Loading...
HomeMy WebLinkAboutC2006-199 - 5/1/2006 - NA March 23, 2006 Joan McKaughan, SPHR Assistant Director of Human Resources City of Corpus Chn sti 1201 Leopard St Corpus Christi, TX 78408 Re: City of Corpus Christi Deferred Compensation Plan Dear Joan Once again, it was a pleasure to meet with you, Oscar, Cindy, and Constance on January 23, 2006. I applaud the City for becoming proactive with its Deferred Compensation plan The current regulatory and competitive environments make this an ideal time to take actIon with your Plan. As promised, I am attaching a proposal to conduct a review of the City's existing Deferred Compensation arrangements There are several documents attached to this proposal: _ ________ Document Description L Summa ro sal includin ob'ective, fees, deliverables, etc. 2. S~cjmen Retirement Store Consl!lting Agreem~!____ ___ 3. Consultin A eement Schedules - - -- 4. Retirement Store References Pa e 2 3-6 7-8 9 Please don't get hung up on the Retirement Store's contract. I have worked with enough governmental entities to understand that Corpus probably has their own standard contract for these types of servIces. I am simply including my contract here as a "starting" point. As I mentioned to you III our January meeting, Corpus Christi's situation closely resembles the City of PIano's. ) would encourage you to talk with Lashon Ross and Sydney Covey in PIano Their numbers are included in my references. Please let me know if you have any questions or need any other information. Thank you for \lour interest III and your consideration of the Retirement Store. Sincerely, ~ AI DiCnstofaro. President 2006-199 '105 Medical Parkway, Suite 208A 05/01/06 Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 1 The Retirement Store .~ .-- City of Corpus Christi Deferred Compensation Plan Review Summary Proposal Objective The CIty of Corpus Christi wishes to conduct an outside, independent review of its employee 457(b) Deferred Compensation Plan that will: · Evaluate the City's 3 current Deferred Compensation administrators to assess: their structural and operational compliance with all regulations and laws the quality of the services provided to Plan participants the quality of investment options provided to Plan participants the relatIVe cost of the services provided . Assess the current plan's admmistrative structure and consider alternatives that may allow the City to: proVIde better value to Plan participants better fulfill its responsibilities as a Fiduciary · Demonstrate that the City has acted prudently as a trustee of the Plan Fees The Retirement Store will conduct the above review for a project fee of$12,000. The City Will be billed upon satisfactory delivery of the project report. All reasonable travel related expenses incurred by Consultant in connection with the performance of the Servlces shall be invoiced separately and reimbursed by the City based upon the City's employee travel policies. See page 8 for additional detail. Deliverables The Retlfement Store will produce a report for the City with its findings and recommendations. In addition, the above project fee includes one (I) on-site presentation of the report's findings/recommendations. Travel expenses associated with the on-site presentation are not included in the project fee See page 7 for additional detail. Timeline The Retirement Store will complete its work within 75 days of executing an agreement for services with the CIty assuming it is able to receive all necessary information to complete the review from the City and the Plan's 3 existing administrators. 4/05 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/5/2.451.8312 (FAX) 2 -1 "I II\. ~ I ~ q 1_' Consulting Agreement between City 0/ ~~rpU!~~"-'''!i, TX fl!!t! the Retirement Slf!re, Inc. ."1 ~. This Agreement entered intu on thi s ~ day of 1<... '_ 2006 by and between the City of Corpus Christi, TX ("Client") and The Retirement Store, [nc, ("C nsultant"), a Texas Corporation, whereby Consultant will provide services to the Client with respect to City of Corpus Christi 457(b) and 401(a) ("the Plans") sponsored by the Citv of Corpus Christi ("Sponsor") as identified in Schedule A attached. Appointment of Consultant Client hereby appoints and retains Consultant to provide the services specifically set forth on Schedule B - Scope of Services or such other services mutually agreed to by the parties from time to time (the "Services"). The Services provided by Consultant to Client are not to be deemed exclusive, and Consultant may render consulting and advisory services to others, whether or not similar to those rendered hereunder Fees The compensation to Consultant for the Services shall be determined as provided in the fee schedule attached hereto as Schedule C - Fees, which fee schedule may be amended from time to time by written agreement of Consultant and Client Tenn and Termination This Agreement shall remain in effect until terminated Client may rescind this Agreement without cost or penalty within five (5) business days of the date signed by providing Consultant written notice. Subsequently, either party may terminate this Agreement at no cost, by giving the other party at least thirty (30) days prior written notice of such termination. in which event this Agreement shall terminate at the end of the then current calendar quarter Iofermation and Statements Client shall provide, or cause any trustees, record keepers, administrators, or investment managers to provide Consultant with such contracts, documents, agreements, financial statements with respect to the Plan, reports on the performance, portfolio characteristics, and holdings of any accounts or securities into which Plan assets are invested, as Consultant may reasonably request from time to time, and Consultant may rely on such reports without further inquiry or review It is understood and agreed that Consultant, in the maintenance of its records, does not assume responsibility for the accuracy of any information furnished by Client, or any other person, flrm or corporation providing services to the Client in conjunction with the Plan Coofidentiality Consultant agrees to treat aU informatIOn and documentation provided to it pursuant to this Agreement as confidential and shall not make any disclosure of such information, except that Consultant may disclose such mformation and documentation to the extent such disclosure is or becomes publicly known or generally known in the industry through no act of Consultant of its representatives; or is required to be disclosed to or by order of a governmental agency or a court of law or otherwise as required by law; proVIded. that prior to any such disclosure, notice of such requirement of disclosure is provided to Client and {'Iient is afforded the reasonable opportunity to object to such disclosure 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 3 ""P"'- : - r-1 ~ . 't . \ I ! I\.. ' ! \. I, ~ Authorized Parties Client may appoint or designate such persons or committees to act on its behalf concerning this Agreement and its operation as it deems appropriate. Client shall furnish to Consultant a written list of the names, signatures, and extent of authority of all persons so appointed and authorized to act on behalf of Client and, until wntten notice of changes are received by Consultant in accordance with this Agreement, Consultant may conclusively rely upon the authority of such persons to act notwithstanding anything to the contrary contamed in this Agreemem Consultant shall have no obligation or duty to ascertain or determine whether such specIal appointment, designation or grant of power is in compliance with the documents governing the Accounts or applicable state or federal laws Other Documents Consultant shall not be bound by any amendment to the documents governing the Accounts unless and until Consultant is notified 111 writing of such amendment (to the extent Consultant's activities under this Agreement may be effected by such amendment) and agrees in writing to be bound by such amendment Work Product In connection WIth the servlces provided in Schedule B, Consultant may furnish the Client with reports, analyses or other such materials (the "Materials") The Client understands and agrees that any such Materials will be furnished solely for Its internal use and may not be furnished in whole or in part to any other person or entity other than its employees, elected officials, and others who have been retained by the Client to provide services in connection with the Plan and who need to know such information in the performance of such services, without the prior written consent of Consultant. In the event that the Cltent receives a request to disclose all or any part of any Materials under the terms of a valid and effective subpoena, open records request, or order issued by a court of competent jurisdiction, judicial or administrative agency or by a legislative body or committee, such disclosure by the Client shall not constitute a violation of this Agreement Client shall have a perpetual, irrevocable, nontransferable, paid-up right and license to use and copy the Materials and prepare derivative works based on the Materials for its internal use, subject to the terms above All other rights in the Materials remain in and/or are assigned to Consultant The parties will cooperate with each other and execute such other documents as may be appropriate to achieve the objectives of this Section. Client acknowledges that Consultant may develop for itself, or for others, problem solving approaches, frameworks or other tools or information similar to the Materials and processes developed in performing the ServICes, and nothing contained herein precludes Consultant from developing or disclosing such materials and information provided that the same do not contain or reflect Confidential Information of the Client DiKbarge of Liability and Indemnity Consultant shall reimburse, indemnify and hold harmless Client, of and from any and all expenses, losses, damages, liabilities, demands, charges, and claims of any kind or nature (including, without limitation, attorneys. fees and expenses) whatsoever. resulting or arising from (a) Consultant's acts, omissions, duties, obligations, or responsibilitIes under this -\greement This Section shall survive termination of this Agreement 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 4 Excusable Delay In no event shall either party be liable to the other for any delay or failure to perform hereunder, which delay or failure to perform is due to causes beyond the control of said party, including, but not limited to, acts of God; acts of the pubhc enemy; acts of the United States of America, or any State, territory or political subdivision thereof or of the District of Columbia, fires; floods; epidemics; quarantine restrictions; strikes or the physical incapacity of the consultant to fulfill the terms of this agreement as a result of injury, sickness, or death Notwithstanding the foregoing, in every case the delay or failure to perform must be beyond the control and without the fault or negligence of the party claiming excusable delay. Performance times under this Agreement shall be considered extended for a period of time equivalent to the time lost because of any delay which IS excusable hereunder; provided, however, that, if any such delay shall, in the aggregate, last for a period of more than 30 days, the party not relying on the excusable delay, at its option, may terminate this Agreement as it relates to the Schedule involved . Notices All notices shall be in writing and sem to the respective addresses listed in this Agreement, or at such other address as shall be specified. in each case, in a notice duly delivered by regular mail, electronic mail, facsimile. or overnight couner Independent Contractor Nothing in this Agreement shall in any way be construed to constitute Consultant as an agent, employee or representative of the Client, but Consultant shall perform the services hereunder as an independent contractor Applicable Law This Agreement shall be governed by and construed under the laws of the State of Texas. Severability If anyone or more provisions of this Agreement shall be held contrary to express law or against public policy, or shall for any reason be held invalid, then such provisions shall be deemed severed from the remainder of this Agreement and shall in no way effect the validity or enforceability of the other provisions of this Agreement Entire Agreement; Amendment This Agreement constitutes the entire agreement of the parties with respect to the engagement of the consultant unless noted in the Amendment section at the end of this Agreement. This Agreement may be amended, either in whole or in part, at any time, by mutual written agreement of the parties. Such amendment shall be effective as of the date therein provided Assignment No assignment of this Agreement shaJ I be made by Consultant without the consent of Client. Insurance Consultant agrees to comply with the IOsurance requirements on the attached exhibit. In lieu of worker's compensation, Consultant has executed the attached Release and Covenant not to sue. 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 5 ..... EXKution IN WITNESS WHEREOF, the parties hereto have executed and acknowledged this Agreement: CLIENT Name City of Corpus Christi, TX Address 1201 Leopard St Address Corp Christi, TX 78408 Signature Name Title Date I\ppr<MKI u to fonn: 4/.)1 {1..-'"; (, "Jc .' ' A X" "S.--('--4 ,j.... " ' f '- /I L: "" Usa Aguilar (.) Assistant City Attorney >=or City Attorney CONSlfLTANT Name The R . mynt Store, Inc Address 41 kway, Ste 208A Address A 6 (' Signature Name AI C' Title Pre~ife I Date .! t l { , . f ( I ( Addenda or Amendments Noted Below: Schedules A, B, and C attached Insurance attachment 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 6 .......... City of Corpus Christi Deferred Compensation Plan Review Schedules Sc'edule A - Name of Plan A.I Employees Deferred Compensation 457(b) Plan sponsored by the City of Corpus Chri s11, TX SQedule B - Services Performed bv Consultant B.1 Obtain and review contracts, service agreements, administrative processes and other documents and activities related to the relationship between the City of Corpus Christi's Deferred Compensation Plan and its three (3) providers: AIG V ALIC, ICMA-RC , and Nationwide Retirement Solutions. B.2 Develop and analyze contract level fees, charges, and restrictions including: 8.2.1 Mortality & Expense Fees 8.2.2 Daily Asset Charges 8.2.3 Participant Level Account Maintenance Fees 8.2.4 Contingent Deferred Sales Charges (CDSC's) 8.2.5 Market Value Adjustments (MY A's) 8.2.6 All other contract level restrictions or charges B.3 Develop and analyze all variable investment option performance and expenses against published Morningstar criteria. B.4 Make best effort attempt to develop all current revenue paid to existing providers through investments in the Plan B.5 Use analytic techniques to develop estimates for any fees for which credible data cannot be obtained from vendors (e.g., Fixed/General Account assets.) B.6 Develop a consolidated statement of assets for the Client according to investment style (Fixed Account/Stable Value, Equity, and Fixed Income.) B.7 Provide recommendations for the Client to address defects found (if any) and/or Improve the overall effectiveness of the Plan's structure. B.8 Interact frequently with the Plan's staff or designated representatives to obtain data, discuss preliminary results, and manage the project schedule. B.9 Present findings to the Client by report including one (] ) on-site presentation of report's findings, conclusions and recommendations. B.IO Maintain appropriate documentation of all work. 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 7 ...... ,- I -r""l I 'I' "I \' , I I\.. , '\.. \ ~ Scltedule C - Fees C I For servIces listed in Schedule B above, a project fee of$12,000 will be billed upon satisfactory delivery of the project report. All reasonable travel related expenses Incurred by Consultant in connection with the performance ofthe Services shall be invoiced separately and reimbursed by Client based upon Client employee travel policies. C 2 Fees for ongoing and additional work requested by the client and not specified on schedule B will be billed at the rate of $195 per hour plus expenses. 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 8 ~_._- , -r'! , I 1 ' j l\.. A TT ACHMENT INSURANCE REQUIREMENTS I CONSULTANT'S LIABILITY INSURANCE A Consultant must not commence work under this agreement until all insurance reqUIred herein has been obtained and such insurance has been approved by the City. The Consultant must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been obtained. Consultant must furnIsh to the City's Risk Manager two (2) copies of Certificates of Insurance, showing the following minimum coverage by insurance company(s) acceptable to the City's Risk Manager. The City must be named as an additional insured for the General liability policy and a blanket waiver of subrogation is required on all the General Liability and Workers Compensation policies. TYPE OF IN SURA NCE ~ay ~ri-tteD notice of canccltation, material ......, non-renewal or termination is required on ~II certificates.__ __ _______ _ _ jcOMMERCIAL GENERAL LlABILIT'{ including I Commercial Form t2 Premises- Operations P Products! Completed Operations Hazard ~ Contractual Liability 15 Independent Contractors j6 Personal Injury ROFESSIONAL LIABILITY mcluding .overage provided must cover officers, directors mployees and agents I ERRORS AND OMMISIONS IwORKERS' COMPENSATION ~MPLOYERS' LIABILITY MINIMUM INSURANCE COVERAGE odily Injury and Property Damage er occurrence / aggregate ~I,OOO,OOO COMBINED SINGLE LIMIT 1,000,000 COMBINED SINGLE LIMIT HICH COMPLIES WITH THE TEXAS ORKERS' COMPENSATION ACT AND ARAGRAPH II OF THIS ACT AND PARAGRAPH OF THIS EXHIBIT 500,000/500,000/500,000 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) ..... ,- 9 -r '] , i " t \ ~ I i I : \.. ~: , " '- C In the event 01 accidents of any kind, the Consultant must furnish the Risk Manager with copies of all reports of such accidents within ten ( 10) days of accident II ADDITIONAL REQUIREMENTS A Consultant must obtain workers' compensation coverage through a licensed insurance company obtained in accordance with Texas law. The contract for coverage must be written on a policy with endorsements approved by the Texas Department of Insurance, The coverage provided must be in amounts sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met B Certificate of Insurance · The City of Corpus Christi must be named as an additional insured on the General liability coverage and a blanket waiver of subrogation is required for all applicable polIcies. · I f your Insurance company uses the standard ACORD form, the cancellation clause (bottom right) must be amended by adding the wording "changed or" between "be" and "canceled", and deleting the words, "endeavor to", and deleting the wording after "left" In the alternative, a copy of the endorsement evidencing that the policy( s) was endorse with the required cancellation provisions will be accepted. '" The name of the project must be listed under "Description of Operations" · 1\ t a minimUm, a 30-day written notice of cancellation, material change, non- renewal or termination IS required. C If the Certificate of Insurance does not show on its face the existence of the coverage required by items I.B (1)-(6), an authorized representative of the insurance company must include a letter specifically stating whether items 1.B. (1)-(6) are included or excluded 4105 Medical Parkway, Suite 208A Austin, TX 78756 512.451.8142/512.451.8312 (FAX) 10 "'I'II!!I"" .,-- -T "' , I: "-d ' , I I I ,l , I \ " '_ City of Corpus Christi Deferred Compensation Plan Review References Client Name: City of EI Paso Type of Work: 457 RFP Contact: Irene Morales, Benefits Manager David Almonte, Director/OMB 915.541.4448 915.541.4530 Client Name: Tbe University of Texas System, Austin, TX Type of Work: Develop specifications for 457 RFP Contact: Brett Morris, Director of HR, lJTHSC-SA Dan Stewart. Asst Vice Chancellor 210.567.2592 512.499.4574 Client Name: City of Piano Type of Work: Review of Deferred Compensation/other benefits; 457 RFP Contact: Ms. Sydney Covey, Manager, Comp & Benefits Ms. LaSbon Ross, Director of DR 972.941.7437 972.941.7422 Client Name: Trinity River Authority, Arlington, TX Type of Work: 401(a)/4~7(b) RFP Response evaluation Contact: Don Tucker, Manager, Administrative Services 817.493.5155 4105 Medical Parkway, Suite 108A Austin, TX. 78756 511.451.8141/511.451.8311 (FAX) 11 <'4IIlIIP----""!lO' RELEASF~ OF LIABILITY AND COVENANT NOT TO SUE AL DiCristofaro, President of THE RETIREMENT STORE, INC. THE STATE OF TEXAS ~ * ~ s KNOW ALL BY THESE PRESENTS: COUNTY ()F NUECES This Release of Liability and Covenant Not to Sue (hereinafter "Release") is made by and between AI DiCristofaro, President of The Retjr~ment Store, Inc. and the City of Corpus Christi, Nueces County, Texas, executed on this the 1b"'..!Lrtay of ApriL 2006, and is entered into for the purpose of releasing the Clty of Corpus Christi, its officers, employees, representatives, agents and contractors (herein collectively referred to as "City") from any and all liability whatsoever arising out of, caused by, or in any way connected with, either proximately or remotely, wholly or in part, The Retirement Store, Inc. and its employees and officers participation in providing profeSSIOnal services to review City's deferred compensation plans, which is the subject of the attached contractual agreement ("Agreement") between The Retirement Store, Inc. and the City. I Al DiCristofaro, !O exchange for City allowing me to forego the condition of providing a Worker's CompensatIOn 10surance policy as a requirement of the Agreement, do hereby voluntanly enter into the following covenants: 1 I acknowledge that I, individually, and as President of The Retirement Store, Inc., employ no other workers than myself I covenant that I will not enter into an employer-employee relatiooship with any indiVidual or mdividuals during the term of the Agreement. I acknowledge that the capacity m which I will be participating in the Agreement is that of an independent contractor and not as an employee or agent of the City I further understand that, as an mdependent contractor, I will receive no worker's compensation benefits, health benefits, disability benefits, or other insurance benefits which might be available to full time employees of City and that, as an independent contractor, I am fully responsible for incurring the cost of and paying for any medical services that I may require during the term of the Agreement. ! I understand that I will participate in thiS Agreement at my own risk and hereby release, waive, and 10 all ways relinquish any and all present or future claims against City which I, my heirs, successors, aSSigns, or any other person or entity (collectively, hereinafter "1"), may assert, have, or acqUire as a result of any mjury, death, damage, or loss whatsoever to myself or my property resulting from. arising out of: or connected with my participation in the Agreement between myself and the City. 3 I hereby so release, waive, and relinquish all such claims, and further covenant not to sue City for any such claim, regardless of whether same may arise from any negligence or gross negligence of City 4 I understand that there may be risks mvolved in participating in the Agreement. I assume all such risks. and will relv solely on myself and not the City in determining what those risks are. "\ I acknowledge that my services under the Agreement may occur on real property located in the City of Corpus Chnsti, Nueces County, Texas It is my intention to completely absolve the City of all potential Iiabilitv caused by, ansing out of or incident to my Treatment of Artwork on City real propertv 6. I agree that thiS Release shall apply to all activities dunng or connected in any way with my participation in the Agreement and my performance thereunder. 7 I agree that thiS Release shaH be governed by and enforceable under the laws of the State of Texas. Venue shall lie in Nueces County, Texas, where this Release was executed. 8 I hereby acknowledge that I have carefully read the foregoing Release of Liability and Covenant Not to Sue, and Intending to be legally bound, accept each of its terms. EXECJ...[fED IN DUPLICATE, each of which shall be considered an original, on this the~__dayof Irp/LU_ ______ ,2006. Al ns of; sident fhe Retirement Store, Inc. AddressH~Y1 ~&b. ..'~ ~ I ~_~CIl-4 J Jl~N, TX. _]J766 Date: _'tiLt Z~~ . ____ _ _ STA TE Of Texas * COUNTY OF~ _li&-Lt s __ ~ Before me, 6<..~t-J G. (;'-.....45._ , a notary public, on this day personally appeared Ai.. "D; ~1~lOFArie:O , known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purpose and consideratIOn therein expressed. Given under my hand and seal of office this day of i8~~ A-t:-R.-I L _, 2006. JAvCf~7/~! . __Notary Public, State of Texas ~....... :~~..':<.~ GLEN E. ELUS t~*.:~! MY COMMISSION EXPIRES .~2::~;!'.: FebllJar12B. 2009 Commission expires: FE:'B1tu~~1 ~ 2.001 '-~-':'-:,~~