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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 M 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. [2l 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. [3] 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. 1! 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. -2- 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 -3- 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; -4- (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 -5- 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 -7- 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 -8- 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.. Required hardware and software Operating Systems: Windows@ 2000, Windows@ XP, Windows Vista@; Mac OS@ X Browsers: Final release versions of Internet Explorer@ 6.0 or above (Windows only); Mozilla Firefox 2.0 or above (Windows and Mac); Safari T' 3.0 or above Mac only) PDF Reader: Acrobat@ or similar software may be required to view and print PDF files Screen Resolution: 800 x 600 minimum Enabled Security Settings: Allow per session cookies ** These minimum requirements are subject to change. If these requirements change, you will be asked to re -accept the disclosure. Pre-release (e.g. beta) versions of operating systems and browsers are not supported. 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 electronically save this page for your future reference and access or that you were able to e-mail 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 • I can print on paper the disclosure or save or send the disclosure to a place where I can 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. 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