1993-10 GW Deferred Comp Agreement
RESOLUTION NO. 93-10
RESOLUTION OF THE BOARD OF DIRECTORS OF
SAN DIEGUITO WATER DISTRICT APPROVING AND
AUTHORIZING EXECUTION OF REVISED DEFERRED COMPENSATION
PLAN AGREEMENT WITH GREAT WESTERN BANK
WHEREAS, a deferred compensation plan agreement with Great
Western Bank was approved January 24, 1986; and
WHEREAS, it is in the interest of the District and its
employees to revise said agreement, a copy of which is attached
hereto as Exhibit A; and
NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED
by the Board of Directors of San Dieguito Water District as
follows:
1.
That the revised form of agreement be and it is approved,
subject to the conditions stated in section 2 hereof.
2.
That in order to assure that all funds deposited with
Great Western Bank are fully protected, the District
shall not authorize the deposit of funds for any single
employee in excess of the amount insured by the Federal
Savings & Loan Insurance Corporation.
3.
That the District Manager is authorized and directed to
execute on behalf of the District the revised deferred
compensation plan with Great Western Bank.
PASSED AND ADOPTED at a regular meeting of the Board of
Directors of San Dieguito Water District held on the 28th day of
July, 1993, by the following vote, to wit:
AYES:
NOES:
ABSENT:
ABSTAIN:
Directors Wiegand, Bond, Davis, DuVivier & Hano
None
None
None
~~
Maura Wiegand, P~t
ATTEST:
L\ +\'~
"-' ~ ". .
Warren H. Shafer, Secretary
- 38 -
EXHIBIT "A"
DEFERRED COMPENSATION PLAN
ADMINISTRATION AGREEMENT
This Agreement is effective this 7th day of September 1993, by and
between GREAT WESTERN BANK, a Federal Savings Bank, its officers,
employees and agents, hereinafter collectively referred to as GREAT
WESTERN, and the SAN DIEGUITO WATER DISTRICT, its officers,
employees and agents, hereinafter collectively referred to as
AGENCY.
WHEREAS, AGENCY, pursuant to and in compliance with Internal
Revenue Code section 457, has established a Deferred Compensation
Plan, hereinafter referred to as PLAN; and
WHEREAS, AGENCY desires to utilize GREAT WESTERN in connection with
the administration of the PLAN; and
WHEREAS, GREAT WESTERN desires to provide such services subject to
the terms and conditions set forth herein;
Now therefore, AGENCY and GREAT WESTERN agree as follows:
1.
2.
DESIGNATION: AGENCY hereby designates GREAT WESTERN as a
Deposi tory Insti tution and Administrator for deferred
compensation funds.
TERM: This Agreement shall remain in effect until it is
terminated by one or both parties in accordance with the
provisions of this agreement. This Agreement may be
terminated by either party, with or without "Cause" as that
term may be defined herein, and without obligation, upon the
giving of one hundred twenty (120) days' written notice by the
party terminating the Agreement to the other party.
3.
DEFAULT: In the event the Agreement is terminated for
"Cause" (which shall mean the failure of either party to
perform any or all of its obligations as defined herein), the
non-defaulting party shall give the defaulting party written
notice, specifying the particulars of the default. If such
default is not cured within sixty (60) days from the date in
which notice of default is given, the non-defaulting party may
terminate the Agreement effective thirty (30) days after the
end of the sixty (60) day period.
INVESTMENT OPTIONS: GREAT WESTERN agrees to accept deferred
compensation plan funds for investment in the following:
4.
A.
(a)
The Great Western Bank Liquid Account ("GWBLA").
(b)
B.
The rate/yield on the GWBLA account will be a
variable rate, which may change as often as daily.
All participants with funds invested in the GWBLA,
whether they are active, inactive, or in
di8tribution, will have interest credited to their
account at a rate/yield which is subject to change
daily.
(a)
The Great Western Bank Certificate of Deposit ("GWBCD")
(b)
(c)
Certificates of deposit for terms of three
years or five (5) years will be offered.
The minimum certificate of deposit will be $2500.
A participant may purchase only one GWBCD for a
given term, each quarter.
(3)
The interest rate will be a fixed rate during the
term of the certificate. The rate/yield for new
certificates will be set at the beginning of each
calendar quarter.l
There will be an interest penalty of 180 days I
simple interest for early withdrawals. Death,
hardship and normal retirement distributions are
exempt from the interest penalty. Separation from
service, plan-to-plan transfers, transfers to
alternate investments, or to other deferred
compensation providers will be subject to the early
withdrawal penalty.
The following will apply to the foregoing Savings Products:
(d)
(a)
Interest earnings will accrue daily commencing on
the date the funds are ~ (as defined below) to
lpre-existing GWBCCs (certificates of deposit which were entered into
during a previous contract with GREAT WESTERN) will retain their original
maturity date and interest rate, but will be renewed under the terms described
above.
2
the Participant's account by GREAT WESTERN.
Interest earnings will be credited monthly on the
last day of the month, and will be automatically
reinvested to allow for monthly compounding. The
365/360 day method will be used.
(b)
Each such account shall be subject to rules,
regulations and statutes to which GREAT WESTERN is
subject.
(c)
Plan funds invested in the GWBLA and GWBCD are
backed by the full faith and credit of the U.S.
Government and are also insured by the Federal
Deposit Insurance Corporation, an agency of the
Federal Government, up to $100,000 per participant.
Great Western will collateralize any amounts
invested in the GWBLA and the GWBCD in excess of
FDIC insurance limits, if required, in accordance
with applicable law.
C.
Mutual Funds
(a)
The mutual funds listed in Exhibit A will be
available to Plan Participants.
Dividends will be automatically reinvested into the
mutual fund.
(b)
(c)
Mutual Funds are not savings accounts, and are not
insured or guaranteed by any government agency or
by GREAT WESTERN.
(d)
D.
Sales charges may be imposed on mutual fund
investments by the mutual fund provider. These
charges will be disclosed in the prospectus and
would be separate from any fees or charges
described in this agreement.
GREAT WESTERN reserves the right to add or delete
investment options during the term of this agreement by
providing 30 days' written notice of such change to
AGENCY.
E.
Participants will be permitted to change their investment
options as often as they wish, however they shall be
subject to any applicable penalty or charge imposed for
such change.
3
5.
ESTABLISHMENT OF ACCOUNTS:
A.
ENROLLMENT SERVICES: GREAT WESTERN agrees to process, or
arrange to have processed, the enrollment of eligible
employees who elect to participate in the PLAN. GREAT
WESTERN agrees to provide informational and promotional
material pursuant to the PLAN for distribution to
employees of AGENCY, subject to approval of such material
by AGENCY, such approval not to be unreasonably withheld.
AGENCY agrees to allow and facilitate the periodic
distribution of such material to employees.
B.
GREAT WESTERN agrees to conduct, or arrange to have
conducted, group presentations periodically for employees
of AGENCY, to explain the PLAN. AGENCY agrees to
facilitate the scheduling of such presentations and to
provide facilities at which satisfactory attendance can
be expected. GREAT WESTERN agrees that qualified
personnel will be made available periodically to discuss
the PLAN with individual employees of AGENCY.
DEFERRALS: The minimum participant deferral per pay
period shall be not less than $10.00.
C.
AGENCY agrees to:
(a)
Cause appropriate deductions to be made from such
payroll(s) as may be applicable and send the funds
representing the total participant deferrals to
GREAT WESTERN.
(b)
Provide to GREAT WESTERN, in such electronic or
magnetic media designated by GREAT WESTERN, a
deferral listing with respect to participant
sub-accounts to include not less than the
following:
1.
Name of Participant
Social Security Number of participant
2.
3.
Amount to be credited to participant's
sub-account(s)
(c)
Funds may be sent by wire transfer, through an
automated clearinghouse or by check in accordance
with written instructions provided by GREAT
WESTERN. Failure to follow the written
instructions provided by GREAT WESTERN may result
in delay of posting to Participant accounts.
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6.
(d)
Funds will be posted no later than the business day
following the day on which the funds and the
deferral listing are received by GREAT WESTERN.
GREAT WESTERN will not be liable for any delay in
posting if AGENCY fails to send either the funds
representing deferral amounts or deferral
information in accordance with GREAT WESTERN's
instructions to the central processing site
designated by GREAT WESTERN.
Authorize GREAT WESTERN to establish personal
identification numbers ("PINs") for each
participant and shall require Participants to use
such PINs to obtain certain services as designated
by GREAT WESTERN.
(e)
D.
GREAT WESTERN agrees to:
(a)
(b)
Establish a sub-account for each participant.
Post and credit the amounts sent by AGENCY to the
sub-account(s) of Participants in accordance with
the latest written instructions on file with GREAT
WESTERN.
PARTICIPANT SERVICES:
A.
GREAT WESTERN will provide a dedicated toll free
telephone number which shall be operative, Monday through
Friday 8 a.m.-5 p.m. Pacific time, each business day.
Using this number participants may: effectuate exchanges
of account values between Investment Options; process
changes to deferrals, and obtain information about
participant accounts. AGENCY authorizes GREAT WESTERN to
honor instructions which may be submitted by
participants. The actions described herein (and in B.,
C. and D. below) may be effectuated by telephone,
facsimile transmission or mail. If such service is
requested by telephone, Participant shall use his/her
PIN. Telephone conversations may be recorded to provide
confirmation and verification of transactions.
B.
GREAT WESTERN will provide Plan participants unlimited
opportunities to increase (within limitations of Sec.
457) or decrease deferral amounts. All requests to
increase or decrease deferral amounts will be processed
by GREAT WESTERN within five (5) business days of receipt
of the request and will be effective as soon as
administratively practical by AGENCY.
5
C.
D.
E.
F.
G.
H.
GREAT WESTERN will provide Plan participants unlimited
opportunities to redirect future deferral amounts to any
other Investment Product offered by the Plan. All
requests will be processed within five (5) business days
of receipt and be effective with the next following pay
period deferral.
GREAT WESTERN will provide participants unlimited
opportunities to exchange existing account balances from
one investment option offered by the Plan to another
(except for the limitation described in Section 4 above) .
Exchange requests for mutual funds will be processed with
the fund being "sold" by the date following the date
GREAT WESTERN receives such instructions and will be
effective in the new fund not later than the day
following GREAT WESTERN's receipt of funds from the
"sold" fund.
GREAT WESTERN will provide participants, if they request,
a fund prospectus and an annual report for each mutual
fund offered by the Plan.
GREAT WESTERN will provide participants consolidated
quarterly statements detailing participant I s year-to-date
deferral amounts, account balance information that
includes changes in account value since the previous
report date and any fees or charges assessed against the
Participant account. Participants shall be informed that
they must notify GREAT WESTERN within thirty (30) days of
receipt of their statements or confirmation of their
investments, to report any errors to GREAT WESTERN.
GREAT WESTERN will not be liable for any errors not
reported within this time frame.
GREAT WESTERN agrees to mail 90% of these statements to
participants within fifteen (15) business days after the
end of each calendar quarter, and 100% of the statements
to participants within eighteen (18) business days after
the end of each calendar quarter. GREAT WESTERN will
have no responsibility to report, or account for the
accuracy of information applicable to periods prior to
the effective date such Plan was administered by GREAT
WESTERN .
GREAT WESTERN will provide certain standard reports
quarterly to AGENCY to enable AGENCY to effectively
monitor all accounting and record-keeping processes.
These reports will include combined data for an entire
Plan. (Fees and charges assessed will be disclosed in
these reports.) In addition, all services will be
provided in accordance with the attached Exhibit B.
6
7.
A.
C.
D.
E.
F.
GREAT WESTERN agrees to maintain, for a reasonable time,
the records necessary to produce the above mentioned
reports, and agrees that all records shall be the
property of AGENCY. AGENCY agrees that all related
computer tapes, disks and programs shall remain the
property of GREAT WESTERN.
DISTRIBUTIONS:
1.
B.
GREAT WESTERN will assist the participant in preparing
necessary forms to select his/her distribution option.
Participants electing a payment of a lump sum amount will
receive distribution of their account within ten (10)
business days of the earliest date permitted by the Plan.
However, GREAT WESTERN shall initiate the processing of
all approved emergency/hardship requests upon receipt.
GREAT WESTERN will provide necessary forms and process
payments from the participant's account, to the company
selected by the Plan to provide annuity options to
participants. Participant will be required to submit
properly completed forms to GREAT WESTERN in a time frame
necessary to effectuate the "payment begin date"
requested by participant.
GREAT WESTERN shall offer to participants for
distribution of their account a designated amount payment
option. Payments shall be made on a monthly, quarterly,
semi-annual or annual basis as specified by the
participant, in equal installments (not less than $25.00
per payment) until the amount applied, adjusted each
business day for investment results, is exhausted.
The final installment will be the sum remaining at the
time such payment is due.
GREAT WESTERN shall also offer to Plan participants a
designated period payment option with a variable payment.
Payments shall be made monthly, quarterly or annually for
any specified number of years as permitted by the Plan,
at the discretion of the Plan participant. The amount of
each variable payment shall be determined by dividing the
Participant's current portfolio balance by the number of
r...ininq payments.
All payment options are available for all investment
options. Participants selectinq the options in D or E
above shall be subject to the same fees and charges, and
permitted the same exchange opportunities, as an active
or inactive participant as defined by the Plan.
Processing of these options will be completed by GREAT
WESTERN upon receipt of properly completed forms, in a
7
H.
8.
time frame necessary to effectuate the "payment begin
date" requested by participant of either the first or the
fifteenth of the month. All distributions will be made
pro-rata from each of the Participant's investment
options.
G.
GREAT WESTERN will be responsible for preparing and
filing all reports required by federal and state taxing
authorities through the effective date of the termination
of the contract. AGENCY shall be responsible for all
reporting requirements for periods prior to the effective
date of this contract, or after the termination date of
this contract. GREAT WESTERN will be responsible for the
annual filing of individual 1099 or W-2 forms, unless by
contract between AGENCY and an Investment Provider, the
forms are prepared by the Investment Provider that
provides annuity payments to participants. GREAT WESTERN
shall withhold income taxes from distributions as
required, and remit said taxes to appropriate regulatory
authorities. GREAT WESTERN shall also prepare and file
periodic and annual tax returns for said amounts
withheld.
GREAT WESTERN agrees to provide plan participants
anticipating retirement or other separation from service
with illustrations indicating monthly benefit payments at
an assumed interest rate for savings accounts or an
assumed rate of earnings for mutual fund investments.
Such assumed interest rate or rate of earnings shall be
for illustration purposes only. The actual interest
rate/yield paid on savings products during distribution
shall change quarterly and shall always be as described
in Section 4 above. For mutual funds, earnings will be
those actually earned.
TERMINATION: Upon the effective date of termination of this
Agreement, the following shall occur:
a.
b.
c.
GREAT WESTERN will no longer accept deferrals. In
addition, upon notification of termination, GREAT WESTERN
will cease opening GWBCDs.
GREAT WESTERN will provide AGENCY a copy of all records
relating to participant sub-accounts, in hard copy or
such other form as mutually agreed upon between GREAT
WESTERN and AGENCY, within ninety (90) days after the
effective date of termination.
If termination is due to either party exercising the
right of termination described in Section 2 above, within
90 days of the effective date of termination, GREAT
8
9.
~
1
2
3
4
5
d.
WESTERN shall transfer savings account balances (less any
early withdrawal penalty imposed on GWBCDs) to AGENCY, or
to such other entity as AGENCY may designate in writing.
GREAT WESTERN reserves the right to maintain GWBCDs until
maturity. Mutual funds will be transferred to AGENCY or
to such other entity as AGENCY may designate in writing.
Notwithstanding any provision to the contrary, if
termination is for Cause (as that term is herein
defined), the disbursement of funds shall occur within
forty-five (45) days of the effective date of
termination.
e.
Accounts in distribution will be transferred to AGENCY or
its designee in accordance with the time frame described
above.
f.
The transfer/termination fee described below.
FEES AND EXPENSES:
Plan:
In consideration of its services under the
A.
A fee will be charged by GREAT WESTERN. The
determination of the amount of the fee will be based upon
the Plan's total assets being serviced by GREAT WESTERN
("Total Plan Assets"). This fee will be applied to the
value of the Participant's non-savings investments for
which GREAT WESTERN is providing administrative services.
The fee will be calculated and assessed on applicable
Participant accounts balances on the last day of each
month. The fee categories or "bands" are as follows:
Total Plan AnDY.ù Monthlv
AIUll lu. lu.
$ 0 - $999,999 .80\ .0666\
$ 1,000,000 - $ 4,999,999 .45\ .0375\
$ 5,000,000 - $ 9,999,999 .34\ .0283\
$10,000,000 - $19,999,999 .30\ .0250\
~ $20,000,000 .28\ .0233\
B.
The band assignment for the first quarter of this
contract will be based upon the reasonable, good faith
representation AGENCY makes to GREAT WESTERN about the
dollar amount of the AGENCY's Total Plan.Assets (savings
and non-savings options). If services commence during
the first 60 days of a calendar quarter, AGENCY shall
have until the last day of that calendar quarter to reach
the dollar level to support the band assignment. If
services commence during the last 30 day's of a calendar
quarter, AGENCY shall have until the last day of the next
9
C.
D.
E.
F.
G.
10.
following calendar quarter to reach the dollar level to
support the band assignment. If at the end of the stated
calendar quarter, the actual dollar amounts of Total Plan
Assets are different from the amount represented by
AGENCY, then AGENCY shall be placed into the band which
reflects the actual Total Plan Assets. The fee for the
first month of this contract will be prorated for the
number of days in the month for which services are
provided.
Before AGENCY shall be subsequently placed into another
band, AGENCY's Total Plan Assets must be of a dollar
amount to justify the change at the end of two
consecutive quarters.
AGENCY may cause its fee to be reduced by using automated
transmission of participant and deferral information.
This transmission must be in a format designated by GREAT
WESTERN. Use of this option will reduce the annual fee
by.01'. When available, AGENCY may also reduce its fee
by use of the automated voice response system. Use of
this option will reduce the annual fee by .01'.
GREAT WESTERN will deduct the fee from each Participant
sub-account at the end of each month. Except for the
first month of this contract, fees will be assessed
against the Participants sub-account commencing with the
first month of this contract.
There shall be a Transfer/termination fee not to exceed
$25.00 per participant, only when either the individual
participant or AGENCY elects a total Plan transfer or
termination from the GREAT WESTERN Plan. In any other
situation, no fee shall be assessed. In addition, this
fee shall not be assessed if this contract is terminated
by AGENCY for cause.
The fees associated with each band will remain in effect
until June 30, 1996 (unless the contract is terminated
sooner by either party). Any change shall be effective
30 day's after written notice is provided to AGENCY.
CONFIDENTIALITY: GREAT WESTERN agrees that all information
supplied to and all work processed or completed by GREAT
WESTERN shall be kept confidential and will not be disclosed
except as required by law.
PRIVITY OF CONTRACT: GREAT WESTERN and Plan Participants
shall have no privity of contract with each other.
11.
10
12.
13.
14.
15.
16.
17.
18.
TITLE AND OWNERSHIP: In accordance with the provisions of
Internal Revenue Code Section 457, all account(s) established
under this Agreement shall be held in the name of AGENCY.
CIRCUMSTANCES EXCUSING PERFORMANCE: Neither party to the
Contract shall be in default by reason of failure to perform
in accordance with its terms if such failure arises out of
causes beyond reasonable control and without fault or
negligence on their part. Such causes may include, but are
not limited to, acts of God or public enemy, acts of the
government in either its sovereign or contractual capacity,
fires, floods, epidemics, quarantine or restrictions, freight
embargoes, and unusually severe weather.
INDEMNIFICATION: GREAT WESTERN agrees to be solely
responsible to AGENCY for any and all services performed by
GREAT WESTERN, its agents or its èmployees under this
Agreement. GREAT WESTERN shall be responsible for any error
or negligence committed by GREAT WESTERN, its agents, or its
employees. AGENCY shall be responsible for any error or
negligence committed by AGENCY, its agents or its employees.
ASSIGNABILITY: No party to this Agreement shall assign the
same without the express written consent of the other party,
which consent not to be unreasonably withheld. This provision
shall not restrict GREAT WESTERN's right to delegate certain
recordkeeping or other services to an agent. Unless agreed to
by the parties, no such assignment shall relieve any party to
this Agreement of any duties or responsibilities herein.
PARTIES BOUND: This Agreement and the provisions thereof shall
be binding upon and shall inure to the benefit of the
successors and assigns of the respective parties.
APPLICABLE LAW: This Agreement shall be construed in
accordance with the laws operating within the State of
California.
ARBITRATION: Any dispute which arises between the parties
with respect to any of the terms of this Agreement, whether
such dispute arises during the term of the Contract and any
extension period, or after the termination, shall be resolved
through binding arbitration. Arbitration shall be conducted
in accordance with commercial rules of either the American
Arbitration Association ("AAA") or the Judicial Arbitration
and Mediation Service ("JAMS"). Each party agrees to waive
its right, if any, to a jury trial and punitive damages. Each
party shall bear its own costs, including attorney fees,
related to the arbitration proceedings.
11
19.
20.
21.
22.
23.
UNLAWFUL PROVISIONS: In the event any provisions of this
Agreement shall be held illeqal or invalid for any reason,
said illegality or invalidity shall not affect the remaininq
parts of the Agreement, but the same shall be construed and
enforced as if said illegal or invalid provision had never
been inserted herein. Notwithstandinq anythinq contained
herein to the contrary, no party to this Aqreement will be
required to perform or render any services hereunder, the
performance or rendition of which would be in violation of any
laws relating thereto.
MODIFICATION: This writing is intended both as the final
expression of the Aqreement between the parties and as a
complete statement of the terms of the Aqreement, pursuant to
California Code of Civil Procedure Section 1856 or its
successor(s). No modification of this Agreement shall be
effective unless and until such modification is evidenced by
a writing siqned by both parties.
NO WAIVER: The failure of either party to enforce any
provision of this Agreement shall not be construed as a waiver
of that provision or of any other provision in the Agreement
and either party may, at any time, enforce the provision
previously waived, unless a modification to this Aqreement has
been executed.
SEVERABILITY: The provisions of this Contract are severable,
and, if for any reason a clause, sentence, paraqraph, or other
part of this Contract shall be determined to be invalid by a
court or federal or state agency, board, or commission having
jurisdiction over the subject matter thereof, such invalidity
shall not affect other provisions of this Contract which can
be qiven effect without the invalid provision.
NOTICES: All notices and demand to be qiven under this
Agreement by one party to another shall be given by certified
or United states mail, addressed to the party to be notified
or upon whom a demand is being made, at the respective
address.s set forth in this Agreement or such other place as
either party may, from time to time, designate in writing to
the other party. Notice shall be deemed received on the
earlier of, three days from the date of mailing, or the day
the notice is actually received by the party to whom the
notice va. sent.
12
BXBJ:BJ:T A
AMERICAN FUNDS GROUP
Bond Fund of America
Growth Fund of America
Income Fund of America
Investment Company of America
TWENTIETH CENTURY INVESTORS
Balanced
Growth
Select
Ultra
SIERRA TRUST FUNDS
Corporate Income Fund
Emerging Growth
Growth & Income
International Growth
Term Global Government
U.S. Government Fund
Short
Fund
FIDELITY FUNDS
Equity-Income
Growth & Income
Magellan
Puritan
Retirement Growth
PAX WORLD FUND INC.
Pax World Fund
Exhibit B - Agency Payroll and Reporting Procedures
1.
Payroll Information Provided by Agency
In order to assure efficient administration and processing of employee
deferrals, the Agency is requested to provide certain payroll information.
Please complete the "Notification Memo" (Attachment 1) indicating the listing
of the Agency's upcoming pay dates (If the Agency has more than one
payroll frequency, please indicate the periods and dates for each payroll
frequency). If deferrals are deducted on all paydates, so indicate. If not,
please indicate paydates for which no deferrals are made.
2.
Initial Authorization for Payroll Reduction
Plan representatives will obtain an initial "Authorization for Payroll Reduction"
form (see Attachment 2) signed by each participating employee. The Plan
Administrator will accept such form(s), prepare a weekly Letter of
Transmittal and send both the formes) and letter to the Agency's Payroll
Department. The "Authorization for Payroll Reduction" forms are maintained
by your payroll department as the official record and authorization of your
employee's election to defer and of the amount of their deferral each pay
period for which reductions are scheduled.
The reduction in pay for deferred compensation should be made prior to all
other withholdings exceot those withholdings for FICA taxes, city or local
taxes, legal garnishments, and any monthly health insurance premiums.
If the full amount is not available after the above deductions from an
employee's gross compensation, a partial deferral may be made. In the
event of a payroll calculation error, a "made-up" deferral can be remitted
and reported on a separate record which indicates the original pay date.
Please do not accumulate and forward deferral amounts from two pay
periods as one amount on a single record. Such a practice can create
confusion and possible errors in the employee's account.
3.
Changes to Authorization for Payroll Reduction
GWB recognizes that participating employees may request changes to the
amount of their deferrals from time to time. The Agency should effect such
contractual changes only when they have received the written authorization
on the "Authorization for Payroll Reduction" , dated subsequent to the
original form, which is signed by both the participating employee and by
GWB and is formally transmitted to Agency's payroll department as in
paragraph 2 above. Such new form will contain the payroll date for which
such change shall be effective. Please see Attachment 2.
ExhlbitB.doc-5/93-sb
4.
Reporting Deferred Amounts to GWB
Please indicate on the Notification Memo which of the following Reporting
Procedures will be followed by your Agency.
A.
Manual Reporting
GWB will prepare, for each scheduled payday, a computer-printed
'Payroll Reduction Usting' (Attachment 3) specifying in social security
number sequence (name sequence if requested), each participating
employee who has a deferral scheduled for that paydate, the
respective amounts to be deferred by each and the total of all
deferrals scheduled on that payday. This listing or billing will be
mailed to the Employer approximately seven (7) days prior to each
paydate for which deferrals are scheduled. Upon receipt of this
listing, the Employer reconciles it with his records, notes any
discrepancies and makes any required corrections manually by
indicating them in the 'Comments' section on this computer billing.
The Employer also reports any Termination of Employment,
Retirement, Claim for Disability, Leave of Absence, partial or 'made-
up' deferral or change in the payroll mode, if applicable, for any
participating employee by indicating this information on the computer
billing in the 'Comments' section. The Employer should, as required,
adjust the total of all participant deferrals as shown at the bottom of
the Payroll Reduction Usting. The returned copy of the 'Payroll
Reduction Usting' should be signed by the individual submitting the
report.
B.
Computerized Reporting
In lieu of the above procedures the Agency may report deferral
information in a computer format as shown in Attachment 4.
Please indicate which one of the following methods of will be used:
1. Telephone Transmission of file over telephone lines
2. Tape Cartridge by One/half (1/2) inch
3. Magnetic Reel tape (6250 bpi)
4. Diskette (3 1/2 or 5 1/4 inch)
5.
Forwarding of Deferred Amounts to GWB
It is important that the check and payroll data be mailed on or before each
scheduled payroll reduction payday so that the deposits to the options are made
on time. Then forward payment for the total amount together with the respective
reconciled manual billing, tape cartridge, tape reel or diskette and mail each
scheduled payday to:
ExhlbItB.doc-5/93-sb
------
Great Western Bank Processing
Lock Box XXXX
Columbus, Ohio 432XX-XXXX
If telephone transmission is used follow the instructions provided subsequently for
your specific transmission. Rather than mailing check to the bank the total amount
may also be forwarded by wire transfer to:
Great Western Bank
Account Number:
FBG
Aaencv Name
(Arly corrected or 'made-up' deferrals should be sent to the same address as the
original deferrals.)
Reconciliation of Payments
6.
As payments and associated detail are received, they will be reconciled to the
records that were entered on the computer from the Participation Agreements and
the 'Authorization for Payroll Reduction' forms. If errors are noted, the Employer
will be so notified of any discrepancy.
If a payment of a deferred amount is inadvertently omitted for a participating
employee and no reason is stated for the omission (e.g., employee on leave,
sufficient funds not available), then the deferral amount should be induded on the
subsequent payroll report. Please list separately each participating employee's
deferred amount from a prior pay date.
7.
Periodic Statements and Reports
Quarter1y statements will be provided to participating employees in the timeframes
set forth in the contract, and will show total deferrals for the period and the
account value as of the quarter end.
GWB will also provide the Agency a total plan statement listing the total value of
amounts deferred by its participating employees, net of any benefit disbursements
as of the valuation day. The value of the deferred compensation account as of
your calendar (fiscal) year-end should be reported on your financial statements in
accordance with GAS.B. requirements.
ExhlbItB.doc-5/~-sb
8.
Benefit Payouts
GWB will cause the disbursement of all benefit amounts directly to participating
employees or their beneficiaries and will cause on behalf of the Agency, all
reporting and withholding responsibilities as required by federal and state
regulatory authorities on those amounts which they distribute directly to the
employees and which result from the occurrence of a benefit event. Over-deferral
of allowable IRS maximum amounts will be refunded to the Agency for repayment
to the Employee.
9.
Year-End Reports to IRS by Agency
All amounts deferred under the Plan within the limits provided by the federal
legislation are not "wages" and are not subject to Federal and State income tax
withholdina. These amounts are, therefore, not to be included as taxable wages
on the W-2 reports to the IRS. However, they may need to be included in the
amount reported to local or municipal taxation departments. Local tax may need
to be paid on all deferred amounts.
The total deferred compensation amount for the calendar year is reported as an
additional informational item (block 6 and block 17) on the W.2 form. This helps
viewers of the W-2 form understand the discrepancy which will exist between
wages reported for Federal and State purposes and wages earned for local or
municipal purposes. These instruments may be revised as the IRS changes Form
W-2.
10.
Notification of Agency
After review of these procedures and implementation by the Agency's governing
body, the Agency is requested to acknowledge receipt of and agreement with
these procedures, by completing and returning the attached "Notification Memo".
ExhibitB.doc-5/93-sb
Please complete and return
NOTIFICATION MEMO
Attachment 1
e:
To:
Great Western Bank Deferred Compensation Processing
P.O. Box)()()()(
Columbus, Ohio 43220-)()()()(
From: Employer Name:
Address:
Federall.D.#:
Employer Code:
County:
State:
I. PAYROLL IMPLEMENTATION DATE
a. Wa have raceived a copy of the .GWB Deferred Compensation Plan Administration Agreement. and the 'Agency
Payroll and Raportlng Proceduras'. We will process daferrals In accordance with the 'Agency Payroll and
Reporting Procedures' effective with pay dates on or after . 19_.
b. We will remit amounts deferred to your office each pay date by - check or - wire.
c. We will report deferred amounts:
(PI.... _lite on.)
Tranemleslon over te¡eDhone line
TaDe cartridge (112 In c h
9 Treck Reel Tape (&250 BPI
Diskette 3 -1/2 or 5 114 Inch
Manua.
II. PAYROLL DATA
Please complete the chart below for each different pay schedule or mode. (Attach separate sheet If necessa'Y.)
Plesse note sny exceptions or differences In psydates versus deferrsl dates In III. 'Other Information' below.
. ... am
...'~ P8Id .
..,... . Mode
b. The Inltisl snd smended 'Psyroll Reduction Authorization' forms and Lellal'S of Transmittal should be sent to:
NAME: TITLE:
ADDRESS:
c. 'Payroll Reduction UsUngs' (Billings) should be sent prior to each paydate to:
NAME: TITLE:
ADDRESS:
III. OTHER INFORMATION
Information Submitted by:
Title
Phone
Name
Attachment 2
I.
AUTHORIZATION FOR PAYROLL D£DUCTION
I ......., -- my """*""' to .... ... -.g paynIII - .- om. ... pey - 01
,.....-"' ONEWAUTHOfUZA11ON OAMENCMENT
...y....,
£~.
PAYROUOAT1!S
PAYEA PAY PERIOC> lEG.
EMI'LCI\'ÐO PAY PE""'" E.O.
DEPT. OAT1!PAIO
E~-
5.5.1
-----"":
-..---.....--..----.......,
-""-"'-""- --"---"-
_"'_A_-__-"""-"--
---'--...--.
I~"-
Acc8pIed lor 1118 l'18li(8)
1-
By:
-
GREATWESTERN BANK §!¡!j
A Federal SavIngs Bank
PAYROLL DEFERRAL BILLING
NOOOO
YOUR EMPLOYER, INC.
AlTN: PAYROLL DEPT.
123 ANY STREET
P.O. BOX 000
YOUR CIlY/TOWN, 8T 12345
Need Assistance? (800) 123-4567
Attachment 3
Post Otf<:e Box 6350
Nonhridge. Calðo<"'" 91328
Mail within 3. days of pay date to:
Great Western Bank Recordkeeplng Service
1550 Old Henderson Road, Ste. 8-100
BI-WEEKLY Payroll Dated 00/00I0O P.O. Box 20629
BOB Billing no. 00000oo Columbus, OH 43220-0629
*** Please verify and retI.rn annotated copy of reconciled billing statement ***
Employee Pre Tax Acoount
Expected Actual If
Deferral Different
Soc. Sec. No.
Name
Reason for Change
In Deferral Amount
17'-45-6789
2 )6-7891
34<.-67-8912
456-78-9123
567-89-1234
678-91-2345
789-12-3456
891-23-4567
912-34-5678
012-34-5678
876-54-3210
TOTAl EMPLOYEES
Anders, Andy
Beckers, Becky
Charles, Chip
Davis, Diane
Engles, Edward
Fredericks, Fred
Gish, Gilbert
Howard, HUIary
Inman, Ida
Jones, Josephine
Keihler, KelBe
40.00
150.00
10.00
50.00
288.00
300.00
50.00
50.00
300.00
52.00
300.00
11
TOTAl BILLED
1,590.00
Billing No.
0 123456
Amount
Payroll End
00/00/00
Dept Number
NOOOO
Check Number
This Ust Has Been RevIewed
And Certified As Correct By:
x
A. Magnetic Tape or Diskette Requirements
Attachment 4
1.
Telephone Transmission
2.
Cartridae
PC Dial Up
2400 Baud Hayes Compatible
ASCII Format
IBM 3480 Compatible
18 Track
EBCDIC
3.
Maanetic Reel Tace
4.
Diskette
0 3-%
or
0
5-""
Record Length = 100
Block Length 5,000
9 Track
6250 BPI or 1600
STD IBM Labels (Preferred)
IBM PC Compatible
ASCII Fixed Length
Fields (Cobol, Dbase, etc.)
51/4" 1.2 meg
5.5" 1.44 mag
B. Deferral Transmission Record Layout From Employer Each Paydate
Field Start End Length Type Description
1 1 09 9 N Social Security Number
2 10 15 6 A Payer Code (assigned by NDC)
3 16 21 6 A Employer Code (assigned by NDC)
4 22 27 6 A Department Code (assigned by NDC)
5 28 35 8 N Pay Date (YYYYMMDD)
6 36 36 1 A Plan Type (7 - 457 Plan)
7 37 37 1 A Deferral Type (B - Before Tax $)
8 38 44 7 N Base Salary /Wages per pay (2 Decimal)
9 45 51 7 N Adjusted Gross Salary ¡wages this pay (2 Decimal)
10 52 56 5 N Defenal Percentage (3 Decimal)
11 57 63 7 N Actual Dollars Deferred This Pay (2 Dectmal) (Required)
12 64 93 30 A Employee Name (Last. First MI)
13 94 102 9 A Employee Number (Optional)
A = Alphanumeric field
N = Numerics Only field (Zero Fill)
If a percentage of pay is not used field 10 is optional. If the amount in field 11 is a
percentage of field 8 or field 9, the respective field is required along with field 10.
ExhlbItB.doc-5/93-sb
If to GREAT WESTERN
If to AGENCY
GREAT WESTERN BANK
Deferred Compensation Department
19850 Plummer Street
Chatsworth, California 91311
Attn: Roy Leff
Attn:
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
effective on the date first written above.
AGENC'y
B\DISTRICT ~NAGER:
W~~H .~~
BY PRESIDENT:
DA~~(¡Z3
GREAT WESTERN
"
BY:
/--
'( .
...,' 'y',',,'CI
\,' "~\
(lAt,I,'" ",',./,,','Y./il
./J,. Will <LL- "
PRESlbENT '1 ~.-
~I ~~
VICE
DATE SIGNED:
~~/r:; '1]
A Federal Savings Bank
G REÄf WESTERN BANK ~
t9BSD Piummer Sireet
Chalsworth, California 91311-569B
(B1B) 775-6631
(BOO " 252-7800
June 8, 1993
Beth stone
Administrative Services
SAN DIEGUITO WATER DISTRICT
59 East "D" Street
Encinitas, CA 92024
Dear Ms. Stone:
As you know, companies often review their products to determine
their propriety in the current environment. During the past
several months, Great Western management has studied its Deferred
Compensation Plan program and realized changes were needed for the
program to better serve the interests of your Agency, the Plan
Participants and Great Western Bank. While other federally insured
institutions have discontinued offering deferred compensation
products, we wished to take the actions necessary to permit us to
remain in this business. We believe the proposed restructuring of
the program will enable us to do that.
In recognition of your Agency's desire to provide your participants
with a federally insured savings account in a safe, strong
institution, the heart of this program will remain federally
insured savings products: the Great Western Bank Liquid Account
and 3 and 5 years certificates of deposit. In addition, mutual
fund investments, which are not federally insured, will also be
offered. The restructured program is described in the attached
proforma contract. Although you should read the contract carefully
before making any decision, the following is a summary of the
program features:
1)
The investment options are:
a.
a Great Western Bank Liquid Account (IIGWBLA") which will
earn a variable interest rate¡
b.
a certificate of deposit with either a 3 year or 5 year
term, which will earn a fixed interest rate for the term
("GWBCD")¡
c.
mutual funds.
2)
Balances in federally insured savings accounts are insured to
$100,000 per participant. Amounts in federally insured
savings accounts exceeding $100,000 will be collateralized in
accordance with applicable law.
3)
Enhanced recordkeeping services will be provided for
Participants and your Agency. These include improved
processing of all payroll deferrals and investment changes,
improved reporting of account balances, telephone transfer
capability for investment changes by participants, daily
pricing of investment options, improved statements to
participants and enhanced retirement planning and benefit
payout calculating services.
We hope you will agree this new program will serve your
participants better, permitting them to maintain their relationship
with Great Western, while furnishing increased services. Please
contact your regional deferred compensation representative within
the next 45 days to advise him/her of your Agency's intention with
respect to signing this new contract.
As you are aware, the contract between your Agency and Great
Western Bank permits either party to terminate without cause upon
providing applicable written notice described in your contract.
Therefore, please consider this letter to be Great Western's notice
of its intent to terminate your contract as of the date permitted
for termination without cause. On that date, interest on the GWBIA
account will no longer be indexed and the account will, in effect,
become the GWBLA described in the proforma contract. This notice
and the prospective changes apply to both your regular 457 Plan and
your PST Plan, if you have one.
Great Western Bank will continue to accept deferrals from
Participants, however, no additional GWBCDs will be opened by Great
Western starting with the day following the date of this letter.
Existing GWBCDs may remain on deposit with Great Western Bank until
maturity. As stated above, GWBCDs may be opened when a new
contract is executed.
To facilitate the smooth transition to this new program, upon
receipt of your decision with respect to this contract Great
Western will advise you of the time frame for your agency's
transition. If your Agency has special needs you would like Great
Western to consider, please let us know as soon as possible.
We look forward to continuing our mutually beneficial relationship.
. . ',,¡e'ffrey Sharp
"1 ;,.'1' ví~ President
.~
, Sincerely, .,
'.":) (; ;
J ," .,. ,¿ ':;:'.-...J-',
I -'
j
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