Loading...
HomeMy WebLinkAbout2016-2701474 F11INSWE VantageTrust 11 Multiple Collective Investment Funds Trust This Participation Agreement by and between VantageTrust Company, LLC ( "Trust Company "), the trustee of the VantageTrust it Multiple Collective Investment Funds Trust (the "Trust "), and the employer executing this Participation Agreement ( "Employer ") on behalf of the retirement plan(s) or retirement trust(s) identified on the signature page and effective as of the date specified at the end of this Agreement (the "Retirement Trust "). RECITALS The Trust Company maintains the Trust (including each separate investment fund established as a "Fund ") under the Declaration of Trust dated January 1, 2015, and all other attachments thereto, as amended and in effect from time to time (the "Declaration of Trust "), as a medium for the collective investment and reinvestment of assets of certain tax - exempt, governmental pension and profit- sharing plans, and retiree welfare plans within the meaning of section 401(a)(24) of the Internal Revenue Code of 1986, as amended, and related trusts, and other eligible investors that become Participating Trusts under the Declaration of Trust (defined as "Eligible Trust" in the Declaration of Trust). 2. The Retirement Trust desires to become a Participating Trust as defined in the Declaration of Trust. F6142LIWOR11 1. Unless otherwise specified herein, any capitalized word or phrase shall have the meaning as set forth in the Declaration of Trust. AGREEMENT In consideration of the foregoing and the promises set forth below, the parties agree to the following: 1. Appointment and Acceptance. The Employer hereby acknowledges that the Trust Company has appointed ICMA Retirement Corporation ( "Investment Adviser "), an investment adviser registered under the Investment Advisers Act of 1940, as an investment adviser, pursuant to the terms of the Declaration of Trust to provide advice and recommendations to the Trust Company in the management of the Funds. The Employer further acknowledges and accepts that the Trust Company is a wholly owned subsidiary of Investment Adviser. 3. Adoption of Trust. The Retirement Trust's participation in each Fund will at all times be subject to the terms of the Declaration of Trust, which is hereby adopted as a part of the Retirement Trust and this Participation Agreement. The Retirement Trust's participation in each Fund will also be subject to the terms of the Declaration of Trust. 4. Acceptance of Plan. The Trust Company accepts the Retirement Trust (including each plan forming a part thereof) as a Participating Trust as of the date specified on the execution page of this Participation Agreement. 5. Notice of Disqualification. In the event that the Retirement Trust ceases to be an Eligible Trust as defined in the Declaration of Trust, then, in the case of any such event, the Employer shall deliver to the Trust Company a written notice of its ceasing to be an Eligible Trust within fifteen (15) calendar days of receipt of any notice, execution of any amendment, receipt of any letter or determination of such cessation. Upon the Trust 1/2016 Company's receipt of such information, in writing or otherwise, the Retirement Trust's Units shall be redeemed in accordance with the provisions of the Declaration of Trust. WARRANTIES, REPRESENTATIONS AND COVENANTS OF EMPLOYER AND ELIGIBLE TRUST 1. Employer and Retirement Trust represent and warrant as follows: A. The Retirement Trust meets the definition of an "Eligible Trust" under the Declaration of Trust. This means the Retirement Trust is any of the following: a retirement, pension, profit - sharing, stock bonus, or other employee benefit trust that is exempt from Federal income taxation under Section 501(a) of the Code by reason of qualifying under Section 401(a) of the Code; or J. an eligible governmental plan trust or custodial account under Section 457(b) of the Code that is exempt under Section 457(g) of the Code; or iii. Section 401(a)(24) governmental plans; or iv. any common, collective, or commingled trust fund the assets of which consist solely of assets of eligible investors in a group trust under Revenue Ruling 81 -100; or V. an insurance company separate account (i) the assets of which consist solely of assets of eligible investors in a group trust under Revenue Ruling 81 -100, (ii) with respect to which the insurance company maintaining the separate account has entered into a written arrangement with the Trust Company consistent with the requirements of Revenue Ruling 2011 -1, and (iii) the assets of which are insulated from the claims of the insurance company's general creditors; or vi. any other plan, trust, or other entity that is an eligible investor in a group trust under Revenue Ruling 81 -100. B. The Retirement Trust is established, maintained and administered under one or more documents that authorize part or all of the assets of the Retirement Trust to be transferred to, and commingled for investment purposes in, a Trust that meets the requirements of Revenue Ruling 81 -100; C. The Declaration of Trust (including each Fund thereunder) is adopted as part of the Retirement Trust; D. Authorization or license from any foreign, federal, state or local regulatory authority or agency required on the part of the Employer or the Retirement Trust has been obtained and any necessary filing with any of the foregoing has been duly made. 2. Employer hereby represents and acknowledges the following: A. It has the requisite authority to enter into this Participation Agreement on behalf of the Retirement Trust, to authorize investments under the provisions of the documents of the Retirement Trust and to make, on behalf of the Retirement Trust, any and all certifications, covenants, representations or warranties set forth in this Agreement. 2 VantageTrust If Participation Agreement 1/2016 B. It has received and reviewed the Declaration of Trust, any addenda thereto, the VantageTrust 11 Funds Disclosure Memorandum, and any additional materials and information it has requested describing the Trust, and its business and operation, and that in making a prudent investment decision with respect to the contribution of assets to the Trust in exchange for Units, the Employer has relied solely upon independent investigations made, directly or indirectly, by it. C. It has been given the opportunity to review with the Trust Company the terms and conditions of this Participation Agreement and the Declaration of Trust, and to obtain additional information to verify the accuracy of the information contained in the aforesaid materials, and such other information as it desires to evaluate its investment in the Trust. D. The Units of the Fund(s) have not been registered under the Securities Act of 1933, or the applicable securities laws of any states or other jurisdictions. E. Neither the Trust nor any Fund is registered under the Investment Company Act of 1940 and investors are not entitled to the protections of that Act. F. The Units of the Fund(s) are not insured by the Federal Deposit Insurance Corporation or any other type of deposit insurance coverage. 3. Employer agrees promptly to notify the Trust Company in the event that any of the representations set forth above or any information provided pursuant to the provisions hereof ceases to be accurate during the term of this Participation Agreement. Until such notice is given to the Trust Company, the Trust Company may rely on the representations contained in, and all other information provided pursuant to or as contemplated by, this Participation Agreement in connection with all matters related to the Funds and the Trust. FEES AND EXPENSES 1. Fees and expenses incurred with respect to the Trust, including compensation of the Trustee, shall be paid in accordance with the Declaration of Trust. MISCELLANEOUS 1. Construction. This Participation Agreement shall be deemed to be executed and delivered in the District of Columbia, and, except to the extent superseded by federal laws, all laws or rules of construction of the District of Columbia shall govern the rights of the parties hereto and the interpretation of provisions of this Participation Agreement. 2. Counterparts. This Participation Agreement may be executed in any number of separate counterparts, each of which shall be deemed an original, but the several counterparts shall together constitute one and the same Participation Agreement of the parties hereto. 3. Amendments. This Participation Agreement shall be automatically amended by any amendment to the Declaration of Trust, and all such amendments shall be automatically incorporated by reference herein, and any provisions of this Participation Agreement inconsistent with the terms of such amendment shall be null and void on and after the effective date of such amendment. 4. Agreement Conflicts. In the event that any terms of this Participation Agreement conflict with or are in addition to the terms of any Administrative Services Agreement ( "ASA ") between the parties, the terms of this Participation Agreement and the Declaration of Trust shall prevail. In the event that the terms of this VantageTrust II Participation Agreement 1/2016 Participation Agreement conflict with the terms of the Declaration of Trust, the terms of the Declaration of Trust shall prevail. Prohibited Transactions. If the Trust Company determines that the Retirement Trust's involvement with certain assets, liabilities or transactions will result, or has resulted, in the Trust engaging in a transaction that is prohibited by the Internal Revenue Code, Securities Act of 1933, Investment Company Act of 1940 or other applicable law, the Trust Company, in its sole discretion, may take action to correct such prohibited transaction, or may treat the Retirement Trust as having withdrawn from participation and shall redeem the Retirement Trust's Units, all in accordance with the Declaration of Trust. 6. Severability. Each clause or term of this Participation Agreement is severable from the entire Participation Agreement, and if any clause or term is declared invalid, the remaining clauses or terms shall remain in effect. [Space Intentionally Blank] 4 VantageTrust II Participation Agreement 1/2016 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date specified below. VantageTrust II Multiple Collective Investment Funds Trust By: VantageTrust Company, LLC, as Trustee, By: Angela Montez Secretary Plan /Retirement Trust: CITY OF COLUMBIA HEIGHTS Plan /Retirement Trust Name By: CITY OF COLUMBIA HEIGHTS 800755 ICMA -RC Plan Number C3833 Name of Employer or Viiuciary Customer Number By: Authorized Officer Signature Printed Name and Title Address Telephone Number S �Z/x 4, Da, e VantageTrust II Participation Agreement 1/2016