HomeMy WebLinkAbout20220793.tiffRESOLUTION
RE: APPROVE ADVISORY AGREEMENT FOR DEFERRED COMPENSATION
RETIREMENT PLAN AND AUTHORIZE CHAIR TO SIGN - ALERA INVESTMENT
ADVISORS, LLC
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 an Advisory Agreement for Deferred
Compensation Retirement Plan between the County of Weld, State of Colorado, by and through
the Board of County Commissioners of Weld County, on behalf of the Department of Finance and
Administration, and Alera Investment Advisors, LLC, commencing upon full execution of
signatures, 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 Advisory Agreement for Deferred Compensation Retirement
Plan between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Finance and Administration, and
Alera Investment Advisors, LLC, 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 14th day of March, A.D., 2022.
BOARD OF COUNTY COMMISSIONERS
WE COUNT COUNTYi, COLORADO
ATTEST: ddilL,,,0G:.,Lto•„k.
Weld County Clerk to the Board
BY:
Deputy Clerk to the Board
SctfR. James, Chair
APP-�. •.zaR►� ��i �� �--t....e,----i"-----
Lori Saine
ounty Attorney
Date of signature: 03//r/22,
cc: F=(Dw/cv) PE(MR) CA MO
3 /24/72
2022-0793
PE0033
A ALERA INVESTMENT ADVISORS, LLC
3(21) RETIREMENT PLAN ADVISORY AGREEMENT
This 3(21) Retirement Plan Advisory Agreement (the "Agreement") is between the undersigned party,
Plan Sponsor Name Weld County
Plan Name Deferred Compensation Plan of the County of Weld, State of Colorado
Plan Sponsor Address 1150 O Street, Greeley Co. 80631
(herein referred to as the "Plan" and/or the "Plan Sponsor"), and Alera Investment Advisors, LLC, a registered investment
advisor, whose mailing address is Three Parkway North, Suite 500, Deerfield, IL 60015-2567 (herein referred to as
"AIA"). AIA shall provide the Plan and Plan Sponsor with advisory services as indicated in Schedule A of this Agreement
based on the description in Item 2 of this Agreement. This Agreement becomes effective on the date in which AIA
receives the signed Agreement from the Plan Sponsor.
WHEREAS, Plan Sponsor is duly designated and appointed as a "responsible plan fiduciary" of the Plan and its
participants (each a "Plan Participant") as defined by Employment Retirement Income Security Act of 1974 ("ERISA");
WHEREAS, the Plan Sponsor may appoint a service provider to provide investment advisory and oversight services,
operational advisory and oversight services, and Plan communication and Plan Participant education services;
WHEREAS, ERISA provides that the Plan Sponsor may appoint a service provider to review and consult on the
investments for the assets of the Plan and the Plan Sponsor hereby appoints AIA as such service provider;
WHEREAS, this Agreement becomes effective on the date on which AIA receives the signed Agreement for the Plan
Sponsor.
NOW, THEREFORE, for and in consideration of the premises and of the mutual covenants contained herein, the Plan
Sponsor and AIA hereby agrees to the terms and conditions of this Agreement as follows:
1. Advisor Appointment. The Plan Sponsor hereby engages AIA to assist with the services chosen in Schedule A of
this Agreement based on description of responsibilities in Section 2. Advisor Responsibilities below. AIA will act as a non -
discretionary investment fiduciary under DOL Reg. section 2510.3-21(c)(1)(ii) with respect to the Plan for the Fiduciary
Services (as listed below) provided hereunder, and assumes the duties, responsibilities and obligations required under
ERISA. Further, in performing the Fiduciary Services, AIA is acting as (i) a of the Plan under the Employee Retirement
Income Security Act ("ERISA") for the purposes of providing the services described in Appendix A, and (ii) a registered
investment adviser under the Investment Advisers Act of 1940 (the "Advisers Act").
2. Advisor Responsibilities. AIA will provide non -discretionary consulting services and advice to the Plan, but will not
have the power or authority to direct the investments selected by the Plan Participants unless specifically directed
otherwise by the Plan Sponsor or Plan Participants.
Plan Sponsor acknowledges that AIA has no responsibility to provide any services related to the following types of assets:
employer securities; real estate (except for real estate funds and publicly traded REITs); life insurance, stock brokerage
accounts or mutual fund windows; participant loans; non -publicly traded partnership interests; other non -publicly traded
securities or property (other than collective trusts and similar vehicles); or other hard -to -value or illiquid securities or property
(collectively, "Excluded Assets"). If Plan Sponsor acquires any investment in the Plan that was not recommended by AIA, AIA
has no responsibility to provide any services related to that investment (or that otherwise takes into account that investment) and
the investment will be considered an Excluded Asset. The Excluded Assets shall be disregarded in determining the fees payable
to AIA under this Agreement, and the fees shall be calculated only on the remaining assets (the "Included Assets"). All
references in this Agreement to the Plan assets shall be construed as a reference to the Included Assets.
The responsibilities of AIA are limited to the services described in this section. In accordance with Section 408(b)(2) of
ERISA a description of the services are detailed below. The Plan Sponsor shall choose the specific services to be
provided on Schedule A attached to this Agreement. With respect to the Fiduciary Services, AIA will perform them in
accordance with the prudent man rule set forth in ERISA Section 404(a)(1)(B), and with respect to the Non -Fiduciary
Services, AIA will perform them in accordance with the ordinary negligence standard of care.
2022-0793
Fiduciary Services
Jnvestment Advisory and Oversight Services
Design/Review of Investment Policy Statement (IPS'). AIA will assist the Plan Sponsor in reviewing an existing IPS
and/or designing an IPS, which will document the Plan Sponsor's stated investment strategy and act as the
framework for the investment selection and monitoring process.
Investment Review and Recommendations. AIA will assist the Plan Sponsor in the initial selection and ongoing
monitoring and review of the Plan's designated investment options and recommend changes and/or additions
when appropriate. The Plan Sponsor will have the ultimate decision whether or not an investment change,
deletion, or addition should be implemented.
Monitoring Reports. AIA will prepare periodic monitoring reports to provide the Plan Sponsor with information
pertaining to the selection and monitoring criteria established in the IPS. This will include information about the
performance of all Plan investment options, as well as comparing the performance to the relevant benchmarks
and/or peer groups.
Non -Fiduciary Services
Operational Advisory and Oversiaht Services
Plan Design and Implementation Services. AIA will assist with the establishment of Plan goals and consult on Plan
design.
Service Provider Oversight. AIA shall act as a liaison between the Plan Sponsor and designated service providers,
product sponsors, and vendors. In such cases, AIA will act only in accordance with instructions from the Plan
Sponsor on all matters and shall not exercise judgment or discretion.
Service Provider Search and Due Diligence. AIA will assist in the search and evaluation of service providers,
including assistance with preparation and evaluation of Requests for Information ("RFI") or Requests for Proposal
("RFP") and will facilitate finalist meetings for the Plan Sponsor.
Service Provider Transition Support. AIA will provide the Plan Sponsor with support when a new vendor is added or
during the conversion from one vendor to another.
Service Provider Fee Analysis. AIA will assist the Plan Sponsor in understanding the services provided and the
associated fees that are charged to the Plan, including administrative charges, investment expenses and
advisory fees and how those fees benchmark against the fees other similar vendors charge for similar services
and products.
Participant Education Services
Plan Participant Education. AIA will consult with the Plan Sponsor on the design and implementation of the Plan
Participant education program in coordination with the Plan's other service providers. AIA will assist with Plan
Participant education, which may include preparation of education materials and/or conducting educational
seminars and meetings for the Plan Participant. Such meetings may be on a group or individual basis.
3. Plan Sponsor Authority and Responsibilities. The Plan Sponsor represents and confirms that AIA's engagement,
pursuant to this Agreement, is authorized by the governing documents relating to the Plan and that the terms of this
Agreement do not violate any obligations by which the Plan Sponsor or the Plan is bound. The Plan Sponsor also
agrees to deliver such organizational documents and other documents, including, but not limited to, the written
statement of the Plan investment objectives, policies and restrictions, as AIA shall reasonably require. The Plan Sponsor
further agrees to promptly deliver all amendments or supplements to the foregoing documents to ensure that AIA has
current and accurate information regarding the Plan's needs, investment objectives and financial condition. The Plan
Sponsor and the Plan agree that AIA will not be liable for any losses, costs or claims suffered or arising out of the Plan
Sponsor's failure to provide AIA with any documents required to be furnished hereunder. The Plan Sponsor warrants
and represents that the Plan and/or the Plan Participants own all property deposited in the Plan and that no restrictions
on disposition exist as to any such property.
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The Plan Sponsor or Plan Participants shall be responsible for all decisions concerning the actual investment decisions
and the voting of proxies for securities held in the Plan accounts. AIA cannot give any advice or take any action with
respect to the voting of proxies. AIA does not have the authority to place trades in Plan Participant accounts or monitor
asset allocations selected by Plan Participants.
4. Expenses and Fees. In accordance with ERISA rule 408(b)(2) AIA has detailed the description of the fees that are
paid to AIA. This description of fees, as well as terms of payment, are found in Schedule A of this Agreement.
Expenses related to the ordinary servicing of the Account[s], including custody fees, security transaction fees, and/or
program fees shall be the responsibility of the Plan or Plan Sponsor. Other non -ordinary fees or fees incurred at the
direction of the Plan or the Plan Sponsor shall be the responsibility of the Plan. Operating fees of mutual funds and
other investment product fees are deducted from the asset value of those investments as defined in the prospectus of
the sponsor for each product. AIA shall not be compensated on the basis of a share of capital gains realized upon sale
securities or capital appreciation of the funds in which the Plan or the Plan Participants are invested (other than a fee
that is based on the total Included Assets). Terms in this Section and Schedule A of this Agreement may be modified
prospectively with at least thirty (30) days prior written notice, subject to written approval by both parties.
Fees.
(a) The compensation of AIA for its Services is described in Appendix A.
(b) The Plan is obligated to pay the fees described in Appendix A. However, the Plan Sponsor, at its option, may choose to
pay the fees.
(c) Neither AIA nor any affiliate reasonably expects to receive any other compensation, direct or indirect, for its Services
under this Agreement. If AIA or any affiliate of AIA receives any other compensation for such services, AIA will (i) offset
that compensation against its stated fees, and (ii) will disclose to Plan Sponsor the amount of such compensation, the
services rendered for such compensation, the payer of such compensation and a description of AIA's arrangement with
the payer.
(d) Plan Sponsor acknowledges that the Plan may incur other levels of fees and expenses, including but not limited to
investment -related expenses imposed by other service providers and mutual fund managers not affiliated with AIA and
other fees and expenses charged by the Plan's custodian, third -party administrator, and/or record -keeper. AIA makes no
representations or warranties relating to any costs or expenses associated with the services provided by any third parties.
Plan Sponsor further acknowledges that the fees charged by AIA for the services are in addition to any brokerage,
custodial and/or other fees that may be charged to Plan Sponsor by other service providers to the Plan.
5. Custody and Brokerage Transactions. At no time will AIA accept, maintain possession or have custodial
responsibility for the Plan's or the Plan Participants' funds or securities.
At no time will AIA direct and place any orders for the execution of transactions with or through the custodian, record -
keeper or administrator (herein the "Custodian") unless specifically directed otherwise by the Plan Sponsor or Plan
Participants. The Plan and/or Plan Participants shall be responsible for placing trades and the respective brokerage
expense as billed directly by the Custodian.
The terms of the custody/brokerage account, which contains the assets to which this Agreement pertains, shall be
determined solely by and between the Plan and Custodian. AIA shall not be liable to the Plan or Plan Sponsor for any
act, conduct or omission by Custodian acting as broker, custodian, administrator, and/or record -keeper. AIA shall not be
responsible for ensuring Custodian's compliance with the terms of the brokerage account and payment of brokerage or
custodian charges and fees. The Plan and the Plan Sponsor acknowledge that Custodian will provide duplicate confirms
and/or electronic access to AIA to the brokerage account. AIA is authorized and empowered to request information
about the brokerage account from Custodian.
6. Risk of Loss — No Guarantee of Account Performance. Plan Sponsor acknowledges and agrees that investment
recommendations made by AIA are opinions only and that AIA cannot guarantee any level of performance. All investments
have a potential risk of loss that Plan Sponsor must understand and be willing to bear before implementing any
recommendation from AIA. It is further understood that neither AA nor any of its employees are qualified to render legal
services or prepare legal documents.
7. Liability. Nothing in this Agreement shall constitute a waiver or limitation of any rights which Client may have under federal
or state law.
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8. Indemnification
(a) Indemnification of Plan Sponsor. The Plan Sponsor ("Plan Sponsor Indemnifying Party") will promptly defend,
indemnify and hold AIA, its directors, officers, employees, associated persons, and affiliates (collectively, the "AIA
Indemnified Party") harmless from and against any and all claims, suits, actions, liabilities, losses, expenses or damages,
including reasonable attorneys' fees and costs (collectively, "Losses") which the AIA Indemnified Party may incur as a
result of, arising from, or which are related to: (i) the Plan Sponsor Indemnifying Party's breach of any of its obligations or
representations under this Agreement; (ii) Plan Sponsor Indemnifying Party's negligence, gross negligence, or willful or
illegal misconduct; or, (iii) AIA Indemnified Party's carrying out of its obligations, including its performance of services,
under this Agreement. These provisions shall apply to the fullest extent permitted by applicable law.
(b) Indemnification of AIA. AIA ("AIA Indemnifying Party") will promptly defend, indemnify and hold the Plan
Sponsor and its directors, officers, employees, and agents (collectively, the "Plan Sponsor Indemnified Party") harmless
from and against any and all Losses which the Plan Sponsor Indemnified Party may incur as a result of, arising from, or which
are related to: (i) the AIA Indemnifying Party's breach of any of its obligations or representations under this Agreement; or (ii) the AIA
Indemnifying Party's breach of fiduciary duty, gross negligence, or willful or illegal misconduct. These provisions shall apply
to the fullest extent permitted by applicable law.
9. Non -Exclusive Advisory Services. It is understood that AIA performs investment advisory services for various Plan
Sponsors. The Plan and the Plan Sponsor agree that AIA may give advice and take action with respect to any of its
other Plan Sponsors, which may differ from advice given, or the timing or nature of action taken, with respect to the
Plan. Nothing in this Agreement shall limit or restrict AIA or any of its directors, officers, employees, associated persons,
and affiliates or the Plan Participant from buying, selling or trading in any securities or other assets for its or their own
account or accounts.
10. Reliance of Information. The Plan and the Plan Sponsor understand that AIA, in the performance of its
obligations and duties under the Agreement, is entitled to rely upon the accuracy of information furnished by the Plan
Sponsor or on its behalf, without further investigation.
11. ERISA §408(b)(2) Disclosure.
(a) AIA will disclose, to the extent required by ERISA Regulation Section 2550.408b -2(c), to Plan Sponsor any change to the
information in this Agreement as to services, status and compensation required to be disclosed by AIA under ERISA
Regulation Section 2550.408b-2(c)(1)(iv)(A) through (D), and (G) as soon as practicable, but no later than sixty (60) days
from the date on which AIA is informed of the change (unless such disclosure is precluded due to extraordinary
circumstances beyond AIA's control, in which case the information will be disclosed as soon as practicable).
(b) In accordance with ERISA Regulation Section 2550.408b-2(c)(1)(vi), upon the written request of the responsible plan
fiduciary or plan administrator, AIA will disclose all information related to the compensation or fees received in connection
with this Agreement that is required for the Plan to comply with the reporting and disclosure requirements of Title I of
ERISA and the regulations, forms and schedules issued thereunder. Such disclosure shall be made reasonably in
advance of the date upon which the responsible plan fiduciary or plan administrator states that it must comply with the
reporting and disclosure requirement (unless such disclosure is precluded due to extraordinary circumstances beyond
AIA's control, in which case the information will be disclosed as soon as practicable); provided that the responsible
fiduciary or plan administrator provides the written request to AIA reasonably in advance of the date upon which the
responsible plan fiduciary or plan administrator must comply with the reporting and disclosure requirement and any failure
to do so shall be deemed to be an extraordinary circumstance beyond AIA's control.
(c) If AIA makes an unintentional error or omission in disclosing the information required under ERISA Regulation Section
2550.408b-2(c)(1)(iv), a change to the information as described in part (i) above, or the information described in part (ii)
above, AIA will disclose to Plan Sponsor the corrected information as soon as practicable, but no later than thirty (30)
days from the date on which AIA learns of such error or omission.
12. Termination and Cancellation. This Agreement is effective upon acceptance by the Plan, the Plan Sponsor and AIA.
This Agreement may be terminated by the Plan upon thirty (30) days written notice, or such shorter period as may be agreed
to by both parties. If he Plan terminates the Agreement within five (5) business days after the Agreement has been signed by
the Plan and Plan Sponsor and accepted by AIA, the Plan will receive a full refund of all Fees and expenses. If the Agreement
is terminated after five (5) business days of its signing, the Plan will be entitled to a pro rata refund of any prepaid quarterly
Fees based upon the number of days remaining in the quarter after the date upon which notice of termination is received.
Termination of this Agreement shall not affect liabilities or obligations incurred or arising from transactions initiated under this
Agreement prior to such termination, including the provision regarding arbitration that shall survive any expiration or
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termination of this Agreement. Upon termination, AIA will deliver securities and funds held in the Account as instructed by the
Plan and Plan Sponsor unless requested that the Account be liquidated. If an Account is liquidated as a result of a termination
notice, proceeds will be payable pursuant to the Plan and Plan Sponsor's instructions upon settlement of all transactions in
the Account. Once the Agreement has been terminated, transactions will be processed at prevailing brokerage rates. The
Plan understands that, upon termination, it is the Plan and Plan Sponsor's responsibility to monitor the Plan's assets and that
AIA will have no further obligation to act or advise with respect to those assets. AIA shall provide reporting services until and
including the effective date of termination and shall deliver such reports to the Plan as soon as administratively feasible
following the date of termination.
13. Assignments. AIA and the Plan or Plan Sponsor may not assign or transfer this Agreement in any manner without the
consent of all parties to the Agreement, provided that AIA may assign this Agreement by using a "negative consent" process
whereby the Plan has no less than thirty (30) days to respond to a notice of intended assignment. Failure by the Plan or Plan
Sponsor to respond within the time required by the notice of intended assignment shall be deemed to constitute the Plan's
consent to the assignment. In addition to the foregoing, AIA may also transfer its rights and obligations under this Agreement
if such transaction does not constitute an "assignment" for purposes of the Investment Advisors Act of 1940.
14. Governing Law Disputes. To the extent federal law does not apply to this Agreement, it shall be construed in
accordance with the laws of the State of Illinois, without regard to conflict of law principles.
15. Disclosure Brochure. AIA represents it is registered as an investment adviser,or exempt from such registration
with the necessary securities commission[s] in accordance with applicable securities law[s]. The Plan Sponsor, on
behalf of the Plan, acknowledges receipt of AIA's Form ADV Part 2A (the "Disclosure Brochure") containing all
necessary information regarding AIA's services and fees, as applicable and governed by law.
16. Privacy. The Plan Sponsor, on behalf of the Plan, has received and reviewed a copy of AIA's Privacy Policy, which
is part of AIA's Disclosure Brochure. Except as otherwise agreed in writing or as required by law, AIA will keep
confidential all information concerning Plan Sponsor's and Plan Participants' identities, financial affairs, or investments;
provided, however, that Plan Sponsor authorizes AIA to contact agents of the Plan Sponsor, including financial
institutions, accountants, attorneys and other consultants as deemed necessary by AIA.
17. Arbitration.
1) Consent of Plan to Binding Arbitration. The Plan Sponsor, on behalf of the Plan agrees that all controversies or
claims that may arise between Plan and/or its respective officers, directors, employees and agents, successors
and assigns on the one hand, and AIA and/or its respective officers, directors, employees, associated persons,
affiliates, successors and assigns on the other hand, concerning any transaction or the construction,
performance or breach of this Agreement shall be submitted to and determined by binding arbitration before the
American Arbitration Association. Said arbitration shall be conducted pursuant to the laws of the State of Illinois
and conducted in accordance with the rules then in force of the American Arbitration Association to which the
dispute is submitted before an Arbitrator or a panel of Arbitrators as such rules provide. Plan acknowledges that
the Arbitrator(s) may grant any remedy or relief deemed by the Arbitrator(s) in their sole discretion to be just
and equitable, including the reasonable costs and expenses of such arbitration. The award of the Arbitrator(s)
shall be final and binding upon all parties to such arbitration. Judgment upon the award rendered by the
arbitrator(s) may be entered in any court having jurisdiction thereof.
2) Arbitration disclosures:
a) Arbitration is final and binding on the parties.
b) Pre -Arbitration discovery is generally more limited than and different from court proceedings.
c) An award of the Arbitrator(s) is not required to include factual findings or legal reasoning and any party's
right to appeal or to seek modification of rulings by the Arbitrator(s) is strictly limited.
d) The panel of Arbitrators will typically include a minority of arbitrators who were or are affiliated with the
securities industry.
e) No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre- dispute
arbitration agreement against any person who has initiated in court a putative class action; or who is a
member of a putative class who has not opted out of the class with respect to any claims encompassed by
the putative class action until; (i) the class certification is denied; or (ii) the class is decertified; or (iii) the
customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate
shall not constitute a waiver of any rights under this Agreement except to the extent stated herein.
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f) This clause does not constitute a waiver of any right provided by the Investment Advisers Act, including the
right to choose the forum, whether arbitration or adjudication, in which to seek resolution.
18. Notices. Any notice given to a party in connection with this Agreement must be in writing and shall be effective upon
receipt by the other party, if delivered to such party at either its mailing address or through email (at the email
addresses provided in this Agreement or at a substitute email address provided by the respective party). By signing this
Agreement, the Plan Sponsor hereby consents to communications from AIA via email without also receiving written
hardcopies from AIA. The Plan Sponsor may revoke this consent to email delivery at any time by providing advance
written notice to AIA.
19. Amendment Process. The Agreement may be modified, including without limitation the services to be provided by AIA or
the fees charged by AIA, by the written consent of both parties. Alternatively, the Agreement may be modified in the manner
set forth herein and consistent with the procedure described in Department of Labor Advisory Opinion 97-16A.
AIA may propose to increase or otherwise change the fees charged, to change the services provided or otherwise modify this
Agreement by giving Plan Sponsor reasonable advance notice of the proposed change. The notice shall be given in the manner
described in this Agreement. The notice will (1) explain the proposed modification of the fees, services or other provision; (2)
fully disclose any resulting changes in the fees to be charged as a result of any proposed change in the services or other
changes to this Agreement; (3) identify the effective date of the change; (4) explain Plan Sponsor's right to reject the change or
terminate this Agreement; and (5) state that pursuant to the provisions of this Agreement, if Plan Sponsor fails to object to the
proposed change(s) before the date on which the change(s) become effective Plan Sponsor will be deemed to have consented
to the proposed change(s).
If Plan Sponsor objects to any change to this Agreement proposed by AIA, AIA shall not be authorized to make the proposed
change. In that event Plan Sponsor shall have an additional sixty (60) days from the proposed effective date (or such
additional time beyond 60 days as may be agreed by AIA) to locate a service provider in place and instead of AIA. If at the
end of such additional sixty (60) day period (or such additional time period as agreed by AIA), the parties have not reached
Agreement on the proposed changes, this Agreement shall automatically terminate.
20. Entire Agreement. This instrument contains the entire Agreement of the parties relating to the rights granted and
obligations assumed in this instrument. Any oral representations or modifications concerning this instrument shall be of no
force or effect unless contained in a subsequent written modification signed by all parties.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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This Agreement constitutes both an agreement between the parties and a disclosure statement under ERISA Regulation Section
2550.408b -2(c). The parties have caused this Agreement to be executed by their duly authorized officers and responsible plan
fiduciaries. This Agreement shall not be binding on AIA until accepted by it, in writing, as indicated by its signature below.
Plan Sponsor:* Alera Investment Advisors, LLC:
P ' Scott K. James
Print Na
Title: BOCC Chair
Date: March 14, 2022
By:
Print Name: Adam R Leber
Title: Chief Compliance Officer
Date: 03/07/2022
*The Plan Sponsor is signing this Agreement both as the employer that sponsors the Plan and as the fiduciary responsible for
selecting the Plan investments and engaging its service providers.
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o?vo?a
Appendix A Fees and Services
Fees for Services
Plan Sponsor agrees to compensate AIA for services in accordance with compensation schedule below:
0.1500
% of Assets - Annualized asset -based fee paid in advance L✓ quarterly nmonthly
$ Fixed dollar amount paid in advance) lone time LJquarterlynlannually
Unless noted below*, AIA shall send a quarterly invoice to the Plan Sponsor or its designate. The invoice
shall itemize the fee, and include the calculation period covered by the fee, the account fair value and the
methodology used to calculate the fee. The invoice shall also contain all payment instructions, including
payee, address, and/or electronic payment information. Payments are due within thirty (30) days following
invoice receipt.
Fee Period and Calculation. The annual fees are based on the market value of the Included Assets. Market
value of Included Assets means the value of Included Assets as reported by the Plan custodian or recordkeeper.
The initial fee will be the amount, prorated for the number of days remaining in the initial Fee Period from the
Effective Date of this Agreement, based upon the market value of the Plan assets on the first business day of the
initial Fee Period. Thereafter, the fee will be based upon the market value of the Plan assets on the last business
day of the previous Fee Period (without adjustment for anticipated withdrawals by Plan participants or other
anticipated or scheduled transfers or distributions of assets). If this Agreement is terminated prior to the end of a
Fee Period, AIA shall be entitled to a fee, prorated for the number of days in the Fee Period prior to the effective
date of termination. Any unearned fee shall be returned by AIA.
Fiduciary Services (Check all that apply)
Jnvestment Advisory and Oversiaht Services
Design/Review of Investment Policy Statement ("IPS")
Investment Review and Recommendations
Monitoring Reports
Non -Fiduciary Services (Check all that apply)
Ooerational Advisory and Oversiaht Services
Consulting Services about Plan Administration and Operation
Service Provider Oversight
Service Provider Search and Due Diligence
Service Provider Transition Support
Service Provider Fee Analysis
Plan Participant Communication and Education Services
Plan Participant Communication
Plan Participant Education
Fees for Additional Services
From time to time, the Plan Sponsor may request that AIA provide additional services to the Plan. In
that case, AIA will notify the Plan Sponsor of the fees (if any) for those additional services.
Responsible Party
The fee described above shall be paid by:
Plan
Plan Sponsor
Both Portion paid by Plan Portion paid by Plan Sponsor
*The Plan's payment of such fee must be permitted by the Plan's governing instruments and duly authorized
by a Plan fiduciary. In such case, the Plan shall authorize the Custodian identified below to deduct the fee
from the Plan's custodial account.
Name and Address of Plan Custodian
ADVISORY AGREEMENT FOR DEFERRED COMPENSATION RETIREMENT PLAN - ALERA
INVESTMENT ADVISORS, LLC
APPROVED AS TO SUBSTANCE:
Elected Official or Department Head
APPR ED A T FUND NG:
Controller
APPROVED AS TO FORM:
14`114: 40,0........
County Attorney
02a72-07 6 793
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