Backup Documents 10/11/2016 Item #16E 2 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP , E 2
it A
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNA
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTINGSLIP
Complete routing lines#1 through#2 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#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office CMG 10-11-16
4. BCC Office Board of County -407\,=>
Commissioners \/ ) \p\lZ\fib
5. Minutes and Records Clerk of Court's Office
'm \ofr3hb q:5tigIn
PRIMARY CONTACT INFORMATION
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,may need to contact staff for additional or missing information.
Name of Primary Staff Ofelia Tallon 239-252-8715
Contact/ Department '
Agenda Date Item was October 11,2016 ✓ Agenda Item Number 16E2
Approved by the BCC
Type of Document Agreement between the(BCC)and the Number of Original One
Attached International City Management Association Documents Attached
Retirement Corporation(ICMA-RC)for the
latter to continue to provide 457 deferred
compensation services to employees.
PO number or account N/A
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
. Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original sign. 're STAMP OK
2. Does the document need to be sent to another agency for as:' ional signatures9 yes, CMG
provide the Contact Information(Name;Agency; Address;Phone on an a ached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be CMG
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's CMG
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the CMG
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's CMG
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip CMG
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on October 11,2016 and all changes made CMG
during the meeting have been incorporated in the attached document. The County -
Attorney's Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the /��'
BCC,all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revis-a L. 4.05;Revised 11/30/12
16E2
Ann P. Jennejohn
From: Ann P.Jennejohn
Sent: Friday, October 14, 2016 10:30 AM
To: Tallon, Ofelia
Subject: Agreement w/ICMA-RC (10-11-16 BCC Meeting Item #16E2)
Attachments: Agreement w_ICMA-RC.pdf
Hi Ofelia,
A copy of the sigvted agreement with the International
City Management Association Retirement Corporation,
approved by the Board this past Tuesday, October 11, 2.016
(Item #1-6E2) to continue 457 deferred compensation services,
is attached for you records.
Please let me know if you'd like a certified copy, I'd be happy to send one.
Thank you!
Ann Jennejohn, Deputy Clerk
Clerk of the Circuit Court
Clerk to the Value Adjustment Board
Collier County Board Minutes & Records Dept.
239-252-8406 Fax 239-252-8408
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ADMINISTRATIVE SERVICES AGREEMENT
Between
ICMA Retirement Corporation
and
Collier County Board of County Commissioners
Type: 457
Account#:303201
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Plan number 303201
ADMINISTRATIVE SERVICES AGREEMENT
This Administrative Services Agreement("Agreement"),made as of the day
of , 2016 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 Collier County Board of County Commissioners
("Employer"),an Entity organized and existing under the laws of the State of Florida
with an office at 3299East Tamiami Trail,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 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, LLC,the
Trustee of VantageTrust;
ICMA-RC has designed, and VantageTrust offers, a series of separate funds (the
"Funds") for the investment of plan assets as referenced in VantageTrust's principal
disclosure document,"Making Sound Investment Decisions: A Retirement Investment
Guide" and the accompanying VantageTrust Fund Fees and Expenses document
("Retirement Investment Guide");
The Funds are available only to public employers and only through VantageTrust
and ICMA-RC; and
In addition to serving as investment adviser to VantageTrust, ICMA-RC provides
a range of services to public employers for the operation of employee retirement plans
including,but not limited to, communications concerning investment alternatives,
account maintenance, account recordkeeping, investment and tax reporting,transaction
processing, benefit disbursement, and asset management.
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Plan 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 VantageTrust. Employer agrees
that the investment, management, and distribution of amounts deposited in VantageTrust
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
VantageTrust, and information as to the employment status of participants, and
participant ages, addresses, and other identifying information(including tax identification
numbers). Employer also agrees that it will notify ICMA-RC in a timely manner
regarding changes in staff as it relates to various roles. This is to be completed through
the online EZLink employer contact options. ICMA-RC shall be entitled to rely upon the
accuracy of any information that is furnished to it by a responsible official of the
Employer or any information relating to an individual participant or beneficiary that is
furnished by such participant or beneficiary, and ICMA-RC shall not be responsible for
any error arising from its reliance on such information. ICMA-RC will provide reports,
statements and account information to the Employer through EZLink,the online plan
administrative tool.
Employer is required to send in contributions through EZLink,the online plan
administration tool provided by ICMA-RC. Alternative electronic methods may be
allowed, but must be approved by ICMA-RC for use. Contributions may not be sent
through paper submittal documents.
To the extent Employer selects third-party funds that do not have fund profile
information provided to ICMA-RC through our electronic data feeds from external
sources (such as Morningstar)or third party fund providers,the Employer is responsible
for providing to ICMA-RC timely fund investment updates for disclosure to Plan
participants. Such updates may be provided to ICMA-RC through the Employer's
investment consultant or other designated representative.
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Plan number 303201
Failure to provide timely fund profile update information, including the source of the
information, may result in a lack of fund information for participants, as ICMA-RC will
remove outdated fund profile information from the systems that provide fund information
to Plan participants.
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
Agreement. The ability of ICMA-RC to serve as investment adviser to
VantageTrust is dependent upon the continued willingness of
VantageTrust 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.
(c) ICMA-RC shall maintain and administer the Plan in accordance with the
requirements for eligible deferred compensation plans under Section 457
of the Internal Revenue Code and other applicable federal law;provided,
however, that ICMA-RC shall not be responsible for the eligible status of
the Plan in the event that the Employer directs ICMA-RC to administer the
Plan or disburse assets in a manner inconsistent with the requirements of
Section 457 or otherwise causes the Plan not to be carried out in
accordance with its terms. Further, in the event that the Employer uses its
own customized plan document, ICMA-RC shall not be responsible for
the eligible status of the Plan to the extent affected by terms in the
Employer's plan document that differ from those in ICMA-RC's standard
plan document. ICMA-RC shall not be responsible for monitoring state or
local law or for administering the Plan in compliance with local or state
requirements unless Employer notifies ICMA-RC of any such local or
state requirements.
Employer represents and warrants to ICMA-RC that:
(d) Employer is organized in the form and manner recited in the opening
paragraph of this Agreement with full power and authority to enter into
and perform its obligations under this Agreement and to act for the Plan
and participants in the manner contemplated in this Agreement. Execution,
delivery, and performance of this Agreement will not conflict with any
law, rule,regulation or contract by which the Employer is bound or to
which it is a party.
(e) Employer understands and agrees that ICMA-RC's sole function under
this Agreement is to act as recordkeeper and to provide administrative,
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Plan number 303201
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 its related 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, and only,to the extent that ICMA-RC provides investment
advisory services to individual participants enrolled in Guided Pathways.
(f) Employer acknowledges and agrees that ICMA-RC does not assume any
responsibility with respect to the selection or retention of the Plan's
investment options. Employer shall have exclusive responsibility for the
Plan's investment options, including the selection of the applicable mutual
fund share class. Where applicable, Employer understands that the VT
Retirement IncomeAdvantage Fund is an investment option for the Plan
and that the fund invests in a separate account available through a group
variable annuity contract. By entering into this Agreement,Employer
acknowledges that it has received the Important Considerations document
and the Retirement Investment Guide and that it has read the information
therein concerning the VT Retirement IncomeAdvantage Fund.
(g) Employer acknowledges that certain such services to be performed by
ICMA-RC under this Agreement may be performed by an affiliate or
agent of ICMA-RC pursuant to one or more other contractual
arrangements or relationships, and that ICMA-RC reserves the right to
change vendors with which it has contracted to provide services in
connection with this Agreement without prior notice to Employer.
(h) Employer acknowledges that it has received ICMA-RC's Fee Disclosure
Statement,prepared in substantial conformance with ERISA regulations
regarding the disclosure of fees to plan sponsors.
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.
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Plan number 303201
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 VantageTrust.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 VantageTrust.
(b) Compensation for Management Services to VantageTrust,
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 VantageTrust for investment advisory
services and plan and participant services furnished to VantageTrust.
Employer further acknowledges that certain wholly owned subsidiaries of
ICMA-RC receive compensation for advisory and other services furnished
to The Vantagepoint Funds,which serve as the underlying portfolios of a
number of Funds offered through VantageTrust. For a VantageTrust Fund
that invests substantially all of its assets in a third-party mutual fund not
affiliated with ICMA-RC, ICMA-RC or its wholly owned subsidiary
receives payments from the third-party mutual fund families or their
service providers in the form of 12b-1 fees, service fees, compensation for
sub-accounting and other services provided based on assets in the
underlying third-party mutual fund. These fees are described in the
Retirement Investment Guide and ICMA-RC's fee disclosure statement.
In addition, to the extent that third party mutual funds are included in the
investment line-up for the Plan, ICMA-RC receives administrative fees
from its third party mutual fund settlement and clearing agent for
providing administrative and other services based on assets invested in
third party mutual funds; such administrative fees come from payments
made by third party mutual funds to the settlement and clearing agent.
(c) 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.
(d) Payment Procedures.All payments to ICMA-RC pursuant to this Section
6 shall be made from Plan assets held by VantageTrust or received from
third-party mutual funds or their service providers in connection with Plan
assets invested in such third-party mutual funds,to the extent not paid by
the Employer. The amount of Plan assets administered by ICMA-RC shall
be adjusted as required to reflect any such payments as are made from the
Plan. In the event that the Employer agrees to pay amounts owed pursuant
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Plan number 303201
to this Section 6 directly, any amounts unpaid and outstanding after 30
days of invoice to the Employer shall be withdrawn from Plan assets.
The compensation and payment set forth in this Section 6 are 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 through VantageTrust are to be remitted
directly to VantageTrust 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 its related trust, other than ICMA-RC in connection with the administration
or operation of the Plan.To the extent permitted by law,Employer shall indemnify
ICMA-RC against, and hold ICMA-RC harmless from, any and all loss,damage,penalty,
liability, cost, and expense, including without limitation, reasonable attorney's fees, that
may be incurred by, imposed upon, or asserted against ICMA-RC by reason of any claim,
regulatory proceeding, or litigation arising from any act done or omitted to be done by
any individual or person with respect to the Plan or its 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,
Fla. Stat., Florida's Sovereign Immunity law
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 VT
PLUS Fund as an investment option in its investment line-up), ICMA-RC retains full
discretion to release Plan assets invested in the VT PLUS Fund in an orderly manner over
a period of up to 12 months from the date ICMA-RC receives written notification from
the Employer that it has made a final and binding selection of a replacement for ICMA-
RC as administrator of the Plan (or a replacement investment option for the VT PLUS
Fund).
If the Agreement is not renewed, ICMA-RC will provide an orderly transition of assets
and records to the new record keeper. A transition letter will be provided to the
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Plan number 303201
Employer which outlines the process and the responsibilities of ICMA-RC after the
transition of assets and records has been completed.
10. Amendments and Adjustments
(a) This Agreement may be amended by written instrument signed by the parties.
(b) ICMA-RC may amend this agreement by providing 60 days' advance written
notice to the Employer prior to the effective date of such proposed amendment.
Such amendment shall become effective unless, within the 60-day notice period,
the Employer notifies ICMA-RC in writing that it objects to such amendment.
(c) The parties agree that enhancements may be made to administrative and
operations services under this Agreement. The Employer will be notified of
enhancements through the Employer Bulletin,quarterly statements, electronic
messages or special mailings. Likewise, if there are any reductions in fees,these
will be announced through the Employer Bulletin, quarterly statement, electronic
messages 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
Facsimile; (202) 962-4601
Employer: at the office set forth in the first paragraph hereof, or to any
other address, facsimile number or e-mail address designated by the
Employer to receive the same by written notice similarly given.
Each such notice, request or other communication shall be effective: (i) if given by
facsimile, when transmitted to the applicable facsimile number and there is appropriate
confirmation of receipt; (ii) if given by mail or e-mail, upon transmission to the
designated address with no indication that such address is invalid or incorrect; or (iii) if
given by any other means,when actually delivered at the aforesaid address.
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
8
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Plan number 303201
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 and all Schedules attached hereto and have caused this Agreement to be
executed by their duly authorized officers as of the Inception Date first above written.
ATTEST: COLLIER COUNTY BOARD OF COUNTY
DWIGHT E. BROOK, Clqik OMMISSIONERS
By: ou„ �'' -ti .04
+ By b?'Yh. 2
Attest a- . ►� . an's
signature only. Signature/Date
By�orNrok V\a\o. Craw,-‘c-,c,v-‘
Approved as to form and legality Name and Title (Please Print)
ah4OPIA-)1/1
Assistant County A ey INTERNATIONAL CITY MANAGEMENT i
ASSOCIATION RETIREMENT CORPORATION
Item#
h
By Agenda 111--1 �--`�
Erica McFarquhar Date ��—�'-i—
Assistant Secretary Date --t
Recd
Please return fully executed contract to: New Business Services 1 �� ,'
ICMA-RC I —.-t,_'..
DeNlip
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Plan number 303201
777 North Capitol Street NE
Suite 600
Washington DC 20002-4240
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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 a paper
form. ICMA-RC will provide an enrollment link through the general
ICMA-RC web site. Employer will also make available the online
enrollment link in their Intranet site or via email to new
employees. Employer can also enroll employees through EZLink.
(b) Establishment of participant accounts for each employee participating in the
Plan for whom ICMA-RC receives appropriate enrollment instructions.
ICMA-RC is not responsible for determining if such Plan participants are
eligible under the terms of the Plan.
(c) Allocation in accordance with participant directions received in good
order of individual participant accounts to investment funds offered under
the Plan.
(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 or EZLink),beneficiary
designation instructions and all other and documents concerning each
participant's account.
(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
markets or ICMA-RC are closed for business (including emergency
closings),to assist participants.
(i) Making available access to ICMA-RC's web site,to allow participants to
access certain account information and initiate plan transactions at any
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Plan number 303201
time. Account access is normally available 24 hours a day, seven days a
week except during scheduled maintenance periods designed to
ensure high-quality performance. The scheduled maintenance window is
outlined at https://harperl.icmarc.org/login.jsp
(j) Distribution of benefits as agent for the Employer in accordance with
terms of the Plan.Participants who have separated from service can
request distributions through Account Access or via form.
(k) Upon approval by the Employer that a domestic relations order is an
acceptable qualified domestic relations order under the terms of the Plan,
ICMA-RC will establish a separate account record for the alternate payee
and provide for the investment and distribution of assets held there under.
(I) Loans may be made available on the terms specified in the Loan Guidelines,
if loans are adopted by the Employer. Participants can request loans through
Investor Services or Account Access.
(m) Guided Pathways—Participant Advice and Guidance may be made
available through a third party vendor on the terms specified on ICMA-
RC's website.
(n) ICMA-RC will determine appropriate delivery method(electronic and/or
print)for plan sponsor/participant communications and education based on
a number of factors(audience, effectiveness, etc.).
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