HomeMy WebLinkAbout20062164 RESOLUTION
RE: APPROVE SERVICE AND EXPENSE AGREEMENT FOR 401(K) SAVINGS PLAN AND
AUTHORIZE CHAIR TO SIGN - PRINCIPAL FINANCIAL GROUP
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,the Board has been presented with a Service and Expense Agreement for the
401(K) Savings Plan between the County of Weld, State of Colorado, by and through the Board
of County Commissioners of Weld County, and Principal Financial Group, commencing January
1, 2007, with further terms and conditions being as stated in said agreement, and
WHEREAS,after review,the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Service and Expense Agreement for the 401(K)Savings Plan between
the County of Weld, State of Colorado, by and through the Board of County Commissioners of
Weld County, and Principal Financial Group be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 7th day of August, A.D., 2006.
"<;q E 4) BOARD OF COUNTY COMMISSIONERS
�'�%WELD COUNTY, COLORADO
ATTEST: iitaki1 //, r; j(3- 'kV CUSED
.i. J. ile, Chair
Weld County Clerk to the Baf
v ✓ David E. Long, Pro-Tem
BY: C I Bard I C
cry
Depu Clerk the Board t ��w�'
Will:m Je ke 4-r
AP V AS TO VV�—
Robert D. asden
ount ttorney EXCUSED
0/dig Glenn Vaad
Date of signature:
2006-2164
n0 : fig- PE0024
0S=/5=-0c.
Principal
Financial FIA
Group Service and Expense Agreement
This Agreement is made by and between the undersigned Plan Representative ("you", "your")and the
undersigned member company of The Principal Financial Group®("we","us", "our"). You and we are
the"Parties"to this Agreement. Each of the Parties may be referred to separately as a"Party".
This Agreement consists of this page and the following pages. The following pages are incorporated in,
and made a part of,this Agreement for all purposes. By signing this page,the Parties agree to all the
terms of this Agreement and to be bound by any and all parts of it as if the Parties had signed at the end.
Capitalized terms used in this Agreement will have the meanings set out in the"Glossary"below unless a
different meaning is plainly required by context.
Each of the Parties represents and warrants that it has the authority to enter into this Agreement and will
be bound by it. Each individual signing this Agreement represents and warrants that she or he has,
individually or together with any other persons signing this Agreement on behalf of the same Party,the
authority to sign this Agreement and make it binding on the Parties.
This Agreement sets out the entire understanding of the Parties on the matters covered in the Agreement.
It supersedes and cancels any and all prior agreements,understandings, or representations between the
Parties, whether written or oral, relating to these matters. Nothing in this Agreement will be taken as
amending, modifying, or waiving any terms and conditions of any Investment. Nonetheless,the Parties
agree that while this Agreement will serve as the basis for the relationship set out in this Agreement,that
relationship will include the course of dealing between the Parties. The practices and procedures arising
in that course of dealing will be considered a part of this Agreement and enforceable as if included in it.
Effective Date of this Agreement:
January 1,2007
WELD COUNTY Principal Life Insurance Company
(Plan Representative) (Member Company of the Principal
Financial Group®)
By: A \ By:
Title: David E. Long, Chair Pro em Title: Chairman, President and CEO
Date Signed: 08/07/2006
State in which signed by Plan
ATTESTING Tht liW Vtate")CO
COMMISSIONER S„GMATURES ONLY
/a ,�J l ry�J Ki rn entire document
ATTEST: �� „�.I � j7,stt
EL OUNTY CLERK TO THE BOA r 2006-2164
` f
W
BY: . /4 Rge 1 of 21
DEP Y CLE T THE BOARD 03/06
DOCUMENT CONTENTS
Services-General Article I
Administrative Services
Government Compliance &Filing Services
Consulting Services
Optional Services
Asset Holding Services
Fee Payment Summary Article II
General Provisions Article III
Glossary Article IV
Dispute Resolution Article V
Page 2 of 21
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ARTICLE I -- SERVICES
The Services you select for the Plan may fall into the following general categories.
• Administrative Services
• Government Compliance and Filing Services
• Consulting Services
• Optional Services
• Asset Holding Services
The services outlined on the following pages are basic services. If you would like additional services,
please contact us for a supplemental service agreement.
We rely on you to give us the information that we need to provide the Services. Your cooperation is
important to our acting timely and accurately. We will not be obligated to perform any Services if we do
not receive timely, accurate, and complete information. We will not be liable with regard to any
performance, failure to perform,or partial performance of, Services when we are acting based on late,
incomplete, or inaccurate information. Where possible we will Notify you via the Principal Sponsor
Service CentersM Internet site and Principal Message CentersM. Please note that not all Services will be
available to all plans.
We have standard procedures for processing investment instructions received by us in connection with the
Plan.
From time to time, inadvertent administrative errors may occur in processing transactions so that our
standard procedures are not followed. If we are responsible for the error,we are committed to providing
the Participants with the price that would have applied if the error had not occurred, and we will
reimburse affected Accounts for any loss caused by our errors. In exchange for our commitment to
correct losses resulting from errors, and other Services to the Plan, we will retain amounts left after errors
are corrected ("gains") as part of our compensation for Services.
Our goal is to provide you with outstanding service. We are so sure we can provide it promptly and
accurately that we guarantee it. If you are unhappy with a specific Service we provided,just tell us. We
promise to fix the problem to your satisfaction. If we are unable to do so,we will waive the Fee for that
Service. This will not, however, apply to situations where the problem resulted from our receipt of late,
incomplete, or inaccurate information.
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ADMINISTRATIVE SERVICES
Service We Offer Your Role and Election
Access to information for your financial Allow your financial professional(s)access to
professional(s)via the Principal eFinancial timely information regarding your Plan.
Professionals"'website located on
www.principal.com. Optional Elections:
Fl Also grant financial professional(s)access to
Basic service assumes: Participant-level Information.
Access to Plan-level Information only. n Do not grant financial professional(s) access to
Plan-level Information or Participant-level
Information.
Future access for your financial professional(s)can
be modified via the Manage Security tab on the
Principal Sponsor Service Centers"
Directions, a Guide to Retirement Plan Use the guide to help with the day-to-day activities
Operations to assist with daily operation of the of your Plan. Included are administrative forms as
Plan. required by the Plan Document,the IRC and
ERISA.
Electronic Services are used to facilitate the Use electronic services provided to report and
fastest, most accurate, and cost effective obtain Plan information. You must oblige
communication and access to information, Participants to transfer Investments or change
including daily updated values for each Account. Investment elections electronically as allowed by
the Plan.
These Services include:
• TeleTouch®(interactive voice response
system)
• The Principal Retirement Service Center®
(Internet)
• Electronic data reporting
• Electronic Funds Transfer(EFT)
Electronic Enrollment Services are provided to Your employees can enroll in the Plan using the
employees with regard to the Plan. Internet or the phone. All you need to do is provide
basic employee data electronically.
Location Recordkeeping Services provided for Provide Participant location information and
more than one employee group or location(if changes.
applicable). Basic service is all communication
handled through one location. Optional Election*:
n Provide location recordkeeping where
communication is handled through multiple
locations.
*Additional Fees may apply for Optional Elections selected.
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ADMINISTRATIVE SERVICES (cont.)
Service We Offer Your Role and Election
Monitor Plan Requirements such as minimum Complete data collection requests in a timely
required distributions, beneficiary designations and manner.
vesting records.
Participant Distributions and Withdrawals and Timely inform us of Participant employment,
periodic payments to inactive Participants are termination or retirement.
provided. We will act as paying agent for
distributions authorized by you under the Plan, Optional Election:
including payment of small lump sum amounts to IT Your signature is required to pay any benefit.
the Participant or into an IRA for the Participant,
based on Plan Document provisions and applicable
law. Our responsibility includes preparing all
required federal income tax reporting and
withholding Services with respect to distributions
from the Plan.
Basic service assumes small amounts benefits are
paid without your further consent.
Participant Loan Recordkeeping Services if the Optional Election*:
Plan allows loans. Plan loans are initiated through Loan initiation method:
The Principal Retirement Service Center or ❑ eSignature
TeleTouch. Repayments are received via payroll ❑ Paper
deduction.
Personal Retirement Account(PRA) maintains Optional Election:
funds for inactive Participants under your Plan. ❑ Your signature is required to pay any benefit.
We communicate directly with these Participants.
Basic service assumes that PRA is utilized and
benefits are paid without your further consent.
Plan Sponsor Communications to help you make Use to stay informed on the latest Investment and
informed decisions on Investment and retirement retirement plan issues.
plan issues.
*Additional Fees may apply for Optional Elections selected.
Page 5 of 21
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ADMINISTRATIVE SERVICES (cont.)
Service We Offer Your Role and Election
Plan Sponsor and Participant Statements Report Participant contributions,vesting,
summarize Plan activity for the period covered. enrollment and benefit event information to use
Statements will be mailed as soon as possible. accurately and timely.
Basic service assumes statements are prepared Optional Elections*:
quarterly and mailed to Participants' homes unless Statement frequency**:
otherwise requested. TI Semi-annually
n Annually
El Monthly
Send reports to:
® You in bulk
IT You in individual envelopes
**If Principal Investor Funds (PIF)or Access
Funds are used by your Plan, statement frequency
cannot be less than quarterly.
Qualified Domestic Relations Order(QDRO) Timely inform us of the receipt of a DRO. Notify
provides assistance with respect to QDRO affected Participants and potential alternate
determination by providing tools such as: payee(s)that the DRO was received and advise
• Checklist for determining the status of a them of the procedures for determining the
Domestic Relations Order(DRO) qualified status of DRO. Make determination
• Standard letters that can be used to concerning the qualified status of DRO. Notify
communicate with Participants and alternative Participant and potential alternate payee(s) of the
payees. determination.
Enhanced QDRO Services are available under
Optional Services.
*Additional Fees may apply for Optional Elections selected.
Page 6 of 21
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GOVERNMENT COMPLIANCE & FILING SERVICES
Service We Offer Your Role and Election
Annual Government Report Form 5500 and Complete and return a Form 5500 questionnaire
attachments, ready for your review and approval, each year by the date requested. File completed
are prepared and mailed to you with respect to the Form 5500 and attachments with the IRS.
Plan, if required. Our standard Form 5500 Annual
Report Package is provided to Plans with 100 or
more Participants and contains the information an
auditor needs to complete a comprehensive audit.
Additional Plan audit services beyond our standard
package can be provided for an additional charge.
A supplemental agreement is required for
additional services.
ERISA §404(c) Compliance information is Educate Participants on their Investment options.
provided to help you control fiduciary liability. Give Investment control to Plan Participants.
Minimum Coverage Determination calculation is Complete and return census questionnaire by the
performed by an annual ratio percentage test and date requested.
results are included on the Annual Form 5500.
Qualification Package is prepared for those clients File the Application for Determination Form with
using a custom Plan Document. your IRS key district office. Notify us of any
After you file the forms, we will assist you in changes needed to your Plan Document.
obtaining a favorable determination letter from the
Internal Revenue Service with respect to the
qualified status of the Plan, if applicable.
Testing Services performed if applicable to the Complete and return the test data collection
Plan. Reports summarizing the results of such tests information by the date requested.
are furnished to you. Tests include:
401(k)/(m)Nondiscrimination Determination:
• §401(k)/(m)Nondiscrimination Determination, Perform test(s)at plan year end and
if applicable. We notify you of results, and
calculate and process refunds if necessary. Optional Elections*:
• §415 Limit Determination. If a Participant Ti Perform test(s) at plan year-end only.
exceeds the limit, we will work with you to Z Test(s)are not applicable or no test(s) are
determine the appropriate correction method. desired.
• §416 Top-Heavy Determination.This includes ❑ Also perform test(s)on:
calculation of minimum top-heavy and
contribution, if necessary.
*Additional Fees may apply for Optional Elections selected.
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CONSULTING SERVICES
Service We Offer Your Role and Election
Documentation Services are provided including a Communicate the Plan provisions that meet your
sample Plan Document and copy of a summary plan employees' needs.
description for your review and that of your legal
adviser. These samples can be provided in either Optional Elections*:
paper or electronic format** for your review. ❑ Do not prepare Plan Document
Subsequent requests for changes to the documents n Prepare customized summary plan
including a customized summary plan description description**
may result in additional charges. ❑ Do not prepare summary plan description
n Prepare paper summary plan description**
**Receiving a final summary plan description for
distribution to Participants is currently only
available in an electronic format with Principal Life
Insurance Company- sponsored 401(k)prototype
Plan Documents.
Plan Design Consultation is offered providing Communicate the retirement goals and objectives of
proposals and recommendations to assist you in you and your Plan Participants.
meeting your retirement plan goals.
Review Transfer Plan Documentation for Provide copies of complete prior Plan Document
compliance with current legislation and regulations for review.
and make recommendations for any amendments.
*Additional Fees may apply for Optional Elections selected.
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OPTIONAL SERVICES
These Optional Services may require a supplemental service agreement and additional Fees may apply.
Fees for Optional Services are subject to the Fee Payment Summary as stated herein.
Service We Offer Your Election
Principal Step Ahead Retirement Options"'is an Optional Election:
option that allows Participants to elect to have their ® Provide election forms to Participants and
elective deferral contributions increased automatically increase their elective deferral
automatically. We will provide forms for contributions each year, as each Participant
Participants to elect this. If a Participant elects this elects.
Service, we will send the Participant an initial
confirmation letter of that election and an annual
notice reminding them of their decision.
On-site Enrollment Services provided by our Optional Election*:
benefits counselors, for each location with 200 or ❑ Provide benefits counseling enrollment services
more eligible employees.
On-site Retirement Planning Seminars to help Optional Election*:
employees plan to reach their retirement goals. ❑ Provide retirement planning seminars.
Special Compliance Testing for Internal Revenue Optional Election*:
Codes §§401(a)(4), 410(b), 414(s)and §403(b)(12) ❑ Provide special compliance testing.
Nondiscrimination Determination, if applicable.
Your Plan's design will dictate the need for this
testing.
Educational Media options are available to help Optional Election*:
promote and educate Participants on your Plan. n Provide enrollment media for Plan Participants.
Enhanced QDRO Service provides consultative Optional Election*:
support following agreed upon guidelines for n Provide the Enhanced QDRO Service.
processing DROs. This service includes:
• Supported development of procedures,
guidelines, and a Plan-specific checklist in
order to facilitate processing and approval on
behalf of the plan administrator.
• Model QDRO language provided
• Notification letters sent to affected Participant
and potential alternate payee(s)upon receipt of
DRO.
• Comprehensive review and evaluation of DRO
pursuant to approved procedures and guidelines.
• Consultative services for Participants, and
alternate payees, or their advisors, including
communication to plan administrator regarding
evaluation of DRO and recommended action.
• Required notifications to Participants and
alternate payees sent by us.
*Additional Fees may apply for Optional Elections selected.
ASSET HOLDING SERVICES
Service We Offer Your Election
Directed Trust Services. If the Plan utilizes a Optional Election*:
directed trust provided by Delaware Charter IT Provide Principal Trust Directed Trust
Guarantee &Trust Company, a Delaware Services.
corporation conducting business under the trade n Other trust
name of Principal Trust Company, ("Principal
Trust") by signing this Agreement, you authorize and Other trust services may be requested and agreed
direct us to pay the Fees for such directed trust upon. If selected, additional charges may apply.
Services.
n Custodial services for company stock
IT Other service
A $10 annual per Participant Fee for safekeeping
loan documents(if applicable).
Principal Trust may agree to perform supplemental services with regard to the Plan in addition to the
Services described above under"Asset Holding Services". Principal Trust will be under no duty or
obligation to perform supplemental services. No such duty is implied in this Agreement or any other
agreement, nor may such be inferred. Performing supplemental services for or with regard to other plans,
Participants in a plan, or any arrangement funding another plan will not obligate Principal Trust to agree to
perform such Services for any Plan Entity. Any supplemental services will be set out in a written
supplemental service agreement between you and Principal Trust. Fees for such services will be described
in that agreement. Such Fees, if allowed by that agreement, may be paid as if they were Fees described in
this Agreement.
General. Any service(s)provided by Principal Trust, and the Fees for such Services, may be modified or
withdrawn at any time in accordance with either this Agreement or as set out under the directed trust,
custodial, or supplementary service agreement(s)with Principal Trust, as applicable.
*Additional Fees may apply for Optional Elections selected.
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ARTICLE II-- FEE PAYMENT SUMMARY
This Agreement incorporates the terms of expense proposal no.N/A,which is incorporated into,
and made a part of,this Agreement for all purposes.
The following describes the payment of Fees. Payment of fees or expenses set out in other agreements is
not affected by this and such payments are in addition to the amounts set out below.
Collection of Fees
The following collection method will apply for the payment of Fees:
Billed—Fees are paid directly each quarter.
Participant Fees, if applicable, are automatically deducted from Participant Accounts unless the
Optional Election is chosen.
Optional Elections:
❑ Plan Forfeitures- forfeitures will be used to offset Plan expenses
❑ Combination(bill, remainder is net)
n Combination (net, remainder is bill)
El Combination(deduct, remainder is bill)
n Combination(bill, remainder is deducted)
n Participant Loans* - billed directly($40.00 set-up Fee per loan/$8.00 per loan each quarter)
® Personal Retirement Account- billed directly to you ($25.00 per Participant)
*This does not include any Fee imposed by Principal Trust for the safekeeping of loan documents
previously described.
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ARTICLE III -- GENERAL PROVISIONS
3.1 Engagement and Deposits
Engagement. You engage us to provide the Services. We accept that engagement.
Making Deposits. You will arrange for Deposits to be made. We will not do so. We have no obligation
to collect any Deposits. We will not be required to inquire about the payment or amount of any Deposit.
Treatment of Deposits. All directions regarding the allocation and investment of Deposits that we receive
in a Notice will be forwarded to the Funding Agent. If we receive incomplete Notice regarding the
allocation or investment of all or any part of a Deposit, we will direct the Funding Agent to invest the
portion of the Deposit for which we have no allocation directions in the Default Option. We will not give
you or the relevant Participant a specific Announcement of any such actions taken due to incomplete
Notice. The next periodic report of Account balances will serve as Notice of amounts received since the
last periodic report.
3.2 Transfers
Transfers. If we receive Notice directing the liquidation of any Investment and the Transfer of the
proceeds to a Successor or another Investment, we will forward that direction to the Funding Agent. This
direction to liquidate an Investment and Transfer the proceeds cannot be reversed or altered. Any attempt
to do so will not be considered a Notice.
*Effect of Transfer. We will provide a final accounting with regard to Transfers. This will show the
Transfer and the effect of the Transfer on the relevant Account(s). We will not be responsible for
providing any Services with regard to amounts Transferred to a Successor. The final accounting will be
provided in a reasonable time period after Transfer to the Successor occurs.
3.3 Services
Services. We will provide Services in a timely manner while this Agreement is in force. This is subject
to your fulfilling the role required of you with respect to each of those Services, our receipt of timely and
correct data, and our receiving timely payment of Fees. If you propose timing for a Service other than our
standard timing, you must give us at least 60 days prior Notice. We may, but are not obligated to, accept
your proposed timing. If we do so, we will Announce our acceptance to you.
*Records and Reports. We will keep accurate,detailed records and make reports to the Plan or
Participants and others as you direct in a Notice. Ninety days after we furnish those reports,we will be
released and discharged from all liability concerning our performance with regard to this Agreement, as
reflected by the reports. This will not apply to any performance as to which written objections have been
filed with us within the 90-day period. The Parties agree to provide to each other,on a timely basis, such
reports and records as the other may reasonably require in the performance of their respective obligations
under this Agreement. This includes the orderly termination of this Agreement.
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Special Services. From time to time, we may agree to provide services other than the Services
specifically described in this document. These special services may require a supplemental agreement
and additional fees, charges, or expenses, which will be paid either as set out in the supplemental
agreement or will be treated as Fees.
3.4 Rights and Duties
*Status. Nothing in this Agreement, nor in the provision of Services, makes us a party to, or a fiduciary
or administrator regarding, the Plan or any Plan Entity.
*Limitation on Our Duties. We will not be under any duty:
• to take any action with regard to any Plan Entity, unless we specifically agree in writing to do so,
• of inquiry into any Notice, communication,or other matter regarding any Plan Entity,
• to enforce any provision of the Plan or any trust or other arrangement funding the Plan,
• beyond a duty of ordinary care,
• to inquire about the status or performance of the Plan,any Plan Entity, or any Successor,
• to anticipate or initiate a compulsory distribution from the Plan, or
• to perform Services regarding any amounts that are not Deposits or their proceeds.
Our duties and performance under this Agreement do not give us knowledge of any underlying fault or
problem with regard to the Plan or any Plan Entity.
*Limitation on Our Liability. Our performance under this Agreement is heavily dependent on
information provided to us by Notice. We will not be responsible for any improper performance of, or
failure to perform, any Service due, in whole or in part,to receipt of no, or incomplete or incorrect, data
needed to perform that Service.
*Right to Rely. We may rely conclusively on any Notice we receive. We will not have any liability for
any losses that may arise from the acts, omissions, delays, or inaction of any other person. We will not
have any responsibility to any Plan Entity for the tax treatment of the Plan, any Participant, or any
Transfer.
3.5 Compensation
*Obligation to Pay Fees. We are entitled to our Fees. Fees will be in the amount and collected as
described in under"Fee Payment Summary". You represent that the method of Fee payment you elect is
appropriate under the Plan Document and applicable law.
Billed Fees will be billed to the address you direct in a Notice. The billed Fees are due within 30 days of
billing. If any Fee billed is not paid within 30 days of the billing for any reason,the amount of those
unpaid Fees will be treated as deducted Fees and will be deducted accordingly.
Deducted Fees will be deducted pro-rata from the Accounts. The deduction within the Accounts will be
pro-rata by the Investments. We are specifically authorized and directed to collect Fees in this manner.
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Fees that cannot be deducted from the Accounts under either the Plan Document or applicable law may
only be billed. This includes Fees incurred in connection with what are considered to be settlor functions.
Fees include sales compensation that is payable to a duly licensed individual, as designated by you in the
Acknowledgement of Compensation and Contract Information,with regard to the sale of any Investment.
We are authorized and directed to pay that compensation. In the event of some change in circumstances
under which payments can no longer be made to the licensed individual you agree to duly appoint
another. We will assist you in this process.
Other Compensation. We and/or Principal Trust Company may earn compensation in the form of short-
term interest("float")on things like uncashed distribution checks (from the date issued until the date
cashed). We may also earn"float"on Deposits, loan payments, and other amounts awaiting investment,
and on Transfers or distributions involving certain non-proprietary funds prior to processing. The"float"
earns money market rates. "Float"is not directly credited to plans for which we provide Services.
Deposits and Transfers are normally allocated and invested the same day or as soon as possible
afterwards, however, there are certain situations where the allocation of these funds will take a longer
period of time. Distribution checks are normally mailed the day they are issued. The timing of when
checks are cashed is beyond our control.
*Other Fees. Our Fees may include supplemental amounts charged by us, in our sole discretion, if any
part of a Service must be redone because of any incomplete or incorrect information provided to us by
you or by a Participant. Any of the amounts described in this Section will be treated as Fees and paid as
described above. We will pay from the Accounts, in the manner you direct in a Notice, other charges,or
expenses that the Plan can pay under the Plan Document and applicable law.
3.6 Duration and Termination of Agreement
Duration of Agreement. This Agreement will remain in effect indefinitely. It will be fully binding on the
Parties. It will also extend to their respective successors and assigns. This Agreement, may, however,be
terminated by one of the Parties on at least 60 days prior written Notice to the other. If the Funding Agent
is an affiliate of ours, termination of the Plan's relationship with the Funding Agent will also constitute
Notice to us of termination of this Agreement. (The period between the Notice of, and the date for,
termination of this Agreement will be referred to as the "termination period"below.)
Effect of Termination. During the termination period,we will:
• accept Notices regarding Transfers to the Successor, except for the last five days of the
termination period,
• accept Deposits and Notices regarding the allocation of Deposits except for the last 10 days of the
termination period,
• accept Notices regarding Transfers between Investments except for the last 10 days of the
termination period, and
• cease to accept Notices regarding Transfers between Investments when it is not possible for the
Investments described in such Notices, due to their operation or issues of timing or other
restrictions of the documents governing such Investments,to be liquidated prior to the end of the
termination period.
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We will direct the Funding Agent to convey all remaining Investments to the Successor at the end of the
termination period.
We will provide to you a final report with regard to all Accounts as of the end of the termination period.
We will not be obligated to make any further reports regarding the Plan or any portion of the Plan, except
as described under"Records and Reports" above and"Cooperation" below.
*Cooperation. The Parties agree to cooperate in all actions regarding the termination of this Agreement.
The actions required to terminate this Agreement are to be completed as soon as possible. This
cooperation will include the continued provision of information and reports between the Parties that is
reasonably needed to affect the transfer of data and Investments necessary to end this Agreement and
allow the Successor to perform its duties.
Final Termination. Except for paragraphs with underlined headings marked with asterisks, this
Agreement will terminate at the end of the termination period. Paragraphs with underlined headings
marked with asterisks will survive the termination of this Agreement.
3.7 Miscellaneous
Assignment-Assets. We understand that none of the Investments are to be subject to any kind of
anticipation, alienation, sale,transfer, assignment, pledge, charge, or encumbrance. We will act
accordingly in providing the Services. Neither this nor anything in this Agreement may be interpreted as
impairing our ability to collect Fees.
Assignment- Rights. Neither this Agreement, nor any right, title, interest, or performance with regard to
this Agreement may be alienated, assigned, anticipated, in any manner, without the express written
agreement of both Parties. We may, however, assign our rights, duties, and obligations under this
Agreement to an affiliate without anyone's agreement. We will Announce any such assignment to you.
Amendment. No variations, modifications, or amendments of this Agreement, or any term or condition,
will be binding on either Party, unless made by:
• written agreement executed by both Parties,effective as agreed on,
• Notice from you to us of a change in the name of the Plan,
• 30-day advance Announcement to you of changes required by law,or
• Announcement:
o regarding changes to this Agreement required by a Major Business Change, effective on
the sending of the Announcement,
o of changes to Fees,effective 60 calendar days after the giving of the Announcement,
o describing changes by us to reflect our assignment of this Agreement to an affiliate,
effective on the giving of such Announcement,
o describing the changes made under"Enforceability and Severability" below, effective as
set out in the Announcement, or
o accepting a proposed timing for a Service under"Services" above, effective as set out in
the Announcement.
This Agreement may be amended in accordance with this section at any time and without the approval of,
or notification to, any other entities.
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Waiver. It is understood and agreed that no failure or delay to exercise, nor any single or partial exercise
of, any right, power, or privilege given or arising under this Agreement will operate as a waiver of future
rights to exercise any such right,power, or privilege.
*Construction. This Agreement will be construed in accordance with the laws of the State. This
Agreement will be construed as though jointly drafted by the Parties and according to the fair intent of the
language as a whole and not for or against any Party. The term "including"(in its various forms)will be
construed as providing examples only and as being without limitation. Nothing in this Agreement will be
taken as amending, modifying, or waiving any terms and conditions of any agreement. We are only
obligated to provide Services and nothing more. While we may, from time to time, agree to perform
other or different actions or services with regard to the Plan or other Plans, we are under no obligation to
do so. No such obligation is implied in this Agreement or by our performance, nor may any be inferred.
Counterparts. This Agreement may be signed in any number of counterparts, each of which will be
considered an original, but all of those counterparts will together constitute only one Agreement.
Enforceability and Severability. The determination that any provision of this Agreement is not
enforceable in a particular jurisdiction will not affect the validity or enforceability of the remaining
provisions generally, or in any other jurisdiction or as to any other entities not involved in that judgement.
Such unenforceable provisions will be stricken or deemed modified in accordance with such
determination and this Agreement, as so modified,will continue to be in force and effect.
*Taxes. Income taxes,taxes of any other kind, or fines or penalties may be directly or indirectly levied or
assessed on, or with regard to, any Investment or any Plan Entity. These amounts are to be satisfied from
the affected Accounts,to the extent allowed by law. Any such amounts will be treated as Fees and either
be deducted or billed as if they were Fees.
*Force Majeure. We will incur no liability to you or any Plan Entity and will not be responsible for
delivery or non-delivery or error in transmission of reports or Notices that is caused by third parties. We
will also not be responsible for any delay in performance, or non-performance, of any obligation
hereunder and for any loss to the extent that such delay in performance, or non-performance or such loss
is due to forces beyond our reasonable control including delays, errors, or interruptions caused by third
parties, any industrial,judicial, governmental, civil or military action, acts of terrorism, insurrection, or
revolution,nuclear fusion, fission or radiation, failure or fluctuation in electrical power, heat, light, air
conditioning, or telecommunications equipment, or acts of God.
Fiduciary Statement. Principal Life Insurance Company, as an investment manager, is a fiduciary with
regard to the selection, monitoring and retention of the portfolio managers for its Separate Accounts.
ERISA imposes on the plan administrator ongoing accountability for the selection and monitoring of
those to whom specific fiduciary responsibilities have been delegated or on whom the plan administrator
is depending for help in meeting its own fiduciary obligations.
Principal Life Insurance Company will hold harmless and indemnify the appropriate named fiduciary of
the plan from claims by a plan participant sustained through judgment by a court of competent
jurisdiction on grounds of the negligence of Principal Life in the selection, monitoring and retention of
the portfolio managers for its Separate Accounts.
Implementation. The fiduciary obligation described in the immediately preceding paragraph arises
independently of this Agreement. It does not affect or relate to this Agreement. It does not affect or
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relate to any duties, performance of the obligations of ours under this Agreement, in any way. The
indemnity is effective only if we receive timely Notice of a claim with regard to which indemnity is
sought and your cooperation in responding to such claim. For the purposes of this and the preceding
paragraph, "Principal Life Insurance Company"will refer to us, "plan participant"will mean a
Participant, and "Plan Sponsor"will mean the entity that has established and maintained the Plan, as
defined in ERISA §3(16)(B).
Partial Compulsory Distributions. If with regard to any partial compulsory distribution from a Plan
(including a minimum required distribution)we do not receive Notice detailing what Investments to
liquidate or what to do to provide such a partial compulsory distribution to the Participant, we will, and
you authorize us to, direct the Plan Funding Agent to liquidate Investments pro rata,or as close as may be
possible, in the relevant Account and invest the proceeds in shares of a money market mutual fund. If we
receive no Notice providing further details from you we will use our best efforts to pay the proceeds
directly to the affected Participants and will be recompensed by you for any additional costs or expenses
incurred in doing so.
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ARTICLE IV -- GLOSSARY
"Account" means an individual account established under the Plan for a Participant.
"Announcement" means a communication from us to you or a Participant. An Announcement,except as
otherwise required in this Agreement, may be written or in the form of electronic transmissions,
facsimiles, or photocopies. An Announcement will be sufficient in whatever form we send it. We may
also make Announcements to the sponsor of the Plan. Announcement will also include the term
"Announce".
"Default Option" shall mean either the Plan-level Default Option or the Participant-level Default Option
as defined within this Agreement, or both, as appropriate under the circumstances.
The Plan-level Default Option means the Principal Money Market Separate Account in situations where
(i)we have not received Notice containing instructions regarding which Account(s) amounts such as
Deposits are to be allocated and(ii)we are not able to determine what amounts are to be allocated to what
Account.
The Participant-level Default Option means the Principal Money Market Separate Account in situations
where we have received Notice that allows us to determine what Account amounts such as Deposits are to
be allocated to, but we have not received Notice that allows us to determine to what Investments these
amounts are to be allocated.
If the Plan-level or Participant-level Default Option(s)are not available to the Plan or become
unavailable, then the respective unavailable Default Option will be the money market option available to
the Plan or, if there is no money market option,the Guaranteed Interest Investment with the shortest
duration.
"Deposits" means amounts forwarded by, or with regard to,the Plan to the Funding Agent as described
in this Agreement and must be an electronic transfer of immediately available funds.
"ERISA"means the Employee Retirement Income Security Act of 1974, as amended.
"Fee"means any amount due and payable to us under this Agreement.
"Funding Agent" means the trustee or other entity that can receive and hold plan assets, which has been
retained to do so with regard to the Plan, and through which the Plan is funded. The Funding Agent
either holds, or has made arrangements with others to hold, Investments on behalf of the Plan. The
Funding Agent may be either Delaware Charter Guarantee &Trust Company, a Delaware corporation
conducting business under the trade name of Principal Trust Company,or another entity, which we agree
to treat as Funding Agent under this Agreement.
"IRC"means the Internal Revenue Code of 1986,as amended.
"Investment"means(i)anything an Account may hold under the Plan Document and applicable law(ii)
with respect to which we agree to provide Services.
"Major Business Change"means:
• a change in the structure or operations of either the Plan or an entity either that sponsors the Plan
or employs Participants, if we determine the change would have a material impact on the
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structure,nature,or operations of the Plan, including changes to cash flow or investment
operations or options, or
• our discovery of meaningful differences with regard to
o data related to the Plan that was provided to us prior to the end of the transition period
and data that we receive following the end of the transition period or
o the amount of Plan assets we expected to be transferred into Investments before the end
of the transition period and the amount of Plan assets actually transferred into
Investments at the end of the transition period.
For the purposes of this Agreement,the transition period ends on the later of
• our receipt of all data that we need to begin to perform Services without need for additional data
or
• you give us Notice that there are no more Plan assets to be transferred into Investments.
Major Business Changes may include; a change of Plan type, Plan or annuity contract termination or spin-
off; Plan mergers/spin-offs, a greater than 25%change in the value of the Plan assets or the number of
Participants,a change in Acknowledgement of Compensation and Contract Information; and adding or
removing Investment options
"Notice," "Notify' and"Notification"means a written communication, facsimile transmission,
telephone, or electronic transmission in a form, and to any address, e-mail address, or fax or telephone
number that the Parties agree to in advance. Notice may be between the Parties or between us and a
Participant(as allowed under the Plan Document). A communication to us must be sufficiently clear and
complete so that we can use it without requesting further data or instruction in order to be a Notice. We
may not, and are forbidden to,take any action based on any form of communication other than either a
Notice or a form of legal compulsion, including a subpoena.
The Parties may agree to security procedures for Notices and will treat such procedures as strictly
confidential, making them known only to their employees that need to know.
"Participant"means a person who is, or may become by the operation of the Plan, entitled to benefits
under the Plan. Participant will also include the term "Member".
"Participant-level Information" means specific and confidential information relating to
individual Participants and/or beneficiaries such as, but not limited to, personal
investment account balances, dates of birth, dates of employment, social security
numbers, and Participant compensation amounts.
"Plan"means the WELD COUNTY 40I(K) SAVINGS PLAN.
"Plan-level Information"means general information relating to the overall Plan such as,
but not limited to, aggregate account or fund balances, employer data,Plan provisions,
and other documents not containing confidential Participant data.
"Plan Document"means the document(s) under which the Plan is established and maintained.
"Plan Entity"means the Plan, any trust, contract, or custodial arrangement funding the Plan(or the
trustee of custodian in connection with those arrangements)either singly or in any combination.
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"Successor"means any trustee, custodian, or insurance company(other than us, an affiliated company, or
any entity retained by the Funding Agent in furtherance of its services)to whom a Transfer is to be made
and who may lawfully receive such Transfer.
"Services"means the services specifically set out and described in this Agreement.
"Transfer"means a transfer of, or the act of transferring, cash described in "Transfers"under"General
Provisions.
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ARTICLE V--DISPUTE RESOLUTION
*Procedures. If the Parties have a dispute regarding this Agreement, any rights, duties, or obligations
granted or arising under this Agreement, or any transaction made under this Agreement,they will try in
good faith to resolve all such disputes through negotiation or mediation. If the Parties do not resolve their
differences that way,they will do so through arbitration. Arbitration will be handled under the following
rules and procedures.
Any dispute that does not involve activities regulated by securities laws will be submitted to arbitration
conducted before the American Arbitration Association. The arbitration will be in accordance with that
organization's rules and subject to the points below.
If,however,the dispute involves activities regulated by securities laws,the dispute will be submitted to
arbitration conducted before the National Association of Securities Dealers,Inc. The arbitration will be
in accordance with that organization's rules and subject to the first two points below.
• The results of an arbitration are final and binding.
• Any and all right to seek remedies in court, including the right to a jury trial, are expressly
waived. It is specifically agreed that if negotiation and mediation are not successful, arbitration
done in accordance with this Agreement will be the exclusive method to resolve disputes
described above and provide appropriate remedies.
• The arbitrators' decision is not required to include factual findings or legal reasoning. The
arbitrators may consider, in reaching their decision,the course of dealings between the Parties.
• The site of the arbitration will be in the capital city of the State,unless the Parties agree to another
location.
• The rules of procedure not expressly provided for by the rules of the State will be augmented by
the rules of the American Arbitration Association or a similar organization to the extent
necessary.
• Any dispute arising regarding procedures or rules of an arbitration will be settled exclusively by
the arbitrators.
• Any award rendered in any arbitration will be binding and enforceable. Judgment on any award
or other remedy given by the arbitrators may be rendered in any court of the State or any court of
the United States sitting in the State. The Parties agree to accept the jurisdiction of such courts
and service of process. Any objection to the jurisdiction of any such court is expressly waived.
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Principal
financial
Group
July 27, 2006
MS JEWEL VAUGHN
WELD COUNTY
915 10TH STREET
P O BOX 758
GREELEY CO 80632-0758
RE Weld County 401(k) Savings Plan
Annuity Contract No: (3)66947
Dear Ms. Vaughn
The success of your retirement program is extremely important to us. To help ensure that you and
your employees continue to receive premier retirement solutions, we are making changes to your
FIA Service and Expense Agreement(service agreement)with Principal Life Insurance Company,
a member company of the Principal Financial Group®(The Principal®). This includes changing
the methodology for calculating the plan fees we charge under the service agreement,effective
January 1, 2007.
Introducing Custom Pricing
In order to give you the most competitive pricing possible,we are updating the way we calculate
the fees you pay for the retirement plan services we provide under the service agreement.
Beginning January 1, 2007,we will implement a Custom Pricing method that determines fees
based on your plan's specific characteristics, including:
• Amount of retirement funds and investment option mix
• Number of plan participants
• Total contributions to the plan
• Additional/optional services selected
Service Agreement Changes
Based on the terms of your current service agreement with us, we may change fees and other
provisions by providing you with a 60-day notice. We are pleased to notify you that you will not
incur a pricing change for the current plan year by moving to the new Custom Pricing method.
The enclosed amended service agreement reflects the adoption of the change to the Custom Pricing
method for calculating fees and several other changes to the current service agreement. We
encourage you to take the opportunity to review this amended service agreement in its entirety.
Your Action Recommended
Please review, sign and return the amended service agreement to us by August 10, 2006. You may
mail or fax the signed documents to us.The amended service agreement will automatically take
effect on January 1, 2007.
Principal Financial Group
PO Box 2000
Mason City, IA 50402-2000
(866) 704-3594
Insurance products and plan administrative services are provided by Principal Life Insurance Company,a member of the
Principal Financial Group,Des Moines,IA 50392.
RIS-Administration MC03
Ms Jewel Vaughn
July 27, 2006
Page 2
Questions
We appreciate your business and strive to provide a quality retirement program for you and your
employees. At The Principal, we offer a variety of options with regards to services and pricing. If
you have questions or would like to discuss this change in more detail, please contact the Emerging
Pricing Team at 641-421-6262.
Sincerely
c eueu, titter
<411.)
Jayne Bitker
Emerging Market Pricing Team
Retirement and Investor Services
Phone (641)421-6262
Fax(866) 704-3594
Enclosure
cc Masoud S. Shirazi
Retirement Services Office-Denver
Melanie Francis
Approval#2280042008
Hello