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Home My WebLink About1999-217 I RESOLUTION NO. 1999-217 2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH NATIONAL DEFERRED COMPENSATION, 3 INC FOR SERVICES AS ADMINISTRATOR OF THE CITY'S DEFERRED COMPENSATION PLAN 4 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF 5 SAN BERNARDINO AS FOLLOWS: 6 SECTION I. The Mayor of the City of San Bernardino is hereby authorized and directed 7 to execute on behalf of said City an agreement with National Deferred Compensation for services 8 as administrator of the City's Deferred Compensation Plan, a copy of which is attached hereto, 9 marked Attachment "A" and incorporated herein by reference as fully as though set forth at length. 10 SECTION 2. The authorization granted hereunder shall expire and be void and of no II further effect if the agreement is not executed by both parties and returned to the Office of the City 12 Clerk within sixty (60) days following the effective date of the resolution. 13 I I I 14 1/1 15 /II 16 /II 17 /II 18 /II 19 /II 20 /II 21 /II 22 /II 23 /II 24 /II 25 /II 26 /II 27 /II 28 /II I 1999-217 I 2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH NATIONAL DEFERRED COMPENSATION, 3 INC FOR SERVICES AS ADMINISTRATOR OF THE CITY'S DEFERRED COMPENSATION PLAN 4 5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a joint regular meetin 6 thereof, held on the 7th 7 COUNCIL MEMBERS: 8 ESTRADA 9 LIEN 10 MCGINNIS II SCHNETZ 12 (VACANT) - 5th Ward 13 ANDERSON 14 MILLER 15 16 day of September , 1999, by the following vote, to wit AYES NAYS ABSTAIN ABSENT x x x x x x -" 17 18 19 20 21 22 ~/j~ TY CLERK The foregoing Resolution is hereby approved this /p September ,1999. . tZ.L~~~ LES, Mayor an Bernardino 23 Approved as to form and legal content: 24 JAMES F. PENMAN, 25 City Attorney 26 27 28 2 1999-217 ATTACHMENT A ASSIGNMENT OF DEFERRED COMPENSATION PLAN ADMINISTRATION AGREEMENT This Assignment of the Deferred Compensation Plan Administration Agreement (the "Assignment Agreement") is entered into this 7th day of September , 1999 by and among Washington Mutual Bank, FA (the "Assignor") successor by merger to Great Western Bank ("Great Western"), National Deferred Compensation, Inc. (the "Assignee") and the Ci ty of Sa n Rprn a rdino ("Agency'') BACKGROUND A. The Assignor is the successor party to Great Western to a certain Deferred Compensation Plan Administration Agreement dated , 199_, by and between the Agency and Assignor. B. The Assignor was contracted to provide certain administrative, recordkeeping, reporting, enrollment, sales and brokerage functions for the Agency's Section 457 Deferred Compensation Plan pursuant to the terms of the Deferred Compensation Plan Administration Agreement. The administrative, reporting, and recordkeeping functions were sub-contracted by Assignor to Assignee pursuant to the Administrative Service Contract dated July I, 1993 while the enrollment, sales, and brokerage functions were sub-contracted to Assignee per the First Amendment to Administrative Service Contract dated February 24, 1997 (collectively the "Joint Sub-Servicing Agreement"), It is understood that Assignor will continue to act as a depository in regard to deferred compensation funds invested in its federally insured deposit products established prior to the date of this Assignment in accordance ",ith the terms and conditions applicable to such deposit products. C. The Assignor now desires to assign and transfer to Assignee all of Assignor's right, title and interest in and to the Deferred Compensation Plan Administration Agreement, other than Assignor's depository functions, and Assignee desires to accept such assignment. STATEMENT OF AGREEMENT NOW, THEREFORE, in consideration of the foregoing and of the terms and conditions hereinafter set forth and for other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties, intending to be legally bound, do hereby agree as follows: L Assignment Assignor does hereby grant, assign, transfer, convey and deliver to Assignee, all of Assignor's right, title and interest in and to the Deferred Compensation Plan Administration Agreement accruing on or after the date of this Assignment Agreement, other than those depository functions described in Section 4.A. and 4.B. of such Agreement entitled "Investment Options", which will continue to be performed by Assignor on or after the date of this Assignment. 2, Acceptance of Assignment Assignee does hereby accept the assignment set forth in Section I. herein and expressly assumes and agrees to keep, perform and fulfill the terms, covenants, conditions and obligations required to be kept by Assignor under the Deferred Compensation Plan Administration Agreement. M:\Corp\ 100 I \assignment DRAFT.doc 1999-217 3. Indemnification Assignee. its successor and assigns. hereby covenant and agree that they shall defend, indemnify and hold harmless Assignor from and against any and all claims. liabilities, damages. losses. suits. costs. and e"penses of every kind. nature and type asserted by any person. entity or party attributable to events arising out of or under the Deferred Compensation Plan Administration Agreement on or after the date of this Assignment. All indemnity rights e"isting under the Joint Sub-Servicing Agreement are not superseded bv this Assignment Agreement and shall remain in full force and effect. 4. Consent to Assignment The Agency hereby consents to the assignment set forth in this Assignment Agreement and hereby acknowledges that all rights. obligations or liabilities under the Deferred Compensation Plan Administration Agreement accruing on or after the effective date of this assignment will be the responsibility of Assignee and Assignor is e"pressly released from such obligations and liabilities assigned hereunder. 5. Miscellaneous This Assignment Agreement sets forth the entire understanding of the parties hereto with respect to the assignment of the Deferred Compensation Plan Administration Agreement and shall supersede all prior contracts. agreements, arrangements, communications, discussions, representations and warranties. whether oral or "TItten. among the parties related to said assignment. The parties hereto e"pressly agree that the Joint Sub-Servicing Agreement is in full force and effect, provided, however. any rights, liabilities and obligations thereunder relating to Agency which accrue on or after the date hereof are terminated. This Assignment Agreement shall be binding upon and inure to the benefit of the successors and assigns of each of the parties hereto. The rights, obligations or liabilities under this Assignment Agreement shall not be assignable by any party without the prior written consent of each of the other parties. This Assignment Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, and all of which when taken together shall constitute one and the same instrument. The parties agree that a facsimile signature on this Assignment Agreement shall be deemed to be an original and legally binding for contractual purposes. The failure on the part of the parties hereto to enforce any provision of this Assignment Agreement shall not be construed to be a waiver of such provision or of the right thereafter to enforce same, and no waiver of any breach shall be construed as an agreement to waive any subsequent breach of the same or any other provision. In all other respects. the Deferred Compensation Plan Administration Agreement shall remain the same, IN WITNESS WHEREOF, the parties to the Assignment Agreement have e"ecuted this instrument to be effective on the date set forth above, Nation By: Its: President Its: By: th Valles, Mayor M:\Corp\~~ignment DRAFT.doc 1999-217 AGENDA DEFERRED COMPENSATION MEETING TIME: 10:00 a.m., Wednesday, July 28,1999 PLACE: 4th Floor Conference Room "A" The City of San Bernardino recognizes its obligation to provide equal access to public services to those individuals with disabilities. Please contact Facilities Management (384-5244) two working days prior to the meeting for any requests for reasonable accommodation, to include interpreters. PUBLIC COMMENTS - ITEMS NOT ON AGENDA: CLOSED SESSION: OPEN SESSION: 1. Quarterly Reports 2. Presentation: National Deferred Presentation by National Deferred regarding the feasibility of becoming the Plan Provider for Deferred Compensation National Deferred Compensation Inc. Retirement and Savings Plan Administrators 1999-217 National Deferred From now on its NationaIDeferred... City Of San Bernardino Georgia Chamberlain 300 N D St 4Th Floor San Bernardino, CA 92418 1550 Old Henderson Road P,O, Box 20629 Columbus, Ohio 43220-0629 (614) 459-9200 Fax (614) 442-5496 Dear Employer: NationalDeferred Compensation, Inc. is pleased to announce an assignment of your Deferred Compensation Plan Administration Agreement from Washington Mutual Bank, FA, formerly Great Western Bank to NationalDeferred Compensation, Inc. We are pleased to continue to provide all of your administrative services as currently performed through our same NationalDeferred organization and staff. Washington Mutual Bank, FA will continue to provide FDIC insured investment products to your deferred compensation plan. You may recall that several years ago Washington Mutual Bank previously sub-contracted with NationalDeferred Compensation, Inc. to provide administrative and participant communication and education services for their clients' deferred compensation plans. In 1998, NationalDeferred was acquired by Nationwide Financial (NF) NationalDeferred is now a larger and stronger service organization due to this expanded corporate relationship. NationalDeferred will continue to be maintained as a "stand-alone" subsidiary of NF and the persona! "customized" service you have come to expect will also continue. Nationwide Financial which now includes NationalDeferred, is an outstanding organization which provides a wide array of financial products and services to deferred compensation plans totaling $23 Billion in assets with nearly 1 Million participating public employees, making it the country's largest administrator of public sector deferred compensation plans. The relationship between NationalDeferred and NF will provide you with the "best of both worlds": personalized custom deferred compensation services along with access to greater resources to improve and enhance your plan. The assignment will not result in any changes to your current Plan, its investment options or administrative services. However we will be making certain administrative enhancements such as offering Internet services later this year. National Deferred Compensation Inc. 1999-217 Please sign the enclosed agreement and return in the postage paid envelope provided. Please retain a signed copy for your records. After we receive your signed agreement, you will be contacted shortly thereafter to discuss any additional enhancements that may be available to your plan. We value your business and appreciate the loyalty and confidence you have placed in us over the past several years. Please call us at 1-800-697-4457 if we can answer any questions you may have before our representative calls, Sincerely, ~~)~' v . .::~ --~. . seph M. M m;nn President NationalDeferred Compensation, Inc ~Me~ ;t(~{ Vice President Nationwide Financial Enclosure (1) - Assignment Document NationalDeferred in cooperation with Washington Mutual Bank, FA 1999-217 National Deferred Compensation. Inc. . P. O. Box 20186 . 1550 Old Henderson ROCId . Columbus. Ohio 43220-0186 January 25, 1999 From now on its NationaIDeferred... City of San Bernardino Daniel E. Dickerson Fire Marshal\Division Chief 200 East 3rd Street San Bernardino, Ca 92410 Dear Employer: During 1993 and 1994, Great Western Bank (now Washington Mutual Bank) contracted with NationalDeferred Compensation, Inc. to provide administrative services for their clients' deferred compensation plans. Two years ago, our agreement with Great Western Bank was expanded to include plan communication services through NationalDeferred's wholly owned subsidiary, FundSelec~ Advisers, Inc. Since thattime, Great Western Bank was purchased by Washington Mutual Bank, FA and NationalDeferred was acquired by Nationwide Financial Services, Inc. (NFS). Both Washington Mutual Bank and NationalDeferred are now larger and stronger organizations due to these expanded corporate relationships. Nationwide Financial Services, Inc. which now includes NationalDeferred, is an organization which provides deferred compensation services to plans totaling $20 Billion in assets with nearly 1 Million participating public employees, making it the largest administrator of public deferred compensation plans. In order to simplify the communication of our plan services, we are discontinuing the use of the name FundSelec~. Enclosed is a copy of the January 1999 issue of the "FYI" newsletter announcing this change which will be mailed with your participating employees' statements. NationalDeferred's fees are among the lowest in the industry. Unlike other service providers, NationalDeferred's fee structure does not depend upon certain investment product margins, revenue sharing from funds or other considerations of where funds are invested. NationalDeferred's fees are also fully disclosed. Many record keeping Deposit products ~e offere? by Washington Mutual Bank. FA. a fed.e~~ savings b:mk:. and are FDIC insured. The Stable Value Fund is a bcmk collective fund. managed by GaIllard Capital Management. a wholly owned subSIdiary of Norwest Bank of Minnesota. NA Mutual Fund products are offered tlvough NationWlde Investment Services Corporation (NlSC>, a broker dealer affiliate of Natlon.IDeferred.. Mutual fund products and the Stable Value Fund are not FDIC insured, are not defX)Sits or other obbgations of. or guaranteed by, Washington Mutual Bank. FA. and are subject to investment rislc. including ~le loss of the pnnClpal amount mvested. NatJonalDeferred and Washington Mutual Bank. FA are independent companies and. are not affiliated with each other. nor are they affiliated Wllh Norv.rest BankIGalliard CaPItal Management. Nationwide Investment Services Corporation is a member of NASD. NatlonalDeferred is a wholly owned subsidiary 01 Nationwide F"mandal Services. Inc. 1999-217 companies, who also sell proprietary investment products, do not disclose fees, or they provide incomplete information about their fees because the revenue they require for record keeping is more than covered from the profit margins they receive on the investment options they offer. NationalDeferred offers "unbundled" plan services, utilizing "best of class" investment options from many different fund families. NationalDeferred does not sell proprietary products of its own. Please be assured that all current services will continue to be provided by the same organization and staff. In fact, our new affiliation will allow us to introduce more new technological enhancements in the near future. Expanded Interactive Voice Response System (IVR) capabilities, internet applications providing current account information and online transaction capability, a comprehensive asset allocation service including an optional rebalancing service, a new participant account statement, and a self directed mutual fund brokerage option are all currently in development. We appreciate your loyalty and the confidence you have placed in us. Please call us at 1-800-697-4457 if we can answer any questions about the new relationships. Sincerely, () ., ----' , ., ~J<(.\'.:",,",!( J. AL'l.<Ji" Bernard J. Austing Vice President, Plan Services Enclosure 1999-217 GREAT \\!ESTERN BANK ~1:1'1'J .1 296~O Rancho Caiifornla Road Temecula. Califcrnla 92591 March 17. 1998 Georgia Chamberlain City of San Bernardino 300 North 0 SI. 4th Floor San Bernardino. CA 92418 Dear Georgia. , You ha,.e probably heard that Great Western Bank has joined the Washington Mutual family of companies, This has increased our service capabilities for our valued deferred compensation customers. In April 1998. you will begin to see us use our official name, Washington Mutual Bank, FA throughout California and Florida. Washington Mutual Bank, FA is a subsidiaIy of Washington Mutual, Inc. which, as of 12/3 1/97. was the largest savings institution holding company and II th largest depository institution holding company in the nation. Great Western has been a proud pioneer in the fast growing deferred compensation industry and has offered Section 457 products and services for over 20 years. Our Deferred Compensation Program has become part of our Specialized Sales Administration unit. We are pleased to continue to provide administration/communications services to our valued 457 deferred compensation clients through National Deferred Compensation, Inc., and its affiliate FundlSelect@ Advisers, Inc. We are committed to providing a wide array of financial products and services to your participants. We have a1ready begun working closely with our Treasury Department on deposit pricing to provide your participants with the opportunity to receive greater returns on their retirement savings. And the FDIC insures their deposit accounts up to $100,000. In addition to the new pricing of the deposit products, our Program allows your participants to choose among non-FDIC insured products offered through FundSelect@ and to take advantage of their excellent communication and educational services. I will be contacting you in the near future to discuss Washington Mutual's Deferred Compensation products and services. A n~sletler article will be included with your participant's first quarter statements explaining the nime change. We look to serving you and your participants in the future. You may contact me at (909) 699-0985. Sincerely. Milt Bledsoe Vice President & National Sales Director Washington Mutual Bank, FA Specialized Sales Administration JUL-28-SS ~S:2? FROM:WASHINGTON MUTUAL BANK 10:9086887676 PAGE 1/3 II Washingto~!lutual Bank.FA 27555 YNEZ ROAD. SUITE 1211 PHONE; (909) 3Q8.227O ~g'"! . A.,. CA i2591 FAX: (909) 683 '15lI' Fax To: Roger ~ FftlIII: MILT BlEDSOE Fa>c= ~ ....... 3 _ 384-5785 ~ llusdiIy, J1if 29, 1999 IIIe; LeUer lD PaI.II Bashaw CC: Georgia C1.a...bcoIail. (38~ 5(43) o lhgo:at 0 F_ ..,.... 0 Please c..._ -t 0 ..... ....., om .Co You wiI find aItiIChed the JetIIer to Paul Bashaw from Charlie Sledd, J'ON V\Vs Sr. VIQ,.P.~4 and Counsel, daIlld Dece..1beI 20, 1996. I believe that !his IelIer ~ r r the OOIoQeffi 1hat you ;.~ at ,...4bIday's /I....:liIlg in the 1tWd .-_aph The .....dl...t. even allier the 5 ..........4, ',e..rail.. ~ kdacf. ~ 8lllI jlj,fo.......tlIe.. The <nt cttange is the none from GNlIt~ MIUII to NIIIi:lMI Cd! ,edit. ., -.die. I can see no reason to Al'Mfte the OOIl11aGt unlllSS IhBnI aI9 some majcr cllaIlgIS that you WDUId h to see i'I the way we are aJlI'eOlIy ~d1i"g. If you have further ,,~. please call c..-....... _ 1M ..&....._0.. .oo",,".ed n ,.... _ io __ ...., for.. __ ..., _..,.,... - dlhe dt.oi,o I lo~"'-- IlIhe_oI..._ionotlhe_IIlCjionI.....~ .. tor-..mg tll>lheHondodl1lCipiolt.you_i..mv--you-......,..."""'""""'in_.IIIII__-. - Ii........ ....~.~...~ d.._......., .....-... II you _ _..........- il_. ~tdJtus ..., - " ll\' .............., _..~......II> usll\'moil. ~you. llyou _1I'OOOiI>g ......-10..." 01"-" pleM8ca1 uslll(909)3Q&;lZ7OID _lhe___ JUL~29-S9 08,27 FROM,WASHINGTON MUTUAL BANK . '\ \.::J tu:tU \'\T..:H LN..... Ol'\.l..... n. I ~ 1"1 I A Fede<aI ~ 8aok ID 9096997676 PACE UL\# U V a..J~ ~~- 0.- l d\..~9I3n-6S12 lll1IIl775-7f!JI51 FAX _ 3009-27.34 2/3 1999-217 0l8IIM ...~ rntVIC8Pi._' ..m AsY"""";- GenedI Coun:Mf December 20. 1996 Mr. Paul Bashaw City of 5an Bernanfino 970 W. Marshal Boulevard San Bernardino, CA 92405 Re: NaIional Deferred CO~ Advisors Expanded Role with Great Westem Bank Dear Mr. Bashaw; As in-house ~ to Great Western Bank. a FedenlI S8',.;'1gS 8Iric. 1 hlMt been asked to provide the fglowing infonnation to the City of San BemardinO, concerning the expanded role of National Deferred Compens81ion. InC. and its sister affiiate ~ AdYisots. Inc. in Great Western's o..fenecl Compensation Program. Specificaly, I have been asked to address ~tIIIttler the .....lSOon of this role alters in any manner the City's legal righ1s with GrelII Westem w1def our contractUal agceement to provide seMc:es to your Deferred Compensation Plan. The decision to expand the role of National Deferred by further 1M ltSO'..cing the participant cocnmancation .-1d compliance MlCtionS to ~t't ct9 will have no advefse impact whatsoever on the City's relationship with Great Western.. lrideed d1e opposite will be tJU8. We believe the City will experience additianaI benefits from this relationshp. The COolU"aa: between the City end Great West8m remains fully inl8Ct. uochanged. and enfore....o The provisions of PlIlay.ephs 14 and 16 of d1e .....lIlaQ dearly set forth that _ thought Gr8llt Wesz.m can de' ,.vA the pertonnanCI of certain services t!;I an agent. Great Western tetailas responsibility fOt performance of the terms of d1e ~ by such agent. ll'I edditinr1. the City will tecei'll9 the belodfit of die .expertise of National Deferred, a specialty linn in the defeaed compenScdion marIc8t. regarcf.ng compliance, cflSClosures. eda...oliu.Ja1 ~ and marketing materials. National Deferred and FundSe~ have produced outstanding ecSucationaI ~ for oUler plans. such as the State of Wisconsin's 5ec:V<Vl4S7 Plan. Pieces similar to these will be made available to the Great West8m plans. By copy of this letter to Michael Studebaker. coun&el for National DefenecI. 1l1l'i naqu B ;. 'lI1hat he provide you with $OfIMI mcamples of educational pieces pnrpared for other plans. JUL729-99 09,27 FROH,WASHINCTON MUTUAL BANK 10.8096997878 ,: - . ., . 1999-217 Mr. Pal Bast.w December 20. 1996 Page 2 I hope the foregoing addresses the qU8Stior\s you raised. Please feel free to contact me if Glut Western C8Il provide further information. Very tNy yOUrS. 0.'~..~ fr .::"<,,#,j Charles M. Sledd fems cc: Dennis 13Mow. City Attorney Julianne fries M'1Chael J. Studebaker r-3. 0- 'fMo._~I.<loc) PACE 3/3