants,their Spouses, Dependents and Beneficiaries; NOW,THEREFORE, the parties hereto do hereby establish this trust, by executing the Declara- tion of Trust of the C iT-r y �,vs= Integral Part Trust thereinafter referred to Name of mployer as the "Trust"), and agree that the following constitute the Declaration of Trust (hereinafter referred to as the "Declaration'T 4 ARTICLE 1 Definitions 1.1 Definitions. For the purposes of this Declaration,the following terms shall have the respective meanings set forth below unless otherwise expressly provided. (a) "Account"means the individual recordkeeping account maintained under the Plan to record the interest of a Participant in the Plan in accordance with Section 7.4. (b) "Administrator"means the Employer or the entity designated by the Employer to carry out admin- istrative services as are necessary to implement the Plan (c) "Beneficiary" means the Spouse and Dependents, or the person or persons designated by the Participant pursuant to the terms of the Plan, who will receive any benefits payable hereunder in the event of the Participant's death. A Beneficiary may also designate a beneficiary(ies)to receive any benefits payable hereunder in the event of the preceding Beneficiary's death, until the satisfac- tion of all liabilities under the Plan to provide benefits. In the case where there is no designated Beneficiary, any amount of contributions, plus accrued earnings thereon, remaining in the Account must, under the terms of the Plan, be returned to the Trust. (d) "Code" means the Internal Revenue Code of 1986, as amended from time to time. (e) "Dependent"means an individual who is a person described in Code Section 152(a). (f) "Investment Fund" means any separate investment option or vehicle selected by the Employer in which all or a portion of the Trust assets may be separately invested as herein provided The Trustee shall not be required to select any Investment Fund. (g) "Nonforfeitable Interest" means the interest of the Participant or the Participant's Spouse, Depend- ent or Beneficiary (whichever is applicable) in the percentage of Participant's Employer's contribu- tion which has vested pursuant to the vesting schedule specified in the Employer's Plan A Partici- pant shall, at all times, have a one hundred percent (100%) Nonforfeitable Interest in the Partici- pant's own contributions. IN "Spouse" means the Participant's lawful spouse as determined under the laws of the state in which the Participant has his primary place of residence. (i) "Trust" means the trust established by this Declaration. W "Trustee" means the Employer or the person or persons appointed by the Employer to serve in that capacity. 5 ARTICLE 11 Establishment of Trust 2.1 The Trust is hereby established as of the date set forth above for the exclusive benefit of Partici- pants, their Spouses, Dependents and Beneficiaries. ARTICLE III Construction 3.1 This Trust and its validity,construction and effect shall be governed by the laws of the State of lt7Rrn"Lq -Mel State 3.2 Pronouns and other similar words used herein in the masculine gender shall be read as the feminine gender where appropriate, and the singular form of words shall be read as the plural where appropriate. 3.3 If any provision of this Trust shall be held illegal or invalid for any reason, such determination shall not affect the remaining provisions, and such provisions shall be construed to effectuate the purpose of this Trust. ARTICLE IV Benefits 4.1 Benefits. This Trust may provide benefits to the Participant, the Participant's Spouse, Dependents and Beneficiary(ies) pursuant to the terms of the Plan. 4.2 FormW Benefits. This Trust may provide benefits by cash payment. This Trust may reimburse the Participant, his Spouse, Dependents or Beneficiary(ies)for insurance premiums or other payments ex- pended for permissible benefits described under the Plan. This trust may reimburse the Employer, or the Administrator for insurance premiums. ARTICLE V General Duties 5.1 It shall be the duty of the Trustee to hold title to assets held in respect of the Plan in the Trustee's name as directed b the Employer or its designees in writing. The Trustee shall not be under an duty to com- pute the amount of contributions to be paid by the Employer or to take any steps to collect such amounts as may be due to be held in trust under the Plan. The Trustee shall not be responsible for the custody, investment, safekeeping or disposition of any assets comprising the Trust, to the extent such functions are performed by the Employer or the Administrator, or both 5.2 It shall be the duty of the Employer, subject to the provisions of the Plan, to pay over to the Adminis- trator or other person designated hereunder from time to time the Employer's contributions and Partici- pants' contributions under the Plan and to inform the Trustee in writing as to the identity and value of the assets titled in the Trustee's name hereunder and to keep accurate books and records with respect to the Participants of the Plan. 6 ARTICLE VI Investments 6.1 The Employer may appoint one or more investment managers to manage and control all or part of the assets of the Trust and the Employer shall notify the Trustee in writing of any such appointment 6.2 The Trustee shall not have any discretion or authority with regard to the investment of the Trust and shall act solely as a directed Trustee of the assets of which it holds title.To the extent directed by the Employer (or Participants, their Spouses and Dependents, or Beneficiaries to the extent provided herein) the Trustee is authorized and empowered with the following powers, rights and duties, each of which the Trustee shall exercise in a nondiscretionary manner: (a) To cause stocks, bonds, securities, or other investments to be registered in its name as Trustee or in the name of a nominee, or to take and keep the same unregistered; (b) To employ such agents and legal counsel as it deems advisable or proper in connection with its duties and to pay such agents and legal counsel a reasonable fee. The Trustee shall not be liable for the acts of such agents and counsel or for the acts done in good faith and in reliance upon the advice of such agents and legal counsel, provided it has used reasonable care in selecting such agents and legal counsel; (c) To exercise where applicable and appropriate any rights of ownership in any contracts of insurance in which any part of the Trust may be invested and to pay the premiums thereon; and (d) At the direction of the Employer(or Participants,their Spouses,their Dependents,their Benefi- ciaries, or the investment manager, as the case may be) to sell, write options on, convey or transfer, invest and reinvest any part thereof in each and every kind of property, whether real, personal or mixed,tangible or intangible, whether income or non-income producing and wherever situated, including but not limited to, time deposits (including time deposits in the Trustee or its affiliates, or any successor thereto, if the deposits bear a reasonable rate of interest), shares of common and preferred stock, mortgages, bonds, leases, notes, debentures, equipment or collateral trust certificates, rights,warrants, convertible or exchangeable securi- ties and other corporate, individual or government securities or obligations, annuity, retire- ment or other insurance contracts, mutual funds (including funds for which the Trustee or its affiliates serve as investment advisor, custodian or in a similar or related capacity), or in units of any other common,collective or commingled trust fund. 6.3 Notwithstanding anything to the contrary herein, the assets of the Plan shall be held by the Trustee as title holder only. Persons holding custody or possession of assets titled to the Trust shall include the Employer, the Administrator,the investment manager, and any agents and subagents, but not the Trustee. The Trustee shall not be responsible or liable for any loss or expense which may arise from or result from compliance with any direction from the Employer,the Administrator,the investment manager, or such agents to take title to any assets nor shall the Trustee be responsible or liable for any loss or expense which may result from the Trustee's refusal or failure to comply with any direction to hold title, except if the same shall involve or result from the Trustee's negligence or intentional misconduct. The Trustee may refuse to comply with any direction from the Employer,the Administrator, the investment manager, or such agents in the event that the Trustee, in its sole and absolute discretion, deems such direction illegal. 6.4 The Employer hereby indemnifies and holds the Trustee harmless from any and all actions, claims, demands, liabilities, losses, damages or reasonable expenses of whatsoever kind and nature in connection with or arising out of(i) any action taken or omitted in good faith by the Trustee in accordance with the directions of the Employer or its agents and subagents hereunder, or (it) any disbursements of any part of the Trust made by the Trustee in accordance with the directions of the Employer, or (iii) any action taken by or omitted in good faith by the Trustee with respect to an investment managed by an investment manager in accordance with any direction of the investment manager or any inaction with respect to any 7 such investment in the absence of directions from the investment manager. Notwithstanding anything to the contrary herein, the Employer shall have no responsibility to the Trustee under the foregoing indemni- fication if the Trustee fails negligently, intentionally or recklessly to perform any of the duties undertaken by it under the provisions of this Trust. 6.5 Notwithstanding anything to the contrary herein, the Employer or, if so designated by the Employer, the Administrator and the investment manager or another agent of the Employer,will be responsible for valuing all assets so acquired for all purposes of the Trust and of holding, investing,trading and disposing of the same The Employer will indemnify and hold the Trustee harmless against any and all claims, actions, demands, liabilities, losses, damages, or expenses of whatsoever kind and nature, which arise from or are related to any use of such valuation by the Trustee or holding, trading, or disposition of such assets. 6.6 The Trustee shall and hereby does indemnify and hold harmless the Employer from any and all ac- tions, claims, demands, liabilities, losses, damages and reasonable expenses of whatsoever kind and nature in connection with or arising out of (a)the Trustee's failure to follow the directions of the Employer, the Administrator,the investment manager, or agents thereof, except as permitted by the last sentence of Section 6.3 above, (b) any disbursements made without the direction of the Employer,the Administrator, the investment manager or agents thereof; and (c) the Trustee's negligence, willful misconduct, or reck- lessness with respect to the Trustee's duties under this Declaration. ARTICLE VII Contributions 7.1 Employer Contnbutions. The Employer shall contribute to the Trust such amounts as specified in the Plan or by resolution. 7.2 Participant Contributions. If specified in the Plan, each Participant may make voluntary after-tax contributions. Under no circumstances shall Participant Contributions exceed an insubstantial amount. These contributions shall be collected by the Employer and remitted to the Trust for deposit at such time or times as required under the terms of the Plan 7.3 Accrued Leave. Contributions up to an amount equal to the value of accrued sick leave,vacation leave, or other type of accrued leave, as permitted under the Plan. The Employer's Plan must provide a formula for determining the value of the Participant's contribution of accrued leave . The Employer's Plan must contain a forfeiture provision that will prevent Participants from receiving the accrued leave in cash in lieu of a contribution to the Trust. 7.4 Accounts. Employer contributions, Participant contributions, and contributions of accrued leave , all investment income and realized and unrealized gains and losses, and forfeitures allocable thereto will be deposited into an Account in the name of the Participant for the exclusive benefit of the Participant, his Spouse, Dependents and Beneficiaries. The assets in each Participant's Account may be invested in Investment Funds as directed by the Participant (or, after the Participant's death, by the Spouse, Dependents or Beneficiaries) from among the Investment Funds selected by the Employer. 7.5 Receipt of Contributions. The Employer or, if so designated by the Employer,the Administrator or investment manager or another agent of the Employer, shall receive all contributions paid or delivered to it hereunder and shall hold, invest, reinvest and administer such contributions pursuant to this Declara- tion, without distinction between principal and income. The Trustee shall not be responsible for the calculation or collection of any contribution under the Plan, but shall hold title to property received in respect of the Plan in the Trustee's name as directed by the Employer or its designee pursuant to this Declaration. 8 7.6 No amount in any Account maintained under this Trust shall be subject to transfer, assignment, or alienation, whether voluntary or involuntary, in favor of any creditor, transferee, or assignee of the Em- ployer, the Trustee, any Participant, his Spouse, Dependent, or Beneficiaries. 7.7 Upon the satisfaction of all liabilities under the Plan to provide such benefits, any amount of Employer contributions, plus accrued earnings thereon, remaining in such separate Accounts must, under the terms of the Plan, be returned to the Employer ARTICLE VIII Other Plans If the Employer hereafter adopts one or more other plans providing life, sickness, accident, medical, disability, severance, or other benefits and designates the Trust hereby created as part of such other plan, the Employer or, if so designated by the Employer,the Administrator or an investment manager or an- other agent of the Employer shall, subject to the terms of this Declaration, accept and hold hereunder contributions to such other plans. In that event (a) the Employer or, if so designated by the Employer, the Administrator or an investment manager or another agent of the Employer, may commingle for invest- ment purposes the contributions received under such other plan or plans with the contributions previously received by the Trust, but the books and records of the Employer or, if so designated by the Employer,the Administrator or an investment manager or another agent of the Employer, shall at all times show the portion of the Trust Fund allocable to each plan, (b) the term "Plan" as used herein shall be deemed to refer separately to each other plan; and (c) the term "Employer" as used herein shall be deemed to refer to the person or group of persons which have been designated by the terms of such other plans as having the authority to control and manage the operation and administration of such other plan ARTICLE IX Disbursements and Expenses 9.1 The Employer or its designee shall make such payments from the Trust at such time to such persons and in such amounts as shall be authorized by the provisions of the Plan provided, however, that no payment shall be made, either during the existence of or upon the discontinuance of the Plan (subject to Section 7.7), which would cause any part of the Trust to be used for or diverted to purposes other than the exclusive benefit of the Participants,their Spouses and Dependents, and Beneficiaries pursuant to the provisions of the Plan. 9.2 All payments of benefits under the Plan shall be made exclusively from the assets of the Accounts of the Participants to whom or to whose Spouse, Dependents, or Beneficiaries such payments are to be made, and no person shall be entitled to look to any other source for such payments. 9.3 The Employer,Trustee and Administrator may be reimbursed for expenses reasonably incurred by them in the administration of the Trust. All such expenses, including, without limitation, reasonable fees of accountants and legal counsel to the extent not otherwise reimbursed, shall constitute a charge against and shall be paid from the Trust upon the direction of the Employer. ARTICLE X Accounting 10.1 The Trustee shall not be required to keep accounts of the investments, receipts, disbursements, and other transactions of the Trust, except as necessary to perform its title-holding function hereunder All accounts, books, and records relating thereto shall be maintained by the Employer or its designee. 9 + 10.2 As promptly as possible following the close of each year,the Trustee shall file with the Employer a written account setting forth assets titled to the Trust as reported to the Trustee by the Employer or its designee. ARTICLE XI Miscellaneous Provisions 11.1 Neither the Trustee nor any affiliate thereof shall be required to give any bond or to qualify before, be appointed by, or account to any court of law in the exercise of its powers hereunder. 11.2 No person transferring title or receiving a transfer of title from the Trustee shall be obligated to look to the propriety of tha arts of the Trustee in connection therewith. 11.3 The Employer may engage the Trustee as its agent in the performance of any duties required of the Employer under the Plan, but such agency shall not be deemed to increase the responsibility or liability of the Trustee under this Declaration. 11.4 The Employer shall have the right at all reasonable times during the term of this Declaration and for three (3) years after the termination of this Declaration to examine, audit, inspect, review, extract informa- tion from, and copy all books, records, accounts, and other documents of the Trustee relating to this Declaration and the Trustees' performance hereunder ARTICLE XII Amendment and Termination 12.1 The Employer reserves the right to alter, amend, or (subject to Section 9.1)terminate this Declaration at any time for any reason without the consent of the Trustee or any other person, provided that no amendment affecting the rights, duties, or responsibilities of the Trustee shall be adopted without the execution of the Trustee to the amendment. Any such amendment shall become effective as of the date provided in the amendment, if requiring the Trustee's execution, or on delivery of the amendment to the Trustee, if the Trustee's execution is not required. 12.2 Upon termination of this Declaration and upon the satisfaction of all liabilities under the Plan to provide such benefits, any amount of Employer contributions, plus accrued earnings thereon, remaining in such separate Accounts must, under the terms of the Plan, be returned to the Employer. ARTICLE XIII Successor Trustees 13.1 The Employer reserves the right to discharge the Trustee for any or no reason, at any time by giving ninety (90) days' advance written notice. 13.2 The Trustee reserves the right to resign at any time by giving ninety (90) days' advance written notice to the Employer. 13.3 In the event of discharge or resignation of the Trustee, the Employer may appoint a successor Trus- tee who shall succeed to all rights, duties, and responsibilities of the former Trustee under this Declara- tion, and the terminated Trustee shall be deemed discharged of all duties under this Declaration and responsibilities for the Trust. 10 r ARTICLE XIV Limited Effect of Plan and Trust Neither the establishment of the Plan and the Trust or any modification thereof,the creation of any fund or account, nor the payment of any benefits, shall be construed as giving to any person covered under the Plan or other person any legal or equitable right against the Trustee, the Administrator,the Employer or any officer or employee thereof, except as may otherwise be expressly provided in the Plan or in this Declaration. ARTICLE XV Protective Clause Neither the Administrator,the Employer, nor the Trustee shall be responsible for the validity of any con- tract of insurance or other arrangement maintained in connection with the Plan, or for the failure on the part of the insurer or provider to make payments provided by such contract, or for the action of any per- son which may delay payment or render a contract void or unenforceable in whole or in part. 1t f a IN WITNESS WHEREOF,the Employer and the Trustee have executed this Declaration by their respective duly authorized officers, as of the date first hereinabove mentioned. EMPLOYER: By: S� Title: TR E/ES: By: lj�nlldi;�Cloy By: Title: By: �¢-C.�t1. llt� Title:: lnLkz�o 12