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WORK MAY PROCEED
CLERK OF COUNR
n, r� APR 16 2010
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Amendment No, 3
Attached to and Forming part of
AGREEMENT FOR RECORDKEEPING AND COMMUNICATION SERVICES
§457 Deferred Compensation Plan
GROUP #98280-01
A-2017-256
THIS AMENDMENT NO. 3 is entered Into by and between Great -West Life & Annuity Insurance
Company ("Great -West"), and/or any successor, assign or affiliate, and the City of Santa Ana ("the
Plan Sponsor") with respect to the services to be provided by Great -West to the City of Santa Ana 467
Deferred Compensation Plan (hereinafter referred to as the "Plan").
Effective September 22, 2014, Great -West and the Plan Sponsor entered Into the Agreement for
Recordkeeping and Communication Services ("Agreement"), under which Great -West provides certain
recordkeeping and communication services for the Plan Sponsor with respect to the Plan; and
Effective December 10, 2015, Great -West and the Pian Sponsor entered into Amendment No.1
("Amendment No.1") to the Agreement, to renew the Agreement; and
Effective October 10, 2016, Great -West and the Plan Sponsor entered into Amendment No.2
("Amendment No.2") to the Agreement, to renew the Agreement; and
Effective August 1, 2017, the tem} of the agreement was extended by Plan Sponsor and Great -West;
and
Great -West and the Plan Sponsor have agreed that it would be mutually beneficial to amend the
Agreement to include addltionai services.
NOW THEREFORE, in consideration of the covenants and conditions herein contained, and other
good and valuable consideration as herein provided, the parties agree to amend the Agreement as
follows:
1. Section IX Agreement Term and Termination is amended to extend the term of the Agreement
up to and including December 31, 2017,
2, Section II.M. of the Agreement shall be deleted in Its entirety and all subsequent sections shall
be re -numbered accordingly.
3. A new Section i, shall be added to the end of Section Ili. as follows:
Plan Sponsor's approved model form of QDRO for the Plan is attached to this Agreement. Plan
Sponsor hereby Instructs and authorizes Great -West to treat as qualified each QDRO received
by Great -West in good order using the model QDRO form, or a form that is similar in all material
respects to the model CORO fort. Plan Sponsor instructs Great -West to process the QDRO,
without Plan Sponsor's further approval, by establishing a separate account for the Alternate
Payee or making a lump sum distribution to the Alternate Payee. Plan Sponsor Instructs Great -
West to send a copy of each QDRO confirmation or rejection letter to Plan Sponsor.
City of Santa Ana Service Agreement Amend No 3
Plan Sponsor further instructs Great -West to process, without Plan Sponsor's further approval,
all requests, received in good order and in a manner acceptable to Great -West, for distributions
from Alternate Payee accounts established before or after the Effective Date. Plan Sponsor
instructs Great -West to calculate any Alternate Payee's QDRO amount based solely on the
Participant's account records on Great -West's reeordkeeping system, and to reject any QDRO
that specifies a valuation date prior to the Effective Date.
Plan Sponsor agrees to make determinations with respect to any orders received that are not
materially similar to the model QDRO form for reasons other than the inclusion of a valuation
date that precedes the Effective Date."
4. A new Section J. shall be added to the end of Section IIh as follows:
"J Distributions Due to Unforeseeable Emeroencies
Plan Sponsor hereby instructs and authorizes Great -West to process, without Plan
Sponsor's further approval, all Participant requests, received in good order and in a manner
acceptable to Great -West, for distributions due to unforeseeable emergency resulting in a
severe financial hardship to the Participant or Beneficiary that cannot be alleviated by any other
means available to the Participant. Great -West shall only process such requests if they meet
the safe harbor defined in the Treasury Regulations, as described below. Plan Sponsor further
Instructs Great -West to rely on any and all representations made by a Participant in a request,
The following situations shall qualify for a distribution under this section:
1. An illness or accident of the Participant or Beneficiary, the Participant's or Beneficiary's
spouse, or the Participant's or Beneficiary's dependent (as defined in Code §152, and for
taxable years beginning on or after January 1, 2005, without regard to §152(b)(1), (b)(2) and
(d)(1)(B));
2. Loss of the Participant's or Beneficiary's property due to casualty;
3. The following extraordinary and unforeseeable circumstances, If they arise as a result of
events beyond the control of the Participant or Beneficiary:
a) The imminent foreclosure of or eviction from the Participant's or Beneficiary's primary
residence;
b) The need to pay for medical expenses, including nonrefundable deductibles, as well as
the cost of prescription drug medication; and
c) The need to pay for the funeral expenses of a spouse or a dependent (as defined in
Code §152, and for taxable years beginning on or after January 1, 2005, without regard to
§152(b)(1), (b)(2) and (d)(1)(13)) of Participant or Beneficiary.
Except in extraordinary circumstances, the following are examples of situations that shall NOT
qualify for a distribution under this section.
1. Purchase of real estate;
2. Payment of college tuition;
3. Unpaid rent or mortgage payments, except in the event of imminent foreclosure
or eviction;
4. Unpaid utility bills;
5. Loan repayments;
City of Santa Ana Service Agreement Amend No 3
9
14*
6. Personal bankruptcy (except when resulting directly and solely from illness,
casualty loss or other similar extraordinary and unforeseeable circumstances beyond
the Participant's or Beneficiary's control);
7. Payment of taxes, interest or penalties; or
8. Marital separation or divorce.
Plan Sponsor will make determinations with respect to any unforeseeable emergency
distribution request that does not clearly fall within the guidelines set forth above.
In the event of any changes to applicable
Treasury Regulations, Great -West may revise
time and without further notice to Plan Sponsor.
In effect until revoked by either party.
law, including the safe harbor defined in the
this authorization and instruction from time to
This authorization and instruction shall remain
In order to receive this service, Plan Sponsor must also utilize Great -West's beneficiary
recordkeeping and deferral recordkeeping services.
For each Participant receiving an unforeseeable emergency distribution, Pian
Sponsor instructs Great -West to notify Plan Sponsor to suspend elective deferrals for the period
required by the Plan, If any. Great -West is instructed to deny any request where the
unforeseeable emergency event occurred prior to the Effective Date, or more than one year
prior to the date the request is received. Great -West may contact Plan Sponsor for direction
when unusual situations arise. For each request that is denied or that cannot be processed due
to its failure to satisfy an unforeseeable emergency event. Plan Sponsor instructs Great -West to
notify the Participant to contact Plan Sponsor if the Participant wishes to appeal the
determination."
A new Section K. shall be added to the end of Section Ill. as follows:
"K Distributions Due to Severance from Employment for Reasons Other than Death or Disability
Plan Sponsor hereby instructs and authorizes Great -West to process, without Plan
Sponsor's further approval, Participant requests for distribution due to severance of
employment for any reason other than death or disability, provided such requests are received
in good order and in a manner acceptable to Great -West.
In order to receive this service, Plan Sponsor must also utilize Great -West's vesting tracking
service, if the Plan has a vesting schedule. If Plan Sponsor has not provided a Participant's
termination date or other required information, Plan Sponsor instructs Great -West to route the
request to Plan Sponsor for approval before processing the distribution. For spousal consent
purposes, Plan Sponsor instructs Great -West to rely on the marital status specified by the
Participant in the request form."
In all other respects the Agreement shall remain in full force and effect.
This Amendment No. 3 will take effect on September 30, 2017 (the "Effective Date") upon being
executed by both the Plan Sponsor and Great -West.
(Signature page to follow)
City of Santa Ana Service Agreement Amend No 3
IN WITNESS WHEREOF, the parties have caused this Amendment No. 3 to the Agreement to be
executed, in duplicate, by their respective officers and agents thereunto duly authorized.
For The City of Santa Ana
Signature: See attached signature page— Date
Z
Title:
For Great -West Life & Annuityy I rurance Company e
Signature: t �- 7 Date 1 ! 7
Name: Daniel A. Morrison
Title: Senior Vice President Government Markets
City of Santa Ana Service Agreement Amend No 3
ATTEST:
w
APPROVED AS TO FORM:
SONIA R. CARVALMO
City Attorney
Laura A. Rossini
Senior Assistant City Attorney
RECOMMENDED FOR APPROVAL:
CITU OF SANTA ANA
Raul Godi z;'II
City Manager
FRANCISCO GUTIERREZ
Executive Director of Finance and Management Agency