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HomeMy WebLinkAboutAgreement_General_11/03/2008HANSON, PERRY $L JENSEN, P.A. 4OO EXECUTIVE CENTER DRIVE, SUITE 2O7 -WEST PALM BEACH, FLORIDA 3340-2922 JILL HANSON* mjhanson ~ hpjlaw.com ANN H. PERRY aperry ~ hpjlaw.com BONNI SPATARA JENSEN bsjensen ~ hpjlaw.com •AL50 ADMITTED IN N.Y. VIA UPS GROUND DELIVERY Lori McWilliams Village of Tequesta 345 Tequesta Drive Tequesta, Florida 33469 Dear Lori: February 11, 2009 TELEPHONE (561)686-6550 FACSIMILE (561) 686-2802 Re: Village of Tequesta Public Safety Officers' Pension Trust Fund Investment Monitor Agreement -Bogdahn Our File No.: 1011.7101 Enclosed please find the two (2) original Investment Monitor Agreements. Both have been signed bythe Chairman and by Bogdahn Consulting, but requirethe Secretary's signature. Please have the Secretary execute both documents in your presence, and then witness the signature on each as indicated. Please keep one original for the Fund's files and return the other to us in the return pre-paid UPS mailer provided for your convenience. Thank you for your assistance in this matter. If you have any questions, please do not hesitate to contact our office. Sincerely yours, -~. Bonni S. Jensen ,- Signed for Ms. Jensen to expedite delivery BSJ/adt Enclosure (as noted) H:\Tequesta PS 1011 \Vendors\Monitor\LMcW cvr Itr 4 Agmt to execute.wpd is INVESTMENT MONITOR/CONSULTANT AGREEMENT TEQUESTA PUBLIC SAFETY OFFICERS' PENSION PLAN AND BOGDAHN CONSULTING, LLC THIS AGREEMENT is entered into this ~~ S~day of V~~c~ w~ ~f , 2008, by and between the BOARD OF TRUSTEES OF THE TEQUESTA PUBLIC SAFETY OFFICERS' PENSION PLAN ("Trustees"), and BOGDAHN CONSULTING, LLC ("Consultant"). WITNESSETH WHEREAS, the Tequesta Public Safety Officers' Pension Plan ("Fund"), has been established for the purpose of providing retirement and related benefits to eligible participants and beneficiaries and defraying reasonable expenses of administering the Fund; and WHEREAS, the Consultant represents that it is skilled in the area of investment performance, and the Consultant represents that it is free and independent of the influence of any Investment Managers of the Fund; and WHEREAS, the Trustees desire that the Monitor serve as that advisor and consultant with respect to the monitoring of the investment performance of certain of the assets of the Fund, and the Monitor is willing to so serve. NOW, THEREFORE, in consideration of the mutual agreements herein contained, it is covenanted and agreed as follows: Page 1 of 7 1. Appointment of Consultant. The Trustees appoint the Consultant as an independent consultant with respect to assisting the Trustees in monitoring the investment performance of those Fund assets being managed and for which the Trustees pay a fee for investment. 2. Duties of the Consultant. Services under this Agreement shall include, but are not limited to the following: 2.1 Assist the Trustees in determining and outlining specific investment objectives and help draft and execute a Statement of Investment Policy to be adhered to by the Investment Manager(s), and periodic review of policy. 2.2 Assist the Trustees in evaluating the investment performance of the Investment Manager(s) of the Plan. 2.3 Assist the Trustees in determining the desirability of continuing orterminating the employment of the Investment Manager(s). If necessary, and only at the direction of the Trustees, the Consultant will conduct an Investment Manager Search. 2.4 The Consultant shall provide in report form on a quarterly basis, the annual rates of return for the total Pension Fund, as well as equity and fixed income portions of the Pension Fund, calculated according to the American Banking Institute method. The Consultant shall also provide an annual database ranking for the above returns, and comparisons to appropriate indices. This information shall be provided for each Investment Manager. All rates of return shall be reported both as gross rate of return and a rate that is net of fees. Page 2 of 7 2.5 The Consultant shall make an oral presentation of the above report, at a time and place designated by the Trustees, on a quarterly basis. 2.6 The Consultant shall assist the Trustees in monitoring compliance by the Investment Managers with the Pension Plan Document, Chapter 112, Florida Statutes, and other applicable Florida Statutes, and the investment objectives and guidelines set forth in the Trustees' Statement of Investment Policies and Objectives of the Fund. 2.7 Assist the Trustees in determining asset allocation. 2.8 Other special projects requested by the Board. 2.9 Other items as identified in Exhibit A. 3. Fees and Costs. 3.1 For service rendered under this Agreement, the Trustees shall pay the Consultant an annual cash fee as set forth in Exhibit A attached hereto which is payable quarterly in arrears upon delivery of the quarterly report. 3.2 No other fees or costs shall be payable without the express written consent of the Trustees. 3.3 This fee will be guaranteed for a period of three years from the date of the Agreement above. 4. Qualifications. The Consultant certifies that it is professionally qualified as an independent consultant to evaluate the performance of professional money managers/investment managers, and that it has at least five years of experience as an Investment Consultant in the public sector. Furthermore, the Consultant is an Page 3 of 7 investment advisor registered with the Securities and Exchange Commission ("SEC")under the Investment Advisors Act of 1940, attached as Exhibit B is a copy of the Consultant's SEC registration. 5. Independent Status. The Consultant certifies that it is not associated in any manner with the present Investment Manager(s) of the Fund. Further, the Consultant certifies that it shall not be associated in any manner with any future Investment Manager(s) of Fund assets for whose performance the Consultant is engaged to evaluate. 6. Record Retention. The Consultant shall maintain all records held by it pertaining to the Fund for six years from the date of origination of such records. Before any records maintained by the Consultant are destroyed, the Consultant must contact the Trustees for permission to do so. 7. Confidential Information. The Consultant shall maintain and protect in strictest confidence any and all data, information, and documents of and concerning the finances, business and affairs of the Fund which the Consultant acquires in its performance of this Agreement. The Consultant agrees that none of the aforesaid data, information or documents, and none of the reports and analyses prepared by the Consultant as provided in Paragraph 2 hereof, or otherwise, shall be disclosed to anyone except the Consultant's subcontractors, the Trustees, the Investment Manager(s), the Administrative Manager, Consultant, Actuary or Legal Counsel to the Trustees, except as otherwise agreed to in writing or by law. Page 4 of 7 8. Fiduciary Relationship. Consultant will provide the services contacted for in order to assist the Trustees in making prudent investment judgments. In performing services hereunder, Consultant shall act solely in the best interest of the Fund and shall have a reasonable basis for any information provided. However, final decision making authority and responsibility resides with the Trustees. The Consultant acknowledges that it is a fiduciary of the Plan within the meaning of the employee Retirement Income Security Act of 1974 ("FRIBA") and Florida Statute §112.656. 9. Insurance. The Consultant shall maintain professional liability insurance in the amount of $3,000,000.00. Attached as Exhibit C is a copy of the policy currently in effect. The Consultant shall provide certification of continued insurance to the Trustees annually. 10. Assignability. This Agreement shall not be assigned without the prior written consent of the Trustees. 11. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto. 12. Modification. This Agreement may be modified or revised only by written amendment signed by the Trustees, and incorporated as written amendments with the Consultant, oral or written. 13. Prior Amendments. This Agreement supersedes all prior agreements with the Consultant, oral or written. 14. Applicable Law and Venue. The laws of the State of Florida shall govern this Agreement. Any dispute involving the enforcement or interpretation of this Page 5 of 7 Agreement shall have venue in Palm Beach County, Florida. 15. Termination. This Agreement may be terminated with thirty days notice by the Fund or ninety days notice by the Consultant, hereto upon mailing of written notice, by certified mail, to the other party at the addresses given below: Fund: Tequesta Public Safety Officers' Pension Plan Attn: Lori McWilliams Village of Tequesta 345 Tequesta Drive Tequesta, FL 33469 Consultant: Bogdahn Consulting, LLC 340 West Central Avenue Suite 300 Winter Haven, Florida 33880 Copy: Bonni S. Jensen, Fund Legal Counsel Hanson, Perry & Jensen, P.A. 400 Executive Center Drive, Suite 207 West Palm Beach, FL 33401-2922 16. Trustees' Responsibilities. The Trustees represent that custodial account statements, asset valuations, and other information relating to the Fund as may be requested by Consultant is accurate and complete in all material aspects. Consultant shall not be required to verify the accuracy of such information and Consultant shall be entitled to rely on such information. 17. Attorney Fees. If the Trustees engage an attorney, accountant, or other advisor to enforce the terms of this Agreement, whether by administrative action, legal action, litigation, or otherwise, and should the Pension Plan prevail or obtain any relief or remedy as a result of such action, then the Consultant shall pay to the Pension Plan its reasonable attorney's fees, accountants' fees, advisors' fees and costs. Page 6 of 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement by their respective authorized representatives on the dates indicated below: BOARD OF TRUSTEES OF THE TEQUESTA PUBLIC SAFETY OFFICERS' PENSION PLAN B .C~ As Chairman ~. / -1 B \, ~ /l /` s~Secretary Dated: ?~~l 0 9 WITNESS: As Board of Trustees BOGDAHN CONSULTING, LLC Bv: Signature ~ / Joe Bogdahn, Principal /~'~~-~ ~!~! ~"~5~~-~ Please print name and title Dated: l/l z/f~°l WITNESS: a!~~~ As to C sultant BSJ/ka January 12, 2009 H:\Tequesta PS 1011\Vendors\Monitor\AGMT.wpd Page 7 of 7 TEQUESTA PUBLIC SAFETY OFFICERS' PENSION PLAN AND BOGDAHN CONSULTING, LLC INVESTMENT MONITOR/CONSULTANT AGREEMENT EXHIBIT A Fees and Costs All inclusive fee of $15,000.00 Fee is guaranteed for three years.