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OPEB Trust 3�a ac�q aao -. �2 7OZ 2/6/09 CITY OF MIAMI BEACH; FLORIDA OPEB TRUST j -By Resolution 2009 - 27024; enacted on March 2, 2009, the CITY COlV M18SION OF THE CITY OF MIAMI :BEACH, - FLORIDA (as Grantor),' transferred, assigned and conveyed to the - , .BOARD , OF TRUSTEES (Trustee) the sum of six million, eight hundred fifty -eight thousand, nine hundred seventy- nine dollars ($6,858;979) to be held in trust for the purposes set forth herein. This Trust shall hereafter be known as the City of Miami Beach, Florida, OPEB Trust. WHEREAS, the City has established and maintains certain employee benefit plans that provide post- employment benefits rother than .pensions (hereinafter "other post - employment benefits" or ``OPEBs "), such.. as .but not limited to medical, dental; vision and prescription drug coverage, to OPEB Participants who are eligible for coverage thereunder; and WHEREAS, the Governmental 'Accounting Standards Board (GASB) has 'issued m Statement 43 (hereinafter `,`GASB 437) and Statement 45 (hereinafter. "GASB 45"),' which, establish standards for accounting and financial reporting for - state and local governmental employers that offer OPEBs to their OPEB Participants; and WHEREAS, among other things, GASB 43 and GASB 45 require the City to account. for 4 its unfunded actuarial accrued liability;, i.e., .the present value of OPEBs earned but not funded and amortized over a period not to exceed thirty (30) years; and WHEREAS, .as authorized by O.C.G.A. § 47-20-10.1"' the City and Trustee desire to establish an irrevocable trust to be known as City of Miami Beach OPEB Trust . (the "Trust "), which will be an entity separate from the City for the exclusive purpose of providing funds to pay for OPEBs, with the intent that (i) the income of the Trust will be exempt .from federal and state income tax (under Internal Revenue Code Section. 115 with respect to federal income tax),. (ii) transfers to the Trust will not be taxable to. OPEB Participants, (iii) the Trust will qualify as a trust for purposes of GASB 43 pursuant to' Paragraph 4 of GASB 43, and (iv) all assets of the Trust are and will be irrevocably dedicated to, and shall be used for the exclusive purpose of, providing for payments of OPEBS and for paying expenses of administering the Trust, and. will not be available to any creditors of the City; and WHEREAS, this. Trust, 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 be used for, purposes other than the payment of OPEBs to or on behalf of OPEB Participantsunder the employee benefitplans or the expenses incident thereto or expenses of the Trust; and WHEREAS, the Trustee is willing to accept the Trust; and WHEREAS, Trust assets shall be held by the Trustee l at all times. and the Trust assets shall not be considered funds or assets of the City for any purpose; 2/6/09 . NOW, THEREFORE; in consideration of the premises and the mutual covenants and conditions hereinafter set forth and in order to state said Trust', the City and the Trustee hereby mutually covenant and agree as follows: SECTION 1' DEFINITIONS The following words or phrases shall have the meanings set forth below unless a different meaning plainly is required . by. the context:. Any reference to a. section number shall refer to a section of this Trust Document unless otherwise specified: 1.1 "Board of . Trustees" means the, Board, established pursuant to Section 7 of this ' Trust. Document, the membership of which, as so constituted from time to time, comprises the Trustee: ' 1.2 "Code" means the Internal Revenue Code, as amended from time to time.. 1.3 "City" or "Miami Beach" means Miami Beach, Florida, acting by aril through its City Manager and its duly - elected City Commission. 1.4 "Investment Manager" means the individuals or.. companies appointed by the Trustee pursuant to Section 5.1 to manage_ all or a portion of the investments of the Trust fund: 1.5 "OPEB Participants" means participants who are eligible for other post - employment benefits under the Plans, together with their eligible dependents: 1:6 "Other .post - employment benefits "� or "OPEBs" means post - .employment benefits, other . than pension benefits, paid pursuant to the Plans on behalf of OPEB Participants after an . employee's. separation from service. Such benefits : may include, but shall not necessarily be limited to, medical, prescription drugs, dental, vision Medicare. Part B premiums, and life . insurance. The participating other post - employment benefit plans, as amended.from time to time shall be'incorporated l erein by reference, and the terms herein shall have the meanings attributed to them in such plans. 1.7 Plan o Plans means such employee benefit plan or plans for which OPEBs are funded - in whole or in part by the City. under this Trust. 1.8 " "Trust means the trust fund created by this Trust Document. 1.9 "Trust Document" means this instrument, including all amendments thereto. 1.10 "Trustee" means, a§ 'the context requires, an individual member or - all of the then current membership of the Board -of Trustees. 2/6/09 SECTION 2 ESTABLISHMENT OF TRUST 2.1 Trust Established. The City hereby establishes the Trust with _respect to such funds as shall from time to time be paid over to.the Trustee in accordance 'with the Plans and earnings thereon if any. The Trust shall be held, managed and administered by the Trustee in trust in' accordance with the provisions of this. Trust Document. The principal of the 'Trust, :together with any earnings thereon, shall be held by Trustee. separate and :apart from any assets of the City. All Trust assets and, all income thereon are irrevocably dedicated to, and shall be used for the' exclusive purpose of, making payments of other post - employment benefits for the benefit of OPEB Participants and for paying expenses of administering the Trust. :2.2 Compliance. The Trust is intended to comply with and be a tax- exempt governmental trust under Section 115 of the Code. This Trust Document shall be interpreted in a manner consistent with that intent and with the intention - of the City that . the Trust- hereunder satisfies those requirements of GASB Statement 43 and GASB Statement 45. 2.3 Exclusive Benefit. Except as provided under applicable law, no part of the,,corpus or income of the Trust fund maybe. used for, or- diverted to, any purpose other than for the exclusive benefit of OPEB Participants under any Plan prior to the satisfaction of all liabilities of the Plan with. respect to-such OPEB Participants and payment of expenses of administering the Trust. 2.4 Limit of Interests. (a) No Right to Reversion:" Except as. provided in subsection (b) hereof, neither the. City, the Board of Trustees, ' nor an Trustee. shall have any right, title, interest' claim, or demand y ". whatsoever in or -to the funds held by the Trust, other than :the right to. a proper application thereof and accounting therefor by the Board of Trustees as provided herein,. nor shall any funds revert to the City the Board of Trustees, or any_Trustee. (b) Return of Contributions. Notwithstanding any other provisions of this Trust Document, if and to the extent permitted by,the Code and other applicable laws and regulations thereunder and by GASB Statement 43 and GASB Statement 45, upon the City's request, a contribution that is deposited into the Trust by a mistake in fact shall be returned by the Trustee to the City within 'a - - reasonable period of time: ; 2.5 Spendthrift Provision. All assets, income and. distributions of the Trust shall be protected against the claims of creditors of the City and OPEB Participants, 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. 2.6 Named Fiduciary., The. Trustee shall `be the fiduciary for the Trust fund and shall Have the power. to delegate responsibilities under- this Trust Document. Such delegations may be to officers and employees of the City of Miami Beach . or to other individuals, or organizations, including an actuary or a third -party administrator or.record keeper, all of whom shall hold those 2/6/09 delegations at the pleasure, of the Trustee. Any employee of the City of Miami Beach 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. 2.7 Segregation of Assets. Assets under the Trust may be segregated: only for investment purposes. No individual account for any OPEB Participant will be maintained at any time under the Trust, and no OPEB Participant will have any right or title with respect to any specific assets ± of the Trust. Accordingly, no OPEB Participant will have a preferred ' claim, -lien on security interest in, or any beneficial interest in, any particular assets of the Trust.. OPEB Participants will be entitled to receive payments of assets of the Trust (or have such assets' paid on behalf of such z OPEB Participants) only as determined by the Trustee in accordance with this Trust Document. : 2.8 City 'Contributions. In its . sole discretion; the City from time to time and' at any time may snake contributions of cash or other assets acceptable :to Trustee- to the Trust,. "from "employer contributions, employee contributions, or any other source. Neither Trustee ,nor any OPEB Participant nor- any other person or entity shall have the right to compel, such contributions. All such contributions and all, income thereon are irrevocably dedicated to,. and shall only be used' for, those purposes authorized in Paragraphs 2.1 and 2.3 of the Trust Document: 2.9 Annual Audit. The City shall appoint a responsible accounting firm to conduct an annual audit of the Trust at the sole expense of the City. The results of such audit shall be provided to the Trustee. SECTION 3 DUTIES OF THE TRUSTEE 3.i Management of Trust .Fund. The Trustee shall" manage the assets of the Trust fund, as would a prudent person under like circumstances. who is familiarwithsuch matters. 3.2 Reoeipt of Contributions. Trustee agrees to accept contributions to the Trust that are paid to the Trustee by the City in accordance with.the terms of this Trust Document: The Trustee shall receive all contributions in cash or in such other form as permitted under. the laws of the State of Florida and - acceptable to the ,Trustee. The Trustee shall be accountable to the City for the funds remitted to it by the City, and shall have a duty to see that the payment received complies with the provisions of the Plans and -'with any statute, regulation or rule applicable to contributions: 3.3 Disbursement .of Assets. (a) Disbursements. Subject to Paragraphs 2.1 and 2.3 of this Trust Document; the Trustee shall from time to time make payments or disbursements out of the Trust fund to persons or other entities in such amounts as are necessary for the payment of other post- employment benefits pursuant to and . in accordance with the 'terms of the Plans, and for the payment'. of reasonable and proper expenses of the Trust. In addition, the Trustee shall from time to time 2%6/09 make payments or disbursements " out of the Trust fund' to such persons or other entities; including the City, for the - reimbursement of the Plans' � other post employment benefit obligations or expenses previously satisfied - by such persons or other entities. The Trustee shall pay all. fees and expenses reasonably incurred by it in the administration.of other post - employment benefits under the Plans and the Trust .fund unless the City directly pays "such fees and expenses. Nothing contained in this Trust Document. or any of the Plans shall constitute a guarantee that Trust assets will be sufficient to pay any. other post- employment benefits to any particular OPEB Participant. (b) Expenses. The reasonable and proper expenses of the Plans and, the Trust shall include, but not be limited to: i the fees of an third-p administrator and actuar s f (�) y p y . y' as agreed upon by the. Trustee from time to time; (ii) expenses incurred by the. Trustee in the operation and administration of the other post- employment benefits : under the Plans and this Trust'-fund; (iii) the `fees and other charges against the Trust fund by any Investment Manager or other person or firm that provides, services for the other- postemloyment 'benefits' provided under the Plans or the Trust fund, including attorney's fees; and (iv) any income or other taxes properly levied or assessed against the Trust fund. - -3.4 :Other Duties. (a) - Records.- The Trustee shall keep.- such accounts and records and - make such reports and* disclosures as shall be required by law. and by the Governmental Accounting Standards Board under.this Trust'Document and under the Plans. The records of the Trust pertaining to . the City shall be open to inspection by the City at all reasonable times and will be audited on . an annual basis by such persons as the City may specify. (b) Statements. On or before March 1 each year, .the Trustee shall furnish the City with an annual statement of account showing the condition of the Trust fund and all investments, receipts,` disbursements and other transactions effected by the Trustee during the fiscal year covered by the statement and also stating assets of the Trust held at the end of the fiscal year. The statement of account shall be conclusive on all persons, including the City, .except as to any ;transaction concerning which the City files. with the Trustee written exceptions or objections. within ninety (90) days after receipt of the statement of account. (c) . Compliance. The Trustee shall take such action (or refrain from taking such action, as the case may be) as shall be necessary .to comply with the Trust, other. agree_ ments between the Trustee and. the City or applicable State of Florida and federal laws. (d) .Authority to Delegate Duties. The Trustee is authorized to delegate any of . the duties assigned to it in this Agreement, - other than those duties . relating to the investment or 2/6/09 management of the assets of the Trust fund, to any individual or organization it deems qualified to perform such duties. The. Trustee is only- authorized to delegate investment and asset management duties to an Investment Manager pursuant to the provisions of Section 4. When delegating duties, the Trustee, ,shall document the. delegation in either (i) a written amendment to this. Trust approved by the City, (ii) Trustee minutes or resolutions, or (iii) a separate written agreement with the delegate. (e) Delegation of Duties. ` The Trustee, may delegate the administrative .duties under the Plan to an actuary and /or third party administrator. The .duties of the actuary and /or third party _ administrator shall be set forth in _an agreement for administrative services between the Trustee and the actuary and /or third party administrator. Liability Limitations. The Trustee shall not be liable for or omissions of' arties to : whom it has specifically delegated duties, except with respect to any acts or omissions in which the Trustee participates .knowingly or which h the Trustee knowingly undertakes to 'conceal, and which the Trustee knows constitutes a breach of fiduciary responsibility.. The ,Trustee shall.be held harmless, to the extent provided for in the 'of the State of Florida, by the City and .OPEB Participants, together with their - heirs, successors and assignees, from any and all liability hereunder for acts or omissions performed in good faith and with prudence. Except as otherwise provided. b contract or applicable law, no person acting in a fiduciary capacity with respect to the Trust shall be liable for any action taken or not taken with respect to the Trust except for actions that constitute negligence or willful, misconduct. SECTION 4 INVESTMENT OF TRUST ASSETS - 4.1. General Investment Power. The assets of the Trust shall be invested by the Trustee in accordance with an .investment policy adopted by the Trustee in accordance with section 21, 8.415, Fla. Stat..: Except to the extent such duties are specifically' delegated to one or more Investment Managers under Paragraph 4.4, the .Trustee shall manage and con_ trol assets of the Trust,. including selecting and,retaining or disposing of. any investment of such assets. 4.2 Full Investment Powers. The Trustee shall have full discretion and authority with regard to v the investment of Trust assets, except to the extent it has delegated such discretion to a properly appointed Investment Manager with respect to Trust assets )under such Investment Manager's control or direction. The .Trustee is authorized and empowered, with' 'investment powers conferred on trustees by the laws , of the State of Florida. 4.3 Investment Managers. The provisions in this subsection shall control the appointment and use -of Investment Managers, as: follows: (a) Appointment. The Trustee. may appoint one or more Investment Managers to manage the assets of all or any part of the Trust fund. Each such Investment Manager shall be either: 2/6%09 (i) registered as an investment adviser under the Investment Advisers Act of 1940;: (ii) a bank, as, defined in such Act; or. (iii) an insurance company qualified to . perform the services of an Investment Manager under the laws of more than one state. The Trustee shall obtain from any Investment Manager a written statement: i acknowled in It is a fiduciar with re to the Trust assets under its • . (•) g g � y management p and (ii) certifying that it is either an investment adviser, a bank, or an" insurance company, which is qualified to be appointed as an Investment Manager under this Trust Document. The Trustee shall enter into a written contract or agreement with each- such Investment -Manager in connection with its appointment as such, and such contract shall be subject to such. terms and conditions and shall grant to - the Investment Manager such authority and responsibilities as the Trustee deems appropriate under the circumstances.. The Trustee shall not be responsible for any investment decision. made by an' Investment Manager unless the Trustee actually makes that decision. (b) Trustee Duties. Any investment directions or notifications from an Investment Manager to the Trustee may be made orally or in writing, or in such manner as shall be agreed upon between . the Investment Manager and the Trustee; provided, in the event the Investment Manager gives the Trustee oral recommendations, directions or notifications, the Investment Manager shall confirm such directions or notifications in writing immediately thereafter. (c) Violation of Trustee's Fiduciary Duties. Notwithstanding the foregoing, if, in the Trustee's sole discretion, the execution of any instruction with respect to,' or the. continued holding '-of any assets in, an investment managed by an Investment Manager would be in violation of the Trustee's fiduciary responsibilities, the Trustee may refuse-to execute such instruction or may dispose of such asset or assets, respectively; provided, the .Trustee shall not be responsible for.the acts or omissions of such Investment Manager. 'In any such case, the Trustee shall promptly notify the Investment Manager of such situation. (d) Failure to Direct. In the event that an- appointed Investment Manager shall fail to invest all or any portion of the assets under its management, the Trustee shall be responsible for the investment of such assets. If an appointed. Investment Manager shall fail to give' the Trustee instructions or directions relating to the voting of shares held pursuant to an investment directed by the Investment Manager or the execution and delivery of proxies, or relating to the purchase and sale of fractional shares or the. exercise of any other ownership right, the = Trustee shall take such action as it deems to be in the best interest of the Trust, provided such action is consistent with the then existing investment policies established by the Trustee. (e) Termination. of Appointment. 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. 2/6/09 merge or combine such investments with other investments or Trust assets within the guidelines of the investment policies established by the Trustee.. (f)'. Asset ,Transfer. If the Trustee directs -an Investment Manager to hold a ' portion, of the assets of the Trust as well as make the investment decisions for such funds, the Trustee shall enter into - such contractual or other arrangements as are necessary for the transfer and custody of such assets of the Trust fund. If the Trustee terminates such Investment Manager; it shall' take such -action to recapture and take directly into the Trust fund any assets so transferred. ,(g) Reports and Valuations. An Investment Manager who has custody of any portion of the assets of the Trust shall keep. accurate and detailed books and records on all investments, receipts; disbursements and other transactions' for such account and shall determine the fair market value of the assets of such account as of each reporting date determined by the Trustee, and, further, shall file. a copy of such books and records and valuations with the Trustee on or before such deadlines as the Trustee shall reasonably set. The Trustee also shall have the, right to request that any person who' is responsible for making the investment decisions for an investment account determine the fair market value of any asset, or all of the assets,. held for that account and file a copy of such valuation with the Trustee before such deadlines as the Trustee reasonably shall ` set, and each such person shall comply with any such request. SECTION. 5 r . POWERS OF THE TRUSTEE 5.1 General Authority. Except. to the extent such powers are specifically delegated 'to an Investment. Manager under Paragraph 4.4 of this Trust Document, the Trustee shall receive, hold, manage, convert, sell, exchange, invest, reinvest, disburse and otherwise deal with the assets of the Trust, including contributions to the Trust and the income and profits therefrom, without distinction between principal and income and in the manner and for the uses and purposes set forth in this Trust Document. 5.2 Specific Powers. In the management of the Trust, the Trustee or its delegate; as the case may be shall have the following powers in addition to the powers customarily vested in trustees by the laws. of the State of Florida but in no way 'in derogation thereof, and such powers shall be exercised in accordance with proper directions and the investment policy established by the Trustee or the Investment Committee and without order of, and report to, any court: (a) Sales. To sell, exchange, convey, transfer or otherwise dispose of any property held in-the .Trust,. by private contract or at public auction. No person dealing with the Trustee shall be bound to see the application of the purchase money or other property delivered to the Trustee or to inquire into the validity, expediency or propriety of any such sale or other disposition; b Purchase of Property. With. any cash 'at any time held by it to purchase or subscribe for any authorized investment and to retain the same in the. Trust; 2/6/09 5 (c), Retention of Cash. To hold cash without interest in such amounts as may be in its opinion reasonable for the proper operation.of the Trust; d Exercise of Owner's. Rights. To give general or special proxies or powers attorney with - O i g g g p p p Y or without power of substitution with respect to any, corporate stock or other security to exercise any conversion privileges, subscription rights or other. options, and to make any payments incidental thereto; to oppose, consent to, or otherwise _ participate in reorganizations or other changes affecting an stock -bond note 'or other p and to dele ate . - - g g . Y � � _ g discretionary powers and pay any assessments or charges in* connection therewith, and generally to exercise any of the powers of an owner, including voting rights, with respect to any stock, bond, note or other property held as part of the Trust; (e) Registration of - Investment. To cause .any stock, bond; .other security or other property held as part of the Trust to be registered in its own name or in the name of one or more of its nominees; provided the books and records of the Trustee shall at all times show that all such investments are part of the Trust; (f) Disbursement. To make disbursements for the payment of other post - employment benefits under the Plans and for the .payment of reasonable and proper expenses of this Trust or of the Plans as related to OPEBs; (g) Retention of - Disputed. Funds. 'To retain any funds or property subj ect, to any dispute without liability for the payment of interest; and to decline to make payment 'or delivery of the funds or property - until final :adjudication is made by a court of competent jurisdiction; (h) Execution of Instruments. To make, execute, acknowledge. and deliver any. and all documents of transfer , and conveyance and any and all other instruments, which may be necessary or appropriate to carry out the powers herein granted; (i) Settlement of Claims and Debts. To settle, compromise or submit to arbitration any claims, debts or damages due or owing to or from the Trust, to commence or defend legal or administrative proceedings and to represent ' the Trust. in all legal and administrative proceedings, (j) Employment of Agents, Advisors and Counsel. To employ and to act or refrain from acting on the advice or, opinion of suitable. agents actuaries, -'accountants, investment advisers, brokers and counsel, and to pay their reasonable expenses and compensation; Power to do an Necessary Act. To do all .acts which it may deem necessary or proper k) Y Y Y� Y p p and to exercise any and all powers of the Trustee under the Plans and this Trust Document upon such terms and conditions. as it may deem in the best interests of the Trust; (1) -Loans. Jo borrow money only for such periods - of time and upon such terms and conditions as the. Trustee deems, necessary and proper to cover any temporary, short-term overdrafts, and to secure such loans by mortgaging, pledging or conveying any property of the Trust; and 2/6/09 (m) Appointment of Custodian.. To appoint a custodian to safeguard the assets of the Trust. The City hereby authorizes and directs the Trustee t o enter. into. such, agreements with any such custodian as may be ' necessary to establish an account with the custodian. For administrative purposes, contributions .deposited to the appointed custodian shall be deemed as contributions deposited with the Trustee on behalf of the Trust. 5.3 Standard of Care. The Trustee .shall discharge its duties under this Trust Document with the care and skill required with respect to such duties The Trustee shall not be responsible for the title, validity, or genuineness of any property or, evidence of -title thereto received by it or delivered by it pursuant to this Trust Document and shall be held harmless in acting upon any notice, request, direction instruction, consent, certification, or other instrument believed by it to be genuine and delivered by the proper party or parties. 5.4 Exclusive Benefit Rule. Except as otherwise provided by any applicable provision of any statute, regulation, ordinance, resolution or. other post - employment benefit plan, no portion of the vested principal or the income of the Trust shall.revert to the City, or ever be-used for or diverted to any purpose other than for (i) the exclusive benefit of OPEB Participants and (ii) the payment of reasonable expenses of such plans and the Trust. The Trustee shall administer the Trust in compliance with IRC Section 503(b). SECTION 6 ADMINISTRATION 6.1 Bonds and Reports to Court. Each Trustee shall be bonded to the extent required bylaw, except that,. to the extent the requirement of any such bond may be waived, such waiver shall be deemed. to have been exercised, and no such bond shall be required. The Trustee shall not _be. ` required to make any inventory or appraisal or report to any .court or to secure any order of any court for the exercise of any power herein contained. $.2 Accounting by Trustee. The Trustee, or its delegate, shall cause to be created and maintained adequate and .distinct written or computerized records with respect to the operation of the Trust, including all investments, and any.pendinglitigation to which the Trust or the Trustee is 'a party. Such records shall be retained for so long as the contents thereof may be or become - material to the administration of the Trust or in the full and complete discharge of liabilities to any andall OPEB Participants. 6.3 Expenses. The expenses incurred by the Trustee in the performance of its duties hereunder, all proper charges and disbursements of the Trustee, including all personal property taxes, income taxes and other taxes of any and, all kinds whatsoever that may be levied - or assessed under existing or future laws a on or in respect of the Trust or an money, property or security _ g p p � Y Y� p p Y forming a part of the Trust fund, may be paid by the Trustee from the Trust, and the same shall constitute a charge upon the Trust, unless the City' pays the same or any part thereof. Notwithstanding the foregoing, neither. the City nor the Trust shall be liable or responsible for the payment of .fees, expenses, taxes or charges incurred by. any Trustee on account of any 2/6/09 misfeasance, malfeasance or nonfeasance by any Trustee or, on :account of any act or omission in violation of this Trust. Document or any applicable law. 6.4 Action of the Trustee. A majority of the Trustee shall constitute a quorum and acts of a majority of the Trustees present at any meeting at. which a quorum is present or acts approved by all Trustees in writing shall be deemed. to be valid acts. Notwithstanding the above; the duly -elected chairperson of the Trustee as designated by the Trustee may execute ,any documents relating to the Trust, including contracts relating to , the investment or reinvestment of the assets of the Trust, document's necessary for the exercise of any ownership rights thereunder, service agreements or other related documents, and may perform other such ministerial acts. The Trustee shall keep minutes of its proceedings and complete and accurate records which maybe examined at any reasonable time on behalf of the City by any officer or employee designated in .writing by the City: SECTION 7 SELECTION AND TERM OF BOARD OF TRUSTEES _7.1 Membership. The Board of Trustees shall have three (3) members, as follows: 1:. Chief Financial Officer or designee.. 2. Budget. & Performance Improvement Director or ..designee. 3. Human, Resources Director or designee: 7.2 Term. Members of the Board of Trustees shall. serve on the Board for a term of four years. Designees shall serve at the pleasure of the City Manager. 7.3 Compensation. Except with respect actual expenses incurred by` Trustees as provided in Paragraph - 6.3, Trustees shall not receive any compensation for their services rendered As 'Trustees. . SECTION 8 AMENDMENT OR TERMINATION OF TRUST 8.1 Amendment of Trust. This Trust Document may be amended at any time by written instrument executed by the .Trustee and the City. Notwithstanding the foregoing, no such. amendment shall conflict with the terms of the Plans or shall make the Trust revocable. 8.2 Termination of Trust. The City reserves the right at anytime. to terminate this Trust; . provided, however, that under no circumstance .shall any portion of the Trust'revert .to or become property of the City: Upon termination, the Trustee shall continue to administer the Trust in accordance with the provisions contained herein until all obligations under the Plans have been -' discharged and satisfied or all funds have been paid'- out. Until all assets of the Trust are 2/6%09 distributed, the Trust shall continue, and this Trust Document shall remain in effect. Any assets remaining in the Trust following termination and -after all obligations under the Plans have been discharged and satisfied shall revert to the City. 8.3 Property Not Transferred. The Trustee reserves the right to retain such property as is not suitable for distribution or transfer - at the time of the termination of the Trust and shall.hold such property for the benefit of those_persons or other entities entitled to such property until such time as the Trustee is able to make distribution. Upon the appointment and acceptance of a successor trustee, the Trustee's sole duties shall be those of a custodian with respect to the property not transferred.. SECTION 9 MISCELLANEOUS 9.1 Successors and Assigns. The stipulations in this Trust Document shall inure to the benefit of, and shall bind, the successor and assigns -of the respective parties. 9:2 No Third Party Beneficiaries: The provisions of this Trust Document are intended to benefit only the parties hereto; .their respective successors and assigns, and OPEB- Participants under each Plan. There are no other third party beneficiaries. . 9.3 Waiver. No waiver by either party of any failure or refusal, to comply with an- obligation hereunder shall be deemed .a waiver of any other or subsequent failure or refusal to so comply. 9.4 Conflict. In resolving any conflict- among provisions of the Trust and in resolving any other uncertainty as to the meaning or intention of any provision of the Trust,. the interpretation that (i) causes the Trust to be exempt from tax .under IRC Sections 115 and 501(a), and (ii) causes the other post-employment benefit ln and 'the Trust to comply with all applicable participating plan .. pY pp' requirements of law shall prevail over any different interpretation: 9.5 Severability. If any term or provision " of this Trust Document or the application thereof to any person or circumstances- shall, to any extent, be invalid or unenforceable, the remainder of this Trust Document, or the, application of such term , or provision to. persons or circumstances other than those as to which it is held invalid or. unenforceable, shall not be affected thereby, and each term and provision- of this Trust Document shall be valid and enforceable to the fullest extent permitted by law. 9.6 Section Readings. The headings of the various sections and subsections of this Trust Document have been inserted only for the purposes. of convenience, are not part of this Trust Document and shall not be deemed in, any manner - to modify, explain, expand or restrict, any, of the provisions of this Trust Document. 9.7 Governing Law. This Trust. shall be governed and construed in accordance with the laws of the State of Florida to the-extent applicable, the Internal Revenue Code. T 2/6/09 9.9 Effective Date. This Trust shall be effective as of September 30, 2008. IN WITNESS WHEREOF, the City of Miami Beach and the Trustee have caused this Trust Document to be. signed by their duly authorized officers or representatives on this day - of April, 201 L. , t (The remainder of this page - left intentionally blank.) r j J 2/6/09 MIAMI BEACH FLORIDA r By B : 1V1 i Herrera ower, Mayor ATTEST: APPROVED AS TO FORM AND LANGUAGE AND FOR EXECUTION: C .. Robert Parcher, City Clerk City Attorney Date BOARD OF TRUSTEES. H Truste G�� E � Trustee s � 03I � Trust J 17S uT7jC C. J w F: \HUMA \$a11 \REG \0PEB \0PEB Trust 2 6 09 Agreement.doc j ZEE I AUG - AM g, , ER -� , : , VORAND OFFICE OF CITY MANAGER CIT Y CL f.Y ...� t;. TO: Sue Radig, Benefits Division Director { FROM: Jorge M..Gonzalez, City Manager DATE: July.28, 2011 SUBJECT: Appointment to Other. Post- Employment Benefits ( "OPEB ") Trust As you know, the City of Miami Beach established an Other Post - Employment Benefits ( "OPEB ") Trust. Attached is the City Commission. Resolution and Memorandum with the background on the creation of the City's OPEB Trust. I am, appointing you to serve on the OPEB Trust along with Jim.Sutter, Internal Auditor and Georgie Echert, Assistant Finance Director. I appreciate and thank you in advance for your willingness to serve on the City's OPEB Trust and assume this important responsibility. C: Jim Sutter, Internal Auditor j Georgie- Echert, Assistant Finance - Director Robert Parcher, City Clerk Ramiro Inguanzo, Human Resources Director t F: \CMGR \$ALL \JORGEGON \MEMOS \OPEB MEMO SueRadig 07- 28- 2011.docx We cfe comwni e0 10 pfOVCding exceflen�i � is Service and sO, r'G 01 vAho !i've, . Gi;O 7 !tifcni, iio i, n!51 `:� C on", M IAMMEACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, VVWW.miamibeachfl. OFFICE OF THE CITY CLERK, Robert Parcher, City Clerk Tel: (305) 673-7,411, Fax: (305) 673 -7254 TO Sue Radig RE: Other Post - Employment Benefits (OPEB) I do solemnly swear or affirm to bear true faith, loyalty and allegiance to the Government of the United States, the State of Florida, and the City of Miami Beach, and to perform all the duties of a member of the above - mentioned board or committee of the City of Miami Beach to which I have been appointed for a term ending: 12/31/2014. I have been issued a copy of Section 2 -11.1 of the Miami -Dade County Code (Conflict of Interest and Code of Ethics Ordinance), as well as theFlorida Commission on Ethics Guide to the Sunshine Amendment and Code of Ethics for Public Officers and Employees, and understand that as a member of a City of Miami Beach Board and /or Committee, I must comply with the financial disclosure* require- ments of Miami -Dade County or the State of Florida (depending on the board or committee on which I serve) on July 1 st, following the closing of the calendar year on which I have served. ,'l Sue Radig Sworn to and subscribed before me this 6 - t day of 2011. J__C' � d Silvia Prieto Deputy Clerk *Please visit the City of Miami Beach website at www.miamibeachfl.gov under City Clerk /Board and Committees for additional information regarding the Financial Disclosure Requirements. We are committed to providing excellent public service and safety to all who live, work and play in our vibrant, tropical, historic community. ® Q MIAM EACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov OFFICE OF THE CITY CLERK, Robert Parcher, City Clerk Tel: (305) 673 -7411, Fax: (305) 673 -7254 TO James Sutter RE: Other Post- Employment Benefits (OPEB) I do solemnly swear or affirm to bear true faith, loyalty and allegiance to the Government of the United States, the State of Florida, and the City of Miami Beach, and to perform all the duties of a member of the above- mbntioned board or committee of the City of Miami Beach to which I have been appointed for a term ending: 12/31/2014. I have been issued a copy of Section 2 -11.1 of the Miami -Dade County Code (Conflict of Interest and Code of Ethics Ordinance), as well as theF/orida Commission on Ethics Guide to the Sunshine Amendment and Code of Ethics for Public Officers and Employees, and understand that as a member of a City of Miami Beach Board and /or Committee, I must comply with the financial disclosure* require- ments of Miami -Dade County or the State of Florida (depending on the board or committee on which I serve) on July 1 st, following the closing of the calendar year on which I have served. James Sutter Sworn to and subscribed be re me this day ofU , 2011. Silvia Prieto Deputy Clerk *Please visit the City of Miami Beach website at www.miamibeachfl.gov under City Clerk /Board and Committees for additional information regarding the Financial Disclosure Requirements. We are committed to providing excellent public service and safety to all who live, work.and play in our vibrant, tropical, historic community. MIAMIBEACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov OFFICE OF THE CITY CLERK, Robert Parcher, City Clerk Tel: (305) 673 -7411, Fax: (305) 673 -7254 TO Georgina P. Echert RE: Other Post - Employment Benefits (OPEB) I do solemnly swear or affirm to bear true faith, loyalty and allegiance to the Government of the United States, the State of Florida, and the City of Miami Beach, and to perform all the duties of a member of the above- mentioned board or committee of the City of Miami Beach to which I have been appointed for a term ending: 12/31/2014. 1 have been issued a copy of Section 2 -11.1 of the Miami -Dade County Code (Conflict of Interest and Code of Ethics Ordinance), as well as theFlorida Commission on Ethics Guide to the Sunshine Amendment and Code of Ethics for Public Officers and Employees, and understand that as a member of a City of Miami Beach Board and /or Committee, I must comply with the financial disclosure* require- ments of Miami -Dade County or the State of Florida (depending on the board or committee on which I serve) on July 1 st, following the closing of the calendar year on which I have served. r G Georgina tt fforgina P.. Echer Sworn to and subscribed before me this, day of , 2011. Silvia Prieto Deputy Clerk r *Please visit the City of Miami Beach website at www.miamibeachfl.gov under City Clerk /Board and Committees for additional information regarding the Financial Disclosure Requirements. We are committed to providing excellent public service and safety to all who live, work and play in our vibrant, tropical, historic community.