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Backup Documents 07/12/2016 Item #16E 5 16E5 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP Z` Az .` TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO -� _ THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNAT ' Print on pink paper.Attach to original document.Original documents should be hand delivered to the Board Office.The completed routing slip and original documents are to be forwarded to the Board Office only after the Board has taken action on the item.) ROUTING SLIP Complete routing lines#1 through#4 as appropriate for additional signatures,dates,and/or information needed.If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#4,complete the checklist,and forward to Ian Mitchell(line#5). Route to Addressee(s) Office Initials Date (List in routing order) 1. Colleen Greene, Assistant County County Attorney's Office Attorney & Gj'.Cno 2. BCC Office Board of County Commissioners -100' 3. Minutes and Records Clerk of Court's Office 2:ISft 4. 5. 6. PRIMARY CONTACT INFORMATION (The primary contact is the holder of the original document pending BCC approval.Normally the primary contact is the person who created/prepared the executive summary.Primary contact information is needed in the event one of the addressees above,including Ian Mitchell on,need to contact staff for additional or missing information.All original documents needing the BCC Chairman's signature are to be delivered to the BCC office only after the BCC has acted to approve the item.) Name of Primary Staff Ofelia Tallon Phone Number 252-8715 Contact Agenda Date Item was July 12,2016 Agenda Item Number riC :6: Approved by the BCC Type of Document ICMA Administrative Services Agreement Number of Original 3 Attached three months extension Documents Attached INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. 01/4, (Initial) Applicable) 1. Original document has been signed/initialed for legal sufficiency.(All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney.This includes signature pages from ordinances, Or resolutions,etc. signed by the County Attorney's Office and signature pages from Or* contracts,agreements,etc.that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and possibly State Officials.) 2. All handwritten strike-through and revisions have been initialed by the County Attorney's Cry Office and all other parties except the BCC Chairman and the Clerk to the Board 3. The Chairman's signature line date has been entered as the date of BCC approval of the YES/OT document or the final negotiated contract date whichever is applicable. 4. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's YES/OT signature and initials are required. 5. In most cases(some contracts are an exception),the original document and this routing slip should be provided to Ian Mitchell in the BCC office within 24 hours of BCC approval. Cr*. Some documents are time sensitive and require forwarding to Tallahassee within a certain (�1 time frame or the BCC's actions are nullified.Be aware of your deadlines! 6. . I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05 16E 5 MEMORANDUM Date: September 19, 2016 To: Ofelia Tallon, Compensation Manager Human Resources Department From: Martha Vergara, Deputy Clerk Minutes & Records Department Re: Agreement Amendment #1 to Agreement #11-5730 ICMA Administrative Services Agreement—3-month extension Attached for your records is a copy of the ordinance referenced above, (Item #16E5) adopted by the Board of County Commissioners on Tuesday, September 13, 2016. The Minutes and Record's Department has held the original for the Board's Official Record. Ifyou have anyquestions, call - 4 a e please me at 252 72 0. Thank you. Attachment , 16E 5 Agreement Amendment# 1 to Agreement#11-5730 "Administrative Services Agreement" This amendment, dated 11 la- , 2016 to the referenced agreement shall be by and between the parties to the original Agreement, International City/County Management Association Retirement Corporation ("ICMA-RC") and Collier County Board of County Commissioners, a political subdivision of Florida,(to be referred to as"Employer"). Statement of Understanding RE: Agreement#11-5730"Administrative Services Agreement" The parties hereby agree to amend Agremeent #11-5730, Section 9 Term, by adding the following provision: *** The County Manager,or his designee,may, at his discretion,extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred and eighty(180)days. *** All other terms and conditions of the agreement shall remain in force. IN WITNESS WHEREOF, the parties have each, respectively, by an authorized person or agent, have executed this Amendment on the date(s)indicated below. 41A— Accepted 2 ,2016 Dwi ht E. Brock, Cle c BY: �, .Ate. 1 A s ilalrtnan'$�r� a BOA OF COUNTY COMMISSIONERS signature only.'=6 J, -''' OF :.,LEER CO . Y; FLORIDA By b Signature By. 1111/9 D nna Fiala,Chairman Print Name International City/- e> Management Association Second Witness: Retirement�y "ion /► By: By: / , Signature rgnaab�iba McFarquhar Print Name Print N >j iAtEr4iGf8lar proved as to Form and egality: °J2Q6°6&(-1)1A ssistant County Attorn y Note: Language deleted has been struek-threugh. New language has been underlined. 16E 5 • ADMINISTRATIVE SERVICES AGREEMENT -Between ICMA Retirement Corporation and Collier County'Board of County Commissioners Type: 457 Account#: 303201 . 16E , 5 Plan number 303201 ADMINISTRATIVE SERVICES AGREEMENT This Administrative Services Agreement("Agreement"),made as of the alp'day of Jay,2011 (herein referred to as the"Inception Date"),between the International City/County Management Association Retirement Corporation("ICMA-RC"), a nonprofit corporation organized and existing under the laws of the State of Delaware,and the Collier County Board of County Commissioners ("Employer"), an Entity organized and existing under the laws of the State of Florida with an office at 3299 Tamiami Trail East,Naples,Florida 34112. RECITALS Employer acts as public plan sponsor of a retirement plan ("Plan"), and in that • capacity, has responsibility to obtain administrative services and investment alternatives for the Plan; VantageTrust(the"Trust") is a group trust established and maintained in accordance with New Hampshire Revised Statutes Annotated section 391:1 and Internal Revenue Service Revenue Ruling 81-100, 1981-1 C.B. 326,which provides for the commingled investment of retirement funds held by various state and local governmental units for their employees; ICMA-RC acts as investment adviser to VantageTrust Company,the Trustee of the Trust; ICMA-RC has designed, and the Trust offers, a series of separate funds(the "Funds")for the investment of plan assets as referenced in the Trust's principal disclosure document,"Making Sound Investment Decisions:A Retirement Investment Guide."("Retirement Investment Guide"). The Funds are available only to public employers and only through the Trust and ICMA-RC. In addition to serving as investment adviser to the Trust,ICMA-RC provides a range of services to public employers for the operation of employee retirement plans including,but not limited to,communications concerning investment alternatives, account maintenance, account recordkeeping, investment and tax reporting,transaction processing,benefit disbursement,and asset management. 2 16E5 Plan number 303201 AGREEMENTS 1. Appointment of ICMA-RC Employer hereby appoints ICMA-RC as Administrator of the Plan to perform all nondiscretionary functions necessary for the administration of the Plan.The functions to be performed by ICMA-RC shall be those set forth in Exhibit A to this Agreement. 2. Adoption of Trust Employer has adopted the Declaration of Trust of VantageTrust Company and agrees to the commingled investment of assets of the Plan within the Trust.Employer agrees that operation of the Plan and the investment,management,and distribution of amounts deposited in the Trust shall be subject to the Declaration of Trust,as it may be amended from time to time and shall also be subject to terms and conditions set forth in disclosure documents(such as the Retirement Investment Guide or Employer Bulletins)as those terms and conditions may be adjusted from time to time. 3. Employer Duty to Furnish Information Employer agrees to furnish to ICMA-RC on a timely basis such information as is necessary for ICMA-RC to carry out its responsibilities as Administrator of the Plan, including information needed to allocate individual participant accounts to Funds in the Trust,and information as to the employment status of participants, and participant ages, addresses, and other identifying information(including tax identification numbers). Employer also agrees that it will notify ICMA-RC in a timely basis regarding changes in staff as it relates to various roles. This is to be completed through the online EZLink employer contact options. ICMA-RC shall be entitled to rely upon the accuracy of any information that is furnished to it by a responsible official of the Employer or any information relating to an individual participant or beneficiary that is furnished by such participant or beneficiary, and ICMA-RC shall not be responsible for any error arising from its reliance on such information. ICMA-RC will provide reports,statements and account information to the Employer through EZLink,the online plan administrative tool. Employer is required to send in contributions through EZLink,the online plan administration tool provided by ICMA-RC. Alternative electronic methods may be allowed,but must be approved by ICMA-RC for use. Contributions may not be sent through paper submittal documents. 4. Certain Representations and Warranties ICMA-RC represents and warrants to Employer that (a) ICMA-RC is a non-profit corporation with full power and authority to enter into this Agreement and to perform its obligations under this 3 16E 5 • Plan number 303201 Agreement.The ability of ICMA-RC to serve as investment adviser to the Trust is dependent upon the continued willingness of the Trust for ICMA- RC to serve in that capacity. (b) ICMA-RC is an investment adviser registered as such with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended.ICMA-RC Services,LLC(a wholly owned subsidiary of ICMA-RC)is registered as a broker-dealer with the U.S. Securities and Exchange Commission("SEC")and is a member in good standing with Financial Industry Regulatory Authority("FINRA")and the Securities Investor Protection Corporation("SIPC"). (c) ICMA-RC shall maintain and administer the Plan in compliance with the requirements for eligible deferred compensation plans under Section 457 of the Internal Revenue Code and other applicable federal law;provided, however,that ICMA-RC shall not be responsible for the eligible status of the Plan in the event that the Employer directs ICMA-RC to administer the Plan or disburse assets in a manner inconsistent with the requirements of Section 457 or otherwise causes the Plan not to be carried out in accordance with its terms. Further, in the event that the Employer uses its own customized plan document, ICMA-RC shall not be responsible for the eligible status of the Plan to the extent affected by terms in the Employer's plan document that differ from those in ICMA-RC's standard plan document. Employer represents and warrants to ICMA-RC that: (d) Employer is organized in the form and manner recited in the opening paragraph of this Agreement with full power and authority to enter into and perform its obligations under this Agreement and to act for the Plan and participants in the manner contemplated in this Agreement.Execution, delivery, and performance of this Agreement will not conflict with any law,rule, regulation or contract by which the Employer is bound or to which it is a party. (e) Employer understands and agrees that ICMA-RC's sole function under this Agreement is to act as recordkeeper and to provide administrative, investment or other services at the direction of Plan participants,the Employer, its agents or designees in accordance with the terms of this Agreement. Under the terms of this Agreement,ICMA-RC does not render investment advice, is not the Plan Administrator or Plan Sponsor as those terms are defined under applicable federal,state, or local law,and does not provide legal,tax or accounting advice with respect to the. creation, adoption or operation of the Plan and the Trust. ICMA-RC does not perform any service under this Agreement that might cause ICMA-RC • to be treated as a"fiduciary"of the Plan under applicable law except to the 4 16E 5 Plan number 303201 extent provided in the Managed Accounts agreement between the Employer and ICMA-RC dated November 13,,2007 to the beginning of that section on fiduciary status (f) Employer acknowledges that certain such services to be performed by ICMA-RC under this Agreement may be performed by an affiliate or agent of ICMA-RC pursuant to one or more other contractual arrangements or relationships, and that ICMA-RC reserves the right to change vendors with which it has contracted to provide services in connection with this Agreement without prior notice to Employer. (g) Employer approves the use non-specific information about its Plan in ICMA-RC external media,publications and materials. Examples include press releases announcements and inclusion of such plan information in request for proposal responses. 5. Participation in Certain Proceedings The Employer hereby authorizes ICMA-RC to act as agent,to appear on its behalf; and to join the Employer as a necessary party in all legal proceedings involving the garnishment of benefits or the transfer of benefits pursuant to the divorce or separation of participants in the Plan.Unless Employer notifies ICMA-RC otherwise,Employer consents to the disbursement by ICMA-RC of benefits that have been garnished or transferred to a former spouse,current spouse,or child pursuant to a domestic relations order or child support order. 6. Compensation and Payment (a) Plan Administration Fee.The amount to be paid for plan administration services under this Agreement shall be 0.29%per annum of the amount of Plan assets invested in the Trust.Any fees will be paid by the plan participants and not the COUNTY. Such fee shall be computed based on average daily net Plan assets in the Trust. (b) Mutual Fund Services Fee.There is an annual charge of 0.00%assessed against average daily net Plan assets invested in the Trust's non- proprietary Trust Series funds. (c) Compensation for Management Services to the Trust,Compensation for Advisory and other Services to The Vantagepoint Funds and Payments from Third-Party Mutual Funds.Employer acknowledges that in addition to amounts payable under this Agreement,ICMA-RC receives fees from the Trust for investment management services furnished to the Trust.Employer further acknowledges that certain wholly owned subsidiaries of ICMA-RC receive compensation for advisory and other services furnished to The Vantagepoint Funds,which serve as the 5 16E 5 Plan number 303201 underlying portfolios of a number of Funds offered through the Trust.The • fees referred to in this subsection are disclosed in the Retirement Investment Guide.These fees are not assessed against assets invested in the Trust's Mutual Fund Series. In addition,to the extent that third party mutual funds are included in the investment line-up for the Plan,ICMA- RC may receive payments from such third party mutual funds or their service providers,which may be in the form of 12b-1 fees,service fees, or compensation for sub-accounting or other services provided by ICMA-RC on behalf of the funds. (d) Redemption Fees. Redemption fees imposed by outside mutual funds in which Plan assets are invested are collected and paid to the mutual fund by ICMA-RC. ICMA-RC remits 100%of redemption fees back to the specific mutual fund to which redemption fees apply. These redemption fees and the individual mutual fund's policy with respect to redemption fees are specified in the prospectus for the individual mutual fund and referenced in the Retirement Investment Guide. (e) Payment Procedures.All payments to ICMA-RC pursuant to this Section 6 shall be paid out of the Plan assets held by the Trust and shall be paid by the Trust,to the extent not paid by the Employer. The amount of Plan assets held in the Trust shall be adjusted by the Trust as required to reflect such payments. In the event that the Employer agrees to pay amounts owed pursuant to this section 6 directly, any amounts unpaid and outstanding after 30 days of invoice to the Employer shall be withdrawn from Plan assets held by the Trust. • The compensation and payment set forth in this section 6 is contingent upon the Employer's use of ICMA-RC's EZLink system for contribution processing and submitting contribution funds by ACH or wire transfer on a consistent basis over the term of this Agreement. 7. Contribution Remittance Employer understands that amounts invested in the Trust are to be remitted directly to the Trust in accordance with instructions provided to Employer by ICMA-RC and are not to be remitted to ICMA-RC. In the event that any check or wire transfer is incorrectly labeled or transferred to ICMA-RC,ICMA-RC may return it to Employer with proper instructions. 8. Indemnification ICMA-RC shall not be responsible for any acts or omissions of any person with respect to the Plan or related Trust,other than ICMA-RC in connection with the administration or operation of the Plan.Employer shall indemnify ICMA-RC against,and hold ICMA- RC harmless from, any and all loss,damage,penalty, liability, cost, and expense, 6 1 6 E 5 Plan number 303201 including without limitation, reasonable attorney's fees,that may be incurred by, imposed upon,or asserted against ICMA-RC by reason of any claim,regulatory proceeding, or litigation arising from any act done or omitted to be done by any individual or person with respect to the Plan or related Trust, excepting only any and all loss, damage,penalty, liability, cost or expense resulting from ICMA-RC's negligence,bad faith, or willful misconduct. The foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Section 768.28,Florida Statutes. 9. Term This Agreement shall be in effect and commence on the date all parties have signed and executed this Agreement("Inception Date").The term of this Agreement will commence on the Inception Date and extend five(5)years from that date.The Employer understands and agrees that, in the event the Employer terminates this Agreement (or replaces the. VantageTrust PLUS Fund as an investment option in its investment line-up), ICMA-RC • retains full discretion to release Plan assets invested in the VantageTrust PLUS Fund in an orderly manner over a period of up to 12 months from the date ICMA-RC receives written.notification from the Employer that it has made a final and binding selection of a replacement for ICMA-RC as administrator of the Plan (or a replacement investment option for the VantageTrust PLUS Fund). 10. Amendments and Adjustments (a) This Agreement may be amended by written instrument signed by the parties. (b)ICMA-RC may amend this agreement for non-material amendments by providing 60 days' advance written notice to the Employer prior to the effective date of such proposed amendment. Such amendment shall become effective unless,within the 60-day notice period,the Employer notifies ICMA-RC in writing that it objects to such amendment. (c)The parties agree that enhancements may be made to administrative and operations services under this Agreement. The Employer will be notified of enhancements through the Employer Bulletin, quarterly statements, electronic messages or special mailings.Likewise, if there are any reductions in fees,these will be announced through the Employer Bulletin,quarterly statement,electronic or special mailing. 11. Notices All notices required to be delivered under this Agreement shall be in writing and shall be delivered, mailed, e-mailed or faxed to the location of the relevant party set forth below or to such other address or to the attention of such other persons as such party may hereafter specify by notice to the other party.. ICMA-RC: Legal Department, ICMA Retirement Corporation, 777 North Capitol Street,N.E., Suite 600, Washington, D.C.,20002-4240 7 16E . 5. Plan number 303201 Facsimile; (202)962-4601 Employer: at the office set forth in the first paragraph hereof specifically, Collier County. Government Center, Purchasing Department, 3327 Tamiami Trail East, Naples, Florida 34112, Attn: Steve Carnell, Purchasing Director, fax:252-6584, email: SteveCarnell@colliergov.net, or to any other address,facsimile number or e-mail address designated by the Employer to receive the same by written notice similarly given. Each such notice, request or other communication shall be effective: (i) if given by facsimile, when transmitted to the applicable facsimile number and there is appropriate confirmation of receipt; (ii) if given by mail or e-mail, upon transmission to the designated address with no indication that such address is invalid or incorrect; or (iii) if given by any other means,when actually delivered at the aforesaid address. 12. Complete Agreement This Agreement shall constitute the complete and full understanding and sole agreement between ICMA-RC and Employer relating to the object of this Agreement and correctly sets forth the complete rights, duties and obligations of each party to the other as of its date.This Agreement supersedes all written and oral agreements,communications or negotiations among the parties.Any prior agreements,promises,negotiations or representations,verbal or otherwise,not expressly set forth in this Agreement are of no force and effect. 13. Titles The headings of Sections of this Agreement and the headings for each of the attached schedules are for convenience only and do not define or limit the contents thereof. 14. Incorporation of Schedules All Schedules(and any subsequent amendments thereto), attached hereto,and referenced herein, are hereby incorporated within this Agreement as if set forth fully herein. 15. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the. . State of Florida, applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. - In Witness Whereof,the parties hereto certify that they have read and understand this Agreement an all Schedules attached hereto and have caused this Agreement to be executed by their duly authorized officers as of the Inception Date first above written. 8 16E5 Plan number 303201 ATTEST: BOARD OF COUNTY COMMISSIONERS Dwight E.Brock;Clerk of Courts FOR COLLIER COUNTY,FLORIDA,A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA .4-11---a- C+ lw— • . . FRED COYLE,CHAIRMAN .b3,;t.. . • INTERNATIONAL CITY/COUNTY MANAGEMENT ASSOCIATION RET CORPORATION By: 5 � L�� Angela tez First Witness Assistant Corporate Secr ; Al W722.14)S Type/print witness name y nd Witness . •N) 0- pct.dime Type/print witness name APPROVED AS TO FORM LEGAL SUFFICIENCY: BY: 0/g00_,Q31 Colleen M.Greene,Assistant County Attorney Date: • 9 16E 5 Plan number 303201 • Please return fully executed contract to: New Business Unit ICMA-RC 777 North Capitol Street NE Suite 600 Washington DC 20002-4240 10 _ .• 1 6 E 5 Plan number 303201 Exhibit A Administrative Services The administrative services to be performed by ICMA-RC under this Agreement shall be as follows: (a) Participant enrollment services,including providing a welcome package and enrollment kit containing instructions and notices necessary to implement the Plan's administration. Employees will enroll online or through form. ICMA-RC will provide an enrollment link through the general ICMA-RC web site. Plan sponsor will also make available the online enrollment link in their Intranet site or via email to new employees. Employer can also enroll employees through EZLink. (b) Establishment of participant accounts for each employee participating in the Plan for whom ICMA-RC receives appropriate enrollment instructions. ICMA-RC is not responsible for determining if such Plan participants are eligible under the terms of the Plan. (c) Allocation in accordance with participant directions received in good order of individual participant accounts to investment funds offered under the Trust.Participants can complete allocations through Investor Services, Voice Response System or through Account Access,the secure participant online system provided by ICMA-RC. (d) Maintenance of individual accounts for participants reflecting amounts deferred, income, gain or loss credited, and amounts distributed as benefits. (e) Maintenance of records for all participants for whom participant accounts have been established. These files shall include enrollment instructions (provided to ICMA-RC through Account Access,EZLink or form), beneficiary designation instructions and all other and documents concerning each participant's account,and if applicable,records of any transaction conducted through the Voice Response Unit("VRU"),Account Access or other electronic means. (f) Provision of periodic reports to the Employer through EZLink Participants will have access to account information through Investor Services,Voice Response System,Account Access and through quarterly statements that can be delivered electronically through Account Access or by postal service. (g) Communication to participants of information regarding their rights and elections under the Plan. (h) Making available Investor Services Representatives through a toll-free telephone number from 8:30 a.m.to 9:00 p.m.Eastern Time,Monday through Friday(excluding holidays and days on which the securities 11 16E5 Plan number 303201 markets or ICMA-RC are closed for business(including emergency closings),to assist participants. (i) Making available a toll-free number and access to VantageLine, ICMA- RC's interactive VRU,and ICMA-RC's web site,to allow participants to access certain account information and initiate plan transactions at any time.Account access and VantageLine are normally available 24 hours a day, seven days a week except during scheduled maintenance periods. However,service availability is not guaranteed. (j) Distribution of benefits as agent for the Employer in accordance with terms of the Plan.Participants who have separated from service can request distributions through Account Access or via form. (k) Upon approval by the Employer that a domestic relations order is an acceptable qualified domestic relations order under the terms of the Plan, ICMA-RC will establish a separate account record for the alternate payee and provide for the investment and distribution of assets held there under. (1) Loans may be made available on the terms specified in the Loan Guidelines, if loans are adopted by the Employer. Participants can request loans through Investor Services or Account Access. (m) Online Advice may be made available through a third party vendor on the terms specified on ICMA-RC's website. (n) ICMA-RC will determine appropriate delivery method (electronic and/or print)for plan sponsor/participant communications and education based on a number of factors(audience, effectiveness, etc.) 12