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Ordinance 02-1603
ORDINANCE NO. 02-1603 AN ORDINANCF.OP THE CITY OF LONG WOOD, SEMINOLF. COUNTY, FLORIDA, ADOPTING THE AMENDED MASTER TRUST AGREF.MF.NT FOR THE CITY OF LONG WOOD RETIAEMENT PLAN AND'fRUST POR FIREFIOHTEkS AND POLICE OFfICERS; PROVIDMG FOA CONFLICTING ORDINANCES AND PROVIDMG FOR AN EFFECTIVE DATE. WFdEREAS, the City Commission established a Retirement Plao and Trust for F'vefghters and Police Officers ofthe City ofLoagwood pursuant to Resolmion No. 95-828, s„hseyuently amended; and, WFIEREAS, the ReFuemem Plan and Trust Agreement was executed on December 4, 1995: and WF{EREAS, F.xhihil A of the Refvemem Plan and Trust for F'vefghters and Pollee Officers is the Master Trvst Agreement ofthe Florida Municipal Pemioo Trust Fond: and WHEREAS, the Master True Agreemem of the Retirement Plan and Trust for Fvefightere and Pnlice Ofiicus has been amended by the Florida Municipal Pension Trust Pund Master Trustees to provide for arneodments to the Termination clause and the Disnibutioo of Assets clause, NOW. THERFOR$ BE IT ORUNNED BY THE CITY COMMISSION OF THE CITY OF LONG WOOD. FLORIDA, AS FOLLOWS: SECTION 1: The City Commission ofthe City o[Longwoud in its capacity as the True e of the Reri nt Plan atM Trust for Fuefighmrs arM Police Officers of the City of Longwood hereby approves and adopts the amended Master Trust Agreemem evached herdo as Exhibit A, entitled Florida Municipa( Persxlon trust Fund Mailer Trust Agreement, ax amerded an November 29. 2001. SECTION 2: The City Commission ofthe City of Longwood, Florida, hereby author'ves the Mayor uch doc requirN to cfFut ethis ameodmem to the Retircmem Planenud Trust for Pi~efigheersrend Police ORiecrsunt SECTION I: ConFllcte. All ordinances or pansofordinmxes in conllict nerewnn are nereny repealed. _t ood 6~hibit A to Ordinance OZ-1603 FLORIDA MUNICIPAL PENSION TRUST FYJNn MASTER TRU5C AGREEMENT As AntertAed Ort Nnvenrber 29, 200/ THIS AGREEMENT rttade az of the 161° day of December, 1963 and as amended az ofthe 29th day of November, 2001, ("Agreement'), by and between atl of the panics who are no may hereafter become Participating Employers o[ the Florida Municipal Pension Tcust Fund and the individuals named as Master Trustees pursuant to Section 109 hereof and their successors (such individuals eollcetivoly referred to az tic "Master Tmstee"). W ITNESSET H- WHEREAS. the Plorida Constitution, Article VII[, Section 2(b), provides, in part, that icipalities shall have govemmemal, corporate and proprietary powers to enable them to conduct nicipal govertunent, perform municipal Functions and render municipal services, and may exercise any power for municipal purposes except ns otherwise provided by law, and WHEREAS, Section 166.021, Florida Salutes, provides, in part, that municipalities shall have the govcrrtmental. corporate artd proprietary powers to enable them to conduct municipal government, perform mwicipal functions, and render m nicipal se and may ex any power for wicipal purposes, except when expressly prohibited by lawc and furtier defnescasmunicipal purpose to mean any aotlviry or power which may be exercised by the State or its polltlcal subdivisions, and WHEREAS, in Greene v. Gmv. 8] So.2d 504 (Fla. 1956), the Florida Supceme Coun held public pension plans serve a public purpose, and WHEREAS, Section 163.01, Florida Statutes, provides thata public agency of the State may ise jointly with any other public agency o(the State any power, privilege or authority which such agencies share in common, for the purpose of permitting local governmental units to mdcc tic most efficient use of their powers by enabling them to cooperate with other localities on n basis of mutual advantage, and tVHERF,AS, the Panicipating Employers with a defined beneft plan or plans will execute a r agreement whereby each Participating Employer will w and agree to make «bmi ns based upon appropriate a riot analysis of benefias o applicable agreement in designated cash reserve and out of witielctlawful and proper claims are to be paid. and fattier. that oche Panicipating Employers will covenant and ngrec that thue will be no disbucsements out ottbis fund by way of dividends or distribute of ac mutated :e o the respective Panicipating Employers. and fwher, that the Panicipating Employers shall make expense payments as required for plan design and administration, and WffEREAS. the Panicipating Employers with a def ned contribution plan or plans or with a deferred ompensation plw or plans will execute a covenant or agreement to participate in such plans ncwrding to the plan documents- NO W.TIiEREpORE.rhe parties hereto mutual ngrec ns follows: PA12T 1 -GENERAL PROVISIONS Section 100. APPLICATION. The provisions of Part 1 are general adminisvative provisions applicable to eaGt Pan of this Agreement. Seaian 101. DEFINIi'IONS. The following definitions shall apply to each Pan of this Agreement, unless the context of the teem indicates otherwisa, and shell govern the interpretation of this Agreemem: A. Administr r. The term "Adminirtrawr"shall mean fire Florida League of Cities, tnc. or any successor designated by the Master Trustee to administer the Master Tryst Fund and the Plans B. Beoe~ The tern "Benefciary" shall mean a person designated by e Peniclpating Employee to be entitled to a Benefit incase of death of the Participating Employee. C. Benefits The term "Benefits" shall mean any and all benef¢ provided for Participating Employees and their Beneficiaries payable from the assets of the Master Trvst Fund or the asses of a Plan, or the policies of insurance providing f r such paymenes, or both. upon certifcation by Ne Participating Employer of eligibiliry for such benef ts. D. Custodian The term "Custodian" shall m an the bvrks, m teal funds, in ompa~u other qualiEed en selected by the Mss er Tru wder separate tvnaen doeum n, to hold the vsse¢ of the Master Trust Fwd or tM1e assets of any Plan E Deferzed Com n Plnn Tms[. The to "Defamed Compensa n Plan Trust^ shall mean the tmsf holding fheevsset~of the participating deferzed compensation plans'o F. Defined eeneft Plan Trust. The term " Def ncd Benefit Plan Trust' shall mean the wst holding the assets of the participating defined bereft plans. G. Defined Contribution Plan Tryst. The term "Defned Contribution Plan Trust' shall mean the tryst holding the assets of the participating defined wntribution plans. Id. EmE~ The term "Employee" shall m an the employees and officials of each Employe undea classification established by eeoh Cmployer and aoeepted by the Master Trustee. I. Ems The term "Employci'shell mean every municipality established within, or public agency or political subdivision of, the State of Florida. 1. FMPTF. The term "FMPTF"shall mean the Florida Municipal Pension Trust Fund. K. IRC. the term "IRC" shell mean the Intemvl Revenue Code of 1986, vs amended, and, vs relevant in eo ext, the Internal Revenue Code of 1954. es enrended_ L. Master Trust fund. The term "Master Trust Fund" shall mean the assets of the pefned EeneEt Plan Trust, Defined Contribution Plan Trust and Deferred Compensation Plan Trust created herein, which shall include all assets oFthe Plans M. Master Trustee. The term "Mazter irvstee" or "Master Trustees" shall mean the individuals who serve as trustees purouant to Section l09 hercoCnnd their successors. N. Participative Emolovee. The tam "Panicipating Cmployee" shall m an any eligible Employee of a Panicipating Employer. O. Panicioatin¢ Emnlover. The term "Panicipating Employer" shall mean an Employer which becomes a party to this Agreement by executing a Trust Joinder Agreement as provided in Section 102 hereof. P. Plans. The tam "Plans" shall m an the def ned beneht plan or plans, the def ned ntribution plan or plans, and the deferred compensation plan or plans adopted by 1'aricipating Employers under the terms of this Agreement. Q. State. The term "State" shall mean the State of Florida. Section 102. PARTICIPATMG EMPLOYERS. A ~ The Maser Trustee shall be the sole judge of whether an Employer is eligible to become a Panicipating Employer. The Master Tmstee may delegate Ne ministerial authority for membership approval to the Adminisvator. B. Eleeaion. Employers make their election to became a Panicipating Employer by ring a Trus[ loinder Agreement in such form and intent as provided by vhe Mazicr Trustee. By acing the Trust Joinder Agreement, the Employer agrees m he bowel by all Ue to and provisions of this Agreement, the Tivst Joinder Agreement and all rules and regulations adopted by the Master Trustee under this Agreement. C. Confnu" a Perri o n¢ Emnlover. A Panioipnting Employer shell be entitled to continue to be a Panioipating Employer az determined hom time w ume by the Master Trvstee- Section lOJ. MANAGEMENT OF ASSETS OF THE MASTER TRUST FUND A. Authority of Mazcer irus Except n et forth in subset ns B, C, D, or E of this Section, and except az otherw se provided by Inca, the Maztu Trustee shall have exclusive nuthoriry and discretion to manage and'convol the assets of the Master Trust Fwd held by it pwsuanl to the guidelines established by the Mazter Tustee in the FMPTF's Investment Policy. B. Inv nt Man s. The Master Trvs e, from may appoint one (I) or independent Im nt Managers ("Invcstmcnit Manager")mpursu1ant w anagem t agree with mch, describing the powers and duties of the Investment Managexeto invest and manage all or e portion of the Master Tivst fund. Ilse Investment Manager shntl have the power to dire tthenaagement. acquis oraixposition ofthat portion of the Master True Fund for which the Investment Managu is responsible. The Muster Trvstee shall be responsible for ascertaining that each Investmem Manager, while voting in that capacity. snlisfes the following requirements: _ I. The Inv nt Manger either (i) registcr<d u t ¢dviser under the Investment Advisers<ACt of 1940, az wnended; (ii) e bank as defnedmn that Au; (ii) an omp¢ny qualified to perform the services described herein under tP,e laws of ren~han or (iv) e pooled in nt program (or govermnentel entities created pursuant tooSeetion<~16J.01, Florida StatuiesMand The Investment Managu has aela,owlcdged in writing to the Master Trvstee that it is a fiduciary with respect to the Plan. f.. Investment Marta er Duties. Subject to the approval of the Mazter Trustee, each Investment Manager shall establ sh and carry out an investment policy and method for the portion of Ne Master Trvst Funa for whim it is responsible that is consistent with the objectives of the Plan, any ant policy adopred under the Plan, and the FMPTF's Investment Policy. At least actually, the Inv nt Manager shall re nt policy arts method with the Master Trustee. The Investment Manager shell vlso' make in r that is ns,stent with applicable law. and azadvised by the Administrator, the dash requircm nts of il,e plan eo Eaoh Investment Manager shall no less than a,muelly of at the request oCthe Master Trustee, certify the value of any securities or other property of the Mazter Trust Fund mar,aged by such Investment Manger. The Master Trvstee shall be entitled to rely conclusively upon such valuation for ell purposes under the wst far the Plan. D. 'Che Muter Trustee shell vot be liable for ey au or n of any Investment Meager and shell noe be under-any obligation to invest or otherwise meegesine users of Ne Master Trus7 Pund or of the Plas that are subject to the maagement of any Investment Manager. Without limiting the generality of the forgoing. theMazterTrvstee shall not be liable by reason of iu taking or refraining Crom taking at the dire n oC ey Inv nt Meager ay action Durs o this Section, or pwsuat to otiCtca ofca order o purchur or cell s ucd by ay Ivvestmevt Meager, nor shall the Muster Trvstee be liable by reason of iterefrv~ving Crom taking any action because of the failure of any Investment Manager to give such direction or order. the Master Trvstee shall be under no duty to question or [o make inquiries u to any direction or order or Failure to give ¢ny direc[ion or order by any Investment Mnneg<r; d,e Master'Crustee sh¢II be undo no duty to make any re or a my acgmree rot any in a tans at the ahereon o order of any Inv nW Manager, and the Master Trus shall<be under no duty a any ti make any rewtrunendation with respect w disDOSing of or cotn,nuing to retain any such investmem E. Invesment of Cheters 1I5 ed IAS Funds. 'Co the vx 1 the Mazter Trvstee s tnat delegation of investmen authority to Participating [:mployersnwiti adefined bench[ plan or ples is required pwsuat to Chapters I]S or I85, Ploride Sraeutes, then such powers as set Conh in pazagruph A of this Section shall be so delegated. F. Re~ariing, The Master Trustee shall be responsible Cor and shell rouse to be filed such annual or periodic audits. valuvtions. reports and disclosures as are required by law or agreements. The Mesler Trustee may employ professional advisors to prepare such audits. vzluaiions. reports end disvlosurrs and the cost of such professiona!odvisors shall be borne by the Master Trust Fund. G. Comminrlina Assc s Except to the extern prohibimd by applicable law, the Master Trustee may wmmingle the assets of ell Panicipeting Employers and Punicipat'Ing Employees hdd by under this Agreement Cor invesmett pnrposee in the Master Trust Eund and shell hold the Muster Trust Pund in and manage end administer the same in accordance with the terms and pro of this Agteeane tt end the Plana. However, the assets of Participating Employes and Participating Employeev in the various trusts included in the Master Trust Fund shall be accounted for separately. lire Maslcr l'rustee end the Adminisvemr shall be under no duty to determine whmhcr the amount of wy comribmion is in eccordanw with the Plans. or to collect or eoforee payment of nny contribution. Separate investment fonds within the Muster Trust pond and varying percentage of investment in any such separate investntcnt fund by the Participating Employers end Panicipoting_Employees, to the extent so determined by the Master Trustee, is expressly permitted. Section loa_ ADMINISTRATIVE POWERS AND DUTIES A. Administr r. The Administrator shall serve as Eecretary~Treasurer of the FMPTF and shall have the you and authority to implement policy matters set by the Master Trustee ns they relate o the ongoing operation and supervision of the FMPTF and the provisions of this Agreemem and applicable law. 6. Master Trustee- The Master Trustee shall hove and in its sole and absolute discretion may ex se [rem and at any ti either through its own actions or through a Custodian selected by Pte MastereTrustee, the following edminiatrmivv powers and authority with respect to the Master Trust Fund. I. To co to hold any property of the Mater Trust Fund that becomes o[herw itablenfor nt for es long as the Mas er Tros is disc on dec desirvblee to reserve from~nvestmem and keep unproductive of income.'withoutlability far wsh temporarily awaiting investment and suoh cash as it deems advisable, or as the Adm n~svnwr from rime to time may speci[y, in order m meet the ndministrvtive expenses of the FMPTF or antic spared distributions dtere from. 2. To hold property of the Master Trust fwd in its own name or in the name of a without disclosure, of the wst, or in hearer [ rm so that ii will pass by delivery, butnnoasuclt holding shall relieve the Master Trustee of its respoosibiliry Cor the safe wsmdy artd disposition oCthe Master Trust Fwtd in awordaucc with the provisions of this Agreemem; the books and records of the Master Trustee shall show at all times that such property is pen of the Mastu True't pond and the Master Trunec shell be absolutely liable far any lass occasioned by the acts of its nor ec r nominees with respect to secunues registered in the name of the vominee or nominees. o To organiza and incoryomte under the laws oC nny state it may deem advisable eoryora a (and to arty such mrporm ion that it mny have otgaruied and in~ orpomtcd) aforntlrc purpose of acquiring and holding title to any property, interests or rights that nc~ Master Ttustn:: is authonzad w ncquim antler Suction Im here 4. To employ in the management of the Muter Tust Fund suitable agents, without liability (or any lass occasioned by ring ouch agents selected with the vale, skill, prudence and diligence under the circumstances then prevailing that a pmdent person acting in a like capvcity mid [ iliar with such metiers would use in the conduct often enterprise of a like character nod with like aims 5. To make, and deliver, u any deeds, c veyances, leases, ongages, rather ring that it may deem necessary or desirable in the cxerasc ofits powers undo thisnAgreement 6. To ao all other acts [hat it may deem necessary or proper to carry out any of the powers set forth in Section I03, 106 or this Section, to admiNSter or carryout the proposes of the Master Trust Fund or arty Plan, or u otherwise is in the best interests of the Master Trust Fwd or any Plan, provided, however, the Master Trustees need not take any avtion unless in their opinion there are su~cient Master Tust Fund assets available for the expense thereof 7. To adopt bylvws governing the Master Trustees' operations endproccdwes. 8. To co with mwicipal corporations, political subdivisions and outer public s of Statecor of local government and private en es for the provision of Plan and for the use or fiunishing of services and facilities necessary, useful, or ioeident to providing Plan services. 9. To onvact with public r private envties for the provision of admin~suattve t0. To adopt plans, trust agreements, investment guidelines and other documents necessary yr desirable for Ne Plans II. To charge (ees for admininrative services in addition w any fees charged by other adminisvative service providers. t2 To collect and disbwse all Funds due ur payable fiom the Master Trvn Fund, ~na« the terma nr me Plans. I]. To provide for and promulgate all rules, regulations, and forms deemed wary or des rable i ring with Participating Employers and Participating Employees, in fulf Ming thevManer Trances' purposes of providing benefv through the Master Trust Fund and Plans, and in maintaining proper records and accoun[s. 14. To employ in ompanies, banks, t ompanics, in nt brokers, nt vdvisors, or otlren as ngents for the receipt and disbursement os[ Nnds held in ws sforvPanicipating Employers and Participating Employees in the Planz I5. To panicipvte - einVt group tr t that has been determined by the lntemal Revenue Service tonbe e pooled fund arrangement pursuant Ie Revenue Ruling 81- 100. I6. To determine, consistent with the applicable law and the claims procedure under the Plans, all questions of law or face that may arise u to investments vnd the rights of any person claiming rights under the Plans, including without limitation, Participating Employees, former Panicipating Employees, and Beneficiaries. I]. Subject to and consistwt with the IRC, to eonttme and interpret the Master Trust Agreement and to any defect. supply any omtssi r reconcile any tncon.unency in the AgreememeO Ig. 'Fo convect for, purchase or otherwise procure insurance and investment products. 19. To register any Master Trust Fund azset in Ne name of the FMPTP. in the name of its ages n the name of v nominee or to hold any inswmem in bearer form (but the books and records of the Plan shall at all times show that such inveswents are putt of the Master Trust Fund). Section 105. TAXE y EXPENSES AND COMPENSATION OF MASTER TRUSTEC A Taxes. The Mazter Trvstee, without direction Gom the Administrator, shall pay out of the Mortar Trust Fund all taxes imposed or levied with respect to the Master Trust Fund, or any pan thereof, under applicable law, and, in its discretion, may comes[ the validity oramount of any tar, usessm nt, claim or demand respecting the Master Tmst Fwd or any pan thereof R. Exo and Com The Mazter Trus authonud to aside from Panicipating Employersand Panicipating Employee ontnbmions received wd the investment inoome mad there noble sum for the operating expenses and administrative expenses of the Muter Trust Fwd andaNePlans. All re ning fwds coming into the Muter Trustee shall be set aside, managed and used only for the payment of Bevefts es set forth iv the applicable Plan_ The Master Trunec may establish from time to ti noble amount of comperes nendance at meetings by the Master Trustees and the Administrator in the performance oC the anal duties of a Master Trustee or Administrator, which compensation may include reimbursement (ar necessary expenses incurted therein. C- The Maurer Trvstee mny us and apply u to the Defined Benefit Plw Trvs, Deferred Compensation Plan Tivsl and Defined ComribmionePlnn Trust as part of vtd in the Master Trust Fwd, to pay or provide for the payment of all reuonable and necessary expenses which may be rred in connection wish the establishment and maintenvtce of the Defined pane Fit Plan Trun, Deferred Computsarion Plan Trust and Defined C retribution Plan Trust, including but not limited to, the employment of such adminisvetive, legal, accounting, and othu expert and eluical assistance, dse leasing of such premises and the purchase or lease of such materials, supplies and equipment as the Mazer Trvs is disc nay doe essary or appmprinte in the performance of iU duties, or the duties of the ages s or employees of thin Muter Tmrtae. Section 106. GENERAL DUTIES AND MEETING OF TI{E MASTER TRUS I'FF.S A. General Duties. The Maher Trvsteu and each Investment Manager vppointcd pursuant o this Agreement shall discharge their respective duties under this Agreement s5lely in the interest of Na Paniapeting Employers and Panioipating Employees in the Plvts and their Benehcieries and: (i) [or the exclusive purpose of providing Benef is to such Panicipating Employees and their Beneficiaries and defraying reasonable expenses of administering the Plans; (ii) with the cart. skill, prudence acrd diligence under the circumstances then prevailing that a prudem person acting in'a like capacity and families with surAt matters would use in the conduct of an emeryrise of a like character with like aims, and (iii) by diversifying the investments of the Plans so u to minimize the risk of large losses, wless, under the citctunswtees, i[ is clearly prudent not to do so. However, the duties and obligations of the tee Mas er Trvs and each Inv nt Manager, respec vely, a uch, shall be limited to those expressly ~ntposed upon them respectivelyeby this Agreement notwithstanding any reference herein to the Plans. I. Authority of the Master Tmstee. The Master Trustee shall have the power and authority and shall be charged with the duty of general supervision and operation o(the FMPTF, and shall conduct the business and auivities of the FMPTF in accordance with Nis Agreemcm and applicable law. The Master Trustee shall not exeruse any powers in a marurer that is inoonsistent with this agreement. 2. Approval of New Members. The Mas er Tru othu desigve after the caption date of Ne FMPTF, shall re eapplica ns for embership from Employers the FMPTF and shall approve oradisapprove such applications For membership in cordance with the terms of this Agmement, the Trust binder Agreement and the rvles and regulations established by the Muter Tustee for admission of new memhers of the Plans. The Maser Trustee shall have total discretion is determining whether to accept a ember. The Master Trustee may delegate the authority for membership approval to the Adminisnamr or its designees provided that such person designated is not an ovmer, officer, or employee of the Admitustrator. !(required by Ne Plan, before any member is approved, the pens n plan proposed by the ember st be approved for anal soundness by the Adminisrator and must comply with Chapter 112. Florida Statutesc n J. Master 'fntstee Liabilities. No Master Trustee shall be liable for any action taken pursuant to Nis Agreem in good Faith or for.ur omission except bad faith or Gross negligence, or For nny not of om ssion or commission by any other Muter Trustee or by w employee. The Matter Trustees arc heeby authorized and empowered to obtain, at the expense of the FMPTF, livbility imsuraneo fully protecting the cespeetive Master Trustees, Ne Administrator, entl the FMPTF from any lass or expense intoned, including reasonable mey's fees, for nll outs of the Master Trustees except bad Faith or gross negligence. The FMPTF hereby agrees to e, hold harmless wtd indemnify the Master Trustees and Administrator from any lossedamage or expense incurted by said persons or entities while acting in their official capacity excepting Lad feiN or gross negligence 4. Stvndwd of Review. In evaluating performance of the Master Truzxccs, ompliance by the Mas er Trus with the Master Ttvst Agreement must be detetminctl in light of the facts and aireuntstanecs existing et the time of the Master Trustees' deu''sion or anon and hat by hindsight. 5. Lim n Liability. The Master Trustees' responsibilities and liabilities shall be subject totthe following limitations: a) The Master Trustees shall have no duties other than those expressly set forty in this Master Trust Agreement or LLie Plans and those imposed on the Master Trustees by applicable laws. b)The Master Trustees shall be responsible only Eor money and property actually ived by the Muter 'T'rustees, std then to the extent described in ibis Master Trust Agreement The Master Trustees shall not be under any duty m require payment of any contribution to Ne Master Trust Fund or to see that any payment made to them is compu(ed in accordance with the provisioas of the Plans. cJ The Master Trvstees shall oat be responsible for the ca of any - determmatian of payments or disbursements from the Maier Trust Fund. d)The Muter Trvs s shall hav o liability for the acts or omrss~ons of any predecessor or successor to office. e) The Mazter Trustees shall have no liability for (i) the acts or omissions of any Inv nt Manager or Mwtagees; (li)the acts or omissions of any in ompany; (iii) Ne a of any m toot food; or (v) folio wog dire that a cgivenomis`nensMaz r Trus s by the Panicipating Bmpltoyer, Panicipating Employees or thee Adminisrator to accordance with this Master Trust Agreement or the Plans. B. Reliance on Counsel. The Mazier Trustees may employ, retain or consult with legal wsei, who mny be counsel for the Administrator, the Florida League of Cities, for any of the Plans, and for any Mazter Trustee in their individual capacity concerning any questiotss which may arise with reference to the dories and powers or with reference to any oNer matter pertaiNng to dtis Agreement; and the opiru n o[ such <o sel shall be Cull and complete authon and prof respect of any ac ntaken suffereduby the Master Tms in good faire in accot~dance with the opinion oP such counsel and the Maser Trustee shall not be liable therefore. C. ~. The Master Trustees shall meet at least samlarmualty, and more fiequantly iC called, at Ne principal office of the FMPTF or at such other location az may be acceptable to a mejoriry of the Muter Trvstees. The Chairman of the Mutu Trustees or his designee shell set the d¢te, time and location of eaoh meeting. and notice shall be famished to caoh Master Trustce by Ma Administrator not less than ten (IO) days prior to Ne date of the meeting and may specify the purpose and any action proposed to betaken at the meeting Funhertnore, such notice shall be directed to the Muter Trustees by mail to the address of the Master Trustees az recorded in the offce of the FMPTF. The Chairman or v,y two other Master Trustees may direct the Administrator m send the prerequisite nonce for any special meeting of the Masterirustees. For the proposes of a duly called meeting oP the Mazmr Trusters, a quorvm shall exist if a majority oCme member' of the Master Trustees are present. The Administrator or its designee shall keep minutev of all meetings proceedings and acts of the Master Trustees, but such minutes need not be verbatim. Copies of all miuutes of the Master Trustee shall be sem by the Adminisvator or its designee to the Master Trustees. All action by, and dec lions of, the Muter Trustees shall be by vo e of a wajoriry of the Mazter Trustees attending a duly celled m eting of the Master Trustees at which e quorum is presanC ftuthertnore, all actions by, and decisions of, the Master Trustees shall be by vote oC a majority oC the of Mastec Trustees anendingaspecial me ring. D. Office of the Muter Trust. The Maher Tmstaes shall establish, maintain and provide adequate funding for an offce for the adminisvtion of the FMP'CF. The address of such offce is to be made known to [he parties interested in or participating in Ue FMPTF and to the appropriate governmental agencies. The books and records pertaining to the FMPTF and its administration shall be kept and maintained at the offce of the FMPTF. E. Execution of Docum s. A certificate signed by the Chairman of the Master Trustens, such other person designated by the Master Trustees, shall be evidence of the action of the Master Trus and any such eercifea r other signed shall be kept and m tamed at Ne offce of theeMuter Trustee and may be relied upon u an aaiou of the Master Trustees.atn F. Appointment of Administrator. The Mazter Trustee shell designate and provide ompensation for an Administrator to administer the affairs of the FMPTF. An Adminisvator so appointed shall Cumish a fidelity bond with the Mazter Trustee az obligee. The Mastee Trustee shall determine [he am t of Ne fidelity bond and evidence oC the bond shall be available to the appropriate govemmevtal ageceies. G. Ilncla'med Beneft Pav s. If any check or share ttifca in paymc tofa HeneEit under tltis Agreement or any Plan, which has been mailed by eegular Uniced States Eirst-class mail to the laz addres of the payee famished to Ne Master Trus r the Admi mad nalnimed, the Mazter Trvs r the Administrator shall diso ue further payments to such payee until they receive further instructions, subject to any applicable unolaimed pro-erty act provisiens. 'lire Mazter Trustee or Adminisvator shat l further take reasonable a<ttons to locate such payees. H. Duty to Furs sh Inform Both Ne Admi and the Master Trus e shall ftrrhish to each oNer avy doou reporc, re tether inform n that the other nobly deems necessary to perfonrm duties imposedsuudec this Agreement or othrerwise imposed by law. 1. Author tv of Ind'v'dual Master Trvstees. Any action to be taken by the Mazter Trustee shall be taken only upon the authorization or vote oC a majority of such individual Mazter Trvstees. How r, the Master Trvs may delegate a partiwlm franc q power or authority to an individual Master Tmstee (the "Individual Master Trustee"). When such delegadon oeeuq no person dealing with the Individual Master Trustee shall be required to make inquiry az m the authoriry of the Individual Master Trustee to do any act hereunder. Any such person shall be emitted, conclusively, to me that Ne Individual Mavter Trustee is properly authorized to do vey ac4 which he/she putpons w do hereunder, and any such person shall be under no Iinbiliry to any person, whomsoever, for any act done hueundcr pursuant to such wrineu direction of the Individual Master Trvstee. When such authorized by an Individual Mastec Trustee, any such person may assume conclusively that thetlnd'tvidual Mazter Tmstee has full power and authority to receive and give receipt far any money or property becoming due and payable to the Master Tnstees, and no such person shall be bound to inquire az to the disposition or application of any money or property paid oc delivered to the Individual Master'hustee, or paid or delivered in awordance with snoh written direcion of the Individual Mastu Trustee. 1. Relian nn Com s. The Master Tns may rely upon nifica n of Ne Admi r with respect to anyu n auction, direction, or approval of such Adminisaamrtand may rotrely upon such certification until a subsequent oertifcatien is f led with the Master Tructae. The Master ins s shell hav o duty to make any in stigati inquiry as any rt meat contained in any such wr ring but may accept the same az fully auf6orized by the Administatorate Section IO]. ACCOUNTS. The Master Trustee shall keep or oause to be kept at the expense of Me FMY7F accurate and detailed accounts of all its receipts, investments and disbursements under Nis Agreement and the Plan wiN the Master Tnstee accowting sepaately for each Investment Manager's porton of the AAastec Tnst Fund. Section 108. COMMUNICATIONS. Umil notice is given [o the conaary, communication to Ne Master Trustee shall be sem to it at s oRw at 301 South Bronough Saaet, Suite 300, Tallahassee, FL 32302 and oommnnioations to the Administrator shall be sent to 301 South Eronough StreeS Suite 300, Tallahassee, FL 32302. Section 109. APPOINTMENT RESIGNATION OR REMOVAL OF MASTER TRUSTEE. A. Master Trustees. The operation and administration of the FMPTF shall be the full msponsibility of the Mazterins fmg ofa number of individual Master Tnstees selected from the rates of elected officials of munic~pvlsgovemmems participating in the Plans. B. Aopoi~tment of Master Trustees and Len¢[h of Appointment. The number of Master Trustees shall be five. I. The frst group of individual Master Tres selected by the President of Nc Florida League of Citie or his designee in orderttosc ca a an interim group of Master Trustees so establish the Plnns. This interim group of individual Master i'nstees served ntil su individual Master Trustees were selected. The group of Maz m Tn ompos~d of Eve individual Master Tns The riot to of the individual Master Trustees w as follows: tw individualeMazter Trustees selected far a one-year and three individual Master Trustees selected for a two-year term. The terms Ne evficr shall be for three years. 2. Beginning in January, 1986 the Master Tustees shall solicit nominations from the Participating Employers of the Plaaz and such nominees shall constimce the basis for individual Master Tnstees selection. The individual Master Tustees may be re-elected but no individual Master Tnstees shnll serve more than two consecutive Nree-year terms. In the a e t individual Master Trus s ap~ointed to Codl an unexpired term, New iretl i shallanot be included in the - rm 1' on pr vided here n. Replacement M ter T etecs shell be solicited fromt no ns prov~dcd by Prticipating. Employers and s shall be filled by We MastuaTmstees, by majority vo e, from Ne nominees offered by such Participating Employers. 1. No individual Mas er Trus may be selected or a Master Trustee after becoming an o ,officer or employee of the Administrator err n Custodian. 4. Each individual Master Trustee and each suttessor individual Master Trustee shall acknowledge and co~ssent to his appeinunent as a Master Trustee by giving uaitten nonce of acceptwce of such selection to the Chairman ofthe Master Trusees. C. Resignation ofa Master Trunee. I. An individual Master Trustee may resign from all duties or responsibility wder this Agreement by giving not less ihaa sixty days prior written notice sem by registered mail to the Chaianan of Ne Mster Trustees. Such n shall s e the date said resigvatiov shell take effect and such resignation shall taketeRm[ on such date uNess a or Master Trustee shall have been selected at an eazlier date by the Mastu Trustees n which event such resignadon shall take effect immediately upon the apPOimmem of the successor Mater Trusue. 2. Any individual Mastu Trustee, upon leaving office, shall fonhwiN tam over and deliver to the Chairmen of the Master Trustees at the principal otficc of the FMPTF any and all records, books, doe r other property in his or her possession or wder his or her control which belongs to ileie FMPTF. D. Rem vnl of e Master Trus Each individual Master Tms unless due o the esignation, deaN, ncapacity, or refusal m act, shall serve and shall continue to serve subject to Ne provisions of this Agreement. An individual Master Trustee shell relinquish his or her office or may be removed by a majority e e(the Mster Trus s ipso fact when he or she no longer serves in an offcial capacity with Ne Panicipating Employer from which he or she was selected or when the Employer is no longer a Participating Employer of Ne FMPTF. Notice of removal of an individual Master Trustee shall be famished to the other individual Master Trustees by the Chairman or Acting Chairman of the Master Trustees and shall set forth the effective date of such removal. E. A n of e Succes or Master Trus ce. In the event any individual Master Trustee shall die, esigq hero rapacitated,se refirse mr Master Tms a shell be selected forNwith by Ne Mnste Trustees. 'Fhe nmice of appointment oFen successor Maser Trustee shall be in ding from the Chairman of the Master Trustees, and shalt be accompanied by [he wrinan acceptance of the successor Master Tustee. F. Mas erTrvs ees R'ghts. In case of deodt, resignation, refnsal, or inability to act by any c of ire Master Tmstees, the remaining ivdividuel Master Trustees shall have the powers, rights estatev, and intererts of this Agreement ns Maser Trustees and shall be charged with the duties oC this Agreemen[, provided in such cases, no action may be taken uNess it is coneurzed in by a majority of the remaining individual Mater Trustees. Section I I0. AMENDMENT OR TERMINATION OF THIS AGREEMENT~,TERMMATION OF PLANS. -- A. Amendment. This Agreement and the trusts created hereby may be amended in writing any ti e by the of a majority of the Master Tustees. No amendment to this Agree which directly aBecets the scope of power of the Master Trvnees, terms of effce or the select n of Mesta Trustees, shell became etlective without the concurrence of the Beard of Directors of th<Florida League of Cities, Inc. Ne change which specifically affects the exercise of powers by the Mastu Trustees or the fiduciary responsibilities of the Master Trustees to Participating Employers and Participating Employees shell be required to be approved by the Board of Directors of the Florida League of Cities, ]nc., nor shall this section be canswed to give the Board of Directors of the Florida League oC Cities, Ino, the pow vry fiduciary revpomsibility of the Master Trustees or to mtterfere wi[h the exerese of those responsibilities by the Master Tmttees. This Agreement may not be amended so as to change iss purpose as set Perth herein or to permit the diversion or application of any funds of the Master Trus[ Fund or of the Plans for any purpose other than those speti6ed herein. The Master Trustees, opov adoption of an amendment to this Agreement, shall send a copy of any such amendment to the Participating Employers. B. This Master Tmst Agreement and any tryst created hereby may be terminated at any time by the Master Trustee with respect to an Employer when the Employer's participa[ion in a Plan is aced, or when a Trust Joinder Agreement has been terminated. The Defined Centribution Plan Trus may be aced in irery when the Defined Contribution Plan is aced in its entirety. The Deferred Compen cn Plan Tryst may be terminated in its entirety whennihe Deferred Compavsation Plan is terminated in its entirety. The Defined Bone6t Plan Trust may be terminated in tirery pursuant to Florida law. The Master Trust Agreement and the Master Trust may be terminated in its entirety pursuant is Florida law. C. In cave of a terminetloo oP this Master Trust Agreement, either in whole or In part, the Master Trustee (subject to the provisions of Section I t I hereof and reserving respectively such sums as the Master Trustee shall deem necessary in settling its respeuive accounu and to dischazge any obligation of the FMPTF For which as Wstee the Master Trustee shall be liable) shall hold, apply, nensfer tic dis bate the aE3eued assets of the Master Trust Fond in aceerdance with the applicable provisions of this Agree and the affected Plans. Upon any to whole or in part, of this Agree ant and the eared hereby, the Master Trustee ahnllnha~e right to have tts aceouuts settled as providedt nsSewon 112 hueot In the o of the complete or partial to of this Agreement as re Employers, ncludingsa sing fenm the discon[invance or delinquency of contributions, the affected s of rhea Master Trust Fund shall comtinue to be held pursuant w the dimotion of the Master Tn stee, for the benefit of afk<ted Participating Employees and Beneficiaries, pursuant to the benefit provisions of the Plan. This Agreement shall remain in full effect with respect to each Panicipating Employer that does not terminate its panicipation in the Mastu Tryst Fund en behalf of its Employees, whose participations aced by the Mas er Trus c. In the e t of a complete ° 'nation oC the Mastu Trust Fnud,~or of the complete termination of the DednedeContribution PlancTrvst, Lie Deferzed Compensation Plan irvsS or the Defined Benefit Plan Tust, the Master Tmstee will Wee Doable reps to ovoid a distribution to the Panicipating Employees and Benetciaries, except pars to benefit optio wder the prov ns of the Plan ncluding trans[ers or plan(s). Houe~ if distributio m t be mede,i~he Admi shall be resp'onsiblecfor directing distributi of all affected assets of the Master Tust aFwd to Participating Employees and Beneficiaries. Distributions wder a Plan of existing ac rued benetits to Ne Patticipating Employees and Benefciaries affected by the terminatsovs are subject to the beneft provisions of the Plan. However, if'a Participating Employer requests eplan-to-plan nanskr of Plan assets with respect to the Participating Employer's EmployoeR the Mastu Trustee may in its discretion make the varefer. Notwithstanding file foregoing, the Mazter Trustee shall not be required to pay out any azset of the Master Trust Fund to Participating Employees and Oene(iciaries o or plan upon n of [he Mazter Trust Agreement, in whole oc in part, until the MetersTeusn:e hvs received ertifca n 6om the Admi r (i) that all prov of law with respect to uch on have been vompliad withn is eluding the temiinationsoF a Plarr; and (ii) after We Master Trus eethas made a date n of Ne fair market value of the az is of a Plan, that the as s of a Plan aze sutfcient to discharge when due sIl obligations o[ a Plan required by law. The Master Trustee shall rely conclusively on such written cettification and shall be under no obligation to ivvestigace or otherwise determine its propriety. When the az s of the Mazter Trust Fwd affected by a on have been applied, transferred or distributed and the accounts of the Mazter Tmstee have been taettle4 then, the Master Trustee shall be released and diseliarged (ram all further accowtability or liability respecting Ne wst rusts, or potions thereol, affected by she termination and shall not be responsible N any way for the further dispos n of the az s of the w or portions thereof, affected by the terwnation or any part tbuvoPso applied, vansfened or distributed. Section I11. PROHIBITION OF ASSIGNMENT OF MTEAEST. No i right or claim any part of the Mas er Trust Fund or the funds of the Plan any peymentsthereCrom shell Ibex essigneblG o-wisfeteble or subject to sale, mortgage, pledge, hypothec icipation, gamishmen naclvn oc lery o[any kind, and the MasteroTmetvemshall n cognize any a empt at azsiBn, rxansfer,v sell, mortgage, pledge, hypothecate, commute or vuticipate the sam4 except to the extent required by law. Section 112. MISCELLANEOUS. A "Titles. The titles to Parts aad Sections oC this Agreement are played herein for convenience of reference only, and the Agreement is not to be conswed by reference thereto. B. Professional Administrator. The Administrator may delegate vty of its obligations under ibis Agreement to a professional administrator. C. Suc This Agree t shall bind and inure to the benefit of the successors and assigna of the Florida Leegue of Citias,alnc, the Master Tnstecs, the Participating Employers avd Panicipming Employees. D. Co_untery~ans. This Agreemem may be executed in any number otcounterperfs, each of which shall be deemod to be an origival but all of which togethu shall eonstimie but one instrument, which may be su[f ciently evidenced by arty counterpan. Any Participating Employer Nat formally applies for panicipation to Nis Agreement by executing a Tnst Joinder Agreement and is accepted by the Master Tnstee shall thereupon became a party Nis Agreemem and be bound by all of the terms and conditions thereof, artd said llvst loindu Agrecmevt ,shall constrwte a counterpart of Nat Agreement E. lwisdicti v. This Agreement shall be intetpreaeq conswed and evfrrced, end the oust or [rests created hereby shall be edmintstered, in accordance with Ne laws of the [lotted States and of Ne State of Florida. F Situs of the Tnst. The sins of Ne wst or trusts created hereby is the State of Florida. All questions perlaiving to validity, co and administration shall be detcnnined in ooMen wiN the laws of Ne State of Florida aVenun for any acvon regarding this Agreement is Leon County, Florida. G. Conswction. Whenever any words ar used in Nis Agrecmutt iv the mescaline gender, they shall he co ued as though They were also used in the Cem er gender n all where Ncy would so apply and whenever any words are used tiro Nis Agreement N the singular form, Nay shall 6e conswed az though they were also used in the plural form in all situations where they would so apply, and whenever any wards are used in Nis Agreemem in the plural Eorm, Ney shall be conswed as though they were also In the singular faun iv all situations where they would so apply. H. Fiscal Year. The FMPTF and all trusts oreated by it shall operate ov a fiscal year from 12:01 a.m. October I" to midnight of the lot day in September in the following year or az otherwise provided by Ne Plan. Application for participation to this Agreement, when approved in writing by the Master Tns is designe ,shall co uing contract (or each succeeding Escal year uNess cvtcelled by the Master Tnstee art unless the [Participating Employer shall have rasigved or wiNdawn from this Agreement by wrinen notice. I. Parties Bound This Agreement shell be binding upon the ponies hueto, the Participating Employers and Participating Employees in any Plan and persons claiming under or through Nem pursuant to any Plan end, as the case may be, the hens. execumrs, adminiswtors, successors and assigns of each of them. 1. Necessac_y Ponies_to D'sp s. Necessary parties to any accouming, litigation or other proceedings relating to [Iris Agreement shall include only the Master Trustee and the Adminisvator. The senlement orjudgment in any such case in which the Master Tnstee is tluly served or cited shall be binding upon all Participating Employers and Panicipating Employees in any Plan rend their BeneFlciarics and estates, and upon all persons claiming by, Nrough or under them. K. Saverability. If any prevision of Nis Agreement shall be held by e coon of competent jurisdiction to be invalid or unenforceable, the remaining provisions of [he Agrament shall continue to be fully effective. If wy provision of the Agreement is held to violate the IBC or to ba illegal or nvalid for any other reason, that provision shall'oe deemed to be null and void, but Lire invalidation of that provision shall not otherwise affect any Plan or trust created by this Agreement PART2-0EFINEB BENEFIT PLAN Section 200. APPLICATION. Theprovisions ofPan2apply to defined beneft plans. Section 201. ESTABLISHMENT AND PURPOSE OF TRUST FOR DEEMED BENEFIT PLANS. A. Establishment of Tnst For Defined Benefit Plans. The Participating Employers with a defined beneft plan or pions establish with the Master Trvstee, and the Master Trunee hereby accepts, a Defined Benefit Plan Trust [or the exclusive beneft of Participating Fnnployees and Beneficiaries oC Participating Employers consisting of such cash or other property acceptable to the Master Trustee az shall be [ransCeved to the Master Tustee fiom time to time by the trustee of any Participating Employer with a defined beneft plan or pions, as provided in Section 202 hereof, for investment in the Master Trust Fund, together with the earnings, income, additions and appreciation thereon and thereto. B. Purposes of Defined Benefit Plan Trust The Master Trustee may use and apply assets m the Defined Heneft Plan Trust, as part of the Master Trust Fwd, for the following purposes: I. At o me pno o the s tisfaction of ell liabilities with respec to Panicipating Employees and their Beneficiaries shall any pvt of the oorpus or income be used for, or diverted to, purposes other than the exclusive benefit of the Panicipating Employees and their Benefciaries to dismbute the coryus and income of the Detned Hene[t Plan Trust to the Panicipating Employees and their Benefciaries in accordance with applicable law and the Plan. 2. To stablish ands umulate az part of the Mas er Trust Fund an adequa[e reserve to cartyeout the purposescof the Defined Beneft Plan Trust. I. To pay any federal, state or local taxes or fees, which may be properly imposed on or levied against the Defined Beneft, Plan Trust or benefits paid Neretrom. 4. if deemed appropriate and advisable, to pay premium on separately admitvsteced life insnance coverage on the lives of Panicipating Employees of Pvnioipating Employers. Section 202. PARTiCIPATMG EMPLOYERS W[TFI A DEEMED BENEFIT PLAN OR PLANS. p. for°ve1. Before any Panicipating Employer is approved which has e defined benefit plan not established as a Plan by the Master Trustee, such plan must be approved for actuarial oundness by an actuary selected by the Master Ttvstee or Admirusvator and such plan must comply wi[h Chepter 112, Flaridn Stemtes. B. Accumulated Share. No Panicipating Lmployer shall have any right, title or interest in or to vty specific assets of the Master Trust Fund. but shall have an wdivided beneficial interest N the Muter Tmst Fund; however, there shall be e specific aceowting of assets alloeahle to each Panicipating Employer. C. Contributions. The Administrator shall have the responsibility for accepting ntributions by Participating Lmployers, lire Administrator shall be under w duty to detemtine whether the ¢mount of any contribmion is in awordance with the Participating'Employei sdefined beneft plan or m volley or enforce payment of any contribution. All convbutiovs under the Plan shall be transf ed to Ne pefined Henefit Plan Trst to be bell, managed, invested end distributed as part of the Detned Benefit Plan Trust by the Master Trustees in accordance with the pmvisiovs of the Plays and applicable law. All benefits wder the Plans shall be distributed solely tram Ne Defined Benefit Plav Trust and Participating Employers shall have no financial liability therefore other than the obligation to make covtnbutiovs to the DetineU Benefit Plan Trust u provided iv the Plans. D. Chantx 15_185 Plans. The Master Trustee shall be authorized to take the steps It deems necessary or appropriate w comply with Chapters 1 ]5 and 185. Florida Statutes, with respect to any defined benefit plan of a Yanicipedng Employer established pursuant to such Chnpters- PART 3- UEFINfiB CONTRIBU'f[ON PLAN Section 30o. APPLICATION. The provisions ofPan3npply to defned eontrbution pl Section 30I. ESTABLISHMENT AND PURPOSE OF TRUST FOR DEEMED CON'fRIBUT[ON PLANS. A. Establishment of Trust for Def ned Contribution Plans. The Muter Trvrtee establishes [he Def ed Contribution Plan Trust for the exclusive beneft of Panicipating Employees of Panicipating Employers wiN a defned contribution plan or plans. The authority w conduct Ne general in t opern and the general admi n of the Uef ned Conribution Plan Trus ated in the Master Trustee. The Master Trnsteessmayvco with the Adminisvator to perform delegated functions with respect to the def ved aantributian plan and the Administrator may convect with third pan to provide admimsttatt e, estment and custodial secvtces to relation to Ne defined wntribution pion. R. Pumoses of Defined Contribution Plan Trust. The Muter Trustee shall maintain dre Defned Contribution Plan Trust for the exclusive beneft of the Panicipating Employees and their Benefciaries. The Master Tnstee intends to establish sound prvdent practices dexigned to provide easy and c inforzn and van ns for Panicipating Employees, including anskrs [rum t option tooatnnther at thesParticiparing Employee's dire n The Mns Trus end t stabl shnthese prac while maintaining a noble rro otthe Panicipatinog Employers and Panicipating Employeesf5 The Most r Trvs ends o prey a Panicipating Employees' rights to choose freely among a broad range of investment options and tovself-direct their ts. Punher, the Master trustee intends to perform ongoing evaluations art reviewato ensure that atheein options offered re ~n diversified, competitive and a o Participating Employers and ePnrticipating Pnployees. It i the Muster Trvstce's i ant drat the Defined Contribution Plm Trust be exempt under Sections 501 (a) and I Is of the IBC. n Section 702. DEEMED CONTRIBUTION PLAN TAUST ADMMISTRATION A. Defined Contrtbut on Plan Tns Ad .The Mazter Trus ee shall re end ccept far the purposes hereof all property paid to it by or at Ne direction of We Participating Employers and Participating Employees and shall hold, in manyge, administer and disc bate property and the i s, proceeds eantings and income nhetwf for'the exclusive benefit oC the Partioipating Employees andnF3enefioiaries under the defined wntrlution Plan. All assets shall be held by the Mazter Tnstee in the Defined Contribution Plan Tnst. The Mazter Tnstee has authority to cordance with valid Participating Employer and Participating Employee inswctions, and manageathe assets of the Defined Contribution Plan Truce 8. Exclus ve Beneft Rule. No Portion of the vested principal or the income of the Def ned Contribution Plea Trust shell revers to the Participating Employer, or ever be used kr or diverted to any purpos other tLan for (i) the xclus e benefit of Participating Employees in We Defined Contribution Plan Trust and persons claiming under or through them pursuant to the defned tnbinion plan and (li)the payment otre noble expenses of the defned contribution plan andthis wst. The Master Trustee shall administer lheovust iv compliance with [RC Secion 503(6). C. Plan. All references in this Part ) to Ne defned contribution plan shall mean the FMPTF defned contribution plan. The defined contribution plan, u amended fom time to time, shall be i coryorated herein by reference, and the terms herein shall have the meanings attributed to them in the defned contribwion plan. D. Property. The word "property" used for the inst shall be deemed to refer to any property, real or pars nal, or pot interest therein, wherever si sled, including, but without being limited to, preferzed and common stocks, shares of investment wmpan s, bonds, notes, debentures end mongageR eguipmene to ertifwtes, in ertifica[es, interest in pvwersNps wheNec limited or general, v any insurance conva t, poI'tcyc annuity or other investment media offered by an insurance company. Section }03. DEPOSITS AND DISBURSEMENTS FROM THE TRUST. A Tnst Dw The Mast r Trustee hereby delegate the Admivistraror the responsibility for acceptingsd~eposits to the Defned Contribution Plan Trust. o B. Trust Pavmenfs. The Master Trustee hereby delegates to the Atlminisvator the responsibility for making payments from the Defined Contribution Plan Tns[. The Admitdstrator shall make payments from the Defined Contribution Plan Tnst to Participating Employees, their Becefciaries and such other persons az Ne defned <onvibution Plan may peovide. Such payments shall be made in such mariner, in such amounts and for such purposes, including rite payment oC defined contribution plau Benefits end the payment of expenses of administration of Ne defined iribution plan, as may be specified in the defned contribution plan. The Administator shall ensure that any payment directed under this Section coafotms to the provisions of the defned convibmion plan, this Agreement, and the provisions of applicable law. Payments from dte vast shall be made by check (or the check of en agent) or deposit to the ocdu of the payee. Paymwte or other disttibutions hereunder mzy be mailed to the payee at the address last famished to the Administrator. The Master 'fns e shall not incur any liability or other damage on account of any paymem or other distribution madeeby the tmst in eewrdance with this Section. C. AI location of Expenses. The Master Trustee shall pay all expenses of the trust from the Defined Contribution Plnn Tms All axpen o[ the which ar allocable a particulaz ' vestment option or w may be allocabd and chmgetl to ueh inn t optigooor ecwunt as determined by the Mastee Trustee. All expenses of the Wst which amenomallocabfe to a particvlaz nt option or account shall be charged to each such investment option or apcount in Ne mariner estnblmhed by the Master Tmstea, Section 304. INVESTMENT OPTIONS. The Master Trustee, in cordance with provisions of the defined contribution plan, may establish one (t) or re t optiovs within the Defned Contribution Plan Trust, each option being here nafter referred Yo t optio "The Mastu Trustee shall transfer to each such ' t option such portionaof'iheeassets of thenDefned Convibu6on Plan Truce as appropriate. The sMavt r Tms shell menage, acquice or dispos of the as optio wrdem with valid specife in ent directivnse given by sUe IPazticipating Employers o Participating Employees- All ineomesreoeived with respect to, and all proceeds received from, We disposition of pcoperry hold in an investment option shall be credited to, and reinvested iq such nt option. The Mnstu Trustee shall esmblish at least Dine (1) default investment option in the absenoe of valid Participating Employe or Participating Employee investment direction. Fmm ,the Mas u Tms may eliminate nn in t option, and the proceeds thereof shell bamein~ested in another investment opdon it accoNance swith the direetioms of Ne Master Trustee. Section 305. MVESTMENT [N INSURANCE CONTRACTS The Mastu Trus may offer one (1) or t optiovs Our ne (I) or agree with in ompanies qualified to dombusiness in the StatesofmFlorida. Any as sednpursuant w ueh an agreement shall be held by the ompany. Each ins omPany so selected shall certify the value of the Wst`s interest iv Ne property held by it atrleas amrunlly. The Master Trustee shall be entitled to rely wnolusively on melt valuation for all proposes under the wst. Section 306. INVESTMENT IN MUTUAL FUNDS The Mastu Tres may offer ve (t) or t opdons pees ne (I) or agreements with companies otTering m teal fund produc st Any as estednpnrsuant to such an agreement shall be held by the Master Trustee. Each mot al fimd so selected shall certify the value of the w n that fund at least wmually. The Master Trustee shall be entitled to rely wneluvtvely on such valuaton far all puryoses under the trust. Section 30]. MISCELLANEOUS. A. Conflict. In resolving any conflict antang provisions of this war and in resolving any other ainty az to the meaning or intentloo of any provision of this test the interprewtlon that (i) es the defined wnttibution plan and trust to mtisfy the applicable requirements of IRC Sections 40I (a) and 414(dj and the tryst to be exempt from tax under IRC Sections I IS and SOt(a), and (i) es the delved comnbmion plan and wst to comply with all applicable requirements of law shall peeved ore any different interpre~ntiom_ B. No Guarantees. Neither the Administrator nor the Master Trustee guarantee the Delned Contribution Plan Trust from Toss or depreciation or the payment of any amount which may become due to any person under the defined contribution plan or this Agreement. PART'4-DEFGRRGD COMPENSATION PLAN ' Section 400. APPLICATION. The provisions ofPan4apply to deferred compensation plans. Section 401. ESTABLISHMENT AND PURPOSE OF TRUST FOR DEFERRED COMPENSATION PLANS. A Establishment of Trust for Deferred ComoensaCon Plans. The Masser t'rvstee smblishes the Dofeved Compensntion Plan Trust for the exclusive benefit of Participating Employees of Participating Employers with a deferred compensation plan or plms. The authority to conduct the gevernl investment op«a[ion and the gwetal adminisvation of Ne Deferred Compensation Plav'husr sled in the Mater trustee. The Master Trustee may contract with the Adminisvator to perform delegated funo with respoc n the deferred oompen on plan and the Administrator may contract with third partiessto provide administrative, investment and custodial services to relation to the defered compensation plan. B. Pwnoses of Deferted Compensation Plan Trust. The Master Trustee shall maintain the Defered Compensation Plan Trust for the exclusive benefit of the Participating Employees and their Bene[ciarics. The Master Trvstee intends to establish sound prvdent pmcticcs designed to provide easy and c inform and v ns for Participating Employees, including ansfers from t optio another nt Nespcetticipeting Employee's dire n. The Mu Trus ends t stablish these practices while v ving a re nable c o No Participating Employes and Participating Employees. The Mazntri Trus ends onpreserve Participating Employeos' rights to elioose freely among a broad range oC Inv t options and to self-0ireU their s. Further, the Master Trustee ivtonds to perform ongoing evaluations and reviews to ensure that stheein t options offered re n diversiled, competitive and an o Participating Employusvand Participating Employ es1 It s Ne Man r True ti Net the Deferred Compensation Play Trust be exempt under Sections 501(a) ande115 of the IRC ten Section 402. DEFERRED COMPENSATION PLAN TRUST ADMINISTRATION. A. Deferred Comcen on Plan Trust Adminis[rat_ l'he Master Trustee shall receive and aooept for the purposes hereof all property paid to it by or at the direction of the Panicipating Employers and Participating Employees rind shall hold, in anage, administer and distribute property and Ne increments, proceeds, earnings and~incomei Hereof for the exclusive benefit of Ne Participating Employees and Beneficiaries under Ne deferred compensation plan. All assets shell be held by the Master Trnstce in the Def«red Compensation Plan'1}ust. The Master Trvstee has autnodty to cordance wiN valid Participating Employer and Panicipating Employee inswcnons, end mtanage the assets of the Deferzed Compensation Plan TNSL B. Exclusive Beneht Rule. Pursuant to IRC Section 45'/(g~ no portion of the vested principal or die income oC the Deferred Compensation Plan Trvn shall revert to Ne Participating Employer, o er be used Cor or diverted to nny purpose oilier than for (i) the exclusive benefit of Panieipatingr Employees in the Deterred Compensation Plan Trust and persons claiming under er rm~:o JZ~exn nrrxovcp ttnomi through them pwsuant to the deferred compen en plan and (ii) the payment of reasonable expenses of the deferzed wmpensation plan and this true[ The Master Trustee shell administer the [rust in wmpliance with IRC Section 503(6). C. Plan. All references in this Part 4 to the deferted wmPensation~rlan shall mean the FMPTP deferted wmpensntion plvn. The deferred compensation Dlan, az amendLd from [ime to time, shall be incorporated herein by reference, and the terms herein shall have the meanings anributed to them rn the deferted compensation plan. D. Raoen~. The word "property' used for the trust shall be deemed to refr to any property, reel or personal, or pan interest therein, wherever situated, including, but without being limited to, preferred and co ocks, shares of in ompanies, bonds, notes, debentwes and mortgages, equipmen nifca nifca interert in partnerships whether limited or general` o wy inswance contra t[ pollcy~armuitynor othu investment media offered by an insurance companyn Section 403. DEPOSITS AND DISEURSEMENTS FROM THE TRUST. A. Trrvst DeQos_ The Master Trustee hereby delegates to the Administrator the responsibiliry for accepting deposits to the Deferred Compensation Plan Trust. B. Trust Pavm The Master Trustee hereby delegates to the Administrator the responsibility for making payments from the Deferred Compensation Plan Trus. The Administrator shall make payments from the Deferred Compensation Plan Ilvat to Participating Employees, their Beneficiaries and such other persons as the defersed compensation plan may provide. Such payments shall be made in such manner, in such amounts and for such proposes, including Ne payment of deferted compensation plan Benefts and the payment of expenses oC administration of the deferted ompensation plan, v may be specified in the deferzed compensation plan. The Adminisrator shall we that any payment directed under this Section conforms to the provisions of the deferred ompensation plan, this Agreement, and the provisions of applicable law. Payments from the wst shell be made by check (or the check of an agent) or deposi[ to the ocdar of the payee. Payments or other distributions hereunder may be mailed to the payee t We address lazt C 'shed to the Adminisrcator. The Master Tustee shall not incw any liability or other damage on account of any payment or other distribution made by the bust in arwrdance with this Seo[ion. C. Allocation oCExpen s. The Master Trustee shall pay all expenses of the wst E om the Deferred Compensation Plan Trvse All expert of the t which w allocable t a pan <ular option or euowt may be allocated and ebvrged to `such in t option or account az deteermined by the Master Trustee. All expenses of the trust which are note allooable to a particular nt option or account shall be chazged to each such investment option or account in the mariner established by the Master Trustee. Sectioo 404. INVESTMEM OPTIONS. The Mas r "Crux cordon with provisiens of the deferred compensation plan, may stablish a e (I)eo options within the Def cd Compen n Plnn Trust each option being here naficr referted toeas an "i option' The Mater Trustee shell trartsfer to each .such investment option such portion of Ne assets of the Deferted Compensation Plan Trust as appropriate- the Master l'ruxee shall manage, acquire or dispose of Ne assets in an investment option ' Borden a with valid specific nt dire s given by the Rani<ipating Employers Panicipating Employees. All iv ved with respect to and all proemds received Gom, the disposition of properly held in amm~ t option shall be credited to and reinvested in, such nt option. The Mastu Trustee shall establish at least one (1) default investment option in the absence of valid Panicipating Employer or participating Employee investment direction. From t e, the Master Trvs may elim v t option, and the proceeds thereof shall be rteinvested in another mvestme t option to acceedance with the dire sof the Master Trustee Section 405. MVESTMENTM MSURANCE CONTRACTS The Master Trus may oft one (I) or t options pursumt to one (1) or agree with in ompanies qualified mo donbus n the Spt of Florida Any a .steUnpwsuavt to uehevn agreement shall be helU by 1the s ompany. Each iv ompanY so selected shall c nify the value of the n the pcoperty held by it ~rleaz rally. The Master Trustee shall be en[iUed to rely wnclusively ton such valuation for all purposes undo the wst. Section 4Ufi. INVESTMENT M MUTUAL FUNC15 'Ihe Mazer Trus may oETcr ne (1) or t options pars ne (1) or agree with wmpan oRecing mutual fund produc StMy as nednp tors uch an agreementsshell beheld by the Mastu Trustee. Each mumal fund so selected shall certify the value of the w m that fund at leaf annually. The Master Trustee shall be entitled to rely conoluarvely on such valuatwn for vll purposes under the wn. Section 4U'/. MISCELLANEOUS. A Conflict In resolving any wnflict among pcovisiona of Chia wat and in resolving any othu inty a o the anivg o of any provision of this t, the vterpcetation that (i) esathe daferred compensation plan end w tisfy the applicable requiremenrs of IRC Su 45](b) and Wa trust to be exempt from tax unUer 12C Seotions 1I5 and SUI(v), and (ii) eausestthe deferred compensaion plan and wst to comply with all applicable requiremen[s of law shall prevail ovu any different interpretation. B. No Gua .Neither the Adm r the Master Trus ee guar a the Defected Compensation Plan Tru csfrom loss or depreeiat oeaor the pvyment of any amount which may beoome due to any person under the deferred compensation plm or this Agreement M WITNESS WHE2EOF, Ne Muter Trustees have caused the Florida Mwicipal Pension Trust Fund Mazter Trust A6reement m be Amended as of the 29'^ day of November, 2001. Posed and adopted by the Muter Trustees of the Florida Municipal Pension Trust Fund this aa~ aayof nh~P.„nP~e .zom. Chairm Accepted by't d inisi<ator Executive Direc r, ~IOrida league of Cities, Inc As Admimsnato F~IPTF ^PENS/ONSERVICES Fiorrda Mumerpal Pension Truet Pund Pebniary 26, 2002 Mv. Geri Zambri Ciry of Longwood I'/t West Warren AVe. Longwood. I~I J2]50 IZE: kevialoox ro Mnslar Trust Agreement Dear Ms Zantbri: You have recently re ived n letter from the Florida League of Cities notifying you of Use changes a the Msss re'fmst Agree Thex tw changes a Ute result of the League chnngingr the of the Definedt Contribotlon (401 a) plan and adding a Daf ed Compcn on Plan (0.5'16). Tho Defined Bcnafs plan rcmelns unchanged. As we discussed, she endmen to you shows the amendment ro the plan and one section has wording with a s~r ke~Uvough line that indicates that thus s< to be dclzsed from she document. Con rely, Use underlwod poni replace that portion whioh is deleted. in particular, Utis amendment deals wiN Section nlnl O~D, "gmenament or Termi~tion of Nix Agrcemenr~, antl subsection C,"Tcm~ination of Plans". Abrief discussion of the changes azr es follows. 110-D. "Terminasiori'is changed to begin "This Master Trust...". As stared, Ne P:mploy may se a participation in Use plans a any ti wish proper notice. 'Ilse amendment includes wording for the Deferted Compensation plan, and edtlresses compliance with Florida Law. 1tO.C. "Distribution of Assets' is changed to begin "In case of a 1'crtnination.." 'ITis section deals wish the distribution of the plans assess in she event of a partial or ompl<te plan tenninarion. Much of this prov ns the same, but some of Nc ording has bee cleaned up to clarify c ambiguities such as paragraph [w where mtaa that "rha~perree a: s afrhe Master Trust Fund shalt ca De held Pursuant to rho Airenion ofrh¢ Master 7rustee.I r the 6nt~r ~agucred ParrialParing EmploYeas and Bene~clarles, pursuant ro the ben nr provislans of the plan". This warding does not substantially change she way operated in the post, but rated clearly in the Agreement. Similarly, paragraph three dealing wgUt allowings plan~so~plan transfers wd paragraph fve deals wish the Masser Trustee's minute front liability, body not Drcviously nddrassed in (he old Muscu Tryst Agreement. Florida League of Ciiiea. Int., 3111 S. llronough Sr.. P.O. Nox 1]6], Tnllnbaeeae, rL 323o1~t]61 (8611) 222-9584 Nez (B6o) 222'380ti as I mrndoeea on tn< phone, u,<se <nengea w<r< n«<ssary .o accommmere m< updems m one curtu~r plan end Ne new plan we have added ro borer suvc our membership Plense feel free to eell ow otTCe w discuss any conttmsyoo may have regording This issue- We look forward to working closely with the Ciry of Longwood in me furore. Sine ly M kR. Sr lg Retirement Programs Manager ~ FlorSda League of Cities AME!JDMENT Comes now the Maser Trustees of the Elorida Municlpnl Pension Tryst Fund pursuant to Sec~ion 110. Subsection A. o[ she Mosier Trvs[ AFrecment of said Trust, and tloes hereby amend ancuon I l0. Sabsenlons B. and C., of said A6rcement to read az follows: Section I10. AMENDMENT OR TERMINATION OF T}IIS AGREEMENT; TERMINATION OF PLANS, r«ns4yFh raem-i efthi~SeeNex B Th's M e T n A d wst aced hmeb mn het sled at me b ~h M se r T s 'th re E to hen the Em to a Plan aced o when aeTrust J indert nc hasrbee emd. The Defned ConMbution PlanrTrus a be [ eyed in' rowhan the DaflnedcContributian Plan aced io The Delerredn Cam aePtw Trux v be to a[cd 'n erctvnwhen [he Deferted Com n Plan is re sled in .The Defined Benef~ Plen Trvs a be ratyyw=__ used in irse_ vans m Florida lawx the Master Tns~ Aareemen v~d [hc Master Trv nv thet a~ed'n [o Florida law ad-herahy .. se~SeHiex+++ N~eemna-in-seHltinp Mash Paana{or-rpat--parsefrMr.Mxs mwwred>+~eo-s tgwuta~waxinetiBR: ¢ash"~'Wxal-i~evtwe da~4iaa P-knaeibe9wawf-r am4xham~s - ihe 14es T who.~.....~.`,aU-qe+~n-4romceagpl+w)<.ral+s~Vwacceu~useLaheA4auera';uuaes sbaN b~raleazed~axd6isshaz~Mar xhbiFx bkEFibut.A-:Lin:.^.,:a e§Y-ara.tonni~a~A sW41-n~~sibl~a{ua er4hwaky-ara re>matias~n9aR.+Mruf~wre~ a.na.ata~auu 4+e xf-wkele-.Mae ~u~ainaG~n-1>ave•~aa,.somai«d ho--Master-Trosaaa-leave-n,ado-a ~;~~=~aw ~m~rasseauehe{I.rety C. In caze oC e termination of (his Master Trust Agreemen_t`ei[her in whole o in_patt_,=he Master Trustee (subiixt m the vrovia s n[ Section I11 hernof and rosesv ne el h s the Master Trus e shall dee e«I'ne eand to dischar¢ v oblieution of the FMPTF for which usstru ce nc~ Msstcr Trustee sh¢II bc[liablel shall hold, vvly msfar or disnibutn the nlRaed az sof the Master Trust Pund in cordonca w'th the vvlicable o sof this andsthe affeaetl Plans. Utron env to whole o of thos'An e and¢them reared hereb the Master Trustee shall'hav ri M to hav etiledeospr_vvidcd 'n Sec _n I12 hereof. In the cosy of N c m lace nial to of this A _ re Emvlvv ncludin a form thendisconti r delnaz noC co vibutions the affected as sof thetMa ter'Trust Pund shall Conti tvebe held vursuant to ' n of the hfaster Trus a for thz beneFt of affeaetl Partici o ~ Emvlav end the beneft v s of the Plan. This Aereemem s'Fwll rcmninein full erred nch Port n Cmsrlen er that does not cerm n the Muter Trvs[ Fund an behalf oC iu IEm 11o whos vted b othe Mes er Tru. e. [n the a [of a comvlcte of the MaslterttTrust Fundr onof the c m Iete of thevDefined Contribution Plnn Tn n the D-fe ed Co n PI T r [h D f' ed18nn f PI T s the Mvs er Trus will taker noble s void a disvibuti othe Pen n Emp~e_s nd Be eC<a o betnef[ a under the o of rhea Plan nclud'n nsfen rcclan rs How r if distributions must be mndef~he dmi r shall be r_ soonalble fodirui ne drtribut n<of all aHeoted nc sof [he M~as er Truse L'wd tto Pnrt emolov vnd 9enefeie Distributions under a Plan oC existin a cruM b cGtn to the Pn n E 1 d Ec Pc' affec ed by he subec a the benefit eygviglgsrs of the Plans linty r if a Pert E I on [ t nsfe f Plan with rc the Pen n l:m for 's Em to e s rha Mnacr T stee s discJatlvnsmakc the t vnsfcr~ Norwithsmndin the fore of the Master T s e sh II b d F h Mvs r Trvsr Fund to Port Em I and Den facia Ian n otthe MasterT '> ehsl r'I he M tes Trus se h nd wrapenn ceniEca n from the`Administn or (') [hat nil v of low with ce uch on have~bee moliedw h'nclud'n the nsola Plon end (i'l vfler the Mnst Trvs ecthes made a do rm n o(rhe fair marker volue uftthe azsets ofa Plen~,thot trye oascu ofv Plan ore suffcienr to dischvr a when due all ohl'e¢ ~ of a Plan reau red by law. TM1e Mast Tru e shell_re~ Iona elv o ucM1 .vn nifce_ and shall be under obliea _ otherw se deeemi n< rgsnc~n When the assets of the Mvstec Trust Fund effected by aterm're[on have been avplied ttansferteJ or distributed and the aC the Mastec Tres ee have been ettled then the Master Trus shall be released and d schareed from all fuller nteb'I' v yr I'vb'1' h s thereof affected by Ne to end shell not be r ns'btei a Cor the Fvnherodispvs of he of thxmru s shaeof effeoted b ne y wtheraof so evvlied. lransferted or distributed. Passed and adopted by th< Master Trustexs ofthe Florida Municipal Fcvion Trust Fwd this 29'" day of Novcmbxr, 2001. ,~~ e . C~.t.e-..,_...~i ~nairmaa see y e F[ARIDA MUNIC[PAL PF.NS[ON TRUST FUND MASTGI2 TRUST AGRCEMPSNT As ArnerrA<E Orr Noverrrbe<29, 2001 9 THIS AGREEMENT made as of the I bei day of Ueoember, 1983 and az amended az of the 29rh day of November, 2001, ("Agreement'), by and between all of the parties who are now or may hereaher bocome Panicipating Employers oC the Florida Municipal Pension Trvsr kLnd and the individuals named as Mater Trustees pursuant to Section 109 hereof and their successors (such individuals wlleraively roferzed to as the "Master Trustee'). W fTNESSET H: WPIEREAS, the Florida ConstiwtiorS Article Vfl[, Section 2(b), provides, in pan, that nicipalities shall have govemmental, corporate and proprietary powers to enable them to conduct nicipal government, perform municipal functions and render municipal services, and may exercise any power for municipal purposes except az otherwise provided by law, and WHEREAS, Section 166.021, Florida Statutes, provides, in pert, Wat municipalities shall have the govemmental, corporate and proprietary powers to enable them to conduct municipal governmeut, perfomt m nicipal [unctions, and render m nicipal se and may ex any power for icipal purposes, except when expressly prohibited by law~end f her def rtes asmunicipal purpose to mean any activity or power which may be exernsed by the Sta[a or is political subdivisons, and WHEREAS, in Greene v. Grav, 67 Sa.2d 504 (Fla 1956), the Florida Supreme Caun held public pension plans serves publio purpose, end WHEREAS. Section 163.Ot, Florida Statutes, provides that a public agency of the State may ise jointly with any other public agency o(the State any power, privilege ur authority which such agencies share in common, for the purpose of peanitting local govemmental units eo make the most efficient use of their powers by enabling them to woperate with other localities on a basis of mutual advantage, and WHEREAS, the Panicipating Employers with a defined benefit plan or plans rill execute a r agreement whereby each Participazing Employer will co and agree to make tnbuti s based upon appropriate a ariol analysis of benefts o applaeable agreement in designated cash reserve and out of which lawful and proper claims arc to be paid, and further, that~he Panicipating Employed will covenvtt end agree that there wll I be no disbursements out of this fwd by way of dividends or distribution of accumulated reserves to the respective Panicipating Employers, and further, that the Panicipating Employers shall make expense payments as required for plan design and administration. and WHEREAS. the Panicipating Employers with n defined contribution plan or plans or with a deferred ompen on plan or plena will execute a covenant or agreement to pani<ipate in such plans according to the plsanido<uments. NOW, THEREFORE. dre ponies Iterew mutual ogrec as follows: PART I -GENERAL 1'130 VISIONS Section 100. APPLICATION. The provisions of Part I arc general administrative provisions applicable to each Pan of tNS Agreement. Section 101. DEFINITIONS. The following deBNtions shall apply to each Part of this Agreement, unless the context of Ne term indicvtes otherwise, and shall govcm the interpretation of this Agreemenu A. Adminisv r. The term "Admirustramr' shall mean the Florida League of Cities, Inc. o any successor designated by the Mazter Trustee to adminratcr the Master Trust Fund and Ne Plans. B. 6enefciarv. The term "Beneficiary" shall mean a person designated by a Participating Employee to be entitled to a Benefit in case of death of the Participating Employee. C. BeneGts_ The term "Benefits" shall menu any and all benefits provided for Panicipating Employees and their Beneficiaries payable from the azseu of the Master Trust Fwd or the asuts of a Plan, or the policies of insurance providing for such paymen[s, or both. upon certifcation by the Participating Employer aF eligibility far such benefits. D. Custodian. The term "Cusmdinn" shell m vt the banks, m tool funds, iu ompart other qualified cn ulecced by the Master Tustee, under separate written document, to hold the assess of dre Master Trust Fund or Ute assets of any Plan. E. Deferzed Compensation Plan Trvst. The term "Deferzed Compensation Plan Trust" shall mean the wst holding the assets of the partivipeting deferred compensation plans. F. Dclined Benefit Plan Trust. The tens " Dctined Beneft Plnn Trust' shall mean the wrt holding the assets of the panicipating defned benefit plans. O. De0ned Contribution Plan Trust. The term "Defined Contribution Plan Trust" shall mean Ne wst holding the assets of the panicipating defined contribution plans. H. Employ The term "Employee" shall m an the employees and officials of each Employer under a classification established by each Employer and accepted by the Maurer Trustee. I. EmE~ The term "Employer" shall mean every municipality established withiq or public agency or Doliticol subdivision of the State of Florida J. FMPTF. The term "FMI'TF" shall menn the Florida Municipal Pension Trust Fund. K. IRC. The term `IRC" shell menn the Internal Revenue Code of 198G. as amended, and, as relevant in em exr, nc~ Intemal Revenue Code of 19Sa, as amended. L- Master Trust Fu d. The term "Master Trust Fund" shall mean the assets of the Defined benefit Plan 'mist, Defined ConMbution Plan Trust and Deferred Compensation Plan Trust created herein, which shall include all assets of the Plans M. Maztar Trustee The term `Master Tmaee' or "Maher Trunees" shall mean the individuals who serve as trustees pursuant tv Section 109 hereof turd their successors. N. Pariciwting Emvlovee. Tha tens "Participating Employee' shall mmn any eligible Employee of a Patticipating Employe. 0. Partivivatin¢ Emolover. The term "Pnrticipnting Employer" shall mean an Employer which becomes a party to This Agreement by executing a Trust Joinde Agreement az provided in Section 102 hereof. P. Plana The teen "Plans' shall m an the defined benefit plan or plans, the defined ntribution plan or plots, and the deferred compensation plan or plans adopted by Participating Employers under the terms of this Agreement. Q. State. The term "State"shall mean the State oCFlorida Section 102. PARTICIPATING EMPLOYERS. A. Apgoval. 7be Master Trustee shall be the sole judge of whether an Employer is eligible to became a Participating Employe. The Maztar Tustee may delegate the ministerial authority for membership approval to the Adminisvator. H. Btemion. Employers make chair elution tv become a Participating Employer by ring a Trust Joinder Agreement in such form and intent as provided by the Master Trustee. By using the Trusr Joinder Agreement, the Employer agrees tv be bound by all the to and provisions of Nis Agreement, the'Crust Joinder Agreemeot vrd all rules and regulations adopted by tha Maztar Trustee under this Agreement. C. Con a Part e Emvlov A Participating Employer shall be entitled iv wnttnue to be a Participating Employe aazndetcrmined from time to time by the Master Tmstee. Section lOl. MANAGEMENT OF ASSETS OF THE MASTER TRUST FUND A. Authorirv of Maztar Trustee. Except as set forth in subsections B, C, D, or E of [Iris Section, and exoept as otherwise provided by law, the Master Trurtec shell hove exclusive authority and disc anage and co vol the a s of the Master Trust Fund held by it pursuant to the guidelinestertablishcd bythe Master Trvsturn the FMPTP's Investment Policy. B. Inv nt Men s. The Mas e Ttvs e, Crom may appoint one (I) or independental rvestm nt Managers ("Investment[Managcrt).npnr~sant to onagement agreement with each, tlescribing the pp.vers and duties of the (n e tme~en~~agteme of [noes[ and manage all or a portion of the Master Trvsl [end lire Investment Manager shall have the enl power to diced the managem aequis or disposition of that portion of the Muster Trust Fund for which the Investment Manager is responsible. The Mazter Trustee shall be responsible for ascettaining thnt each Investment Manager, while acting 'in that capacity, satisfes the following requirements: , I. The Inv nt Manager either (i7 registered as an t adviser under the Investment AdviscrseAOt of 1940 gas amended, ~) a bank az deGncdnin thvt AU; (i~ an ompany qualified to perform the services described herein under the laws of e than or (iv) a pooled in nt progrvn for govemmentel ennttes created pwsuvnt to Section 163 D1, Florida Stnmces~and 2. The Investment Manager has acknowledged in writing to the Master Trustee [hat it is o fiduciary wi[It respeu to the Plan. C. Investment Mann m Duties. Subj eat to the approval ol'the Master Trvstec, each Inv rte Manager shall ertablsh and carry ou nt policy and method for the portion of the MasterTrvst Fund [or which it is responsible that ns consitent with the objemives of the Plan, any ant policy adopted under the Plv; and the FMPTF's Inves[mem Policy. At leazt atmually, the Investment Manager shall review its invesuent policy and method with the Master Trustee, The Investment Manager shall aLSO make investments inn marmcr the[ is consinent wi[h aDPlicable law, and. as advised by the Administrator, the cash requirements of the Plan. Each Investment Manager shell no less than annually or et the request of the Maztu Tmstee. certify the value of any securities or other property of the Master Tmst Fwd managed by such Investment Manager. The Master Trustee shall be entitled to rely conclusively upon such valuation for all purposes under the tryst for the Plan_ D. The Master Tms shall not be liable for any a of any Inv Manager and shall no[be under any obligation to invest or othcrw se managesthc assets of theeMaster Tmst Fund o of the Plans the[ ur subject m the manvgement of vny Investmem Manages Without limiting the generality oPthe Foregoing, the Muster Trustee shell not be liable by reason of its Wong or refraining from taking at the dire n of any Inv nt Manager any action pws o this Section. or pursuant to otifca osan order o purchase sell s ved by any (nv Manager, n r shall the Master Tustee be liable by reason of itsrefm~ning from takin6 anY sac~ion because of the fniltue of any Investment Manager to give such direction or order; the Master Trustee shall be under no duty to question or to mal:c inquiries u to any direction or order or failure to give any direction or order by any Investment Manager, tltc Master Tustee shall be under no duty to make any re w of an inv acquired far any in tt fund m the direction or order of any Investment Manager; and the Master Trunee shall be under no dory a arty ti make any recommendation with respect to disposing of or aantinuing to retain any such invesunent o E. Inver met of Cl~p rs 175 and I85 Funds. To the ex [die Master Trustee date s [hat delegation o[ in authority to Participating Employers with a defined beneCrt plan or plans is required pwsuanttb Chapters I"/i or 165, Ploridv Statutes, then such powers u ret f nh in paragraph A ofthis Section shall be so delegntctl. F- ttcootting The Muster Tntstnu shall by responsi ble for and shall cause to be fled such annual or periodic audits. velum ions, reports and disclosvms as vte required by law or agreements. rowwn/ rtv varrmot eu ttrswnt "fhe Mater Trustee may employ professional advisors to prepare such audits. valuations, reports and disclosures and the cost of such proCcssionvl advisors shall be bomcby the Master 1'mst Fund. G. Commineline Assets. Except to the ex~cnt prohibited by applicable law, the Muster Trvstee may wmmingle the assets of all Participating Employers and Panieipatmg Employees held by under this Agreement for investment purposes in the Master Trust Puod and shall hold the Messer Tryst Fund in and m nage end administer the same in cordvnce with the terms and pro of this Agree and the Plan . Nos , the of lenrticipating Employes end Panicipelting Employees is the vvrious casts included in the Master ]'rust Fund shall be acwumed [or sepazarely. The Mader imstee and rbc Administrator shall be under no dmy w determine whether the amount of any eontrbmi cordon with the Plan collect or enforce peyntznt of my contribution Separn nt Funds within the Mas er Trust Fund and varying percentages of investment in any such scpamtes investment fund by the Participating Employers and Pwticipahng_Employccs, to the extent so determined by the Master Trance, is expressly permined. Section 104. AUMMISTRP.TIVE POWERS AND UUlI LS A. Administr or. The Admininramr shall serve as Secretary-Treasurer of the PMPTF and shall have the power and authonly to implement policy mattcrcs set by the Master Trvstee az they relate o the on-going operation end supervision of the FMPTP and nc~ provisions of This Agreement end applicable law. 6. MasterTrvstee_ The Master Trusee shell have and in its sole and vbsol are discretion may exercise from end at any time, either through is w or through a Custodian selected by the ManereTrustee, the following admivistmtive powers andcauthority with respect to the Maser Trvsr fwd. I. To co m hold any propeny of the Master Trust Fund that becomes othetw itablenfor nt for as long azthe Mas er Trv is disc on dee desirable ve from and Seep unproductive of ineome,'withoul liability for cash temporarily awaitingannvertmentcnd such cash es it deems advisable, or as the Admin~amtor ~ m time m time may specify, in order [o melt [he ndministmtiva expenses of the FMPTF or anticipated distributions there Crom. ]. To hold property of the Maser Trust Fund in its own name or in the name of a e without disclosure of the mist. o in beaver form so that it will pass by delivery. butane such holding shall relieve the Matter Trustee of its responsibility for the saf custody mtd disposition of the Master Trust Fund in accordance with tFe provisions of this Agreemem; the books and records of the Master Trvstee shall show al all times that such propeny is pan of the Master Tmst Fund cad the Mater Trustee shall be ¢bsalmcly liable for any loss ou oned by rite aus of its no r nominw with inspect to aecamtea regutaae in me n¢me onne oommer or no:n secs. ¢ ). To organize vnd incorporate under the lows of any state it may deem advisable orpot ns (and to ocquii any such corporetion thvt it may hav oorganized vnd iii orpomeA) ~ rthv purpose of acquiring and holding tide ro any propeny, ii ssts o rights that the Master Trvvtve is authorized w a<yuir under Section 10] hereof c 4. To employ in the management of the Master"['rust Fund suiwble agents, without liability for any lass occuioned by any such agents selectul with the cafe, skill, prudence and diligence coder the circumstances then prevailing that a prudent puson acting in alike capacity and familiar with such matters would use in the conduct often enteeprise o(a like cltamcter and with like eims- 5. To make, ex vtd deliver, as any deeds, conveyances, leases, ortgages,c other instruments in ewriting that it may deem necessary or desirable in tl e exerascaofeu powers under this Agreement. G. To do all other acts that it may deem necessary or proper to carry out :my of the po.vers set forth in Section 103, 106 or this Scnion, to administer or carryout the purposes of dte Master Trust Fund or any Plan, oru otherwise is in the best imerests of the Mastee Trust Fwd or any Plan; provided, however, the Master Trustees need not take any action unless in their opinion there are sufCtcient Mister Trust Fund users available for the expense lhereaF ]. To adopt bylaws governing the Master Trustees' operm ions and-procedures. 8. To co with municipal coryorations, political subdivisions and other public s of Sutecor of local government and private entities for the provision of Plan antl foe the use or famishing of services and facilities necessary, useful, or incident to prov'~ding Plan services. 9. To onuact with public r private entices for the provision of administrative l0. To adopt plans, w t agreements, investment guidelines and oNer documents nuessary or desirable for the Plans. 11. To charge fees for adminisumive services in addition to any fees charged by other adminisuative servire providers. IZ. To collect urd disburse all funds due or payable from the Master Trust Fund, under the terns of the Plans. ll. To provide for and proiuulgate all rules, regulations, and forms deemed scary or desirable in eting with PerticiputinG Employers and Participating Employees. in fulliliing thecMaster Tmstces purposes of providing benefu though the Master Truss fund and Plans, and in meintainin0 proper records and accounts. 14. To employ in ompanies, banks, w ompanies, in nt brokers. t advis others cos agenu for the receipt sod disbursement of funds held in ws sfo Participating Employers and Penicipating Employees in the Pions. I5. To panicipate in empt group w t that has been determined by the Inte nal Reveseue Service to he a poolod fund amnngemenl pursuant m Revenue Ruling 81- IOOr 16. To detemtine, consistent with He eppliwble law and the claims procedure under the Plans, all questions of law or Gq that moy arise as to investments and the rights of vty puson claiming rights under the Plans, including without limitation, Participating Employees, former Participating Employees, and Oeneficiaries. I]. Subject m and consistent with the IRC, m and interpret He Master Trust Agreement and to ary defect, supply onyx onnsst reconcile any mwnsistenry in the Agreemen eu IB. To contract far, purchase or otherwise procure insurance and investmem products. 19. To register any Master Trust Pund asset in the name of the FMPTF, in the name of its agent or in the name of a nominee or to hold any instrumem in bcares Fomr (but the books and records of the Nlan shell et nil times show Nat such investments ara pan of the Master Trust Fund). Section I05. TAXES, EXPENSES AND COMPENSA'f10N OF MASTER TRUSTEE A Tax s. lire Mas er Tms without direeAion from the Administrator, shall pay om of Ne Master Tmst Fund all taxes imposed or levied with respect to the Master Trust Fund, or any pan Hereof, under applicable law, and, in its discretion, may contest the validiry or amount of any tax, usessm t, claim or demand respecting the Master True Fund or any pan Hereo( B. Exp and Com The Mazt r Tm authorized m aside from Panicipating Employersand Participntingt'Employee contributions received and the investment income amcd thereo noble sum for the operating expenses and admi expenses of the Mazrer Trust fwd and HesPlans. All remaining lands Doming into He Maatcr Trusee shall be set aside, managed and used only for the payment of Benefits az ret fonh in the applicable Plan. The Master Tnrs may establish froi noble am of compen endan ti aigs by the Master Tres and the Ad n nistmtor io the performancetof the mel duti s of a Master Trustee or Administmtorswhich compensation may include reimbursement for necessary expenses incurred therein G The Master Trustee may us and apply as n the Defined Benefit Plan 't'rust, pefetrcd Compensation Plan True and Defned ContributionePslan Tmst as pan of and in the Master Tmst Fund, to pny or provide for the paymmst of all reasonable and necessary expemcs which may be urred in cetmection with the estnblishment and maintenance of He Defned Beneft Plm Trust. Deferred Compersation Plan Ttvst and Defined Contribution Plan Tms4 including but not limited !q Ne employment of such administrative, legal, accouming, end other expen and clerical azsistance, the leasing of ouch premises and Ne pumhase or lease of such materials. supplies and equipment as He Mader Trustee, in is discretion, may deem necessary or approprime in the performance of its duties, or the dukes of the agents or omployccs of Ne Master Trustee Section 10G. GENERAL DUTIES nND MEETING OF THE MASTER TRUST FES A. General Duties. The Mast<r Trustee and each Investment Manager appointed pursuant ru this Agreement shall discharge their respective dories under this Agreement mlely in the interen of the Participating Employers and Participating Employees in the Plans and their Beneficiaries end. (i) far the exclusive purpore of providing Benefirs to such Participating Employees end their Benefciaries cad defraying masoaable expenscv of odministering the Plans; (ii) with the care, skill, prudence end diligence under the circumstances then prevailing Char a prudent person acting in'a like capacity and f iliar with such mancrs would use in the conduot of an enterprise of a like uhvracter with like aims; and (iii) by diversifying the investments of nc~ Plans so az to minimize the risk of large losses, unless, undo nc~ o s olearly prudent not to do so. However, the duties and obligati of the Mester Trustee and each Investment Manager, respectively, az suoh. shall be limited to Chore expressly imposed upon them, respectively, ny this Agreement notwirhstxnding any re[erence herein to tYte Plmns. 1. Authority of the Master Trustee. The Master Trustee shall have the power and authority and shell be charged with the duty of general supervision and operntion of the FMPTF, and xhall conduct dre business card eetivitics of the FMPTF iv accordance with this Agreement and applicable law. lire Maser Tmsree shall not exercise any powers in a mvmer rttat is mconss[ent with this Agreement 2. Approval of New Members. The Mascer Trustee or other designee, after the nception dare of the FMPTF, shall receive applications for membership from Employers ro the FMPTF and shall approve or disapprove such applications For n embershiP in cordance with the Berms of this Agreement, the l'rust Joinder Agreement and the rvles and regulations established by the Master Trvs e for admi of ne embers of the Plvns. The Master Trustee shall have total discretion in determining whether to accept a ember. The Master Trustee may delegate nc~ authority for membership approval to the Admi is designees provided that uch person designated is omce employee of the Adminisrator. If reyvired by the Plan, before any membercis apProvedr the pension plan proppsed by the member m st be approved for ac arial soundness by the Administrewr and must comply with Chep u 112 Florida Statutes. u 3. Mas er Trus e Liobiliti No Mas er Trus e shall be livble for any a r taken pars o this Agreement inegood Faith or for ceps bad Faith or gross negligence, ort For any acl of omission or corrtmission by anysothereMazter Trusee or by an employee. The Mas er Trus are hereby authorized and empowered w obtain, nt the expense of the FMPTF, liabilitysinsurance Fully Prorcuing the respeuive Master Trustees, the ndministtaror, and the FMPTF from any loss or expense incurzed, including reasonable mey's fees, for all acts of the Master Trustees except bad faith or gross neSligen<e. The FMPTF hucby agrees to e, hold hatnrless and indemnify the Master Trustees ar,d Administrator from any lossedarnage or expense incurred by said persons or entities while acting in their ofncial capacity excepting bad faith or Gross negligence_ Standard of Review. In evvluating per[ormance of the Master Trustees. ampliance by the MasrerTmstees with the Mester Trust Agreement must be determimud in light of the fads end circumstances existing at rho time of the Master Trustees' decision or acran and not by hindsight 5. Lim n L'ab'I'!v. The Maztu Tnstees' responsibilities and liabilities shall be subjcat totthe following limirauons. a) The Master Tustees shall have no duties other then those expressly set foNr in this Master Trust Agreement or the Plans and those imposed on the Master Trustees by applicable laws. b) The Master Trustees shall be responsible only Cor money and property actually ved by the Master Tns and then o Ne nt described in this Mas er Tnst Agree nt. The Master Trustees shall not be undo any dory to require payment of any contribution to the Master Trust Fund or to see that any payment made to them is computed in accordance with the provtstons of Nc Plans. cj'[he Master Tnstees shall not be responsible Cor the corzecNess of any determination of payments or disbursements from the Master Tnst Fwd. d) The Master Tustees shall have no liability for the acts ur omissions of any predecessor or successor in ottitt. e) The Mazter Trustees shall have no liability for (i) the acts or omissions of any -Investment Manegu ac Managers, (iij the sots ar omissions of any insutanae ompany; (ill) the ao of any mutual fund; or (iv) Pollnwing dire that a 6ivenntn sthe~Mast r Tn s by Ne Panicipating Employer, Participating Employees or the Adminstrator in accordance with this Mester'Cnst Agreement or the Plans. B. Reliance on Counsel. The Mazter Trustees may employ, retain or consult wiilt legal wsel, who may be counsel for the Administrator, the Florida League of Cities, for any of the Plarvs, and Por any Master 1}ustee in their individual capacity coviceming any questions which may arise with reference to ehe duties and powers or with reference to any other matter pertaining to llris Agreement; and the opini n of such co sal shall be firll and complete authorisation and protection iv respect of any ac n taken suffered by the Mas er Tns in good faith in accordance with the opinion of such cowsel~and [he Master Tnstee shall not be liable Ihuefore. C. Meetin¢s. The Master Tnnous shall meet at least semi-armually, and more fiequently if called, at Ne principal otf ce of the FMPTF or a[ such odrer location az may be acceptable to a majority of the Master Trustees. The Chairman of the Mastor'Cnsteas or his designee shall set the date, time and location of each meeting, and notice shall be famished to each Master Tnstee by [he Administrator not less than ten (I OJ days prior m the date of the meeting and may specify the purpose end any ac on proposed to be taken at them ring. Furtherm uch no a shall be dicected to [he Master Trus es by mail to the address of the Master Tns corded ncthe otfce of the FMPTF. The Chairtvan or any two other Master Tnstecs may direct thesAdministrawr to send the prerequisite nonce for any special meeting of the Master Trustees. For the purposes of o duly called meeting of the Master Tnstees, a quonm shall exist if a majority of the members of the Master Trustees are presto!. The Administrator or its designee shall keep minutes of all meetings, proceedings and acts oC the Maxtor Trustees, but such minutes need vat be verbatim. Copies of all minutes of me Maater Trustee shall be sent by the Administrator or its designee to the Mastu Trustees. All action by, and decisions o(, the Master Trustees xhall be by vote of a majority of the Mester Trus ending a duly called m ring of the Maz w Tms which a quo s Ares furtnerm ,all av ns by, end decisions uf, me Mester Trustees xhall be by vote of a mvejority of the of Maste~7rustees mending a special meeting. D. Otfitt of the Master Trust. 'Che Master Trustees shall establish, maintain and provitle adequate funding for an office for the administration of the FMPTF. The address of such office is to be made known to me parties interested in or patticipating in the FMPTF and to the appropriate govemmenul agencies. The books and records pertaining to the FMPTF and its adminis«ztion shall be kept and maintained at me office of the FMPTF. E. Execution of Documents. A certificate signed by «te Chairman of the Master Trustees, such Omer person designated by the Master Trustees, shall be evidence of the anion of the Master Trustee and any such certificate or other instrumev[ so signed shall be kept and maintainM et the office ofine Mester Trustee and may be relied upon as an action of the Master Trustees. F. Avv of Administrvror. The Mester Tmstee shall desigva and provide ompensation for annAdminislra[or to administer the affairs of the FMPTF. An Administrator so appointed shall fiurvsh a fidelity bond with the Mester Truxtee as obligee. The Master Trustee shall determine the am t of the fidelity bond and evidence of the bond shall be available m the appropriate governmental agencies. G. Unclaimed Benefit Pay s. If any check or share ttifca in payment of a Benefit order this Agreem any Plan which has bee mailed by regulaz United States frst-class mail to the last addres ofnme payee Garnished to the Master Trus r the Administrator, is umed nclaimed, the Mas ec Trus r [he Admi r shall disc ~e further payme uchtpayee vtil they re ve fiuther subjeettrtooany applieabletnwolaimed property acct provisions. The Mastro Trustee or Adm nls atio shall Curther tzke reazoneble actions to locate such payees [{. Dutv to Famish Information. Bush the Adminixtmtor and the Mater Trustee shall a,,,,ixn to acn rimer any aoc repon, ant o Omer inrntrnaden mat me Omer namr eeemx neceaaary to ee f nr~ entice Im~~<dx~~a~ mix ngranment or nmetwiso impoxea by law. I. Author tv of Ind'v'dual Master Trustees. Any action to be taketr by the Muter Trustee shall be taken only upon the authorizer e of a majority eC such individual Master Trustees. 1{owever, the Maztw Trustees mvy delegate a panicular f otion, power or au[hority to on individual Master Trustee (the "Individual Master Truxtee'"). When such delegation occurs, no person dealing wim the Individual Mser Tmxee shall be r¢qulred m make inquiry az to me nutnority of the Individual Master Trustee to do any act hereunder. Any such person shall be entitled, conclusively, to me that the Individual Mnstw'Crustee is properly authorized to do any act, which hclshc purports toxdo hereunder, and wry such person shall be under no liability to any person, whomsoever, for any ct dove hereunder pursuant to such written direction of the Individual Mester Trustw When such authorized by an Individual Master Trustee, any such person may assume conclusively that tnetivd vidual Muster Trustee has full powu and euthoriry tv receive end give receipt Cor any money or ro~ra,/r~txn nrvxovco ttmmt property becoming due and payable to the Master Trustees, and no such person shall be bound to inquire es to the disposition or application o[ any money or property paid or delivered to the Individual Master Trustee, or paid or delivered in aecordanu with such written direction of the Individual Muter Trustee. 1. Reliance on Communications. Tha Muter Trustees may rely upanacartifcation of the Administrator with respect to any instruction, direction, or approval of such Adminisva[or and may rely upon su<h certifcation untilasubseque nifcation is fled with Ne Mater Trus[ee. '[he Master Trus s shall have o duty to make any in stigati oe Inquiry as any sta meet comamed in any seUl wr [iug bu[ may auept the same az fully authorized by the Administrator to Section 10]. ACCOlRJ'CS. The Master Trustee shall keep or cause to be kept m [he expense of the FMPTF accurate and derailed accounts of ell im receipn, investments and disbmsamwts under this Agrument and the Plan with the Mu er Trvstee auou ring sepntately for tech luvestment Managei s portion of the Master Trust Pund. Sec[ion 108. COMMUNICATIONS. Until no is give to the c irary, c m the Master Trus e shall be s s office et 301 South Brouough Sveet, Suite 300,tTallahassee, FI. 32302 and wmmuNwtions to We Administator shell be sent to 301 South Bronough Street Suite 300, 7'nllahusu, PL 32302. Section 109. APPOINTMENT RESIGNATION OR REMOVAL OF MASTER TRUSTEE. A. Mazrer Trustees. The operation and adminisvation of the FMP'CF shall be the full responsibility of the Mazter Trvs ring ofanumber of individual Master Trustees seleced from the rartks of elected officials of mu ic~palsgov rtune is participating in the Plaits. B. Avoo ntm tof Master Trustees and Len¢tlr of Appointment. The vumbu oPMaster Trustees shall be flvu I. The first grou0 0( individual Master irustees was selected by Ne President of the Florida League of Cities or his designee in order to create an interim grou- of Master Trustees to establish the Plans. This interim group of individual Mazter Trustees served until su individual Master Tms selected. The group of Mu er Ttvs omposed of five iudividual Master Trus The fiat [e of the individual Mu ec Tru u follows: Iwo individual Master Trustees seluxed fora rte-yeaz and dvee individual Mazter Trustees selected Cor e two-year term Tne tepns theeeeftec shall be For twee years. 2. Beginning in January, 1986 the Maztu irvstees shell solicit nominations from the Participating Employees of the Plms and such nominus shall constitute the basis for iudividual Master Trustees seleetiop. The individual Master Tnustees may be re<lecred bat no iudividual Mazter'Crustees shall serve more thur two consecutive three-year terms. In the event an individual Master Trustee is appointed to fill yr unexpired term, Ne unexpired rm shall not be included in Net rm lim on provided here n. Replacement Master iiati Tmstees shalt be solicited from no ns provided by Panicipating Employers and s shall be filled by Ne My ter Tmstees, by majority v e, from Ne nominees offered by such Participating Employers. 3. No individual Mss er Trus may be selected o a Master Trvscee after becoming an ownu, offces or employee ofthe Adminiso-etor orva Cusodian. 4. Each individual Maztu Trustee and each successor individual Master Trustee shall acknowledge and co o his appointment as a Master Trustee by giving wntten notice of ncoepwnce of such seleuion to the Chairman of the Master Tmsteea C. Rest nofa MasterT 1. An individual Mnster Tmstee may resign from ell duties or respomsiblliry under Nis Agree nt by giving nor Tess than sixty days poor written n nt by registered moil to the eChairman of Ne Mestu Trvsteea. Such mo ca shntll stare the date said esignation shall uke effect and such resignation shall taketeffect on such date unless a or Master Trustee shall have been selected at an earliu data by Ne Maser Trustees n which event such resignation shall take effect immediately upon the appointment of Ne successor Master Trustee. 2. Any individual Mazter Trustee, upon leaving ofCrce, shell farhwith rum ovu and deliver to Ne Chairman of the Master Trustees at the principal office of the FMPTF any and all records, books, doe r other property in his or Iter pos essmn or under his or hu wntrol wNCh belongs to the FMPTF. U. Removal of a Master Trvstee. Each individual Master Trustee, unless due to Ne esignatioq deaN, incapacity, or refusal w act, shall serve and shall continue to serve subject to the provisions of this Agreemem. An individual Mazter Trustee shall relinquish his or her office or may be removed by a majority e o(Ne Mazter ]'mstees ipso facto when he or she no longer serves in an official capacity with Ne Panicipating Employer from which he r she selected o when the Employer is o longer a Pani<ipating Employer of Ne FMPTF. Notice of removal of an individual Mastec Trustee shall be fiunished to the other individual Master Trustees by the Chairman or Acting Chairman of Ne Master Trustees and shall set foM Ne effective date of such removal. E Aopo sofa Suc or Master Trus e. In Ne any individual Master Trustee shall die, esigv, bee eapac tatedsso refuse oreMas er Tms e shall be selected foNtwiN by Ne Maser Trus s. t The n e of appoin t ofcas or Mmtu Tms e shall be i ring tram the Chuirmw oCNe Mnster Tustees, end shop be mcoompnnied by the written ecoeptance of the successor Mastu Trvstee. F. Master Trustees Riehts [n erase of death, resignatiory refusal, or inability m act by any e of the Mester'fruste s, the remaining individual Master Trustees shall have Ne powers, rights, estates, and incerests of this Agreement as Master Ttvsteue and shall be charged wiN the dupes of this Agree t, provided in such < may be takear unless it is ceveurred in by a majority of the emavdvg individual Master Trustees'on Section 110. AMENDMENT OR TERMMAT[ON OF TIi1S AGREEMENT:.TERMINATION OP PLANS. A. Amendment. This Agreement and Ne trysts created hereby may be amcndetl in writing any n e by the of a majority of the Master Trustees. No a entlment to this Agreement, which directly n(Feacts Ne scope of powers of tiro Mster Trustees, terms of ofbce or the seleotiov of Master Trustees, shell become effective without Ne wncuaence of the Board of Directors o(the Plorida League of Chies, [ne. No change which speufically affcots the exercise of powers by the Mazter Tmstzes or the fiduciary responsibilities of the Master Trustees to Panicipaeing Employers and Participating Employees shall be required to be approved by the -oard o[ Directors of the Florida League of Citios, Inc., nor shall tbis section be aanstmed to give Nc Board of Directors of the Florida League of Cities, Inc. the power to exercise any fiduciary responsibility of the Mazter'Erustecs or to imerfere with the execise of Nose responsibilities by Ne Master Trustees. Tbis Ageement mny not be amended sa es to change irs purpose av set forth herein or to pumit the diversion or application of any funds of the Master Trust Fund or of the Plans for any purpose other than Nose specifed herein The Master Trustees, upon adoption of an amendmem to this Agreement, shall send a copy of any such amendment to the Participating Employers. B. This Master Trust Agreement and any wst erected hereby may be terminated at any time by the Mather Trustee with respect to an Employer when Ne Employer's participation in a Plan is ated, or when a Trust Joinder Agreement has been terminated. The Defined Cono-ibution Plan Trus may be terminated in irery when Ne Defined Contribution Plan is ated in irety. The Dekrred Compwsetion Plan Trust may be terminated in its entirety when the Deferred Compensation Plvn is temtinnted in its entirety. The Defined Benefit Plun Trust mny be terminated in tirety pursuant to Florida law. The Master Trust Agreement and the Master Trust may be terminated iv its entirety pursuant to Florida law. C. In case of a termination of this Master Tmst Agreement, either in whole oc in perc, the Master Trustee (subject to the provisions eE Section 111 hereof and reserving respectively such sums as the Master Trus e shall dee essary in cttling itv respective accounu and to discharge any obligation of the FMPTP for which setrustee NesMvster Tmstee shall be liable) shall hold, apply, transfer or distribu[e Ne affected azsets of the Master Trust Fund iv accordance with the applicable provisions of Nis Agreement and the afected Plans. Upon any tcmrination, in whale or in part, of this Agreemem and Nc teusts created hereby, the Mazter Trustee Shull hvvc a right to have its accounts settled as provided in Section 112 hereof In the case of the complete or partial temiination of this Agreement as to one or more Employers, neludivg a termination arising forth Ne diso or delinquency of co tnbuti , thn affected s of the Mater Trust Fund shall con[inue ~onbeeheld pursuant to the direcrionvo[ Ne Master Trustee, for the benefit of affected Panicipating Employees and Beneficiaries, pursuant to the beneft provisions of the Plan. This Agreement shall remain in NII effect with respect to eveh Panicipating Employer Nat does not terminate its panioipation in the Master Trux Fund on behalf of its Employees. rex<t~Na xa ~<vxove'p itrzrmt whose participate aced by the Master Trustee. Iv Ne evwt oFa ovmplete termination of Ne Master Trust Fundn otr of the complete termination of the Defined Contrihurion Plan Tmst the Deferzed Compensation Plan Trust, or the Defined Beneft Play Trust, the Master 'T'rustee will take Doable steps to avoid a distribution to the Partioipating Employees and Beneficiaries, oxcept pursuant m benefit options under the provisions of the Plan, including transfers-to svocessor plm(s). However, If distributions m st be made, the Administrator shell be responsible far directing distribute of all affected assets of the Master Trust Fund to Participating Employees and Beneficiaries. Distnbun undo a Plan of a ting a rued benefits o the Participating Employees and Beneficiaries afeated by~he term'mv itov are subject to the beneft provisions of the Plvn. However, ifn Panioipating Employer requens v plan-to-play transfer of Plw assets with respect to the Paricipating Employer's Employees, the Mater Trustee may in iu discretion make the varvsfer. Notwithstanding the foregoing, Ne Master't'm a shall not be required to pay out any azset oC [he Master Trust Fund to Participating Employees and Beneficiaries or or plan upon n oC [he Master Trust Agree whole o tv part until the MatecsTrus ee has ned nifoe n from Nc Administrator (i) that all provisions of law with respect to uch on havetbeen complied with, including the termination of a Plam. and (ii) after the Master 'Rvstae has made e determination of the fair markot value of the assets of a Plan, Nat the assets of a Plan arc sufficient w discharge when due all obligations of a Plan required by law. The Master Tns shall rely < nclus vely o uch wr ceniEicahon and shall be under no obligati n to my stigv[e oroNnrwire detarmme tsspropriety`~ When the asets of the Master Tmst Fund affected by a on crave been applied, ansferted or distributed and the a of the Master ems ee have bee enled, then, the Mast Trustee shall be released and dischargednfrom all Funher accountability or 1'ability respenting He trust or portions Hereof, affected by the termination and shall not be responsible in any way for Ne Cvnher dispos n of the e s of the wst or trusts, or portions thereo[, affected by the termination or vny pan thereof sa appliedstmnsferred or distrbuted. Section I l 1. PROHIBITION OP ASSIGNMENT OF MTERESi. No interest right or elnim in or to any pan of the Master Trust Fuod or Ne funds of the Plans, any payment therefrom shall be assignable, vansferable or subject to sale, mortgage, pledge, hypothecation, commutation, anticipation, garnishment attachmem, execution or lery of any kind, and the Master Tmstee shall n ecognize any anempt tv assign, vansfer, sell, mortgage, pledge, hypothecate, commute or vt ~ ipate the sam , xcept to He extent required by law. Section 112. MISCELLANEOUS. A Titles. The titles to Pans and Sections of this Agreement ace placed herein for convenience of reference only, and the Agcecment is not to be construed by reference therem_ B. Professional Adminisrator. The Adminisvator may delegate any of its obligations under this Agreements vproCessmnnl admin~stmmr. C. Successors. This Agreement shall bind and inure to the benefit of the successors and assigns of the Florida League of Cities, Inc., the Muter Trustees, the Participating Employers and Participating Employees. D. Countemarts. This Agreement may be executed in any number of ounterpans, each of which shall be deemed to be an original bnt ell of which together shall constitute but one instrument, which may be sutTciently evidenced by any counterpan. Any Panicipating Employer Nat formally applies for participation to this Agreement by executing a Trust ]cinder Agreement and is accepted by the Master Trvstee shall thereupon become a party this Agreement end be bound by ell of [he terms and conditions thereof, mrd said Trust Joinder Agreement shnll eonnitnte a counterpart of Nat Agreement E. Jurisdic[i n. This Agreement shall be interpreted, construed and enforced, avd the mat reared hereby hall be ndministered, in accordance with the laws of Ne United Stntes and of Ne State of Florida. F. Situs of the Trust. The situs of Ne trust or truces created hereby is the Swte of Florida. All qua u perta Wing to validity, c and admt shall be determined in cordon witH the laws of the State of FloridavcVenue for any actton'regarding this Agreement is Leon County, Florida. G. Construe VJbenevar any wards nre used in this Agreement in Ne masculine gender, they shnll be co nrucd as though they were also used in the feminine or neuter gender in all where they would so apply vrd when any words ar used in Nis Agreement in the singular form, Nay shall be construed u Nough they were also used Nthe plural form in ell situations where they would so apply, and whenever any words are used in this Agreement in Ne plural form, Net' shall be constrved az though they were also in the singular form in all situations where they would so apply. H. Fiscal Year. The FMPTF end all vests created by it shell operate ou a f cal year from 12:01 a.m. October 1" to midnight of Ne last day in Seprember in the fallowing year or u otherwise provided by the Plan. Application far participvtion to Chia Agreement, when approved in writing by Ne Master Trus to dnaigne ,shall < nstltutc a continuing co <t for each succeeding fiscal year wles celled by the Mu er Trus unless the Participating Employer shall Have resigned oc withdrawn from this Agreement by wrinen notice. I. Panics Bound. This Agreement shall be binding upon the ponies hereto, Ne Participating Employers and Participating Employeesin any Plan and persons claiming under or through them pursuant to any Plan, and, as the case may be, the heirs, executors, administrators, successors and assigns of each of them. J. Nec arv Pon to Disa Nee scary parties to any ac ring, litigati other proceedings relating to this Agreement shnll include only the Master Tmneenand the Administrator. The settlement or jndgmem in any such cue in which the Muter Trvstee is duly served or cited shall be binding upon all Panicipating Employers and Panicipating Employees in any Plan and their Benefciaries and estates, mid upon all persons clai mint' by, Nrough or under them. K. Severabiliry. It any provision of Nis Agreement shall be held by a court of competent jurisdiction to be invalid or unenforuable, the remvin ing provisions of the Agreement shall continue [o vox Ho oFtxn n>vao~eo trrzoro~ be fully effective. If any provision of the Agreement is heltl to violate the IRC or to be illegal or ovalid far Boy other Beason, that provision shall ba deemed to be Dull and void, but the invalidation of that provision shall not oNerwisc affect any Plan or tryst created by this Agreement. PART Z -DEFINED BENEFIT Pl.AN Seetion 200. APPLICATIOt1 The provisions of Pan 2 apply to defined benefit plans. Section 201. ESTABLISHMENT AND PURPOSE OF TRUST FOR DEEMED RENEFIT PLANS. A Establislvnent of Trust For Defined Benefit Plons. The Participating Employers with a dcfned 6enef[ plan or plans establish with the Master Trustee, end the Master Trvstee hereby ncceprs, a Defined IIeneft Plan Trust for the exclusive betreft of Panicipating Employees and -eneticiaries of Panicipating Employers consisting of such cash or other property acceptable to the Master Trustee u shall be transferred to the Master Trustee from «me to time by the w ee of any Panicipating Employer widr a defined 6enef t plan or plans, u provided in Section 202 hereof, far investment in Ne Master Trust Fund, together with the earnings, income, additions and appreciation thereon and thereto. B. Purpcses of Defined Benefit Plan Trust. The Master Trustee may use and apply users in Ne Defined Benefit Plan Trust as pan of the Maurer Trust Fund, for the following Proposes: I. At oo time prio o the satisfnmion of all liabilldes with respect to Panicipa«ng Employees and their Benef ciaz s shall any pan of the corpus or income be used for, diverted to, purposes other thanr the exclusive 6enef[ of the Panicipating Employees and their Beneficiar to distribute the carpus and in e of Ne Defned Heneft Plan Tres the PanicipatingeEmployee and their Benefcianes tv accordance wiN applicable law and the Ptah. 2. To esteblislr and ac mutate u pan of the Master Tryst Fund an adequate reserve to carzy out the purposes of dre Defined Beneft Plan Trust. 3. To pay any federal, state or local taxes or fees, which may be properly imposed on or levied against Ne Defned Benefi4 Plan Trust or benefits Paid therefrom. 4. If deemed appropriate and advisable, to pay premium on separately administered life insurnnee covuage on dre lives of Panicipating Employees of Participating Employees. Section 202. PARTICIPATMG EMPLOYERS WITH A DEEMED BENEFIT PLAN OR PLANS. A. A~oroval. Bafore any Panicipating Employer is approved which has a defned benefit plan no stablishcd u a Plan by the Master Trvstee, such plan must be approved for acwarial owdnesseby an acwary selected by the Master Tmstee or Adminisvator and such plan must comply with Chapter 112. Florida Statutce B- Accumulated Share. No Panicipating Lmployer shall (rave any right, title or interest in or to any specific amts of the Master Trust Fund. but shall have an undivided beneficial interest in the Mas r Trust Fund; howe er, there shall be specific accou Ling of assets allocable to each Panictipatin8 Employer. C. Conmbutin The Administrator shall have the responsibility for accepting ntributions by Participating Employers. The Administrator shall be wder vo dory ro determive whether the am of wy w tributr wrdan with the Participating Employer's deCrned benefit plan weollec cvforee payment of any eonmbution. All c rributions under the Plav shall be transferred tc the Defined Benefit Plan Tmst to be held, managed evened and distributed az part oC the Defined Benefit Plan'1'ruat by the Master Tmnees in aocordw~ce with the provisions oP the Plans and applicable law. All beuefts under the Plans shall be distributed solely from the Defined Benefit Plan Tmxt and Panic~pnting Employers shall have no finanual liability therefore oNer than [he obligation ro make contributions to the Defined Honeft Plan Trust as provided in the Plans. U. Chapter I ]5 or IRS Plans. The Master Trustee shall be authorized ro take the steps it deems necessary or appropriate to comply with Chapters 1]5 and IRS, Florida Statutes, with respect to any defined benefit plan of a Panicipating Employer established pursuant to such Chapters. PART 3- DEFINED CONTRIBUTION PLAN Section i00. APPLICATION. The provisions ofPan7apply to defined contribution plans. Section i01. ESTABLISHh1ENT AND PURPOSE OF TRUST FOR DEFINED CONTRIBUTION PLANS. A. Establishment oCTrun for Defined Contribution Plans. The Muter Trustee establishes the Defined Contribution Plan Trust for the exclusive benefit oC Participating Employees of Participating Employers wiilt a def ned contribution plan or plans. The authority to conduct the general in t opera and [he general admi n of the Defined Contribution Plan Trurt sted in the Master Trus 7be Maz er Trus may cornract with the Admivistmmr to perform delegated Cunc with respec o the defined cootriburion plan end the Admi may covtrao[ wi[h third patties to provide adm nistrative, investment and custodial services in relation to Ne defined cootriburion plw. B. Pwvoses of Defined Contribution Plan Trust. The Master'frustee shall maintain the Def ned Contribution Plan Trust for the exclusive benefit of the Participating Employees and their Bane friaries. The Muter Trustee intend w establish sound prudent practices designed to provide easy and c v inform and tr ns for Panicipating Employees, including anxfers from r optio pother at ~hesPenicipating Employee's dire n. The Mas Tres endso a stabinshnNese prn~ while ping a noble o the Partioipativg Employers and Panicipating EmployeesCS The Mast trt Trus ends oopreserve Participating Employees' rights ro choose freely among a broad rouge of invcseiment options and to self-direct their ta. Funher. the Master Trustee intends to perform ongoing evaluations and reviews to enswe that stheen v options offered re n diversified, wmpevrive and e o Participating Employers end Panicipating Employees' It is the Mauer Trustee's intentvthat the Defned Covuibutian Plan Tres be exempt under Sections SOI(a) and I IS of the IRC. Section }02. DEFMGD CONTRIBU't10N PLAN TRUST ADMRJISTRATION. A. Defned Contribui on Plan Tmat Admin seat on. The Matter Trvetu Shall receive and wept foe Nc purposes hueof all property paid to tit by or at Ne dirution of the Participating Employers and Participating Employees and shall hold, in apage, administer and distribuce property and Nei s, proceeds, amings and incometthereof for'Ne exclusive benefit of the Pani<ipativg Employees andnBenetlciaries under the defined eovo-ibmion plan. Atl assets shall be held by the Mastu Trance in the Defined Contrbution Plan Trust The Mestar Trustee has authority to nv accordance with valid Participating Employer and Participating Employee tnstruch ,and manage Ne assets of the Defined Cont bution Plan Trust, B. Exolusiva Benefit Rule. No portion of the vested principal or the income of Ne Defned Contribution Plan Trust shall revert to the Participating Employer, or ever be used for or diverted to any purpose other Nan for (i) Ne exclusive benefit of Participating Employees in dte Defined Contribution Plan Tryst and persotrs claiming under or through them pursuant to the defined tributiov play and (ii) the payme t of re noble expens s of the defned co tribution plan and this tense The Master Ttunu shell administer Netmn in compliance with IRC Section 503(b). C. Place All eefucvoes in this Pan ] to the defined conMbution plan shall m an the FMPTF defned conmbution plan. The defined wntribution plan, as amended from time to time, shall be incorporated heccin by reference, end Ne terzns herein shall have Ne meanings atmbuted to them in the defineU contribution plan. D. 1'r°oeny. The ward "property" used for Ne trust shall be deemed to refer to any property, real or pars nal, or pan interest therein, wherever situated, including, but without being limited to, preferted and co stocks, shares of investment componias, bonds, notes, drbentwes and mortgages, equipment o-us ertifeates, N ertificates, in n partnerships whether limited or general, o any inswence coot act` policyc amenity or oNer investment media offered by an insurance company. Section 303. DEPOSITS AND DISBURSEMENTS FROM THE TRUST. A. Trust Deposits. The Master Trustee hereby delegates ro the Administrator Ne eesponsibility for accepting deposits to the Defned Contribu[ion Plan'Cmst. B. Tryst Pavm The Master Trustee hereby delegates m Ne Administrator Ne responsibility for making payments from Ne Defined Contribution Plen Trust. The Administrator shall make payments Crom Ne Defned Contribution Ylan Tmst to Participating Employees, their Benefciaries and such other persons u Ne defined convibmion plan may provide. Such payments shall be made in such manner, in such amounts acrd (or such purposes, including the payment of defned c ttibuti n plan Benefiss end the payme of expen of admr of Ne defined tribution plan may be specified in Ne defned co tributionsplan. The Adminisotcator shall ensure that any payment directed under this Section conforms to the provisions of the defined oovtribution plan, Nis Agreement, and she provisions of applicable law. Paymenas Crom the wa shall be made by check (pr the check of an agent) pr deposit to the oNer of the payee. Payments or other disuibutions hereunder may be mailed to the payee at the address last famished to the Administrator. The Master Tmstee shall not incw any liability or other damage on account or any payment or other dinribution made by the trust in awordence with this Section. C. AI location of Exvenses. The Master Trvstee shall pay all expenses of the tmn from the Def ned Contrhution Plan Trust. All expenses of the wst, which are allocable to a panieular t option or account, may be allocated and charged to such investment option or azcowt az deterznined by [he Master Tmatee. All expenses of the ttust which are not allocable to a particular 1 option or account shall be charged to each such investment option or account in the manner established by Ne Master Trusee. ' Section 304. INVESTMENT OPTIONS. The Mazmr Trustee, in cordanca wish provisions of Ne defined contribution plan, may steblish one (U or t opdons wiNin the Defined Contribution Plan Trust, eaoh optio being hueinvPter referred to assamenn nt option." The Master Trustee shall transfer to each ruck t optio uch pan of Necazsets of the Defned Contribution Plan Trust az appropria The sMaster Trustee shell menage, aoquir r dlsWSe of the a optio cordon wiN valid specific t dire s given byssthe Panioipatiog Employers Participating Employees. All in raved w~th respect to and all proceeds r ved from, the dispos of pmpetty held in option shell bo credited to and re sled in such rat option. The Mastu Tmsree shelleesheblish et leazt ova (I) default investment option in the absevice of valid Participating Employer or Participating Employee investment direction. Fron e, the Mss er 7rvs may elim optio and the proceeds Nercof shell be einvested in another invesment option in aoeordanecewith the directions of the Master Trustee. Section 305. QJVESTMENT 7N INSURANCE CONTRACTS The Master Trus may offer ne (I) or more investment options pursuant to one (1) or more agree with in ompanies qualifed to do bus n the Stat of Florida. Any az scednpursuan( to uchean agreement shall be held by ltl es ompany. Each in ompany so selected shall certify the value of the war's inlerett n the ProPertY held by i[ at least amlually. The Master Tmsree shall be entitled to rely cooclusivcly an such valuation for all purposes under the trust Section 306. INVESTMENT IN MUTUAL FUNDS The Masrer'Cms may offer ne (I) or t options pars ne (I) or agree with companies offering m ual fund produc s. Any asset investednpu~suant to uch an agreementsshall be held by the Master Trustee. Each mutual Cund so selected shall certify the value of the w ur that fund vt least awually. 'fhe Messer Tmstee shell be entitled to rely wnclusively on such valuation for all purposes undo the wst. Section 307. MISCELLANEOUS. A. Conflict. fn reselving say conflict among provisions of Nis trust and in resolving any other inty as to then aping or intention of any provision of this t, the interpretation Nat (i) esuthe defined conuibution plan and trust to satisfy the applicable requirements of IRC Sections 401(x) and 414(d) and the tryst w be exempt from tax under IRC Sectious I IS and 501(a), end (;i) es the defined contribution plan and trust to comply with all applicable requirements of law shall prevail over any different interpretation. r vfiovtin xnnao~en ilrzwvr B. No Guarantees. Neither the Administrator nor the Master Trustee guarantee the Defined Contribution Plan Trust from loss or depreciation or the payment o(nny amount .vhich may become due to any person under the defined contribution plan or this Agreement. PART 4-BEFEItRED COMPENSATION PLAN ' Section 400. APPLICATION.'Ibe provisions of Pan4apply to deferred compensation plans. Section 401. ESTABLISHMENT AND PURPOSL OF TRUST POR DEFERRED COMPENSATION PLANS. A. Establishment of Trust for Defened Com ensation Plans. The Master Trustee stablishes the Deferred Compensetlon Plan Trust for the exclusive benefit of Panicipating Employees of Panicipating Employers with a deferred compensation plan or plans. The authoriry w conduct the general investment operation and the general adminisra[ion of the Defened Compensation Plan Trust sted in the Master Tcus e. The Mazter Trus may co with the Administrator to perform delegated fimcti with respec to the deterred <ompen on plan and the Admi may contract with third paniessto provide administrative, investment and custodial services to relation to the defeacd compensation plan, D. Pumoses of Defened Compensation Plan Trust, The Master Trustee shall maintain the Deferred Compen on Plan Trust for the exclus ve benefit of the Panicipating Employees and their Benefieian The Master 'Rustee intends to stablish sound prudent prac es designed to provide easy and wnveoient access to intonnation and vansactioos far Panicipedng Employees, including ansfers from toptio another at thePanicipating Employee's dire n. The Mast Tres tend to establishnihese praotices while maintaining a reasonable cost to the Participating Employes and Participating Employees. Tho Mestec Trustee intends ro preserve Partioipating Employees' rights to choose freely among a broad range of investment options and to self-direct dteir esiments. Further, tho Master Trustee iniwds to peform ongoing evalua[ions and reviews to ensure that the eptio offered re n diversifed, competi ands o Participating Employersvand Panicipating Employees,' h is the Mazter Trustee's in t that the Deferzed Compensation Plan Trvst be exempt undo Seuions 501(a) and I15 of the IRC.ten Section 402. DEFERRED COMPENSATION PLAN TRUST ADMMISTRATION. A. Deterred Compensation Plan Trust Administration. The Master Trustee shall receive and adept Cor the purposes hereof all property paid to it by or at the direction of the Participating Employers and Panicipating Employees and shall hold, in anage, administer and distribute property and the increments, proceeds, earnings and income thereof far the exclusive benefit oC the Panicipating Employees artd Beneficiaries under the deferred compensation plan. All asets shall be held by dte Manta Trustee in the Deferred Compensation Plan Trvst. The Master Trustee has authority to cordance with valid Panicipating Employer and Panicipating Employee ~nsrruottons, and menage the assets ofd~e Defened Compensation Plan Trust. B. Exclusive Benefit Rule. Pursuant to IRC Section 45](g), no portion of the vesred principal or the income of the Deferred Compensation Plan Trust shall ce to dte Participating Employer, cr be used for or divcned to wy purpose other than far (i) the exGus ve benefit of Panicipating Employees in the Defered Compensation Plan Trust and persons claiming under or through them pues an o the defered wmpen on plan and (i) the payment of rcazonable expenses of the deferred compensation plm and this trust. The Mazter Tnstee shall administer Ne trust in compliance with IRC Secion SOl (b). C. Plan. All references in this Pert 4 to the defrrted <ompensationplan shall mean the FMPTF deferred comeensation plan. The deferred compensation plan, az amcndtd from nme to time, s'Yall be incorporated herein by refemnce, wd the terms herein shell have dte meanings attributed to them in the deferred wmpensatiov plan. D. Provetty. The word "property" used for the v t shall be deemed to refry to wry property, teal or personal, or pan interest thereiq wherever situated, including, but withom being limited to, preferted and co stocks, char of in omparu s, bonds, n s, debwtures and mortgages, equipment w ertifioates, in enificates, in n partvemhips whether limited or general, o any insurance contr t~pottcyc annuity or other investment media offered by an insurance company. Section 403. llEPOSITS AND DISBURSEMENTS FROM THE TRUST. A. crust Dco The Mast r Tru e hereby delegates t the Administrator the responsibility for ecceptingsdepostts to the Defered Compensation Plan Trust. B. Tryst Pevm The Master Trustee hereby delegates to the Administator the responsibility for making payments from the Deferred Compensation Plan Trust. The Admitvstrator shall make poymenrs Crom the Deferred Compevsatlnn Plan Trust to Participating Employees, their Benef ciaries and such other persons as the deferred compensation plan may provide. Such payments shall be made in such manner, in such amowts and for such purposes, including die payment of deferred compensation plan BenefO and the payment of expenses of admiviswtion of the deferred ompeosation plan, az may be specified io the deferred compensation plan. ]lye Administrator shall e that any payment directed wder this Section cotrforms tv the provisiorss of Ne dcterzed ompen n plan, this Agree and the provisions of applicable law. Payments from the w shall besmade by check (or thencheck of an agwt) or deposit to the order of the payee Payments or other distributions hecewder may be mailed to the payee at the address lazt fiunished to the Administatvr. The Master Trustee shall n any liability o other damage on account of any payment or other distribution made by [he wsttinc ccordance with this Section. C. Allocation of Expenses. The Mazter Trustee shall pay all expenses of the wst from the Deferred Compensation Plan Trust All expenses of the trust, which are allocable to a particular t option or account may be allocated and charged to such investmem option or account as determined by the Master Trustee. All expenses of the wst which are not allocable m a pazticular toptio tshall be charged to each such invesime toption or account in the marmu established by the Maste~Ttustee. Section 404. MVESTMLNT OPTIONS. The Mazter 'trustee, in cordance with pmvisions of the deferred wmpensaiion plop may smblish one (I) or t options within rho Deferred Compensation Plan Tryst, each option being hcrcinaftc~refcrred Cocas an "investment option" The Mazter Trustee shall vansfer m each such inveswent option such portion of the assets of the Deferred Compesation Plan Trust as appropnate_ The Master Trustee shall manage, aequiee or dispose of dye assets in an invertmen[ option ' cordon e with valid specife ant directions given by the Panicipnting Employers Participating Employees. A1I in ved with respec and all proceeds r ved from, the disposition of property held in t option shall be crMited w, and reinvested in such tit optiov. The Master Trustee shalleestablish at least one (I)default investment option in the absenu of valid Participating Employer or Participating Employee investment dikction. From , the Master Trus may clim t option, and the proceeds thereof ehnll be rtetnvested in another invesnnent option to ucaordnnee with the directions of the Master Trustee Section 405. INVESTMENT M INSURANCE CONTRACTS The Master Tmstec may offzr one (1) oc moce investment options pursuant to one (I) or more agree with N ompan es qualified to do bus n the Stat of Florida. Any as menu vested puts uchean agree shall he held by rheas ompany. Each in ompany so selected shell certify tlteevalue of the trust's in nathe property Geld by it et least awually. The Master Trustee shall be entitled to rely covclusively,on .ouch valuation fur all purposes under the rteust. Section 406. INVESTMEM M MUTUAL FUNDS. The Master Ttus may offer tie (1) or t options pursuant to one (I) or more agree eats with eompan offering m tint fund produc at Any ac sted pars uch an ngreemevt shall be held by the Mnster Trustee, Eech mutual fund so selected shall certifytthe value of Ne rtrus io that fund at least nmtually. The Master Tustee shall be entitled to rely comlustvelynon uch valuation for all purpos sunder the wst. Section 407. MISCELLANEOUS. A. Confl ice In resolving any conflict among provisions of dtis trust and ir. resolving any other ainry as o the aping o oC any provision of this , the interpretation that (i) es the defarzed compensation plan and wst to satisfy the applicable requirements of IRC Section 45'I(b) end the trust to be exempt from tax undee IRC Sections I IS and 501 (e), and (ii) eau es Ne deferred compensation plan and trust to comply with all applicable requirements of law shall prevail aver any different interpretation. D. No Guar Neither the Admi r the Master Trus ee guar e the Deferred Compensation Plan Tmrtsfcom loss or depreciation or the payment of any amount which may become due rto any person under the defered compensation plan or this Agreement. M WITNESS WHEREOF, the Master Tmstees have caused the Florida Mwicipal Pension Trust Fund Mster Trust Agreement m be Amended as of the 29'" day ofNOVember, 2001. Pazsed and adopted by the Master Trustees of the Florida Mwicipal Pension Trust Fund this 02 9 ~' day of itl va n bee , 2001. (j ~~ C ~a.P ~--w., -~- Chairman Aceeptedb d InisFiator Exe~uuve Dire r, ~IOVde League of Cities,lm As Adminisnato _ F.1l~PTF_ PENSIONSF.RVICES Flonde Municipal Pension Traet Fund eebrn yzs.?oo~ Ms. Geri Zambri City of Longwood 1]5 W cst W eren Ave. Longwood, Fl ]2]50 12E. Revtsmos to Master Trust Agre men! Dear Ms Zambri: Yov have recently received a lever from the Flonde Leagve of Cities notifying yov of the changes to the Master Truss Agreement. Theca two changes are the result of dte League changing the svu of the Defned Connibotion (401 e7 plan and adding a Deterred Compenxitinn Planc(4516). The Defned BeneE4 plan remains unchanged. As we discussed, she endure ant m you shows the emendmens m Ne plan and one section has wording wiN n ~nke-Woughe line [het indicates that that s o be deleted from she document. rely, the underlwcd portion is m replace dsaoponion which is deleted. In paniculer, shin entlmens deals with Section I10-©, "Amendment or Ternination of this Agree nt, and subucsion C, "Terzninasiom of Plans'- A hrie[discassion of the changes are as followam~ • Ilo-B, 'Termination' is changed m begin "This Maser 'Crvsh..". As staled, dre f-.mploycr may to a pnriciDesion in the plans et any ti .vith proper notice. 'Ihe amendment includes wording for the Deferted Compensation plan, end addresses compliance with Floridn Lew. 110~C, "Disvibuuon of Assets" is changed to begin "In case of a Termlmtion.. " Ibis m deals wish the disvibuti of the plan n Ne e t of u paaiel n omplese plan termination. Much of this pro sthe sam~nbut soma ot'Nc 'ording h~ been cleaned up so clarify c ambiguhies such es pnragraph sw where rated that "the \ff cred ar s ojrhe Marrer T cast Fund shot! ca ' ' »rfnue/a be hafdtpurs a the d]reuion ojrhe Master ZYurree, jar the ben~r of ~cred Par iciporinRuLmployees and Ben hcimrler, parsuanr to the ben jr pro u of the vlria plan`- 'this wording does not substansially change the way operetod in the pavt, but m[ed cleazly in the Agreement. Similarly, paragraph !lace dcal'mg with all wings plan-ro~plan vanafcrs and paragraph fve deals with the Master Trustee's eeleosc from linbility, body not previously eddrasaW in the old Mader Trust Agreement. Flandm League of Citias. Inc-, eol 5. Bronough 9c. P.O-Box t~5>, Tallnbaeaee, FI, 32902-t'!6'I (850) 222-06Aa tea (060) 222'8806 As 1 mentioned on die phone, Nese changes were necessary m eccormnoda~e Ne updates in the current plan and the new plan we huv<edtletl to better serve aw membership. Please feel five to cell ow office to discuss any concerns you may have regarding Nis issue. We look forward to working closely wiN Ne Ciry of Longwood in Ne future. sine ely t M kR. Si ig Retirement Programs Manager Florida League of Cities AMENDMENT Comes now rhz Master Trustees of the Florida Municipal Pension Trus[ Fund pursuant to Sec n I10. Subsection A. o(the Muster Ttas[ A6rce t of said Trusl, and does hereby amend section 110. Subsections ~. and C., of snid Agreement to read es follows: Section I I0, AMEN-MENT OR TERMINATION OF TFIIS AGREEMENT; TERMINATION OF PLANS. fli xrna4y-tH rawawN~mtdiwecserdeneewitATHagravisiers¢ eFthisseatiea E. This Mnster Trvs[ A ra and an Ws[ crea[ed hereb ma be terminated at an me b the Maser Trus 'th re n E Io a hen the Cm to a Pfan natrd o when oeTrust /oindertAercem nc has bee aced. The DeEintedtC ntribu[ion PlanrTrus[ ma be [ eted i ~ when tkte Defined Contribution Plan aced in c~eZ The Deferz do Com nePlnn Trus be ated in nwhen vhe Dcj_--rretl Come on Pinn isen eted In The Defned Benefit Plen Trvst ma be utcd in its endret to Florida law9 The Mnsrer Trusr A re end ehe Master Tru nvthe[ ated in to Florida law _ ed-hereby haroa. MasmcSsauaschtdF§alia4b}al W 4a691Y-or9isN' PMns{«-rkaz-pau-e€tlw-\M1aue mmxu~grl[~steasereuHedi~rofilanskaati~e-aF <ti>utles~wmireaorr; oaskmr-Pr~Pepyanur*emauM-o9ualtirvwWaaHlwafkstwe PaarvM-the9we~aN emHlx-fws. sarrlw4asPrevi -Rlana-ia rRwbo~soa cTwwtses she abler xa§ilit distribu[ad-~isA~bamexa s4a{Mw-be+erytenai§leimary~wayfiertlw#malr.dkpositiexeFtkatwuss-tws4s{ectbecgarboLshe [ws~~-Aisc ~ screate4herekl`era wgnhutedeMy-iwpmx}ec tJ.»-Mauw-Fauwa~sW11_nat-ln-ragWre6-is-pa, ~ _ ___ __ P-aairnga[ixy~mPlsY~s-ar~d~@exeficierae sustew-hare-~reoeived-+va[bn-eea{t 'a- '~,e Adm'mis+Cater-~}BS:nalLpraw~-tecnsbtem>;naNaMave-baea-cempfied wth-insWaixg-die- ada_a Awnsxai«aC re+}isGlaBa-'vtrenArre-aH aW y iyate or eke~ePrixty C. In of n of this Master Trust A~rectnent~cither in whole or in the M¢stpr Trus[ene (sub'pc o' let of Sac n 111 hereof and rv velvn uch h M T h II d v f and to disahnre v obliqufion of the FMPTF Por which os ee the Master Ttvmee eshollobcd~ablel shall haldn m I nsfer or disttibute Ne afected as sof the Masrer Trust Fund in Gordan with the licnblc s of this A rc andsthe afiected Plm . U o whole o 'n oerc o~ihis Aere„em ¢nU themrus eared hereby, thesMas er Trus e shall hnr_a <ghc ro hnve it: nemapl. setaeaeo.~pravlaea m sewon 1 a nar<ae m me p e pf ma late nr aninl tetrpi a p of this re Em m nclu0.ina a form the di c re dclino ¢ of co ttibatr~ons the affected assets of the1Master ~Trusr Fund shall continue to<be held u o the direction of the Mester Trustee, far the benefit of effected Ponicivvtine Emvlovvres and Beneticinnes o the ben<fit vrovisions of the Plan. This A re nt shall remain in full effect ith res etc sos e¢ch Pvn Em Ip er that does not to n the Master T sr Fund n behalf of its Em' to c whas e1ted b nthe Master Trps a In th< evo tat s mplete of the uMv arttTrvst Fundr arpof the mvlete oC the Defined Canttibuttan Plnn Trvst the Def rtcd Cvmpen on Plm Trust ar the Defined 10enefn Plan Trust the Mvstec Trustee will take renron¢ble ste s void a disvibutio to the Pvrtici ntn Em to ee ¢nd Benefcie o beneft,o avtions under the of the Plan i o u1 ding n>fers rp<lan rs How i( distributi st be mvde'~he Adminislrarp shall be ~unx'ble far d~re~ ne ds ribufona_fpjl affected assets of the ITlaner Trust fund w Particiw Emolovees an0 Beneficiaries. Oisvibutions undera Plm of existin n rued benefits to the Penici atn Em to ees vntl BeneP ciarivs afCocted by the terminvtion vre subicet to the ben<fit vrovisions of the PIm However if ¢Penici ¢t n F,m to er re ue a 1¢mto~ Im trnnsfer of Plan nssets a!?4SpYp~fl the Pen n Em to 's Em to s the Mus er Trustee ma i is discretion make the tr¢nsfer, Nmwilhstnndin the fore of the Master Trustee shall net be re aired to n tof the ~e~ T st F d ro P nlcl E to e d Bancfclori<s o pslno u n of the Master Tw whole or ni l the Mnter Trus ee has ved if ca n from the Administrn orn i thnt all p of I¢w with re uch tlo on have been com lictl wish inel udin the termination o(e Plnn end ii uRa<the Mester ,frvstccthos made n determiwlion o(the fair mvrket value of the onsets of a Plan. that the psscus of ¢ PI¢n nre saffcient to dischorve when due all o6lientiona of a Pla_re ircd by law. The Master Trvstce shall r<1 c nclasi vl uch vm enifcat and shall be under no obli ¢ pthcnvise detcmr v Whcn Ne asses of [he Maner Trvs Fuvd eff~oted by a term'r~a on hove been avolied hanskrzed or distt'butzd and she a of nc~ Mastu Trustee hnvz bee enled Then Ne Mesier Trus shall be rclcased and dschareed from all (uNrzr n~ebilitvvvr liabil'ty ec In¢ the rrvs[ ar s ~herevf affemctl by there and shell nat be r ns'ble 'n (or rhez'funheredi vvsifvn of he of hem seshe eof ff t~d b h an meaaf sa otvuea nansferllred o.c~adnmea.n passed and adapted by the MnsterTvstees of the Florida Municipal pcnsivn Trvst Eand this 29°i day of November. 2001. ~~ e . C3.1a.2......~ cnairmm, becn y