HomeMy WebLinkAbout20082491.tiff RESOLUTION
RE: APPROVE WELD COUNTY OPEB TRUST FUND AGREEMENT AND AUTHORIZE
CHAIR TO SIGN
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS,by Resolution#982317,adopted November 30, 1998;amended by Resolution
#2002-3198, adopted December 16, 2002; amended by Resolution #2005-2825, adopted
September 21, 2005;and amended by Resolution#2008-2490, adopted September 15, 2008, the
County has established an "Other Post-Employment Benefits Plan"(OPEB Plan)that provides for
certain post-employment benefits,including retiree medical benefits but excluding pension benefits
(collectively referred to as 'OPEB Benefits"), for eligible retirees of the County, their spouses and
dependents (collectively "Retirees"), and
WHEREAS, the Governmental Accounting Standards Board (GASB) has issued
Statement 43 (GASB 43)and Statement 45(GASB 45), which establish standards for accounting
and financial reporting for state and local governmental employers that offer OPEB Benefits to their
retirees, and
WHEREAS, among other things, GASB 43 and GASB 45 require Weld County to account
for its unfunded actuarial accrued liability, i.e., the present value of OPEB Benefits earned but not
funded and amortized over a period not to exceed thirty(30) years, and
WHEREAS, the Board has, through Resolution #2008-2490, dated September 15, 2008,
and pursuant to Section 115 of the Internal Revenue Code, including any rules and regulations
established therewith, provided for an irrevocable trust to be known as the Weld County Other
Post-Employment Benefits (OPEB) Trust (the Trust Fund), which will be an entity separate from
the County for the exclusive purpose of providing funds to pay for OPEB Benefits, with the intent
that: (i) the income of the Trust Fund will be exempt from federal and state income tax (under
Internal Revenue Code ["Code"] Section 115, with respect to federal income tax), (H) transfers to
the Trust Fund will not be taxable to The Retirees, (Hi) the Trust Fund will qualify as a trust for
purposes of GASB 43 pursuant to Paragraph 4 of GASB 43, and (iv) all assets of the Trust Fund
are and will be irrevocably dedicated to, and shall be used for the exclusive purpose of providing
for payments of OPEB Benefits and for paying expenses of administering the Trust Fund, and shall
be legally protected from creditors of the County, and
WHEREAS, the Trust Fund, either in whole or in part, shall not be used for, nor shall any
of the income or other assets held under the terms of the OPEB Trust Fund Agreement (the
Agreement), be used for purposes other than the payment of OPEB Benefits to or on behalf of The
Retirees under the OPEB Plan, or the expenses incident thereto or expenses of the Trust Fund,
and
WHEREAS, the provision of OPEB Benefits to Retirees is an essential governmental
function and an integral part of the exempt activities of the County, and
WHEREAS, the County calculates and records the expenses and liabilities of OPEB
Benefits pursuant to GASB 43 and GASB 45, and
2008-2491
AC0005
0 ,. I ‘R/ PE, AC io/or Joa
APPROVE WELD COUNTY OPEB TRUST FUND AGREEMENT
PAGE 2
WHEREAS, the Board now wishes to enter into the Weld County OPEB Trust Fund
Agreement with the OPEB Trustee for said Trustee to thereby hold and administer the Trust Fund,
pursuant to the terms of said Agreement.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County that the Weld County OPEB Trust Fund Agreement be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign the Weld County OPEB Trust Fund Agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 15th day of September, A.D., 2008.
_cry:a BOARD OF COUNTY COMMISSIONERS
, tl i" WELD COUNTY, COLORADO
ATTEST: LA c 'K._ l (�
1861 0r illiam H. Jerke, Chair
Weld County Clerk to the
verr_.44 XCUSED
1 Robert D. Masden, Pro-Tem
BY: V
De Cler o the Boar
Willi Garcia
AP D AS T F �
David E. Long
ounty Attorney
Douglas ademac r
Date of signature: gI39I0(1
2008-2491
AC0005
WELD COUNTY
OPEB TRUST FUND AGREEMENT
THIS TRUST FUND AGREEMENT (hereinafter "the Trust Fund Agreement") is
made and entered into this day of , 2008, by and between the County of
Weld (hereinafter "the County") and the Weld County Other Post Employment Benefits
("OPEB") Board (hereinafter "the Trustee").
WITNESSETH:
WHEREAS,by Resolution#982317, adopted November 30, 1998; amended by
Resolution #2002-3198, adopted December 16, 2002; amended by Resolution#2005-2825,
adopted September 21, 2005; and amended by Resolution#2008-2490, adopted September 15,
2008, the County has established an"Other Post-Employment Benefits" (OPEB) Plan that
provides for certain post-employment benefits, including retiree medical benefits but excluding
pension benefits (collectively referred to as"OPEB Benefits"), for eligible retirees of the
County, their spouses and dependents (hereinafter collectively"Retirees"), and
WHEREAS,the Governmental Accounting Standards Board (GASB) has issued
Statement 43 ("GASB 43") and Statement 45 ("GASB 45"), which establish standards for
accounting and financial reporting for state and local governmental employers that offer OPEB
Benefits to their retirees, and
WHEREAS, among other things, GASB 43 and GASB 45 require the County to account
for its unfunded actuarial accrued liability, i.e., the present value of OPEB Benefits earned but
not funded and amortized over a period not to exceed thirty(30) years, and
WHEREAS, the County has adopted a Resolution(hereinafter"the Trust Fund
Resolution"), pursuant to Section 115 of the Internal Revenue Code, including any rules and
regulations established therewith, to provide for an irrevocable trust to be known as the Weld
County OPEB Trust ("the Trust Fund"), which will be an entity separate from the County for the
exclusive purpose of providing funds to pay for OPEB Benefits, with the intent that: (i) the
income of the Trust Fund will be exempt from federal and state income tax (under Internal
Revenue Code ["Code"] Section 115, with respect to federal income tax), (ii) transfers to the
Trust Fund will not be taxable to the Retirees, (iii)the Trust Fund will qualify as a trust for
purposes of GASB 43 pursuant to Paragraph 4 of GASB 43, and (iv) all assets of the Trust Fund
are and will be irrevocably dedicated to, and shall be used for the exclusive purpose of providing
for payments of OPEB Benefits and for paying expenses of administering the Trust Fund, and
shall be legally protected from creditors of the County, and
WHEREAS,the Trust Fund, either in whole or in part, shall not be used for, nor shall
any of the income or other assets held under the terms of this Trust Fund Agreement be used for
purposes other than the payment of OPEB Benefits to or on behalf of the Retirees under the
OPEB Plan, or the expenses incident thereto or expenses of the Trust Fund, and
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WHEREAS, the provision of OPEB Benefits to Retirees is an essential governmental
function and an integral part of the exempt activities of the County, and
WHEREAS, the County calculates and records the expenses and liabilities of OPEB
Benefits pursuant to GASB 43 and GASB 45, and
WHEREAS, the Trust Fund Resolution also establishes a OPEB Board of Trustees ("the
OPEB Board") to oversee the Trust Fund, and the Trustee is willing to hold and administer the
Trust Fund, pursuant to the terms of this Trust Fund Agreement.
NOW, THEREFORE, in consideration of the promises and of the mutual covenants
contained herein, the County and the Trustee covenant and mutually agree as follows:
ARTICLE I - CREATION OF TRUST FUND
1.1 Creation of Trust Fund. The County hereby creates with the Trustee the Trust
Fund, consisting of such sums as shall be paid to the Trustee, and all amounts thereafter
contributed under the Plan, and the earnings and appreciation thereon, less the losses and
depreciation thereon, and less payments made by the Trustee under the Plan and this Trust Fund
Agreement, with respect to the Retirees. The County hereby appoints and the Trustee hereby
agrees to accept appointment as Trustee hereunder. The Trust Fund shall be held, managed and
administered by the Trustee in trust in accordance with the provisions of this Trust Fund
Agreement.
1.2 Exclusive Purpose of Trust Fund. The Trustees shall hold the assets of the Trust
Fund for the exclusive purpose of providing benefits to Retirees and defraying reasonable
expenses of administering the Plan and Trust Fund. No part of the net earnings of the Trust Fund
shall inure to the benefit of the County or any other person, except through the payment of
benefits permitted under the Trust Fund. The principal of the Trust Fund, together with any
earnings thereon, shall be held by Trustee separate and apart from any assets of the County.
1.3 Incorporation of Plan and Ordinance. The provisions of the Plan and the Trust
Fund Resolution shall be read as an integral part of this Trust Fund Agreement, and are
specifically incorporated herein by reference.
1.4 Protection of Trust Fund Assets. All assets, income and distributions of the Trust
Fund shall be protected against the claims of creditors of the County and the Retirees, and shall
not be subject to execution, attachment, garnishment, the operation of bankruptcy, the insolvency
laws or other process whatsoever, nor shall any assignment thereof be enforceable in any court.
1.5 Trust Fund's Compliance. The Trust Fund is intended to comply with and be a
tax-exempt governmental trust under Code Section 115. This Trust Fund Agreement shall be
interpreted in a manner consistent with that intent and with the intention of the County that the
Trust Fund hereunder satisfies those requirements of GASB 43 and GASB 45.
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1.6 Named Fiduciary. The Trustee shall be the fiduciary for the Trust Fund and shall
have the power to delegate responsibilities under this Trust Fund Agreement. Such delegations
may be to officers and employees of the County or to other individuals or organizations,
including an actuary or a third-party administrator or record keepers, all of whom shall hold
those delegations at the pleasure of the Trustee. Any employee of the County who already
receives full-time pay, and who is delegated such fiduciary responsibilities, shall serve without
additional compensation except for reimbursement for expenses properly and actually incurred.
Whenever the Trustee delegates a fiduciary duty in writing, the Trustee shall be free from
liability for breach of such duty to the fullest extent permitted by law.
ARTICLE II- CONTRIBUTIONS
2.1 Receipt of Contributions. The Trustee shall receive any contributions paid to it in
cash or in the form of such other property as it may from time to time deem acceptable and
which shall have been delivered to it. All contributions so received, together with the income
there from and any other increment thereon, shall be held, invested, reinvested and administered
by the Trustee pursuant to the terms of this Trust Fund Agreement without distinction between
principal and income. The Trustee hall not be responsible for the calculation or collection of
any contribution under the Plan, but shall be responsible only for property received by it pursuant
to this Trust Fund Agreement.
2.2 Limit of Interests.
(a) No Right to Reversion. Except as provided in subsection (b) hereof, neither
the County, nor the Trustee, shall have any right, title, interest, claim, or demand
whatsoever in or to the funds held by the Trust Fund, other than the right to a proper
application thereof and accounting therefor, nor shall any funds revert to the County or
the Trustee.
(b) Return of Contributions. Notwithstanding any other provisions of this Trust
Fund Agreement, if and to the extent permitted by the Code and other applicable laws
and regulations thereunder and by GASB 43 and GASB 45, upon the County's request, a
contribution that is deposited into the Trust Fund by a mistake in fact shall be returned by
the Trustee to the County within a reasonable period of time.
ARTICLE III - PAYMENTS FROM TRUST FUND
3.1 Payments Directed by the County. The Trustee shall from time to time at the
County's direction make payments out of the Trust Fund to the persons or entities to whom such
monies are to be paid in such amounts and for such purposes as may be specified in the County's
directions. The Trustee shall be under no liability for any payment made pursuant to the
direction of the County. Any direction of the County shall constitute a certification that the
distribution or payment so directed is one which the County is authorized to direct. The Trustee
shall pay all fees and expenses reasonably incurred by it in the administration of other post-
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employment benefits under the Plan and the Trust Fund as directed by the County. Nothing
contained in this Trust Fund Agreement or the Plan shall constitute a guarantee that Trust Fund
assets will be sufficient to pay any other post-employment benefits to any particular Retiree.
3.2 Impossibility of Diversion. It shall be impossible at any time for any part of the
Trust Fund to be used for, or diverted to, purposes other than to provide the benefits
contemplated under the Plan for the exclusive benefit of the Retirees, except that any taxes and
administration expenses for which the Trust Fund is liable may be made from the Trust Fund as
provided for herein.
3.3 Segregation of Assets. Assets under the Trust Fund may be segregated only for
investment purposes. No individual account for any Retiree will be maintained at any time under
the Trust Fund, and no Retiree will have any right or title with respect to any specific assets of
the Trust Fund. Accordingly, no Retiree will have a preferred claim, lien on, security interest in,
or any beneficial interest in, any particular assets of the Trust Fund. The Retirees will be entitled
to receive payments of assets of the Trust Fund (or have such assets paid on behalf of such
Retirees) only when, as and if determined by the Trustee in accordance with this Trust Fund
Agreement.
ARTICLE IV- DUTIES OF THE COUNTY
4.1 General. The OPEB Plan adopted November 30, 1998, as amended from time to
time, constitutes the Plan. After the execution of this Trust Fund Agreement, the County shall
promptly file with the Trustee a certified list of the names and specimen signatures of any
individual authorized to act for the County. The County shall promptly notify the Trustee of the
addition or deletion of any person's name from such list. Until receipt by the Trustee of notice
that any person is no longer authorized to so act, the Trustee may continue to rely on the
authority of the person. All certification, notices, and directions by any such person or persons
to the Trustee shall be in writing signed by such person or persons. The Trustee may rely on any
such certification, notices, and direction purporting to have been signed by or on behalf of such
person or persons that the Trustee reasonably believes to have been signed thereby. The Trustee
may rely on any such certification, notices, and direction purporting to have been signed by a
duly authorized officer or agent of the County.
4.2 Contributions. The County shall make contributions to the Trust Fund from time
to time as it may, in its sole discretion, deem appropriate; provided, however, all required
employee contributions shall be deposited to the Trust Fund within a reasonable period of time.
The Trustee shall have a duty or authority to ascertain whether contributions should be made by
the County or to bring an action to enforce the County to make such contributions.
4.3 Indemnification of Trustee. The County shall indemnify and hold harmless the
Trustee for any liability or expense, other than liability and expenses incurred as a result of the
Trustee's negligence or willful misconduct, including without limitation reasonable attorney's
fees, incurred by the Trustee with respect to holding, managing, investing, or otherwise
administering the Trust Fund.
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ARTICLE V-INVESTMENTS
5.1 Responsibility for Investment. Except as provided in Section 5.2 of this Article,
and upon receipt of direction from the OPEB Board, the Trustee shall have the power to invest
and reinvest the Trust Fund in accordance with the requirements of Colorado law and the
investment policy developed by the OPEB Board and the Trustee.
5.2 Appointment of Investment Manager. Upon receipt of direction from the OPEB
Board, the Trustee shall appoint an investment manager(s) to direct the investment and
reinvestment of all or a part of the Trust Fund (the "Separate Account"). Each such investment
manager shall, unless its appointment provides otherwise, have the power to direct the Trustee in
the exercise of its investment powers with respect to the Separate Account and the Trustee shall
exercise such powers as directed in writing by the investment manager. Except as otherwise
provided by applicable law, the Trustee shall have no liability: (i) for the acts or omissions of an
investment manager; (ii) for following the investment directions of an investment manager; (iii)
for failing to act in the absence of investments managers direction; or (iv) for any diminution in
the value of the Trust Fund as a result of following the direction of an investment manager. The
Trustees shall take such actions and enter into such agreements as are necessary or appropriate to
permit the investment manager to manage the Separate Account, including but not limited to,
establishing a brokerage account in the name of the Trustee and transferring to such brokerage
account the Separate Account for which an investment manager has been appointed to enable the
investment manager to make trades and otherwise exercise the powers granted to it, and entering
into a custodial agreement with an institutional custodian with respect to the Separate Account
for which an investment manager has been appointed to enable the investment manager to
exercise the powers granted to it. Upon termination of the appointment of an investment
manager, the Trustee may appoint a successor investment manager with respect to the
investments formerly under the management of the terminated investment manager or may
merge or combine such investments with other investments or Trust Fund assets within the
guidelines of the investment policies established by the Trustee.
5.3 Investment Subject to Prudent Investor Rule. The assets of the Trust Fund,
whether invested by the Trustee or by an investment manager appointed by the Trustee, shall be
invested and managed in compliance with the prudent investor rules set forth in the Colorado
Revised Statutes.
5.4 Establishment of Funding Policy. The County shall establish and carry out a
funding policy consistent with the purposes of the Plan. As part of such funding policy, the
County shall, from time to time, direct the Trustee and, if applicable, the Trustee shall direct the
investment manager, to exercise its investment discretions as to provide sufficient cash assets in
an amount determined by the County, under the funding policy then in effect, to meet the
liquidity requirements for the administration of the Plan.
5.5 Adherence to Funding Policy. The discretion of the Trustee, or of the investment
manager, if applicable, in investing and reinvesting the principal and income of the Trust Fund
shall be subject to the funding policy, and any changes thereto which the County may adopt from
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time to time and communicate to the Trustee in writing. The Trustee and investment manager, if
applicable, shall have the duty to act strictly in accordance with such funding policy, and any
changes therein, as so communicated to the Trustee, from time to time, in writing.
ARTICLE VI- POWERS OF THE TRUSTEE
6.1 General. The Trustee shall discharge its duties under this Trust Fund Agreement
solely in the interest of the Retirees covered under the Plan and for the exclusive purpose of
providing benefits to such persons and defraying reasonable expenses of administering the Trust
Fund, with the care, skill, prudence and diligence under the circumstances then prevailing that a
prudent man acting in a like capacity and familiar with such matters would use in the conduct of
an enterprise of a like character and with like aims, and by diversifying the investments of the
Trust Fund so as to minimize the risk of large losses, unless under the circumstances it is clearly
prudent not to do so, all in accordance with the provisions of this Trust Fund Agreement, in so
far as they are consistent with the provisions of the prudent investor rules set forth in Colorado
General Revised Statutes, as may be from time to time amended. The duties and obligations of
the Trustee as such shall be limited to those expressly imposed upon it by this Trust Fund
Agreement notwithstanding any reference herein to the Plan, or the provisions thereof, it being
hereby expressly agreed that the Trustee is not a party to the Plan.
6.2 Powers. The Trustee, in addition to all powers and authorities under common
law, statutory authority, and other provisions of this Trust Fund Agreement, shall have the
following powers and authorities, to be exercised in the Trustee's sole discretion, provided that
such exercise shall be limited by the terms of Article V and Section 6.1 above:
(a) To retain any property at any time received by the Trustee;
(b) To purchase, or subscribe for, any securities or other property and to retain the
same in trust;
(c) To sell, exchange, convey, transfer, grant options to purchase, or otherwise
dispose of any securities or other property held by the Trustee, by private contractor at
public auction, and any sale may be made for cash or upon credit, or partly for cash and
partly upon credit. No person dealing with the Trustee shall be bound to see to the
application of the purchase money or to inquire into the validity, expediency, or propriety
of any such sale or other disposition;
(d) To vote upon any stocks, bonds, or other securities; to give general or special
proxies or powers of attorney with or without power of substitution; to exercise any
conversion privileges, subscription rights, or other options, and to make any payments
incidental thereto; to oppose, or to consent to, or otherwise participate in, corporate
reorganizations or other changes affecting corporate securities, and to delegate
discretionary powers, and to pay any assessments or charges in connection therewith; and
generally to exercise any of the powers of an owner with respect to stock, bonds,
securities or other property held as part of the Trust Fund;
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(e) To cause any securities or other property held as part of the Trust Fund to be
registered in the Trustee's own name or in the name of one or more of the Trustee's
nominees, and to hold any investments in bearer form, but the books and records of the
Trustee shall at all times show that all such investments are part of the Trust Fund;
(f) To keep such portion of the Trust Fund in cash or cash balances as the Trustee
may, from time to time, deem to be in the best interests of the trust created hereby,
without liability for interest thereon;
(g) To accept and retain for such time as it may deem advisable any securities or
other property received or acquired by it as Trustee hereunder, whether or not such
securities or other property would normally be purchased as investments hereunder;
(h) To make, execute, acknowledge, and deliver any and all documents of transfer
and conveyance and any and all other instruments that may be necessary or appropriate to
carry out the powers herein granted;
(i) To settle, compromise, or submit to arbitration any claims, debts, or damages to
or owing to or from the Trust Fund, to commence or defend suits or legal or
administrative proceedings, and to represent the Trust Fund in all suits and legal and
administrative proceedings;
(j) To employ suitable agents and counsel and to pay their reasonable expenses and
compensation, such agents or counsel mayor may not be agents or counsel for the
County;
(k) To acquire real estate by purchase, exchange, or as the result of any foreclosure,
liquidation, or other salvage as the result of any foreclosure, liquidation, other salvage of
any investment previously made hereunder; to hold such real estate in such manner and
upon such terms as the Trustee may deem advisable; and to manage, operate, repair,
develop, improve, partition, mortgage, or lease for any term or terms of years any such
real estate or any other real estate constituting a part of the Trust Fund, upon such terms
and conditions as the Trustee deems proper, using other trust assets for any of such
purposes if deemed advisable;
(1) To invest funds of the Trust Fund in night deposits or savings accounts bearing a
reasonable rate of interest in a Trustee's bank;
(m) To invest in Treasury Bills and other forms of United States government
obligations;
(n) To deposit monies in federally insured savings accounts or certificates of deposit
in banks or savings and loan associations;
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(o) To do all such acts, take all such proceedings, and exercise all such rights and
privileges, although not specifically mentioned herein, as the Trustee may deem
necessary to administer the Trust Fund, and to carry out the purposes of this Trust Fund.
6.3 Fees and Expenses. The Trustee may be paid such reasonable compensation as
shall from time to time be agreed upon in writing by the County and the Trustee. An individual
serving as Trustee who already receives full-time pay from the County shall not receive
compensation from this Trust Fund except for reimbursement of expenses properly and actually
incurred. In addition, the Trustees shall be reimbursed for any reasonable expenses, including
reasonable counsel and accounting fees, incurred by the Trustee in the administration of the
Trust Fund. Such compensation and expenses shall be paid from the Trust Fund unless sooner
paid by the County. All taxes of any kind and all kinds whatsoever that may be levied or
assessed under existing or future laws upon, or in respect of, the Trust Fund or the income
thereof shall be paid by the Trustee from the Trust Fund.
6.4 Consultation and Indemnification. The Trustee may consult with counsel and the
Trustee shall not be deemed imprudent by reason of its taking or refraining from taking any
action in accordance with the opinion of counsel.
6.5 Accounts and Records. The Trustee shall keep accurate and detailed accounts of
all investments, receipts, disbursements, and other transactions hereunder, and all such accounts
and other records relating thereto shall be open to inspection and audit at all reasonable times by
any person designated by the County or the OPEB Board.
ARTICLE VII- AMENDMENT AND TERMINATION OF TRUST FUND
AGREEMENT
7.1 Amendment. Any or all of the provisions of this Trust Fund Agreement may be
amended at any time and from time to time, in whole or in part, by an instrument in writing. No
such amendment shall authorize or permit any part of the Trust Fund (other than such part as is
required to pay taxes and administration expenses) to be used for or diverted to purposes other
than for the exclusive benefit of Retirees; no such amendment shall cause or permit any portion
of the Trust Fund to revert to or become the property of the County, and no such amendment
which affects the rights or duties of the Trustee may be made without the Trustee's written
consent.
7.2 Termination. This Trust Fund Agreement may be terminated at any time by the
County, and upon such termination, the Trust Fund shall be paid out by the Trustee as and when
directed by the County, in accordance with the provisions of Section 1.2 of Article I and Section
3.2 of Article III hereof and the terms of the Plan. Upon termination of the Trust Fund, Trust
Funds shall be applied to pay any remaining debts, liabilities and approved claims of the Plan.
Any assets remaining in the Trust Fund after meeting its obligations shall be distributed to the
County.
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ARTICLE VIII - GENERAL
8.1 Limited Effect of Plan and Trust Fund. Neither the establishment of the Plan nor
the Trust Fund nor any modification thereof, nor the creation of any fund or account, nor the
payment of any welfare benefits, shall be construed as giving to any person covered under the
Plan or other person any legal or equitable right against the Trustee, the County, or any officer or
employee thereof, except as may otherwise be provided in the Plan or in the Trust Fund. Under
no circumstances hall the term of employment of any employee be modified or in any way
affected by the Plan or this Trust Fund.
8.2 Protective Clause. Neither the County nor the Trustee shall be responsible for the
validity of any contract of insurance issued in connection with the Plan or Trust Fund or for the
failure on the part of the insurer to make payments provided by such contract, or for the action of
any person which may delay payment or render a contract null and void or unenforceable in
whole or in part.
8.3 Construction of Trust Fund. This Trust Fund shall be construed and enforced
according to the laws of the State of Colorado and this document. If any provision of this Trust
Fund shall be held illegal or invalid for any reason, such determination shall not affect the
remaining provisions of the Trust Fund.
8.4 Gender and Number. Wherever any words are used herein in the masculine,
feminine or neuter, they shall be construed as though they were also used in another gender in all
cases where they would so apply, and whenever any words are used herein in the singular or
plural form, they shall be construed as though they were also used in the other form in all cases
where they would so apply.
8.5 Headings. The headings and sub-headings of this Trust Fund have been inserted
for convenience of reference and are to be ignored in any construction of the provisions hereof
8.6 Entire Agreement. This Trust Fund Agreement constitutes the entire agreement
between the County and the Trustee with respect to the subject matter hereof, and supersedes any
prior agreement, oral or written, between the County and the Trustee in connection with this
Trust Fund Agreement.
8.7 Severability. If any term or condition of this Trust Fund Agreement shall be held
to be invalid, illegal, or unenforceable, this Trust Fund Agreement shall be construed and
enforced without such provision to the extent that this Trust Fund Agreement is then capable of
execution within the original intent of the parties hereto.
8.8 No Third Party Beneficiary Enforcement. It is expressly understood and agreed
that the enforcement of the terms and conditions of this Trust Fund Agreement, and all rights of
action relating to such enforcement, shall be strictly reserved to the undersigned parties and
nothing in this Trust Fund Agreement shall give or allow any claim or right of action whatsoever
by any other person not included in this Trust Fund Agreement. It is the express intention of the
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undersigned parties that any entity other than the undersigned parties receiving services or
benefits under this Trust Fund Agreement shall be an incidental beneficiary only.
8.9 No Waiver of Immunities. No portion of this Trust Fund Agreement shall be
deemed to constitute a waiver of any immunities the parties or their officers or employees may
possess, nor shall any portion of this Trust Fund Agreement be deemed to have created a duty of
care which did not previously exist with respect to any person not a party to this Trust Fund
Agreement.
IN WITNESS WHEREOF this Trust Fund Agreement is effective as of the day and year
first above
written. p��
ATTEST: '� ` '���' ' � BOARD OF COUNTY COMMISSIONERS
Weld County Clerk to t P".8 Tr r r iv WELD COUNTY, COLORADO
�, sJtc, 1
BY: /� � i / 1 i ti BY: "
Deputy Clerk' . the Board =- William H. Jerke, Chair
09/15/2008
WELD COUNTY OPEB BOARD
BY:
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