HomeMy WebLinkAbout2022-206DocuSign Envelope ID: 924COABD-8341-4698-AD6B-D714CC08FOB9
FIRST AMENDMENT TO THE ADMINISTRATIVE SERVICES AGREEMENT FOR THE
GOVERNMENTAL 457(b) DEFERRED COMPENSATION PLAN OF INDIAN RIVER
COUNTY
This first Amendment to the Administrative Services Agreement ("Amendment") is effective on
the date written below by and between Nationwide Retirement Solutions, Inc., a Delaware corporation
(hereinafter "Nationwide"), and [Plan Sponsor Name], the Plan Sponsor (hereinafter "Plan Sponsor")
WHEREAS, Plan Sponsor and Nationwide executed the Administrative Services Agreement for
itself, its employees, and any special districts governed by the Indian River Board of County
Commissioners, the Tax Collector, the Clerk of Courts, the Property Appraiser, the Supervisor of Elections
and their respective employees a deferred compensation program ("Agreement") between Nationwide and
Plan Sponsor on the 15th day of August 2017, under which Nationwide agreed to provide administrative
services to the Plan Sponsor's Deferred Compensation Plan (hereinafter "Plan"); and
WHEREAS, Plan Sponsor has decided to move all plan assets to a successor service provider
except those assets in the Nationwide Fixed Account, and
WHEREAS, Plan Sponsor desires to leave assets in the Nationwide Fixed Account on an
investment only basis, and
WHEREAS, Nationwide is willing to hold the assets currently in the Fixed Account and credit
investment returns.
NOW, THEREFORE, Plan Sponsor and Nationwide hereby mutually agree to the following:
The Administrative Service Agreement for the Plan is hereby amended to remove any Nationwide
responsibility not related to maintaining the existing Fixed Account. From the date of this Amendment,
Nationwide will provide the Fixed Account as an investment only accommodation. The assets in the
account will be credit with a rate of return equal to 2.50% until 12/31/2022. Future quarterly crediting
rates will be determined on a quarterly basis by Nationwide and may vary based on market conditions and
investment performance. No new contributions for the Plan will be accepted into the Fixed Account.
Nationwide will process distributions from the Fixed Account in accordance with its normal business
practices as agreed upon by the Plan Sponsor.
Section 3. TERM is hereby deleted and replaced in its entirety with the following:
3. TERM
This Agreement is effective until terminated in accordance with Section 8.
Section 4. COMPENSATION is hereby deleted and replaced in its entirety with the following:
4. COMPENSATION
A. As compensation for the performance of the Administrative Services provided by Nationwide
pursuant to this Agreement, the Plan Sponsor and Nationwide agree that Nationwide shall be
entitled to receive an annualized compensation requirement of 0.25% (25 basis points) of the
Plans account value held by Nationwide ("Compensation Requirement") to be calculated and
collected according to Nationwide's standard business practices. Nationwide's Compensation
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DocuSign Envelope ID: 924COABD-6341-4698-AD6B-D714CC08FOB9
Requirement will be taken in the form of an explicit asset fee applied against all Plan assets under
management. In addition to the foregoing, the parries acknowledge and agree that Nationwide
may receive revenue associated with annuity contracts.
Section 5. INVESTMENT OPTIONS is hereby deleted and replaced in its entirety with the following:
5. INVESTMENT OPTIONS
Plan Sponsor agrees to accept the terms and conditions of the fixed annuity contract.
Section 6. PARTICIPANT ENROLLMENT AND COMMUNICATION/EDUCATION SERVICES is
hereby deleted in its entirety and replaced with the following:
6. PARTICIPANT ENROLLMENT AND COMMUNICATION/EDUCATION SERVICES
A. SERVICES WITH RESPECT TO PARTICIPANT PLAN ACCOUNTS
1) Nationwide will provide a secure Internet site that complies with applicable data protection
and privacy laws. Using this site, participants may: (i) obtain information regarding their
accounts, and (ii) conduct certain routine transactions with respect to their accounts. The Plan
Sponsor authorizes Nationwide to honor instructions regarding such transactions that may be
submitted by a participant using the secure Internet site. Nationwide shall implement
reasonable physical and technical safeguards to protect personal information made available
on its Internet site. Nationwide shall establish safeguards that are no less rigorous than
generally accepted industry practices.
2) Participants will receive consolidated quarterly statements detailing their account activity
and account balances for the Plan. Participants shall be informed, via their statements, that
they must notify Nationwide of any errors within forty-five (45) days of receipt of their
statements or confirmation of their investments. Nationwide will not be liable for any errors
not reported within this time frame.
3) Nationwide agrees to deliver account statements (by U.S. mail or electronically) to
participants within thirty (30) calendar days after the end of each calendar quarter. This
timeframe is contingent upon Nationwide receiving fund returns from the mutual fund
providers within four (4) Business Days after the end of each quarter. If Nationwide does not
receive this information with four (4) Business Days, then account statements may be
correspondingly delayed and will be delivered as soon as administratively feasible.
4) Nationwide agrees to provide reports to the Plan Sponsor within thirty (30) days following
the end of each calendar year quarterly reporting period (March 31, June 30, September 30,
and December 31) summarizing the following:
a) All participant activity that transpired during the reporting period;
b) Total contributions allocated to each investment or insurance option under the Plan; and
c) Total withdrawals by participant. This report shall include the amount, type and date of
withdrawal.
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DocuSign Envelope ID: 924COABD-6341-4698-AD6B-D714CC08FOB9
5) Nationwide agrees to maintain, for a reasonable amount of time, the records necessary to
produce any required reports. Plan Sponsor agrees that all related paper and electronic
records shall remain the property of Nationwide.
B. DISTRIBUTIONS
1) Nationwide shall make all distributions as directed by the Plan Sponsor, in accordance with
the terms of the Plan Document, Fixed Annuity Contract and normal Nationwide processes,
with the exception of loans.
2) Nationwide shall furnish each participant, who has received a benefit payment, tax reporting
forms in the manner and time prescribed by federal and state law. Plan Sponsor shall be
responsible for all tax reporting requirements for periods prior to the effective date of the
original Agreement, or after the termination date of this Agreement, unless otherwise agreed
to in writing by the parties to this Agreement
3) To the extent required by federal and state law, Nationwide will calculate and withhold from
each benefit payment federal and state income taxes. Nationwide will report such
withholding to the federal and state governments as required by applicable law.
Section 7 PARTICIPANT SERVICES is hereby deleted and replaced in its entirety with the following:
7. PARTICIPANT SERVICES
CUSTOMER SERVICE
Nationwide's customer service representatives will be available toll-free to answer Plan Sponsor or
recordkeeper questions and process applicable transactions between the hours of 8:00 am. and 11:00
p.m. Eastern Time each Monday through Friday, and between the hours of 9:00 a.m. and 6:00 p.m.
Eastern Time each Saturday, with the exception of certain holidays as dictated by the New York Stock
Exchange holiday trading schedule.
The following provisions of the Agreement remain unchanged.
Section 1. Designation, Section 2, Appointments and Responsibilities, Section 8. TERMINATION, Section
9. DEFAULT, Section 10. ASSIGNABILITY, Section 11. CONFIDENTIALITY, Section 12.
CIRCUMSTANCES EXCUISING PERFORMANCE, Section 13. INDEMNIFICATION, Section 14,
PARTIES BOUND, Section 15. PRIVITY OF CONTRACT, Section 16. APPLICABLE LAW AND
VENUE, Section 17. MODIFICATION, Section 18. NO WAIVER, Sectionl9. SEVERABILITY,
Section 20. AUTHORIZED PERSONS, Section 21. COMPLIANCE WITH THE LAWS, Section 22.
SURVIVAL OF REPRESENTATIONS, WARRANTIES and INDEMNITY, Section 23. ATTORNEYS"
FEES, Section 24. HEADINGS and Section 25. NOTICES
Except as otherwise amended herein, all other terms and conditions of the Agreement not in conflict shall
remain in full force and effect. If there is a conflict or ambiguity among the amendment and the Agreement,
the documents in the following order shall prevail and control: (1) this first Amendment and (2) the original
Agreement.
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DocuSign Envelope ID: 924COABD-6341-4698-AD6B-D714CC08FOB9
IN WITNESS WHEREOF, the parties hereto have executed this Amendment effective on the date first
written below.
APPROVED BY
Nationwide Retirement Solutions, Inc.:
L
Signed by:
At,By.3QC54EII4477_.
Printed Name: Catherine M (Katie) Moore
Title: AVP, operations - NRS
Date- 9/28/2022 1 9:23:22 AM EDT
[4]
APPROVED BY
County of Indian River
Plan Spon
By:
Printed Na CkE — lA)
Title: 51AAi CEJ t -n I n I f ircA b v,
Date: G4
Nationwide
is on your side
September 15, 2022
AndCo in care of the Indian River County 457(b) Plans:
Indian River County Property Appraiser
Indian River County Clerk of Courts
Indian River County BOCC
Indian River CountyTax Collector
Indian River County Supervisor of Election
Atm: Jennifer Gainfort, Consulting Department
531 W Morse Blvd., Suite 200
Winter Park, FL 32789
jenniferg@andcoconsulting.com
Re: Fixed Account Recordkeeping Services
Dear Ms. Gainfort,
Nationwide welcomes the opportunity to continue providing our recording keeping services for the
County's Nationwide Fixed Account assets. A summary of the accepted offer is below:
*Gross crediting rate resets quarterly and is determined separately from the GNUR. Future quarterly crediting
rates are determined on a quarterly basis by Nationwide and may vary based on market conditions and
investment performance.
Please feel free to contact me at 470-216-6872 or russeg4na,nationwide.com with any questions.
Sincerely,
Greg Russell
Program Director
cc: Jonathan Gomes, Consultant Relationship Manager
Nationwide Retirement Plans 0 10 W. Natinnwiria Rlvri 0 Cnlumhim OH 43915
ADMINISTRATIVE SERVICES AGREEMENT FOR THE GOVERNMENTAL 457(b)
DEFERRED COMPENSATION PLAN OF INDIAN RIVER COUNTY
This Administrative Services Agreement ("Agreement") is effective on the date written below by
and between Nationwide Retirement Solutions, Inc., a Delaware corporation and an affiliate and subsidiary
of Nationwide Financial Services, Inc. (collectively referred to as "Nationwide"), and Indian River County,
the Plan Sponsor (hereinafter "Plan Sponsor").
WHEREAS, Plan Sponsor, pursuant to and in compliance with the Internal Revenue Code of 1986,
as amended (hereinafter referred to as the "Code"), established and sponsors a Section 457(b) Plan
(hereinafter the "Plan");
WHEREAS, Plan Sponsor has adopted and established for itself, its employees, and any special
districts governed by the Indian River Board of County Commissioners, the Tax Collector, the Clerk of
Courts, the Property Appraiser, the Supervisor of Elections and their respective employees a deferred
compensation program,
WHEREAS, the Plan Sponsor desires to have Nationwide perform the non -discretionary
recordkeeping and administrative services for the Plan described in this Agreement (hereinafter referred to
as "Administrative Services"); and
WHEREAS, Nationwide desires to provide such Administrative Services subject to the terms and
conditions set forth in this Agreement.
NOW THEREFORE, Nationwide and Plan Sponsor desire to enter into this Agreement and abide
by the terms therein.
1. DESIGNATION
Plan Sponsor designates Nationwide as Plan Sponsor's non -discretionary provider of
Administrative Services for the Plan in accordance with the terms of this Agreement.
2. APPOINTMENTS AND RESPONSIBILITIES
Plan Sponsor:
Plan Sponsor is responsible for maintaining the Plan and for maintaining the tax -qualified status of
the Plan. Plan Sponsor represents and warrants that the Plan has been properly adopted and
established in accordance with any applicable state or local laws or regulations governing the Plan
Sponsor's ability to sponsor the Plan. Plan Sponsor warrants that the Plan was established, and will
be maintained by Plan Sponsor, in accordance with the provisions of Section 457(b) of the Code.
Plan Sponsor further acknowledges and agrees the Plan Sponsor is an eligible governmental
employer as defined by Section 457(e)(1)(A) of the Code.
Plan Sponsor hereby appoints Nationwide to act as the Plan Sponsor's provider of Administrative
Services for the Plan. Any duties or services not specifically described herein as being provided by
Nationwide are the responsibility of the Plan Sponsor, unless specifically delegated to Nationwide
in the Plan document.
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Nationwide:
Nationwide will serve Plan Sponsor, in a non -fiduciary capacity, as the provider of Administrative
Services for the Plan Sponsor with respect to the Plan. Nationwide does not exercise any
discretionary control or authority over the Plan or the assets of the Plan, and this Agreement does
not require Nationwide to do so. Nationwide agrees to perform all Administrative Services for the
Plan Sponsor with respect to the Plan as described in this Agreement. This Agreement does not
require, nor shall this Agreement be construed as requiring, Nationwide to provide investment,
legal, or tax advice to the Plan Sponsor or to the participants of the Plan.
3. TERM
The Agreement term shall be for an initial period of five (5) years with two (2) consecutive two (2)
year renewals thereafter, commencing on August 15, 2017 and ending August 14, 2022 unless
sooner terminated by one or both of the parties pursuant to Section 8 of this Agreement.
4. COMPENSATION
A. Nationwide will be entitled to compensation for performance of the Administrative Services
for the Plan under this Agreement. Unless otherwise specified such compensation will be in
the form of payments made by Nationwide's affiliates or unaffiliated companies that are
providing products and/or services under their separate arrangements, as described in the
following subsection.
B. The Plan Sponsor acknowledges that Nationwide and its affiliates receive payments in
connection with the sale and servicing of investments allocated to participant Plan accounts
("Investment Option Payments"). In addition to the foregoing, the parties acknowledge and
agree that Nationwide may receive revenue associated with annuity contracts, revenue from
mutual fund providers, as well as fees associated with specific services or products. The
Investment Option Payments include mutual fund payments, which are described in detail at
www.nrsforu.com, and other payments received from investment option providers.
Nationwide agrees to credit all Investment Option Payments to participant accounts on a
quarterly basis. The Investment Option Payments shall be credited to participant accounts
on a pro -rata basis based on each participant's total assets held in all Plan investment options
that generate the Investment Option Payments.
C. As compensation for the Administrative Services provided by Nationwide pursuant to this
Agreement, Plan Sponsor and Nationwide agree that Nationwide shall be entitled to an
annualized compensation requirement of 0.25% (25 basis points) of the Plan's account value
held by Nationwide ("Compensation Requirement") per year to be calculated and collected
according to Nationwide's standard business practices. In calculating the 25 basis points, the
total Plan assets will include Plan balances held in the Self -Directed Brokerage Account and
as outstanding participant loan balances. The explicit asset management charge of .25% will
be taken against participant loans by applying an additional finance charge to the loan interest
rate.
D. Nationwide will provide the Plan Sponsor a quarterly report showing total participant account
balances and the corresponding fee calculation within thirty (30) business days after the end
of each quarter.
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E. The Plan Sponsor acknowledges that it has received all information about compensation paid
to Nationwide as the Plan Sponsor has reasonably requested and has determined that the total
amount of compensation paid to Nationwide as described in this Section 4 is reasonable and
appropriate for the services provided.
F. To the extent offered under the Plan, in addition to the above described fees, Nationwide
shall also receive fees with respect to a participant's use of participant loan administration,
the Self -Directed Brokerage Account ("SDBA"), and Nationwide's managed account service
("ProAccount") as follows:
1) Loans- If requested by the Plan Sponsor and permitted under the terms of the
Plan, Nationwide will assist the Plan Sponsor in processing participant loan
requests pursuant to participant loan administrative procedures approved by the
Plan Sponsor and Nationwide. All participant loan fees are governed by
Nationwide's Plan Loan Procedures document, a copy of which has been
provided to the Plan Sponsor.
2) Self -Directed Brokerage Account (SDBA) — The Plan offers an SDBA investment
option for qualifying participants in the Plan. Initial and annual administrative fees
may be charged as outlined in the separate fee agreement for the SDBA that will be
provided to each participant by the SDBA provider.
3) Managed account services (Nationwide ProAccount) - Managed account services are
offered by Nationwide Investment Advisors ("NIA"), an affiliate of Nationwide, and
the Plan Sponsor must execute a separate agreement with NIA if the Plan Sponsor
wants to add ProAccount to the Plan. Only participants who choose to utilize
Nationwide's ProAccount managed account service are assessed fees. Such fees are
authorized in a separate ProAccount agreement between the participant and NIA, and are
assessed pursuant to the terms and conditions of such agreement.
Fees related to participant loans, the SDBA and Nationwide ProAccount are in addition to
the Compensation Requirement for Administrative Services as provided in this Agreement.
G. Plan Sponsor may request Nationwide and/or its affiliates to provide additional services not
described in this Agreement by making such a request in writing, which Nationwide may
decide to perform for compensation to be negotiated by the parties prior to the
commencement of the additional services.
5. INVESTMENT OPTIONS
Nationwide agrees to accept contributions to the Plan for investment in the investment options
selected for the Plan by the Plan Sponsor or other responsible plan fiduciary in its sole discretion
and agreed to by Nationwide.
Plan Sponsor agrees to accept the terms and conditions of the annuity contracts, mutual funds, and
any other investment products selected for the Plan after being provided with a copy of same.
6. ADMINISTRATION SERVICES
A. PLAN DOCUMENTS
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1) Nationwide will provide the Plan Sponsor with a Plan Document which has been
designed to comply with the requirements of Section 457(b) of the Code. The
Adoption Agreement and Plan Document will be prepared by Nationwide at the
direction of the Plan Sponsor and with the understanding that it will be reviewed by
the Plan Sponsor and the Plan Sponsor's tax and legal advisors prior to execution.
Nationwide does not provide tax or legal advice. Plan Sponsor agrees to provide
Nationwide with executed copies of the Adoption Agreement and any other related
Plan documentation as requested by Nationwide.
2) When directed by the Plan Sponsor, or at such other times as it may determine,
Nationwide will prepare and provide draft Plan amendments for review and approval
by the Plan Sponsor. Such Plan amendments may include changes required to keep the
Plan Document in compliance with the Code as the result of changes in federal law
that affect the Plan. The Plan Sponsor will remain responsible for the accuracy and
timely adoption of any Plan amendments. The Plan Sponsor is responsible for properly
executing and retaining such documents and agrees to provide Nationwide with
executed copies of same.
3) Nationwide will prepare the Adoption Agreement for review by the Plan Sponsor
utilizing information and representations provided by the Plan Sponsor, which
information and representations may include Plan provisions found in the prior Plan
documents not prepared by Nationwide.
Plan Sponsor acknowledges that:
a) The accuracy and completeness of the information and representations in the
Adoption Agreement prepared by Nationwide, which determine the Plan's
provisions used by Nationwide to administer the Plan, are the sole responsibility
of the Plan Sponsor.
b) Nationwide does not review prior Plan documents to ensure that all required
amendments or restatements were properly and timely made, or that any of the
prior Plan provisions are in compliance with applicable laws and regulations.
The restatement of the Plan Sponsor's Plan onto a Nationwide Specimen Plan
document (sample plan document) does not retroactively correct any Plan
documentary or operational errors that may have occurred prior to the date
Administrative Services are provided by Nationwide.
B. PARTICIPANT ENROLLMENT AND COMMUNICATION/EDUCATION SERVICES
Nationwide agrees to establish an account for each Plan participant, beneficiary and alternate
payee (for purposes of this Agreement only, hereinafter referred to as "participants"). For
each such account, Nationwide will record and maintain the following information, provided
Nationwide is provided with same:
(a) name;
(b) Social Security number;
(c) mailing address;
(d) date of birth;
(e) current investment allocation direction;
(f) contributions allocated and invested;
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(g) investment transfers;
(h) benefit payments;
(i) current account balance;
0) transaction history since funding under the Agreement;
(k) contributions since funding under the Agreement;
(1) e-mail address;
(m) beneficiary designation;
(n) benefit tax withholding information; and
(o) such other information as agreed upon by the Plan Sponsor and
Nationwide.
Nationwide will post and credit the amounts transmitted by the Plan Sponsor to the accounts
of Plan participants in accordance with the latest instructions from participants or the Plan
Sponsor (as applicable) on file with Nationwide, which instructions can include direction via
electronic sources such as the website or the interactive voice response system.
Nationwide agrees to process the enrollment of employees eligible to participate in the Plan
as determined by the Plan Sponsor. Nationwide also agrees to conduct enrollment meetings
with Plan Sponsor's employees in such number and manner as determined by the parties.
The Plan Sponsor agrees to allow and facilitate the periodic distribution of materials to Plan
participants at the time and in the manner determined by the Plan Sponsor; provided however,
that all reasonable expenses associated with such distribution shall be paid by Nationwide.
The Plan Sponsor further agrees to allow and facilitate the periodic distribution to its
employees of materials prepared by Nationwide regarding products and services offered by
Nationwide, or its affiliates, which Nationwide reasonably believes would be beneficial to
such Plan participants.
C. PLAN CONTRIBUTIONS
Plan Sponsor agrees to send all Plan contributions to Nationwide on a timely basis that is in
compliance with all applicable legal requirements. Nationwide agrees to post funds received
as contributions to the Plan in accordance with the separate funding agreements between Plan
Sponsor and Nationwide or any of its affiliates when received from the Plan Sponsor in good
order by Nationwide. The term "in good order," as used in this Agreement, means the receipt
of required information by Nationwide, in a form deemed reasonably acceptable to
Nationwide, with respect to the processing of a request or the completion of a task by
Nationwide that reasonably requires information from a third -party. More specifically, Plan
contributions and contribution allocation information must meet all of the following
requirements in order to be deemed to be in good order:
1) All records must include the correct and complete participant name, Social Security
number, and the amount to be credited to the participant's account(s);
2) The source of funds must be identified (e.g., 457(b) salary reduction, employer
contribution);
3) The Plan name and Plan number must be clearly identified;
4) Both the participant allocation detail and the total contribution amount must be
received, and these two totals must match each other; and
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5) All participants making or receiving a contribution must have an active account in the
Plan.
Funds may be sent by wire transfer, through an automated clearinghouse or by check in
accordance with written instructions provided by Nationwide. Failure to follow the written
instructions provided by Nationwide may result in delay of posting to participant accounts.
All contribution allocation information with respect to participant accounts will be provided
to Nationwide in a mutually agreed upon format.
If Nationwide makes a determination that the contribution or allocation detail is not in good
order, Nationwide shall notify the Plan Sponsor of such determination upon discovery. After
such notification, the parties will continue to try to resolve the not in good order status, but
if resolution is not achieved, Nationwide shall return the funds to the Plan Sponsor within
thirty (30) Business Days. Nationwide will not be liable for any delay in posting if the Plan
Sponsor fails to send the funds representing contribution amounts or contribution allocation
information in accordance with Nationwide's instructions to the central processing site
designated by Nationwide, or for any delay in posting that results from the receipt of funds
and/or contribution allocation that Nationwide determines to be not in good order.
As used in this Agreement, the term "Business Day" means each Monday through Friday
during the hours the New York Stock Exchange is open for business. No transactions can be
completed on any Business Day after such time as the New York Stock Exchange closes.
The Plan Sponsor shall, upon request, timely provide all information required by Nationwide
to perform its services to the Plan as described in this Agreement. The Plan Sponsor shall be
responsible for ensuring that the provided information is accurate and complete. Nationwide
shall be entitled to rely exclusively on the information provided by the Plan Sponsor or the
Plan Sponsor's advisors, whether oral (which shall be confirmed in writing), or in writing,
and will have no responsibility to independently verify the accuracy of that information. The
Plan Sponsor acknowledges that inaccurate and/or late information could result in tax
penalties and/or participantibeneficiary legal claims. Nationwide assumes no responsibility
for, and shall not have any liability for, any consequences that result from Nationwide's
inability to complete its work in the ordinary course of its business due to the failure of the
Plan Sponsor to provide accurate and timely information to Nationwide.
The Plan Sponsor is responsible for providing updated information regarding Plan
participants requested by Nationwide that the Plan Sponsor and Nationwide mutually agree
is necessary for Nationwide to perform the Administrative Services to the Plan Sponsor under
this Agreement.
Plan Sponsor is responsible for all maximum deferral limit testing.
D. SERVICES WITH RESPECT TO PARTICIPANT PLAN ACCOUNTS
1) Nationwide will provide a secure Internet site that complies with applicable data
protection and privacy laws. Using this site, participants may: (i) obtain information
regarding their accounts, and (ii) conduct certain routine transactions with respect to
their accounts. The Plan Sponsor authorizes Nationwide to honor instructions
regarding such transactions that may be submitted by a participant using the secure
9.2
Internet site. Nationwide shall implement reasonable physical and technical
safeguards to protect personal information made available on its Internet site.
Nationwide shall establish safeguards that are no less rigorous than generally accepted
industry practices.
2) Participants will have the unlimited ability to increase (within the limitations of Section
457(b) of the Code) or decrease contributions to the Plan. All requests to increase or
decrease contribution amounts will be processed by Nationwide within five (5)
Business Days of receipt of the request, but cannot be effective until the later of (1) the
first of the calendar month following the month in which the contribution change was
requested, and (2) the date the contribution change can be processed by the Plan
Sponsor given Plan Sponsor's payroll processing schedule.
3) Participants will have the ability to exchange existing account balances, in full or in
part, and to redirect future contributions from one investment option offered by the
Plan to another on any Business Day, subject to Nationwide policies and any applicable
restrictions or penalties applied by the investment options.
4) Participants will receive consolidated quarterly statements detailing their account
activity and account balances for the Plan. Participants shall be informed, via their
statements, that they must notify Nationwide of any errors within forty-five (45) days
of receipt of their statements or confirmation of their investments. Nationwide will not
be liable for any errors not reported within this time frame.
5) Nationwide agrees to deliver account statements (by U.S. mail or electronically) to
participants within thirty (30) calendar days after the end of each calendar quarter. This
timeframe is contingent upon Nationwide receiving fund returns from the mutual fund
providers within four (4) Business Days after the end of each quarter. If Nationwide
does not receive this information with four (4) Business Days then account statements
may be correspondingly delayed and will be delivered as soon as administratively
feasible.
6) Nationwide agrees to provide reports to the Plan Sponsor within thirty (30) days
following the end of each calendar year quarterly reporting period (March 31, June 30,
September 30, and December 31) summarizing the following:
a) All participant activity that transpired during the reporting period;
b) Total contributions allocated to each investment or insurance option under the
Plan; and
c) Total withdrawals by participant. This report shall include the amount, type and
date of withdrawal.
7) Nationwide agrees to maintain, for a reasonable amount of time, the records necessary
to produce any required reports. Plan Sponsor agrees that all related paper and
electronic records shall remain the property of Nationwide.
E. DISTRIBUTIONS
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1) Nationwide shall make all distributions as directed by a Plan participant or the Plan
Sponsor, in accordance with the plan document. All distributions will be made pro -rata
from each of the participant's investment options and money sources unless directed
otherwise by the participant. Participants are responsible for selecting a form of
payment from those available under the terms of the Plan and making all other elections
regarding available distribution options, such as rollover elections.
2) Nationwide shall furnish each participant, who has received a benefit payment, tax
reporting forms in the manner and time prescribed by federal and state law. Plan
Sponsor shall be responsible for all tax reporting requirements for periods prior to the
effective date of this Agreement, or after the termination date of this Agreement, unless
otherwise agreed to in writing by the parties to this Agreement.
3) To the extent required by federal and state law, Nationwide will calculate and withhold
from each benefit payment federal and state income taxes. Nationwide will report such
withholding to the federal and state governments as required by applicable law. Plan
Sponsor shall be responsible for all tax reporting requirements for periods prior to the
effective date of this Agreement, or after the termination date of this Agreement, unless
otherwise agreed to in writing by the parties to this Agreement.
4) Nationwide will provide notice and a distribution form to each participant attaining age
70'/z or older in the current calendar year. The notice will inform the participant that
required minimum distributions must begin no later than the April 1 of the calendar
year following the later of attainment of age 70`/z or retirement. All required minimum
distributions will be made in accordance with the plan document.
5) Nationwide shall administer participant and beneficiary unclaimed property funds,
including but not limited to uncashed distribution checks and death claims, in
accordance with Nationwide's standard unclaimed property procedures.
F. QUALIFIED DOMESTIC RELATIONS ORDERS (QDROS)
If the Plan accepts Qualified Domestic Relations Orders (hereinafter "QDROs"), the Plan
Sponsor directs Nationwide to process QDROs in accordance with Nationwide's standard
QDRO procedures, and the Plan Sponsor hereby approves the use of such standard QDRO
procedures.
G. UNFORESEEABLE EMERGENCY WITHDRAWALS
If the Plan offers unforeseeable emergency withdrawals, the Plan Sponsor instructs
Nationwide to process all unforeseeable emergency withdrawal requests received in good
order, and in a manner satisfactory to Nationwide. Withdrawals will only be permitted due
to an 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, in
accordance with Nationwide's standard unforeseeable emergency procedures. Plan Sponsor
hereby approves the use of such standard unforeseeable emergency procedures to make these
determinations.
7. PARTICIPANT SERVICES
A. WEBSITE
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Nationwide will create and maintain a website for and on behalf of the Plan Sponsor for the
use of its participants. Participants may access the website via the internet at
www.nrsforu.com to review and make changes to their accounts. The website is the
exclusive property of Nationwide.
The website is available twenty-four (24) hours a day, except for routine maintenance of
the system.
B. INTERACTIVE VOICE RESPONSE SYSTEM
Nationwide shall provide an interactive voice response (IVR) toll free telephone number,
which shall be operative twenty-four (24) hours per day, seven (7) days per week, except for
routine maintenance of the system.
Nationwide shall provide a system that allows Participants to conduct routine plan
transactions and obtain account balance information through the IVR.
The Plan Sponsor authorizes Nationwide to honor participant instructions, which may be
submitted using the toll-free number, either through the IVR or a live representative.
C. CUSTOMER SERVICE
Nationwide's customer service representatives will be available toll-free to answer
participant questions and process applicable transactions between the hours of 8:00 a.m. and
11:00 p.m. Eastern Time each Monday through Friday, and between the hours of 9:00 a.m.
and 6:00 p.m. Eastern Time each Saturday, with the exception of certain holidays as dictated
by the New York Stock Exchange holiday trading schedule.
8. TERMINATION
Either the Plan Sponsor or Nationwide may terminate this Agreement for any reason upon
providing one -hundred and twenty (120) days written notice to the other party. Provision of such
written notice of termination by Plan Sponsor to Nationwide does not relieve the Plan Sponsor of
any termination requirements that may be associated with specific investment options, nor does it
relieve Plan Sponsor of any termination requirements associated with those investment options.
Plan Sponsor further acknowledges and agrees that the Plan is responsible for any investment
product liquidation fees, if applicable, and that neither Nationwide nor any of its affiliates assumes
liability for any such fees.
Upon the effective date of termination of this Agreement the following shall occur:
A. Nationwide will no longer accept contributions to the Plan except by mutual agreement of
the parties.
B. Nationwide will:
1) Provide Plan Sponsor, or such other entity as the Plan Sponsor may designate in
writing, with a copy of all participant records in an electronic format as mutually agreed
upon between Nationwide and Plan Sponsor, within sixty (60) days after the effective
date of the termination.
-9-
2) Transfer any periodic distribution amounts and schedules, continuing loan repayments,
or other ongoing participant transactional activity to the Plan Sponsor, or such other
entity as the Plan Sponsor may designate in writing, in accordance with the time frame
described above for the delivery of participant records.
3) Transfer all Plan assets under its control to the Plan Sponsor or to such other entity as
the Plan Sponsor may designate in writing. Nationwide agrees to provide a final
accounting of all Plan assets for which Nationwide provides recordkeeping.
If the Plan is not funded within one -hundred and eighty (180) days of the date this Agreement
signed by the parties, Nationwide reserves the right to terminate the Agreement by providing
written notice of the termination to Plan Sponsor.
9. DEFAULT
In the event either party fails to perform any or all of its obligations as defined in this Agreement,
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 in accordance with Section
8 of this Agreement.
10. ASSIGNABILITY
No party to this Agreement shall assign this Agreement without the express written consent of the
other party, which consent shall not be unreasonably withheld. Unless agreed to by the parties, no
such assignment shall relieve any party to this Agreement of any duties or responsibilities herein.
11. CONFIDENTIALITY
Nationwide agrees to maintain all information obtained from or related to all Plan participants as
confidential. The Plan Sponsor and Nationwide agree that Nationwide, its officers, employees,
brokers, registered representatives, affiliates, vendors and professional advisors (such as attorneys,
accountants and actuaries) may use and disclose Plan and participant information only to enable or
assist it in the performance of its duties under this Agreement and with other Plan -related activities,
and the Plan Sponsor expressly authorizes Nationwide to disclose Plan and participant information
to its agents and/or broker of record on file with Nationwide. Notwithstanding anything to the
contrary contained in this Agreement, it is expressly understood that Nationwide retains the right
to use any and all information in its possession in connection with its defense and/or prosecution
of any litigation which may arise in connection with this Agreement, the investment arrangement
funding the Plan, or the Plan; provided, however, in no event will Nationwide release any
information to any person or entity except as permitted by applicable law.
This Section 11 will survive the termination for any reason of this Agreement.
12. CIRCUMSTANCES EXCUSING PERFORMANCE
Neither party to this Agreement shall be in default by reason of failure to perform in accordance
with its terms if such failure arises out of causes beyond their reasonable control and without fault
or negligence on their part. Such causes may include, but are not limited to, Acts of God or public
-10-
enemy, acts of the government in its sovereign or contractual capacity, fires, floods, epidemics,
quarantine or restrictions, freight embargoes, and unusually severe weather.
Neither party shall be responsible for performing all or any portion of the services contemplated by
this Agreement that are precluded by the foregoing events for such period of time as the Plan
Sponsor or Nationwide are prevented from performing such services in the normal course of
business. Neither Nationwide nor the Plan Sponsor shall be liable for lost profits, losses, damage
or injury, including without limitation, special or consequential damages, resulting in whole or in
part from the foregoing events.
"Acts of God" are defined as acts, events, happenings or occurrences due exclusively to natural
causes and inevitable accident or disaster, exclusive from all human intervention.
13. INDEMNIFICATION
Nationwide agrees to indemnify, defend and hold harmless the Plan Sponsor, its officers, directors,
agents, and employees from and against any loss, damage or liability assessed against the Plan
Sponsor or incurred by the Plan Sponsor arising out of or in connection with any claim, action, or
suit brought or asserted against the Plan Sponsor alleging or involving Nationwide's non-
performance of the provisions of this Agreement under Nationwide's exclusive control, or
negligence or willful misconduct in the performance of its services, duties and obligations under
this Agreement. In addition, Nationwide represents, warrants and covenants that the
indemnification in this paragraph is enforceable under applicable law and that Nationwide will not
assert a position contrary to such representation in any judicial or administrative proceeding.
The Plan Sponsor agrees to the extent permitted and to the limits set forth in Section 768.28 of the
Florida Statute, to indemnify, defend and hold harmless Nationwide, its officers, directors, agents,
and employees from and against any loss, damage or liability assessed against Nationwide or
incurred by Nationwide arising out of or in connection with any claim, action, or suit brought or
asserted against Nationwide alleging or involving the Plan Sponsor's non-performance of the
provisions of this Agreement under the Plan Sponsor's exclusive control, or negligence or willful
misconduct in the performance of its duties and obligations under this Agreement. In addition, the
Plan Sponsor represents, warrants and covenants to the extent permitted and to the limits set forth
in Section 768.28 of the Florida Statute, that the indemnification in this paragraph is enforceable
under applicable law and that Plan Sponsor will not assert a position contrary to such representation
in any judicial or administrative proceeding.
14. PARTIES BOUND
This Agreement is binding upon and shall inure to the benefit of the successors and assigns of
Nationwide and the Plan Sponsor. The Plan and Plan participants are not parties to this Agreement,
and Nationwide has no contractual obligations to the Plan or Plan participants. This Agreement
shall be enforceable only by the parties, not by Plan participants or other third parties, and is
intended to create no third party beneficiaries.
15. PRIVITY OF CONTRACT
Plan Sponsor acknowledges and agrees that Nationwide and Plan participants shall have no privity
of contract with each other.
16. APPLICABLE LAW AND VENUE
The laws of the state in which the Plan Sponsor is located shall govern the rights and obligations
of the parties under this Agreement without regard to choice of law or venue principles. The sole,
exclusive, and mandatory venue for any disputes arising from or concerning this Agreement shall
be in the state courts located in Indian River County, Florida or, if in federal court, the United States
District Court for the Southern District of Florida.
17. MODIFICATION
This writing is intended both as the final expression of the Agreement between the parties and as a
complete statement of the terms of the Agreement. Notwithstanding anything contained herein to
the contrary, this Agreement may be amended from time to time and as mutually agreed upon by
the parries. Except as otherwise provided herein, no modification of this Agreement shall be
effective unless and until such modification is evidenced by a writing signed by both parties.
Notwithstanding the above, if Nationwide determines that an amendment to this Agreement is
necessary that affects more than one plan sponsor and this change is communicated in writing to
all affected plan sponsors, Nationwide reserves the right to implement the amendment on a
prospective basis for any Plan whose plan sponsor fails to respond, within 60 days, to the request
for written approval of the amendment in a timely fashion. Plan Sponsor hereby approves all such
amendments unless a proper and timely response is made to Nationwide in regard to any Agreement
modification communicated to Plan Sponsor.
18. 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 this Agreement and either party may, at any
time, enforce the provision previously unenforced, unless a modification to this Agreement has
been executed that affects the provision previously unenforced.
19. SEVERABILITY
Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction where
performance is required shall be ineffective to the extent such provision is prohibited or
unenforceable without invalidating the remaining provisions, and any such prohibition or
unenforceable provision in any jurisdiction shall not invalidate or render unenforceable such
provision in any other jurisdiction.
20. AUTHORIZED PERSONS
The Plan Sponsor will furnish a list to Nationwide (and from time to time whenever there are
changes therein) of the individuals authorized to transmit instruction to Nationwide concerning the
Plan and/or assets in the account, and written direction regarding the form of such instructions.
21. COMPLIANCE WITH LAWS
Both the Plan Sponsor and Nationwide agree to comply, in their respective roles under this
Agreement, in all material respects with all applicable federal laws and regulations as they affect
the Plan and the administration thereof. Nothing contained herein shall be construed to prohibit
-12-
either party from performing any act or not performing any act as either may be required by statute,
court decision, or other authority having jurisdiction thereof.
22. SURVIVAL OF REPRESENTATIONS, WARRANTIES AND INDEMNITY
Notwithstanding anything to the contrary, any representations and warranties contained herein shall
survive termination of this Agreement for the full period of any applicable statute of limitations
that may apply to this Agreement. Further, the party making any representation or warranty shall
notify the other party in writing within five (5) business days of any representation or warranty that
is no longer valid. Notwithstanding anything to the contrary, any indemnity provisions contained
herein shall survive the termination of this Agreement for the full period of any applicable statute
of limitations that may apply to this Agreement.
23. ATTORNEYS' FEES
Each party agrees that in the event of a claim, arbitration, or lawsuit filed by a party to this
Agreement, each party shall be responsible for its own attorneys' fees and/or any costs or expenses
related to the bringing or defense of any such claim, arbitration, or lawsuit.
24. HEADINGS
The headings of articles, paragraphs, and sections in this Agreement are included for convenience
only and shall not be considered by either party in construing the meaning of this Agreement.
25. NOTICES
All notices and demands to be given uflder this Agreement by one party to another shall be given
by certified or Vnited States mail, addressed to the party to be notified or upon whom a demand is
being made, at the addresses 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 (3) Business Days from the date of mailing, or the day the notice is actually received
by the party to whom the notice was sent.
If to Nationwide: Nationwide Retirement Solutions, Inc.
10 W. Nationwide Blvd., 05-04-101A
Columbus, Ohio 43215
If to Plan Sponsor: Indian River County
Attention: Suzanne Boyll, BOCC Human Resource Dir
1800 27th Street
Vero Beach, FL 32960
772-226-1402
sboyll@ircgov.com
-13-
[-!A'AJ k ( (to'
IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as of the 15th day
of August, 2017.
The Plan Sponsor represents and warrants they are an employer eligible to adopt a governmental plan as
defined by Section 457(c)(1)(A) of the Internal Revenue Code of 1986, as amended (check one below):
_(A) State of (including Commonwealth)
X (B) political subdivision of the State of Florida
_ agency of (A) or (B):
instrumentality of (A) or (B):
Nationwide Retirement Solutions, Inc. Indian River County
Plan Sponsor
By: •;�SY COtiy�s•-•-
Name: t {� N ' : Joseph E. Flescher
Title: Chairman of Indian River County B f C
Title: .
e ` Commissioners •�
_
(Ay CtiCL��fyiC-s �y9 .
/�
Date: August 15, 2017 -.
Date: ATTEST: Jeffrey R. Smith, Clerk of Court and
Comptroller
13y:
putt' Clerk
APPROVED AS TO FORM
AND LEGA SUFFICIENCY
YLAN REINQOLD
COUNTY ATTORNEY
Cason E. Brown
mty Administrator
-14-
t)
Nationwide
NATIONWIDE LIFE INSURANCE COMPANY
ONE NATIONWIDE PLAZA
COLUMBUS, OHIO 43215
If you have any questions or complaints pertaining to your rights and benefits under this Contract please contact
Nationwide at 1-800-848-6331 or you may provide written comments at 10 W Nationwide Blvd, Columbus Ohio
43215.
NATIONWIDE LIFE INSURANCE COMPANY ("Nationwide") will provide the benefits described in the
Contract. The Contract is provided in consideration of the application and Purchase Payment(s) made by:
INDIAN RIVER COUNTY BOCC, for the exclusive benefit of its Participants and their beneficiaries, (the
"Contract Owner").
Effective Date of Contract: September 27, 2022
Issue Date of Contract: September 27, 2022
Jurisdiction: Florida
This Contract is issued by Nationwide in consideration of the application and Purchase Payments by the Contract
Owner. The Contract Owner accepts the Contract, subject to all its terms and conditions as set forth in this
document as well as any endorsements or amendments.
Executed for Nationwide on the "Effective Date of Contract" by:
Secretary President
GROUP FLEXIBLE PURCHASE PAYMENT
DEFERRED FIXED ANNUITY CONTRACT
Non -Participating
NRC -01 I OFL (Florida) (04/2011)
TABLE OF CONTENTS
CONTRACT SPECIFICATIONS PAGE ..................
DEFINITIONS.......................................................
....................................................... INSERT
.................................................................................... 3
GENERAL PROVISIONS...................................................................................................................................4
Entire Contract
Non -Participating
Incontestability
Assignment
Communication
Alteration or Modification
Plan Amendment
Number
CONTRACTEXPENSES....................................................................................................................................5
Contract Maintenance Charge
Participant Account Charge
Plan Expenses and Additional Service Fees
Additional Expense Charges
Premium Taxes
INTEREST CREDITING UNDER THE CONTRACT....................................................................................6
Guaranteed Interest Rates
Crediting Interest to the Contract
Calculating the Contract Value
Calculating a Participant Account Value under the Contract
PURCHASEPAYMENTS...................................................................................................................................7
Acceptance of Purchase Payments
Processing of Purchase Payments
Crediting and Recapture
PARTICIPANTACCOUNTS.............................................................................................................................8
EXCHANGES AND TRANSFERS.....................................................................................................................8
General Information Regarding Exchanges and Transfers
Sixty Month Exchange or Transfer Program
PARTICIPANT BENEFIT PAYMENTS.........................................................................................................10
Retirement Income Payment Options
Death of a Participant
Death of a Retired Participant
Involuntary Cash -Outs of Participant Accounts
Misstatement of Age
Other Participant Benefit Payments
TERMINATION AND WITHDRAWALS.......................................................................................................11
Termination by the Contract Owner
Termination by Nationwide
Payment of the Withdrawal Value
Recapture of Acquisition Expenses
EXHIBIT A: MARKET VALUE ADJUSTMENT ASSUMPTIONS & FORMULA..................................13
NRC-0110FL 2 (Florida) (4/2011)
CONTRACT SPECIFICATIONS PAGES
Contract Owner:
Contract Owner's Address:
Nationwide's Address:
Plan:
Record -Keeper:
Processing of Purchase Payments:
Contract Eauenses•
Contract Maintenance Charge:
Participant Account Charge:
ExchanIze and Transfer Limitation Elected:
Indian River County BOCC Deferred Compensation Plan, for
the exclusive benefit of its Participants and their beneficiaries.
1840 25th St
Vero Beach, FL 32960
Nationwide Life Insurance Company
5900 Parkwood Road
Dublin, Ohio 43016
Attn: VP - Public Sector Finance and Actuarial
Indian River County BOCC Deferred Compensation Plan
N/A
Purchase Payments will be applied to the Contract by
Nationwide within five (5) business days of receipt in good
order.
N/A
N/A
Combined per Participant Exchange and Transfer limitation of 20% of the Participant's Account value allocated to
the Contract with a combined maximum number of outgoing Exchanges and Transfers per Participant of 2 per year.
A Participant is required to wait a minimum of 60 days between each Exchange and/or Transfer.
Guaranteed Minimum Interest Rate: 1.00%
NRB-0I06FL.I (Florida) (12/2010)
Annual Guaranteed Interest Rate - The minimum guaranteed interest rate applied to the Contract for a calendar
year. Nationwide determines this rate at its sole discretion.
Business Day - Each day the New York Stock Exchange and Nationwide's home office are open for business.
Companion Investment Option(s) - Another investment option under the Plan. This may include other investment
contracts and options offered by Nationwide or by another provider.
Contract - The terms, conditions, benefits and rights of the group fixed annuity described in this document, as well
as any endorsements, amendments and the application form.
Contract Anniversary - Beginning with the "Effective Date of Contract", each recurring one-year anniversary of
the "Effective Date of Contract" during which the Contract remains in force.
Contract Owner - The entity identified on the face page of the Contract and the "Contract Specifications Page" as
the Contract Owner.
Contract Value - The current value of assets held under the Contract.
Exchange - The movement of amounts attributable to Participant Accounts to a Companion Investment Option
under the Plan.
Guaranteed Minimum Interest Rate - A minimum interest rate established under the Contract. All rates under the
Contract are guaranteed to be at least as great as the Guaranteed Minimum Interest Rate. Interest credited to the
Contract will not be less than 1.00%.
Nationwide - Nationwide Life Insurance Company.
Participant - An employee or independent contractor that is eligible to be a part of the Plan and is entitled to
benefits under the Plan. The Contract Owner, or its designated representative, determines eligibility to participate in
the Plan.
Participant Account - An individual account established for a Participant under the Plan. A Participant Account
will record all transactions attributable to the Plan on behalf of the Participant or the Participant, if permitted by the
Plan. This includes Participant Contributions, Exchanges and Transfers and accumulated interest.
Participant Account Value - The present value of the Participant's Account under the Contract.
Participant Benefit Payments - All payments of benefits that result from a Participant's retirement, termination of
employment, or any payment that a Participant is entitled to based on the terms of the Plan. Participant Benefit
Payments specifically exclude all employer initiated Withdrawals.
Participant Contributions - A portion of a Purchase Payment attributable to a Participant's election to contribute
money to the Plan.
Plan - The employer sponsored retirement plan or tax deferred arrangement specified on the "Contract
Specifications Page."
Purchase Payment(s) - New money deposited into the Contract by the Contract Owner. Unless otherwise agreed to
in writing, Nationwide only accepts Purchase Payments in the currency of the United States of America.
NRC-0110FL 3 (Florida) (4/2011)
Retired Participant - A Participant that has severed his or her employment with the employer covered by the Plan
and is eligible to receive distribution from his or her Participant Account.
Quarterly Guaranteed Interest Rate - The minimum guaranteed interest rate applied to the Contract for a calendar
quarter. This rate may be equal to or greater than the applicable Annual Guaranteed Interest Rate. Nationwide
determines this rate at its sole discretion.
Transfer(s) - The movement of amounts attributable to Participant Accounts to a non -Companion Investment
Option.
Withdrawal - A liquidation and payment of part or all of the Contract Value directed by the Contract Owner.
References to "Withdraw" or "Withdrawn" will also mean Withdrawal.
Withdrawal Value - The value of a partial or full Withdrawal of assets from the Contract. This represents the
Contract Value on the date of Withdrawal minus any applicable charges stated on the "Contract Specifications
Page."
GENERAL PROVISIONS
Entire Contract
The Contract, the application for the Contract, and any endorsements or amendments to the Contract constitutes the
entire agreement between Nationwide and the Contract Owner.
Non -Participating
The Contract is non -participating. It does not share in the surplus of Nationwide.
Incontestability
The Contract will not be contested by Nationwide.
Assignment
The Contract may not be assigned by the Contract Owner without the prior written consent of Nationwide.
Communication
All communications described in the Contract between the Contract Owner and Nationwide must be in writing and
must be delivered to the respective parties' address listed on the "Contract Specifications Page." Any change of
address by any party to the Contract must be communicated in writing to the other party.
Alteration or Modification
No agent or other person, except an authorized elected officer of Nationwide or specifically authorized designate,
has the authority to change the terms and conditions of the Contract. Any changes to the Contract must be made in
writing and signed by Nationwide's President or Secretary. A copy of any amendment or endorsement modifying
the Contract will be furnished to the Contract Owner. Amendments and endorsements to the Contract may be
subject to state regulatory approval before taking effect. In addition, the Contract may be modified or superseded by
applicable law.
Nationwide may amend the Contract by providing the Contract Owner ninety (90) days advanced written notice.
The Contract Owner will receive any amendment or endorsement to the Contract. In addition, Nationwide and the
Contract Owner may mutually agree to amend the Contract.
NRC -01 IOFL 4 (Florida) (4/2011)
In the event any modifications to the charge structures, contact information or elections stated on the "Contract
Specifications Page" are made, Nationwide will provide updated "Contract Specifications Page" to the Contract Owner.
The new "Contract Specifications Page" will supersede the existing pages on the effective date ofthe change.
Plan Amendment
Unless otherwise provided, the Contract Owner will notify Nationwide at least thirty (30) days prior to the effective
date of the following events:
1. amendment or modification of the Plan that may materially affect Nationwide's obligations hereunder;
2. change in the administrative practices adhered to by the Plan that may materially affect Nationwide; or
3. change in the investment options offered by the Plan, including addition of investment options or
alteration and/or modification of investment options.
The Plan is not a part of this Contract. Nationwide's rights and obligations are governed by the Contract.
Notwithstanding the foregoing, Nationwide may amend the Contract when, in the opinion of Nationwide, an
amendment is necessary to comply with the action of any legislative, judicial, or regulatory body which impacts the
Contract. In the event such amendments to the Contract cause an adverse financial impact to the Plan, the Contract
may be terminated by the Contract Owner in accordance with the Termination provision of the Contract.
The Contract Owner may amend the Plan when, in the opinion of the Contract Owner, an amendment is necessary to
comply with the action of any legislative, judicial or regulatory body which impacts the Plan. In the event such
amendments to the Plan cause an adverse financial impact to Nationwide, the Contract may be terminated by
Nationwide in accordance with the Termination provision of the Contract.
Number
Unless otherwise provided, all references in this Contract in the singular form will include the plural; all references
in the plural form will include the singular.
CONTRACT EXPENSES
Nationwide will deduct the applicable charges described herein.
Contract expenses are negotiated between Nationwide and the Contract Owner based on a multitude of factors,
including, but not limited to, the number of Participants covered by the Contract, the size of Plan assets, the overall
expense structure of the Plan, and how the Contract Owner wants expenses distributed. The expenses described
herein are deducted from Participant Accounts.
Contract Maintenance Charge
Nationwide may assess a Contract Maintenance Charge. The Contract Maintenance Charge is a flat dollar fee
assessed against the assets of the Contract. If this charge is assessed by Nationwide, the amount and frequency is
stated on the Contract Specifications Page. Unless otherwise agreed to by Nationwide in writing, the Contract
Owner will determine how this charge is to be allocated and deducted from Participant Accounts.
Participant Account Charge
Nationwide may assess a Participant Account Charge against each Participant Account. The Participant Account
Charge is a flat -dollar fee. If this charge is assessed by Nationwide the amount and frequency is stated on the
Contract Specifications Page.
NRC-0110FL 5 (Florida) (4/2011)
Plan Expenses and Additional Service Fees
The Contract Owner may decide to deduct expenses associated with the Plan or fees associated with additional
services provided to Participants from assets held under the Contract. Nationwide will deduct these expenses or fees
from the Contract. The Contract Owner must notify Nationwide in writing of the amount to be deducted for Plan
expenses and how these deductions will be apportioned among the Participant Accounts.
Additional Expense Charges
If the Contract Owner requests Nationwide to perform additional services related to the Contract, but not specifically
described herein, then Nationwide may assess charges for such services rendered against the assets held in the
Contract. Nationwide and the Contract Owner will agree in writing, and in advance, to the amount of charges
associated with the additional services described herein and how these deductions will be apportioned among the
Participant Accounts.
Premium Taxes
Nationwide will deduct from the Contract the amount of any premium taxes levied by a state or any other
government entity upon Purchase Payments received by Nationwide. The method used to recoup premium taxes
will be determined by Nationwide at its sole discretion and in compliance with applicable state law.
INTEREST CREDITING UNDER THE CONTRACT
The Contract offers an Annual Guaranteed Interest Rate and a Quarterly Guaranteed Interest Rate. Nationwide
credits interest to the Contract at these rates that it prospectively declares. Interest rates are determined at the sole
discretion of Nationwide, including any excess interest rates. Nationwide declares all of its rates as annual effective
yields. If at any time the Quarterly Guaranteed Interest Rate is equal to the Annual Guaranteed Interest Rate then
Nationwide reserves the right to discontinue accepting additional Purchase Payment and Transfer and Exchange
allocations to the Contract.
Contract guarantees are supported by the general account of Nationwide and are not insured by the FDIC, NCUSIF
or any other agency of the Federal government. The Contract is non -participating and will not share in any surplus
of Nationwide.
Guaranteed Interest Rates
The Guaranteed Minimum Interest Rate for the Contract is listed on the "Contract Specifications Page." Nationwide
reserves the right to modify the Guaranteed Minimum Interest Rate upon notice to the Contract Owner in
accordance with the Alteration or Modification section of the Contract. At no point will interest credited be less than
1%.
No later than the last Business Day of a calendar year, Nationwide declares the Annual Guaranteed Interest Rate for
the Contract for the next calendar year. In addition, no later than the last Business Day of a calendar quarter,
Nationwide will declare the Quarterly Guaranteed Interest Rate to be credited for the next calendar quarter.
Notwithstanding the preceding, the Withdrawal Value will be subject to a market value adjustment described herein
Exhibit A due to termination.
NRC -011017L 6 (Florida) (4/2011)
Crediting Interest to the Contract
Nationwide interest rates are all declared as annual effective yields. An effective yield takes into account the effect
of interest compounding. Nationwide credits interest to the Contract on each Business Day. Annual effective yields
are converted by Nationwide into a daily interest rate factor. The current Contract Value is calculated by taking the
daily interest rate factor and multiplying it by the previous Business Day's Contract Value. Because interest is
credited only on Business Days, interest from multiple non -Business Days (e.g., days falling on a weekend or
holidays) accumulate and are credited on the next available Business Day.
Calculating the Contract Value
The Contract Value on any given Business Day is equal to:
1. total Purchase Payments allocated to the Contract; plus
2. the daily interest earned; plus
3. Exchanges or Transfers to the Contract; minus
4. Exchanges or Transfers out of the Contract; minus
5. Withdrawals from the Contract; minus
6. Participant Benefit Payments; minus
7. any applicable Contract Maintenance Charge, the aggregate Participant Account Charge, charges
associated with plan expenses or additional services, and premium taxes that are applied to Participant
Accounts.
Calculating a Participant Account Value under the Contract
A Participant Account Value on any given Business Day is equal to:
1. total Participant Contributions allocated to the Contract; plus
2. the daily interest earned on the Participant's Account; plus
3. Exchange or Transfers to the Contract; minus
4. Exchange or Transfers out of the Contract; minus
5. Withdrawals from the Contract; minus
6. Participant Benefit Payments; minus
7. any applicable Contract Maintenance Charge, the aggregate Participant Account Charge, charges
associated with plan expenses or additional services, additional expense charges, and premium taxes that
are applied to Participant Accounts.
PURCHASE PAYMENTS
Acceptance of Purchase Payments
Purchase Payments, representing Participant Contributions or other Plan contributions on behalf of Participants to
Participant Accounts, are accepted by Nationwide at the address listed on the Contract Specifications Page.
Nationwide will only accept Purchase Payments denominated in the currency of the United States of America.
Nationwide may accept Purchase Payments in another manner, such as securities in-kind subject to the following:
1. The Contract Owner provides advance notice to Nationwide and any specific information requested by
Nationwide regarding the nature of the Purchase Payment; and
2. Nationwide provides its written consent to accept the Purchase Payment.
NRC-0110FL 7 (Florida) (4/2011)
Processing of Purchase Payments
Purchase Payments will be applied to the Contract as described on the "Contract Specifications Page". If the
allocation of the Purchase Payment is not identified by the Contract Owner concurrently with Nationwide's receipt
of the Purchase Payment or if the Purchase Payment is lacking any other supporting information reasonably
necessary for Nationwide to process the Purchase Payment, Nationwide may return the Purchase Payment to the
Contract Owner without any further liability on the part of Nationwide.
Crediting and Recapture
To the extent permitted by law, Nationwide may credit additional amounts to the initial Purchase Payment by
mutual agreement of Nationwide and the Contract Owner. Typically, these credits are done at the request of the
Contract Owner and are designed to cover expenses incurred by the Contract Owner upon leaving a previous
investment provider. Nationwide anticipates recouping these expenses over time through managing of credited
interest rates to take into account any additional crediting. In the event the Contract is terminated prior to recouping
the costs associated with providing these credits, Nationwide will subtract the remaining unrecouped expenses
associated with these credits from the Withdrawal Value.
PARTICIPANT ACCOUNTS
Nationwide is responsible for maintaining Participant Accounts under the Contract but may delegate this duty to a
third -party. Any third -party maintaining Participant Accounts will be identified on the Contract Specifications Page
as the "Record -Keeper".
Nationwide will establish a Participant Account for each Participant making Participant Contributions to the
Contract. The Participant Account will record the financial transactions made by the Contract Owner, or Participant
if permitted by the Plan. These financial transactions include Exchanges, Transfers, Participant Contributions and
Participant Benefit Payments. Contract expenses are deducted from each Participant Account.
EXCHANGES AND TRANSFERS
General Information Regarding Exchanges and Transfers
Nationwide will generally accept Exchanges and Transfers to the Contract.
Exchanges and Transfers out of the Contract are subject to certain limitations. The Contract Owner elects at the
time of application to accept a Participant level Exchange and Transfer limitation, or an aggregate Contract level
Exchange and Transfer limitation. Liquidations of Contract Value via Exchange and Transfer are combined into a
single percentage limitation. The type of limitation and percentage limitation are listed on the Contract
Specifications Page.
Upon mutual agreement of the Contract Owner and Nationwide, Nationwide will not impose any Exchange or
Transfer restrictions. If no such Exchange or Transfer restrictions will be imposed, this will be reflected on the
Contract Specifications Page. In the event that Exchange or Transfer restrictions are imposed under the Contract,
Nationwide may agree to waive any Exchange and/or Transfer restrictions listed on the Contract Specification Page
on Exchanges and Transfers involving Participants actively utilizing asset allocation models or asset allocation
services available under the Plan.
All Exchange and Transfer limitations are set, or reset, on a calendar year basis. The permissible Exchange and
Transfer amount cannot be rolled from year to year or otherwise "banked" for utilization in subsequent calendar
years.
The Contract Owner may request to change the type of Exchange and Transfer limitation for the next calendar year
if Nationwide receives, in a form acceptable to Nationwide, the request by at least ninety (90) days prior to the end
of the preceding calendar year.
NRC -01 l OFL 8 (Florida) (4/2011)
All Exchanges to and from the Contract are done in conjunction with a Companion Investment Option. In order for
Nationwide to accept Exchanges to or from a Companion Investment Option, the Contract Owner must identify the
Companion Investment Option to Nationwide in writing and Nationwide must agree to accept Exchanges to or from
the identified Companion Investment Option. Nationwide may discontinue accepting Exchanges to or from a
Companion Investment Option by giving the Contract Owner at least thirty (30) days advance written notice.
In the event the Contract Owner elects to add a Companion Investment Option to the Plan with characteristics in
structure, investment time horizon, rate setting, or any other characteristics that could compel on-going Exchanges
between the Contract and such Companion Investment Option, the Contract Owner shall provide Nationwide with
notice of the addition of such a Companion Investment Option to the Plan at least ninety (90) days prior to the
addition of such Companion Investment Option. If such a Companion Investment Option is added to the Plan, then
Nationwide may impose an equity wash that prohibits direct Exchanges between the Contract and such Companion
Investment Option. Nationwide will notify the Contract Owner in the event an equity wash will be imposed with
regard to Exchanges with a Companion Investment Option and the Contract.
Nationwide processes Transfer requests within seven (7) Business Days of the date the request is received and
accepted by Nationwide from the Contract Owner on behalf of the Participant, or directly from the Participant if
permitted by the Plan. Nationwide may require Transfer requests to be on a form it provides.
Sixty Month Exchange or Transfer Program
If the Contract Owner has elected a Participant level Exchange and Transfer limitation, Nationwide may permit
Participants to direct the complete liquidation of amounts attributable to a Participant Account that are allocated to
the Contract via a monthly Exchange or Transfer over a period of sixty (60) months. Upon mutual agreement of
the Contract Owner and Nationwide, Nationwide will permit the Contract Owner, on behalf of a Participant,
to direct the complete liquidation of amounts attributable to a Participant Account that are allocated to the
Fixed Account via monthly Exchange or Transfer over a period of sixty (60) months. Any such sixty (60) month
Exchange or Transfer shall be subject to the following.
1. The amount to be Exchanged each month is equal to the value of the Contract of the Participant
Account divided by the number of remaining months until the 60 month Exchange or Transfer
program is completed.
2. Any additional Participant Contribution, Exchange and/or Transfer to the Contract of a Participant
Account where the 60 month Exchange or Transfer program is in effect will result in immediate
cancellation of any additional Exchanges or Transfers under this program.
3. If the Participant level Exchange limitation (whether the percentage limitation or number of
transactions limit) has been met in the calendar year in which the request to initiate the 60 month
Exchange or Transfer program is received, Nationwide will reject the request. The request may be
made again beginning on the first day of the next calendar year.
4. The 60 month Exchange or Transfer program is only available for Participant Account Values of at
least $1,000.
PARTICIPANT BENEFIT PAYMENTS
Retirement Income Payment Options
Nationwide agrees to make the following fixed payment schedules and annuity options available to Retired
Participants. Payment frequencies available under these income payment options are monthly, quarterly, semi-
annual and annual.
1. Payments of a Designated Amount - This payment schedule option represents a systematic liquidation
of the Participant Account by taking a specified dollar amount at a determined frequency.
2. Payments of a Designated Period - This payment schedule option represents a systematic liquidation of
the Participant Account by taking payments over a specific period of time at a determined frequency.
NRC-0110FL 9 (Florida) (4/2011)
3. Life Income - This annuity payment provides the Retired Participant with payment contingent
exclusively on his or her continuation of life. Payments are calculated using current annuity purchase
rates and methods.
4. Life Income with Payment Certain (5, 10, 15, or 20 Years) - This annuity payment option provides the
Retired Participant with payment contingent on his or her continuation of life, but with a guarantee that
at least a minimum pre -determined duration of payments are received by the Retired Participant and
any named beneficiaries of the Retired Participant, regardless of the mortality of the Retired
Participant. Payments are calculated using current annuity purchase rates and methods.
5. Joint and Last Survivor Life Income - This annuity payment option allows the Retired Participant and
another named individual to receive payments guaranteed throughout their lives. Payments cease upon
the last "survivor's" death. Nationwide may also permit Joint and Last Survivor annuities with
payment reductions after the first death. Payments are calculated using current annuity purchase rates
and methods.
6. Any Other Option - Nationwide may make any other payment plans available upon agreement of the
Contract Owner and Nationwide. Additional annuity payment options made available by Nationwide
will be calculated using current annuity purchase rates and methods.
Termination of this Contract or eligibility will not result in any loss of any Participant annuity payment benefit.
Death of Participant
If a Participant dies prior to severance of employment with the Contract Owner, the beneficiary(ies) of the
Participant will receive a death benefit equal to the Participant's Account Value on the date Nationwide receives a
written request (on a form provided by Nationwide) and proof of the Participant's death. Distribution of a death
benefit representing the Participant Account proceeds will be done in a manner consistent with the requirements of
the Plan.
Death of Retired Participant
If a Retired Participant dies prior to the beginning of payments, the beneficiary(ies) of the Retired Participant will
receive a death benefit equal to the Participant's Account Value on the date Nationwide receives a written request
(on a form provided by Nationwide) and proof of the Participant's death. Distribution of a death benefit
representing the Participant Account proceeds will be done in a manner consistent with the requirements of the Plan.
If a Retired Participant dies after an income payment option has begun, the beneficiary(ies) of the Retired
Participant will receive either: (1) the remaining scheduled payments under an annuity payment option or any
commuted value assuming such commuted value is allowed under the annuity payment option; or (2) the remaining
scheduled payments under a systematic liquidation or a lump -sum of the present Participant Account Value.
Involuntary Cash -Outs of Participant Accounts
Under circumstances permitted by the Plan (such as low Participant Account Value), Nationwide may pay to a
Participant or Retired Participant the balance of his or her Participant Account in a lump -sum in -lieu of retaining
such Participant Account or making available any payment schedules or annuity payment options. Any involuntary
payment to the Participant described herein will be done in a manner consistent with applicable law.
Misstatement of Age
In the event the age of any Participant or Retired Participant has been misstated, Nationwide may adjust the
Participant or Retired Participant's age of record to comport with the proper age. Nationwide may also request
proof of age in the form of a birth certificate prior to making any annuity payments.
NRC -01 l OFL 10 (Florida) (4/2011)
Other Participant Benefit Payments
The Contract Owner, or Participant if permitted by the Plan, may request any other Participant Benefit Payment
permitted under the Plan.
TERMINATION AND WITHDRAWALS
In the event Nationwide provides annuity payment options to Retired Participants, notwithstanding anything in the
Contract to the contrary, including Contract termination, Nationwide will retain the assets attributable to Retired
Participants that are receiving annuity payments from Nationwide.
Termination by the Contract Owner
The Contract Owner may terminate the Contract at any time by notifying Nationwide in writing. Once Nationwide
receives the notice to terminate, the Contract will be terminated in one -hundred and twenty (120) days ("effective
date of termination"). Thirty (30) days following Nationwide's receipt of the written notification to terminate,
Nationwide will no longer accept any additional Purchase Payments to the Contract, except by mutual agreement
with the Contract Owner. Upon payment of the Withdrawal Value, Nationwide and the Contract Owner will be
relieved of any additional responsibilities under the Contract.
Termination by Nationwide
Nationwide may terminate the Contract at any time by notifying the Contract Owner in writing. Once the Contract
Owner receives the notice to terminate, the Contract will be terminated in one -hundred and twenty (120) days
("effective date of termination"). Thirty (30) days following the Contract Owner's receipt of the written notification
to terminate, Nationwide will no longer accept any additional Purchase Payments to the Contract, except by mutual
agreement with the Contract Owner. Upon payment of the Withdrawal Value, Nationwide and the Contract Owner
will be relieved of any additional responsibilities under the Contract.
Payment of the Withdrawal Value
At least thirty (30) days prior to the effective date of termination, the Contract Owner must elect one of the two
Withdrawal methods listed below for amounts attributable to the Contract.
1. Lump -sum Payment. If the Contract Owner elects to have funds Withdrawn from the Contract in one
lump -sum payment, Nationwide will pay to the Contract Owner the Withdrawal Value of amounts
attributable to the Contract plus or minus a market value adjustment. The current market value
adjustment formula is specified in Exhibit A. Nationwide may prospectively change the market value
adjustment formula. Prior to any change being effective, Nationwide will provide the Contract Owner
a new Contract with the new market value adjustment formula
2. Sixty (60) Monthly Installments. If the Contract Owner elects to have funds Withdrawn from the
Contract in sixty (60) monthly installments, Nationwide will begin installment Withdrawals no later
than ninety (90) days following the effective date of termination of the Contract, unless otherwise
mutually agreed by the Contract Owner and Nationwide. The amount of each installment is
determined by the following:
a) the Contract Value on the date before the installment is Withdrawn; divided by
b) the number of remaining installments.
Contract Withdrawals in addition to installment Withdrawals will not be permitted, nor will any
Exchanges or Transfers be permitted.
NRC -011017L 11 (Florida) (4/2011)
Recapture of Acquisition Expenses
If Nationwide has provided any additional credits to the initial Purchase Payment that have not been recouped upon
termination, Nationwide will deduct any unrecouped expenses associated with such credits from the Withdrawal Value.
NRC-O110FL 12 (Florida) (4/2011)
Exhibit A
Market Value Adjustment Assumptions & Formula
Nationwide's market value adjustment formula assumes that the net cash flow received each calendar quarter had
been invested in a 10 -year semi-annual coupon bond purchased at par. The rate on that bond is assumed to be the
actual rate earned on investments acquired in that calendar quarter with an average quality of Baa. Therefore, the
result is a set of hypothetical assets that reasonably represent the actual portfolio.
The current market rate, against which each hypothetical asset is compared, assumes that any asset that might be
sold would have a rating of Baa. The current market rate is assumed to be the Barclays Capital Baa component of
the U.S. Credit index rate.
To calculate the market value adjustment:
1. The book value of each hypothetical asset is determined by allocating the Contract Value over all quarters since
purchase payments began per the following process. The book value is the:
• Contract Value increase (or zero if the Contract Value decreased), plus
• the amount reinvested during the quarter from a prior quarter's maturing hypothetical asset, less
• any hypothetical asset sales resulting from Contract Value decreases (i.e. net cash outflow) in later quarters. In
other words, if a calendar quarter's Contract Value decreases more than rollovers from prior quarter's maturing
hypothetical assets, the hypothetical assets from prior quarters are liquidated pro -rata until Contract Value
decrease is satisfied.
The sum of the book values for all calendar quarters will equal Contract Value on the cash out date.
2. The market value is calculated for each hypothetical asset. This is the present value of the hypothetical asset
discounted at the current market rate (i.e. Barclays Capital Baa). If the present value were calculated at the
hypothetical bond's original rate, the present value would equal the book or par value. However, since
discounting is done at the current market rate, the current market value results.
3. The total market value is the sum of the market values for each hypothetical asset. The market value adjustment
is the amount by which the total book value differs from the total market value.
NRC-O110FL 13 (Florida) (4/2011)
Docuftn-
Certificate Of Completion
Envelope Id: 924COABDB3414698AD6BD714CC08FOB9
Status: Completed
Subject: Complete with DocuSign: Indian River County 1 st ASA Amendment.pdf, Indian
River County Plan Acc...
Source Envelope:
Viewed: 9/28/2022 6:23:14 AM
Document Pages: 7 Signatures: 3
Envelope Originator:
Certificate Pages: 5 Initials: 0
Lilliane Anderson
AutoNav: Enabled
10 West Nationwide Blvd.
Envelopeld Stamping: Enabled
Columbus, OH 43215
Time Zone: (UTC -08:00) Pacific Time (US & Canada)
anderl28@nationwide.com
Signed using mobile
IP Address: 155.188.183.80
Record Tracking
Status: Original Holder: Lilliane Anderson Location: DocuSign
9/27/2022 1:30:17 PM anderl28@nationwide.com
Signer Events Signature Timestamp
oowsgn.d by: Aaron Henderson �� � I . J- Sent: 9/27/2022 1:36:01 PM
HENDEA3@nationwide.com D�►� Viewed: 9/28/2022 4:18:56 AM
Financial Services Rep XFOBCASIE67458 Signed: 9/28/2022 4:19:16 AM
Nationwide Retirement Solutions
Security Level: Email, Account Authentication Signature Adoption: Pre -selected Style
(None) Using IP Address: 149.19.40.32
Electronic Record and Signature Disclosure:
Accepted: 9/28/2022 4:18:56 AM
ID: 32e76c91-d94f45ad-9ecb-2dccf40741 b 1
ooc W -d by:
Adam Maloney EW846=052485.. Sent: 9/28/2022 4:19:17 AM
MALONEA4@nationwide.com � M Viewed: 9/28/2022 6:14:44 AM
NF Operations Director Signed: 9/28/2022 6:15:02 AM
Nationwide Retirement Solutions
Security Level: Email, Account Authentication
Signature Adoption: Pre -selected Style
(None) Using IP Address: 149.19.33.6
Electronic Record and Signature Disclosure:
Accepted: 9/28/2022 6:14:44 AM
ID: 991 be 13f -8973 -4910 -9f43 -818128f29337
Catherine M (Katie) Moore,
g -d by:
Sent: 9/28/2022 6:15:03 AM
MOOREK3@nationwide.com
aiuu'itAk M. (660 Mbbrt,�
1�4DMES30CWOWt
Viewed: 9/28/2022 6:23:14 AM
AVP Operations
Signed: 9/28/2022 6:23:22 AM
Nationwide Retirement Solutions
Signature Adoption: Pre -selected Style
Security Level: Email, Account Authentication
(None)
Using IP Address: 174.209.36.163
Signed using mobile
Electronic Record and Signature Disclosure:
Accepted: 9/28/2022 6:23:14 AM
ID:527aaca6-488a-4477-94c9-f83ab4749c0e
In Person Signer Events
Signature
Timestamp
Editor Delivery Events
Status
Timestamp
Agent Delivery Events
Status
Timestamp
Intermediary Delivery Events
Status
Timestamp
Certified Delivery Events
Status
Timestamp
Carbon Copy Events
Status
Timestamp
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
Timestamps
Envelope Sent
Hashed/Encrypted
9/27/2022 1:36:02 PM
Certified Delivered
Security Checked
9/28/2022 6:23:14 AM
Signing Complete
Security Checked
9/28/2022 6:23:22 AM
Completed
Security Checked
9/28/2022 6:23:22 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 9/22/2017 6:43:33 AM
Parties agreed to: Aaron Henderson, Adam Maloney, Catherine M (Katie) Moore,
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, Nationwide Retirement Plans (we, us or Company) may be required by law to
provide to you certain written notices or disclosures. Described below are the terms and
conditions for providing to you such notices and disclosures electronically through the
DocuSign, Inc. (DocuSign) electronic signing system. Please read the information below
carefully and thoroughly, and if you can access this information electronically to your
satisfaction and agree to these terms and conditions, please confirm your agreement by clicking
the `I agree' button at the bottom of this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. You will have the ability to download and print documents we send
to you through the DocuSign system during and immediately after signing session and, if you
elect to create a DocuSign signer account, you may access them for a limited period of time
(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to
send you paper copies of any such documents from our office to you, you will be charged a
$0.00 per -page fee. You may request delivery of such paper copies from us by following the
procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign `Withdraw Consent' form on the signing page of a
DocuSign envelope instead of signing it. This will indicate to us that you have withdrawn your
consent to receive required notices and disclosures electronically from us and you will no longer
be able to use the DocuSign system to receive required notices and consents electronically from
us or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through the DocuSign system all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
How to contact Nationwide Retirement Plans:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: signdocs@nationwide.com
To advise Nationwide Retirement Plans of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at signdocs@nationwide.com and in
the body of such request you must state: your previous e-mail address, your new e-mail address.
We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc. to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in the DocuSign system.
To request paper copies from Nationwide Retirement Plans
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to signdocs@nationwide.com and in the
body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with Nationwide Retirement Plans
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign session, and on the subsequent
page, select the check -box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to signdocs@nationwide.com and in the body of such request you
must state your e-mail, full name, US Postal Address, and telephone number. We do not
need any other information from you to withdraw consent.. The consequences of your
withdrawing consent for online documents will be that transactions may take a longer time
to process..
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Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you were
able to read this electronic disclosure and that you also were able to print on paper or
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this disclosure and consent to an address where you will be able to print on paper or save it for
your future reference and access. Further, if you consent to receiving notices and disclosures
exclusively in electronic format on the terms and conditions described above, please let us know
by clicking the `I agree' button below.
By checking the `I agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
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print it, for future reference and access; and
• Until or unless I notify Nationwide Retirement Plans as described above, I consent to
receive from exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by Nationwide Retirement Plans during the course of my relationship with
you.
Nationwide
is on your side
Nationwide Investment Advisors, LLC
Nationwide ProAccount°
Plan Sponsor Nationwide ProAccounto Program Termination Form
Instructions: Complete this form in its entirety only if you wish to terminate your plan's
participation the managed account program, Nationwide ProAccountO. If you have any questions,
please call 1-877-677-3678. Once we receive this form, we will process it and the ProAccount
program termination will be effective as soon as administratively feasible upon acceptance of this
notice by NIA. Once your plan's agreement has been terminated, a letter will be sent to each
participant enrolled in ProAccount, letting them know their retirement plan account is no longer
under management and they have full control over any investment changes going forward.
This form is being completed for the following plan types:
Xl 457(b) ❑ 401(a) ❑ 401(k) ❑ 403(b)
By checking the box at the left and signing on the line below, I am acknowledging that I
no longer want to have Nationwide Investment Advisors, LLC offer its managed account
service on the plan stated below. I understand that all active ProAccount participants will
be terminated from ProAccount and sent a termination confirmation letter. All investments
will remain in their current allocations until participants proactively make changes.
Employer Name
Indian River County BOCC 457
Employer Number
0036758001
Employer Contact Name (Please Print)
Employer Contact Title (Please Print)
�
G9cc Ul-o��n�ni sad
Employ tact Signat e/,
Date
of 12 -7/qZ-
NationwideLestment Advisors, LLC, an SEC -registered investment adviser, is the investment adviser for Nationwide
ProAccoune. Nationwide, Nationwide ProAccount, the Nationwide N and Eagle and Nationwide is on your side are
service marks of Nationwide Mutual Insurance Company.
NRN-1678AO (06/2017)
Nationwide Investment Advisors, LLC • Nationwide ProAccoune
P.O. Box 182797 • Columbus, OH 43218-2797
Ph: (888) 540-2896 - Fax: (877) 677-4329
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