CLACKAMAS FIRE DISTRICT #1 401(a) DEFINED CONTRIBUTION AND 457 DEFERRED COMPENSATION PLAN Request for Proposal for Retirement Plan Administration and Record Keeping Services DUE DATE AND TIME FOR RESPONSE SUBMISSION: By 4:00 p.m. Pacific Time on April 24, 2015 I. OVERVIEW Pursuant to its Public Contracting Rule Exemption E-17, regarding Personal services, Clackamas Fire District #1 (hereinafter “District”) is soliciting proposals from qualified firms (hereinafter “Proposing Firm(s)” or “Firm(s)”) to provide retirement plan administration, record keeping, education, communications, and investment-related services for its current 401(a) defined contribution plan and 457 deferred compensation plan (hereinafter “Plan” or “Plans”). Their intent is to engage a business partner that reflects fairness, consistency, and transparency which are values of the District and its participants. The primary goals for this Request for Proposal (hereinafter “RFP”) process include the following: Analyzing the overall competitiveness of the Plans; Providing for the integrated administration and reporting for the Plans; Offering the most appropriate investment menu; Improving participant education and communication services; Enhancing education for both the Committee and Administrator; Providing robust online transaction and information capabilities; Providing support for as many administrative functions as deemed appropriate; Evaluating alternative pricing structures; Reducing participant and Plan expenses; Providing for an orderly and timely transition of assets and services if necessary; and Formalizing the working relationship between the record keeper(s), Committee and Administrator. The District is a public agency and one of the largest fire protection districts in the state of Oregon, serving approximately 180,000 citizens in an area covering nearly 200 square miles. The District provides fire, rescue, and emergency medical services to a service area that includes the Oregon cities of Damascus, Milwaukie, Oregon City, Happy Valley, and Johnson City, and the unincorporated areas of Oak Lodge, Clackamas, Sunnyside, Redland, Carver, Beavercreek, Highland, and Clarkes. The District’s firefighters and paramedics respond to over 19,000 incidents annually throughout the service area. The District is an internationally-accredited agency meeting the highest standards in emergency service delivery. The District has 239 full-time benefit-eligible employees and are paid twice per month through one centralized payroll system for a total of 24 pay periods annually. The District uses the ADP payroll system. The following table lists many of the District’s sites in Oregon with an approximate number of employees at each location. It is expected that a record keeper representative would visit each of these sites as part of the Proposing Firm’s initial and ongoing participant education efforts. Location/Station Town Center (1) Administrative Headquarters Milwaukie (2) Oak Grove (3) Lake Road (4) Mt. Scott (5) Happy Valley (6) Pleasant Valley (7) Clackamas (8) Holcomb (9) Beavercreek (10) Redland (11) Boring (14) John Adams (15) Clackamas Fire District #1 Request for Proposal Page 1 Employees 40 11 29 17 16 9 9 11 9 12 9 13 16 Location/Station Hilltop (16) South End (17) Damascus (19) Training/Wellness Logistics/Maintenance Employees 11 9 3 10 6 The District has a Deferred Compensation Plan Committee (hereinafter “Committee”) made up of seven (7) District employees who serve in an advisory role to the Plan Administrator. The Fire Chief is the Administrator, who carries out the fiduciary duties, and has sole discretionary authority over the administration of the retirement program. The Administrator and Committee will continue to monitor and evaluate the Plans on an ongoing basis through quarterly meetings. Any record keeper representative awardee will be expected to attend these review meetings. The District is considering various revenue-generating investment menus. One is the traditional model where funds share revenue and plan costs are paid by the investment options. Another model is where the investment options do not share revenue and plan costs are paid through an explicit fee. Where revenue sharing investment options are the only alternative, the District may look to engage a model that provides for a more equitable distribution of that revenue to the participants that are actually invested in the funds that produced it. Several questions have been structured with these different types of models in mind. Although the Plans do not currently offer a Roth feature, a self-directed brokerage account option, or loans generally1, the Committee and Administrator regularly evaluate Plan features and is seriously considering adding these in the future. Therefore, there are questions related to Roth, self-directed brokerage, and loan administration within this RFP. II. REQUEST FOR PROPOSAL PROPOSED TIMELINE Advertisement and distribution of RFP document Deadline for receiving clarification questions from Proposing Firms District response to clarification questions Deadline for submission of proposals (opening to follow thereafter) Interviews (if held) Award of contract by Board of Directors Commencement of services March 18, 2015 March 27, 2015 April 10, 2015 April 24, 2015 July 21-22, 2015 TBD TBD The District reserves the right to modify this schedule at its discretion. PROPOSAL SUBMITTAL Proposals and all amendments must be signed and submitted to the address below and received no later than April 24, 2015 by 4:00 p.m. Five (5) hard copies and one (1) electronic CD/flash drive versions (Questionnaire portion in Word and/or Excel format) of the proposal must be submitted in a sealed envelope, marked: Clackamas Fire District #1 Deferred Compensation Plan Provider Proposal Attn: Susan Geiger, Finance Director 11300 Southeast Fuller Road Milwaukie, Oregon 97222 1 Of the seven record keepers, only OSGP offers SDBAs and loans to the District’s Plan participants. Clackamas Fire District #1 Request for Proposal Page 2 Proposing Firm shall also submit one (1) electronic CD/flash drive version of its entire proposal to the District’s Consultant (making sure that the entire Questionnaire portion in Word and/or Excel format is included): Hyas Group Deferred Compensation Plan Provider Proposal Attn: Vincent Galindo, Senior Consultant 108 NW 9th Avenue, Suite 203 Portland, Oregon 97209 [email protected] It is each Proposing Firm’s responsibility to ensure that its proposal is received prior to the stated closing time. The District shall not be responsible for identifying and properly handling any proposal submitted incorrectly. Proposals, modifications and withdrawals submitted after the stated submittal deadline shall not be accepted and shall be returned unopened. Facsimile and emailed proposals will not be accepted. QUESTIONS AND CLARIFICATIONS A Proposing Firm who believes any details in the scope of work and/or terms detailed in the RFP document and/or sample contract (see Attachment A) are unnecessarily restrictive and/or limit competition may submit a notice to this effect in writing. Any such notice for clarification shall include the reasons and shall detail any proposed changes to the scope of work, contract and/or terms of this RFP. Additionally, any other questions and/or requests for clarification or for additional information about the desired services should be directed to: Vincent Galindo Hyas Group, Senior Consultant [email protected] To be considered, any notice, question and/or request for clarification or for more information must be received by 4:00 p.m. Pacific Time on March 27, 2015. Proposing Firms contacting District staff or members of the Committee or District’s Board of Directors with questions or for information related to this RFP may be disqualified from consideration. ADDENDA AND INTERPRETATIONS Statements by District staff or its representatives are not binding on District, unless confirmed by written addendum. Any binding interpretations, clarifications and RFP Addenda will be posted on the District’s website at www.clackamasfire.com and emailed to interested Proposing Firms that have been recorded as receiving this RFP document on or around April 10, 2015. Interested Proposing Firms should frequently check the District’s website until closing. Any written addendum, including changes, corrections, additions, interpretations, or information, issued in accordance with this Section shall be binding upon all Proposing Firms. COST OF PREPARING A PROPOSAL Proposing Firms are solely responsible for all costs incurred in the submission or presentation of its proposal or in undertaking any necessary study for the preparation thereof. PROPOSAL VALIDITY PERIOD Each proposal shall be irrevocable for a period of ninety (90) calendar days from the Proposal Submission Date of April 24, 2015. PUBLIC RECORD All proposal material submitted by Proposing Firms shall become the property of the District and is a public record subject to disclosure after submission. A proposal that contains any information that is considered a trade secret under Oregon Revised Statute (“ORS”) 192.501(2) should be segregated and clearly identified as such. The Clackamas Fire District #1 Request for Proposal Page 3 District will attempt to maintain the confidentiality of such segregated and identified material to the extent permitted by the Oregon Public Records Law, ORS 192. Requested confidentiality shall not extend to cost or price information, which will be subject to public disclosure. RESERVED RIGHTS The District reserves the right to: Reject any or all proposals not in compliance with all public procedures and requirements; Reject any proposal not meeting the specifications set forth herein; Waive any or all irregularities in proposals submitted; Reject all proposals; Negotiate services and cost within the scope of this RFP with the highest ranked Proposing Firm. In the event the District is unable to negotiate a contract with the highest ranked Proposing Firm, to commence contract negotiations with the next highest ranked Proposing Firm and to continue this process until a contract is executed; Cancel this RFP at any time, for any reason; Award any or all parts of any proposal; and Request references and other data to determine responsiveness. III. PROPOSAL REQUIREMENTS MINIMUM QUALIFICATIONS The District requires each Proposing Firm responding to this RFP to certify that it meets and/or agrees to the following criteria: 1. The Proposing Firm must have a minimum of five (5) years of experience administering governmental section 401(a) defined contribution plans and 457 deferred compensation plans and must currently provide sole-provider administration to a minimum of five (5) participant-directed retirement plans. 2. Any contract entered into by the District must stipulate that there will be no front-end charges, no back-end charges, or no market value adjustments (MVAs) of any kind. In addition, there will be no restrictions or penalties associated with any Plan- or participant-initiated transfers or withdrawals (including contract termination), with the exception of capital preservation (stable value and/or Fixed or General Account) equity wash and/or put provisions, and/or mutual fund specific short-term trading fees. 3. The Proposing Firm must accurately and fully disclose all fund expense and revenue sharing arrangements associated with all funds being offered to the District. Fixed or General Account products will not be excluded from this requirement. Proposing Firms offering such products must provide an accurate assessment of product expenses and revenue remitted to the Proposing Firm. 4. The Proposing Firm must accurately and fully disclose all expenses and revenue associated with any service made available under the Plans on a continuous and ongoing basis. This includes services such as managed accounts, investment advice, financial planning and/or self-directed brokerage accounts. 5. Upon award of the contract, the selected Proposing Firm must be duly qualified to do business in the State of Oregon. 6. The Proposing Firm must have knowledge of and comply with all applicable Oregon and federal regulations regarding governmental retirement plans and investment options. All laws of the State of Oregon, whether substantive or procedural, shall apply to this contract, and all statutory, charter, and ordinance provisions that are applicable to public contracts in the District shall be followed with respect to this contract. Clackamas Fire District #1 Request for Proposal Page 4 7. The terms outlined throughout this RFP process (within your response and any enhancements thereafter) must remain in place through negotiations and be part of the final contract unless specifically waived by the District in writing. It is assumed that, by submitting a response to this RFP, your organization will conform to the Minimum Qualifications and specifications in every way (unless specifically adjusted and/or waived per written amendment). Any questions or concerns related to Minimum Qualifications should be submitted following the instructions outlined in the Questions and Clarifications section above. REQUIRED DOCUMENTS Proposals shall be submitted to the District on 8½” x 11” paper with tabs separating the major sections of the proposal. Print on both sides where appropriate. Proposals must include the following items and information, submitted as ordered below. If a submitted proposal does not include all of the following items, it may be rejected as non-responsive. 1) Cover Letter. The cover letter should not exceed two pages in length and must confirm that the Proposing Firm meets or agrees to the Minimum Qualifications stated above (see disclaimer provided at the end of the Minimum Qualifications section), and has the ability to provide the requested services in the manner specified herein. It should be signed by an individual with authority to bind the Proposing Firm to the terms quoted in the RFP response. 2) Questionnaire. Respond to all questions and requests listed in the Questionnaire section of the RFP document. Precede each response with a copy of the RFP question/request. Please provide a Word and/or Excel version of the Questionnaire response in the electronic version (CD/flash drive). 3) Exhibit Binder. There are numerous questions in the Questionnaire that require a description and/or samples to be provided in a separate Proposing Firm Exhibit Binder. Proposing Firms should provide a separate binder for each requested hard copy of the proposal response and include the entire Exhibit Binder on the electronic copy (CD/flash drive). INSURANCE Proof of insurance is not required to be submitted with your proposal but will be required prior to the District’s award of the contract. The standard insurance requirements generally include: Professional liability, general commercial liability and/or auto coverage: $1,000,000 per occurrence, accident, and/or claim for each one year policy period. Twice that amount in aggregate for each one year policy period. The general liability will need an endorsement listing the following as additional insured: o Clackamas Fire District #1; and o Its Officers, Officials, Agents, Employees and Volunteers. Workers’ compensation insurance requirement should state “Statutory Limits.” Each certificate will show the coverage, deductible and policy period. Policies shall be endorsed to state that coverage will not be suspended, voided, canceled or reduced without a 30-day written notice by mail. Proposing Firms must clearly indicate any requests for modifications of these general insurance requirements by following the instructions outlined in the Protests section above. The District will respond to such submittals but does not guarantee waiving these general insurance requirements. IV. PLAN INFORMATION The District currently has seven retirement plan record keepers for its 457 Deferred Compensation Retirement Plan: Clackamas Federal Credit Union (hereinafter “CFCU”), Massachusetts Mutual Life Insurance Company (hereinafter “MassMutual”), Nationwide Retirement Solutions (hereinafter “Nationwide”), Oregon Savings Clackamas Fire District #1 Request for Proposal Page 5 Growth Plan (hereinafter OSGP”), Security Benefit Life Insurance Company (hereinafter “Security Benefit”), Voya Financial (hereinafter “Voya”), and Variable Annuity Life Insurance Company (hereinafter “VALIC”). The District’s 401(a) plan has only one provider: Nationwide. These record keepers generally provide basic administration, enrollment, participant communication and education, investment management and record keeping services for the Plans. As of December 31, 2014, there was approximately $30.4 million in the Plans ($4.2 million in the 401(a) Defined Contribution Plan and $26.2 million in the 457 Deferred Compensation Plan). All District contributions currently go into the 401(a) Plan record kept by Nationwide and are 100% vested immediately. Both District contributions and participant contributions are included in the figures below under “Total Deferrals.” The District also participates in the Oregon Public Employees Retirement System’s defined benefit plan. Below are eight tables; one for each record keeper in each plan with plan data as of December 31 (active accounts means currently contributing). 401(a) PLAN ASSETS AND PARTICIPANT HISTORY FOR NATIONWIDE 2014 $4,155,324 260 256 $266,097 0 0 $0 8 $146,018 0 0 2013 $3,801,072 228 225 $245,361 0 0 $0 6 $100,429 0 0 2012 $2,876,195 223 220 $250,646 0 0 $0 10 $165,862 0 0 2011 $2,432,489 209 206 $246,964 0 1 $6,000 11 $165,052 0 0 Total Roll-Outs 0 0 0 0 Total Distributions 9 7 10 23 Total Distributions $146,018 $100,429 $165,862 $171,052 N/A N/A N/A N/A 2013 $137,065 3 2012 $222,896 5 2011 $231,503 5 2012 $801,134 5 5 $25,600 0 0 2011 $702,757 5 5 $25,250 0 0 Total Assets Total Participant Accounts Total Active Accounts Total Deferrals Total Roll-Ins Total Accounts in Systematic Distributions Total Systematic Distributions Total Accounts with Lump Sum Distributions Total Lump Sum Distributions Total Annuities Purchased Total Transfers to Proprietary IRAs Total Hardship Withdrawals Requested/Processed 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR CFCU Total Assets Total Participant Accounts The rest of the table was unavailable from CFCU. 2014 $137,244 3 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR MASSMUTUAL Total Assets Total Participant Accounts Total Active Accounts* Total Deferrals Total Roll-Ins Total Accounts in Systematic Distributions Clackamas Fire District #1 Request for Proposal Page 6 2014 $662,010 5 5 $26,715 0 0 2013 $944,131 5 5 $28,440 0 0 2014 0 0 0 0 1 $368,600 2013 0 0 0 0 1 $52,832 2012 0 0 0 0 0 $0 2011 1 $76,559 0 0 1 $2,525 Total Distributions 1 1 0 0 Total Distributions $3,000 $3,000 $0 $0 0 0 0 0 Total Accounts with Lump Sum Distributions Total Lump Sum Distributions Total Annuities Purchased Total Transfers to Proprietary IRAs Total Roll-Outs Total Roll-Outs Total Hardship Withdrawals Requested/Processed 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR NATIONWIDE Total Assets Total Participant Accounts Total Active Accounts Total Deferrals Total Roll-Ins Total Roll-Ins Total Accounts in Systematic Distributions Total Systematic Distributions Total Accounts with Lump Sum Distributions Total Lump Sum Distributions Total Annuities Purchased Total Transfers to Proprietary IRAs Total Transfers to Proprietary IRAs Total Roll-Outs Total Roll-Outs Total Distributions Total Distributions Total Hardship Withdrawals Requested/Processed 2014 $1,830,712 33 15 $66,421 0 $0 1 $6,662 0 $0 0 1 2013 $1,852,990 35 17 $74,953 0 $0 2 $11,648 1 $21,646 0 0 2012 $1,875,815 38 21 $103,832 2 $63,416 2 $11,359 1 $12,000 0 0 2011 $1,658,676 40 22 $104,282 1 $17,418 2 $8,803 1 $5,339 0 0 $102,431 $0 $0 $0 2 3 2 3 $165,166 2 $6,662 0 $333,798 15 $33,294 0 $79,315 15 $23,359 0 $40,255 21 $14,142 0 2012 $1,069,886 19 13 $58,730 2 $87,540 0 2011 $997,332 19 14 $54,194 1 $12,244 0 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR OSGP Total Assets Total Participant Accounts Total Active Accounts* Total Deferrals Total Roll-Ins Total Roll-Ins Total Accounts in Systematic Distributions Clackamas Fire District #1 Request for Proposal Page 7 2014 $992,233 27 21 $60,106 2 $32,205 0 2013 $1,386,767 18 11 $30,725 3 $99,864 0 Total Accounts with Lump Sum Distributions Total Lump Sum Distributions Total Annuities Purchased Total Transfers to Proprietary IRAs Total Roll-Outs Total Roll-Outs Total Distributions Total Distributions Total Hardship Withdrawals Requested/Processed 2014 2 $614 0 0 2 2013 0 $0 0 0 4 2012 0 $0 0 0 3 2011 1 $32,276 0 0 2 $609,107 $144,200 $207,130 $2,053 4 4 3 2 $609,107 0 $144,200 0 $207,130 0 $2,053 0 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR SECURITY BENEFIT Total Assets Total Participant Accounts The rest of the table was unavailable from Security Benefit. 2014 $174,062 2 2013 $157,816 2 2012 $120,732 2 2011 $107,599 2 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR VALIC 2014 $3,083,300 53 25 $148,064 3 $150 2 $7,000 8 $74,002 N/A 2013 $2,850,530 54 26 $132,714 0 $0 3 $13,000 6 $119,061 N/A 2012 $2,399,627 64 32 $142,883 1 $44,425 8 $47,243 12 $407,358 N/A 2011 $2,385,156 70 36 $143,699 6 $143,668 7 $25,500 13 $227,642 N/A N/A N/A N/A N/A Total Roll-Outs 0 1 0 0 Total Roll-Outs $0 $47,755 $0 $0 10 $81,002 N/A 9 $123,061 N/A 20 $454,602 N/A 20 $253,142 N/A Total Assets Total Participant Accounts Total Active Accounts* Total Deferrals Total Roll-Ins Total Roll-Ins Total Accounts in Systematic Distributions Total Systematic Distributions Total Accounts with Lump Sum Distributions Total Lump Sum Distributions Total Annuities Purchased Total Transfers to Proprietary IRAs Total Distributions Total Distributions Total Hardship Withdrawals Requested/Processed Clackamas Fire District #1 Request for Proposal Page 8 457 PLAN ASSETS AND PARTICIPANT HISTORY FOR VOYA 217 169 $905,793 12 $655,170 5 $64,854 18 $657,964 0 2013 $16,482,587 186 144 $898,633 11 $418,357 5 $59,478 15 $405,670 0 0 Total Roll-Outs Total Distributions Total Distributions Total Hardship Withdrawals Requested/Processed Total Hardship Withdrawals Requested/Processed Total Assets Total Participant Accounts Total Active Accounts* Total Deferrals Total Roll-Ins Total Roll-Ins Total Accounts in Systematic Distributions Total Systematic Distributions Total Accounts with Lump Sum Distributions Total Lump Sum Distributions Total Annuities Purchased Total Transfers to Proprietary IRAs 2014 180 144 $889,092 13 $445,987 3 $27,333 14 $362,568 0 2011 $10,017,019 159 127 $807,970 10 $431,101 2 $12,356 12 $167,268 0 0 0 0 Unknown Unknown Unknown Unknown 23 $722,841 0/0 N/A 21 $486,148 1/1 $21,000 17 $389,901 0/0 N/A 15 $204,624 1/1 $25,000 $19,347,891 2012 $12,527,993 INVESTMENT ALLOCATION INFORMATION A table providing a breakdown for all of the assets in the Plans as of December 31, 2014 is provided (see Attachment B) with this RFP. Note that there are eight sheets in this attached document given a single record keeper in one Plan and seven record keepers in the other. WITHDRAWAL OR TERMINATION PROVISIONS Some of the investment options within the Plans may be subject to market value adjustments (hereinafter “MVAs”). In addition, some options have liquidity restrictions and/or put periods in the case of a record keeper conversion. Below is a detail of each contingent and/or restriction. 401(a) Plan Nationwide – If the District terminates the Nationwide Fixed Account’s annuity contract and withdraws the assets (approximately $157,000) in a lump sum, an MVA may apply. If the District withdraws these assets gradually over a 60-month period (5 years) instead of in a lump sum, the MVA would not apply. There are no fees associated with early withdrawal at the participant level. The current MVA calculation is 0.00% for the District. 457 Plan CFCU – The assets (approximately $137,000) are invested in bank products with no transfer restrictions. MassMutual – The assets (approximately $330,000) invested in the General Account are subject to a payment system of six equal payments over five years. Currently, MassMutual may likely pay out at book value or at market value over 12 months. Nationwide – If the District terminates the Nationwide Fixed Account’s annuity contract and withdraws the assets (approximately $500,000) in a lump sum, an MVA may apply. If the District withdraws these assets gradually over a 60-month period (5 years) instead of in a lump sum, the MVA would not apply. There are no Clackamas Fire District #1 Request for Proposal Page 9 fees associated with early withdrawal at the participant level. The current MVA calculation is 0.00% for the District. In addition, the Morley Stable Value Fund (currently with $0 in assets) is subject to a put period up to 12 months. Currently, with 60 days’ notice, these assets can be transitioned in whole (at book value) at conversion. OSGP – The stable value fund managed by Galliard Capital Management (approximately $100,000 in assets) is subject to a 12-month put and may take up to one year to be fully distributed in one payment. Currently, Galliard is generally waiving this provision and, given the amount of assets in the Plan, may release assets sooner if not immediately. Security Benefit – The assets (approximately $200,000) are invested in individual annuity contracts that are portable with District direction and carry no contingent deferred sales charge. VALIC – The assets (approximately $581,000) invested in the Fixed Account Plus are subject to liquidity restrictions which generally means transfers are limited to 20% per year. More importantly, VALIC’s position is that the assets are held in individual annuities and the nature of the contracts prevent the District from moving the assets without each participant’s consent. The District is currently amending their plan document to hopefully remedy this situation to allow plan sponsor asset transfer. However, the outcome is not certain. Voya – The assets (approximately $3.3 million) invested in the Voya Fixed Plus Account are subject to a fiveyear spread payout. The assets in the Voya Short-Term Guaranteed Accumulation Account (approximately $1.5 million in assets) and the Voya Long-Term Guaranteed Accumulation Account ($0 in assets) are subject to an MVA. Currently, that MVA is a positive $3,329 as of February 23. This means that there would be a credit at transition. V. EVALUATION AND AWARD The Committee, with the assistance of its Consultant, will review all proposals and evaluate all responses received. The District reserves the right to obtain clarification of any point in a Proposing Firm’s proposal or to obtain additional information necessary to properly evaluate a particular proposal. Failure of a Proposing Firm to respond to such a request for additional information or clarification could result in rejection of Proposing Firm’s proposal. The Committee may also request changes to products, service models and/or pricing during this process. SCORING The Committee will use the following scoring matrix in its evaluation of responsive proposals: Firm Strength, Experience and Qualifications Record Keeping, Custody and Systems Technology Participant Education, Communications, Counseling and Investment Advice Services Plan Sponsor Services Investment Flexibility Transition Fee Structure TOTAL Clackamas Fire District #1 Request for Proposal Page 10 150 points 150 points 150 points 150 points 150 points 50 points 200 points 1,000 points REFERENCES The District reserves the right to investigate references and the past performance of any Proposing Firm with respect to its successful performance of similar projects, compliance with specifications and contractual obligations, its completion or delivery of a project on schedule and its lawful payment of employees and workers. References will not be scored but may be used to validate any Proposing Firm’s ability to provide the required services. INTERVIEWS The District may interview one or more Proposing Firm. Failure to participate in the interview process may result in Proposing Firm’s disqualification from further consideration. The Committee may also select the apparent successful Proposing Firm through the above scoring system without conducting interviews. Interviews will not be scored. RESERVATION IN EVALUATION The Selection committee reserves the right to either: (a) request “Best and Final Offers” from the two finalist firms and award to the lowest priced or (b) to reassess the proposals and award to the Proposing Firm determined to best meet the overall needs of the District. NOTICE OF AWARD After scoring all submitted proposals which meet the minimum qualifications, the Committee will recommend an awardee to the District Board of Directors. The Board may choose to negotiate a contract with the recommended awardee or to not follow the Committee’s recommendation and commence contract negotiations with one or more other Proposing Firms based upon its independent evaluation of proposals. The intended awardee and other Proposing Firms will be notified of the Board’s intended awardee within one (1) week of the Board selection. PROTEST OF AWARD Any adversely affected Proposing Firm has seven (7) calendar days from the date of the written notice of award to file a written protest with the District’s Finance Director, Susan Geiger, at the District’s address, above. Any protest must identify the specific grounds upon which the protest is based, including an explanation of why the protester is next in line for award. CONTRACT The executed contract shall incorporate this RFP and awardee’s proposal as well as the language in the District’s sample contact (see Attachment A). Submittal of a proposal indicates a Proposing Firm’s acceptance of the terms in this attached contract and an intent to be bound thereby. Open provisions will be completed based upon awardee’s proposal and negotiation shall be limited to cost, length of the contract term, and any other provisions the District chooses to negotiate, in the District’s sole discretion. Proposals should provide pricing information related to different contract length of term structures. VI. QUESTIONNAIRE Responses are to be kept clear and concise. Questions that are marked with a (Yes/No) response require an explanation only if requested. If no explanation is requested, these questions will be recorded as a Yes/No response, and no consideration will be given to an explanation. For questions that do request an explanation, please be succinct in your response and limit any description to the primary and most important aspects related to the specific question/request. Responses should assume all Plans, all assets, and all participant accounts will be serviced by one Proposing Firm (taking into account any liquidity restrictions by incumbent firm(s) and/or investment options mentioned in the Early Withdrawal or Termination Provisions section above). Clackamas Fire District #1 Request for Proposal Page 11 In some cases the questions include a table that requires completion. Proposing Firms may create their own table that replicates the table in the RFP, though it should generally not take up any more space in the RFP response than the sample table. On the other hand, you may need to collapse or expand tables as necessary. There are also questions in the RFP Questionnaire that require a description and/or samples to be provided in a separate Proposing Firm Exhibit Binder. Please pay particular attention to these questions and provide the requested information in a separate binder accordingly. Precede each submitted answer with a copy of the question. For the items that request responses to multiple questions, separately space or separately bullet the responses to each question. A. Firm Strength, Experience and Qualifications A1. Provide the formal firm name, primary contact(s) name, address, phone number, and email address for all matters related to this RFP. A2. Complete the following chart: Year Proposing Firm was founded: Offering services to 457 government plans since: Offering services to 401(a) government plans since: Offering services to defined contribution plans since: A3. Provide a one page diagram of the ownership structure of the Proposing Firm and its subsidiaries. Include this in the Exhibit Binder and label it Exhibit 1. A4. Provide a statement of your organization’s strategic plan. If you cannot provide the strategic plan, provide a synopsis or summary of your organization’s strategic plan, including the following. Include this in the Exhibit Binder and label it Exhibit 2. a. b. c. d. e. A5. Level of commitment management has to building market presence, Enhancing current products, Developing new products, Plan for controlling growth of the defined contribution business, and Plan for controlling the growth of administration beyond the defined contribution business Complete the following chart showing total expenditures for the record keeping business. If you cannot provide actual figures, provide the ratio of record keeping expenditures to your organization’s total expenditures within the given time frames. You do not need to provide ratios if you can provide total expenditures for the years listed. Year A6. 2014: 2013: 2012: 2011: Amount of investment in record keeping business ($ or %) As of the RFP issue date, were there any discussions or pending agreements to purchase another organization or to sell or to merge any part of your organization? (Yes/No) If yes, explain. Clackamas Fire District #1 Request for Proposal Page 12 Purchase: Merge: Sell: Yes/No Description A7. Has your organization ever filed for bankruptcy or otherwise become insolvent? (Yes/No) If yes, explain and provide applicable date(s). A8. Has your Firm or a subsidiary been the recipient of governmental financial assistance from any government, foreign or domestic (such as the Troubled Asset Relief Program or TARP) within the past ten years? (Yes/No) If yes, describe, including the impact on ownership and obligations to the assisting government. A9. If your organization or parent company has a credit rating, provide your ratings from Standard & Poor’s, Moody’s, and Fitch. For insurance companies, include the financial strength rating, as well as your counterparty credit rating. If rated by some other service, provide the rating and rating criteria. Rating Organization Fitch Moody’s S&P Other Financial Strength Rating Counterparty Credit Rating A10. Provide one (1) hard copy of financial statements certified by management and/or audited by an independent Certified Public Accountant. The statement should include a balance sheet, income statement, and cash flow statement with all footnotes and disclosures in accordance with generally accepted accounting principles for the last three (3) full fiscal years of operations. Sole proprietorships may substitute a personal financial statement with personal tax documents filed with the federal government for the last three (3) years. The Proposing Firm must be prepared to substantiate all information shown. Financial statements not meeting this requirement may be deemed unresponsive or scored lower in the evaluation of the proposal. If a Proposing Firm intends to operate the business as a sole proprietorship, the Proposing Firm must submit a personal financial statement not older than ninety (90) calendar days and three (3) years most recent personal tax returns. This must be submitted with the rest of the proposal. If a Proposing Firm is a corporation, partnership, or joint venture and has been in business for less than one (1) year, then the above personal financial information is required for all shareholders, partners and joint venture partners that have a ten percent (10%) or more ownership interest in the Proposing Firm. Include these statements in the Exhibit Binder and label it Exhibit 3. A11. State whether the Proposing Firm is currently involved in any litigation, threatened litigation, investigation, reorganization, receivership, filing, strike, audit, corporate acquisition, unpaid judgments or other action that could have an adverse impact on your ability to provide the required needs as outlined in this RFP. If so, please describe the nature of the item and its potential impact. A12. Describe any past litigation or investigation within the past ten (10) years against your organization or local service representatives resulting from its involvement with any defined contribution or defined benefit pension plan. Clackamas Fire District #1 Request for Proposal Page 13 A13. Has your parent company, organization or any of your local service representatives been cited, reprimanded or penalized by any regulatory agency within the past ten (10) years? (Yes/No) If yes, describe. A14. Has any subcontractor that would be part of the service delivery to the District been cited, reprimanded or penalized by any regulatory agency within the past ten (10) years? (Yes/No) If yes, describe. A15. Complete the following charts for the applicable calendar years: Requested Data Total Assets: Defined contribution (DC) retirement plans record kept: Total Assets: 457 record kept: Total Assets: Government 401(a) record kept: Total Participants: DC plan accounts record kept: Total Participants: 457 accounts record kept: Total Participants: Government 401(a) accounts record kept: Average participant deferral amounts to DC Plan Average participant deferral amounts to 457 Plan Average participant deferral amounts to government 401(a) Plan Total number of Firm employees: Total number of Firm employees working on DC plans: Total number of Firm employees exclusively dedicated to serving governmental plans: Total Firm gross revenues: 2014 2013 Requested Data as of December 31, 2014 Total assets invested in the Firm’s proprietary investment products by DC plans for which you record keep: Total assets invested in the Firm’s managed account program: Average participant usage rate of managed accounts for those plans offering managed accounts: Total assets invested in non-proprietary investment products within DC plans for which you record keep: Ratio of proprietary funds to non-proprietary funds in DC plans for which you record keep (e.g. 1:2): Clackamas Fire District #1 Request for Proposal Page 14 2012 2011 Answer 2010 2009 Average overall DC plan allocation for plans which you record keep as of 12/31/2014 Capital Preservation (Money Market/Stable Value/General Account) (%): Bond (%): Large Cap Equity (%): Small-Mid Cap Equity (%): International Equity (%): Asset Allocation (%): Other (%): Total average number of investment options (where the entire suite of target date or riskbased asset allocation funds are counted as one option): Average Plan A16. Complete the following tables as they relate to your current governmental 457 clientele: Data as of 12/31/2014 Under 500 participants From 501 to 2,500 participants From 2,501 to 5,000 participants From 5,001 to 10,000 participants Over 10,000 participants Data as of 12/31/2014 Under $50 million From $51 million to $100 million From $101 million to $200 million From $201 million to $500 million Over $500 million Total # of Plans Total $ Plan Assets # of SoleProvider Plans Total # of Plans Total $ Plan Assets # of Sole Provider Plans A17. Complete the following tables as they relate to your current governmental 401(a) clientele: Data as of 12/31/2014 Under 500 participants From 501 to 2,500 participants From 2,501 to 5,000 participants From 5,001 to 10,000 participants Over 10,000 participants Clackamas Fire District #1 Request for Proposal Page 15 Total # of Plans Total $ Plan Assets # of SoleProvider Plans Total # of Plans Data as of 12/31/2014 Under $50 million From $51 million to $100 million From $101 million to $200 million From $201 million to $500 million Over $500 million Total $ Plan Assets # of Sole Provider Plans A18. Complete the following table regarding the number of defined contribution plans (irrespective of entity type) you have won/lost in the last five (5) years. This response should include cases in which you elected not to re-bid and should not include cases in which you were retained with no meaningful growth in assets upon retention. Data as of 12/31/2014 Under $50 million From $50 million to $250 million Over $250 million Number Won Number Lost A19. Provide the name and the contract start/termination date for all special district clients or ex-clients with assets less than $50 million referenced in the A18 table above: Client Name (Wins) Contract Start Date Client Name (Losses) Contract Termination Date A20. Does your organization have any affiliations with, or endorsements from, any public or private organizations and/or industry groups, etc.? (Yes/No) If yes, describe the relationship, and include a description of whether or not it is a monetary relationship. Organization Clackamas Fire District #1 Request for Proposal Page 16 Monetary Relationship (Yes/No) Amount of Contribution Length of Relationship B. Record Keeping, Custody and Systems Technology B1. What record keeping system do you use? Complete the table below. Record keeping system (state whether proprietary to your Firm or not): Used since: Number of participants on the system: Number of plans on the system: System capacity: Update cycle (monthly, quarterly, annually): Last major revision date: Next revision date: B2. How often is the record keeping system audited? Provide a copy of the Firm’s SSAE 16 or equivalent. Include a copy in the Exhibit Binder and label it Exhibit 4. B3. Complete the table below from your most recent system audit, adding lines as needed: Control Objective B4. Number of Exceptions or Deviations Noted Complete the following table on your Voice Response Unit: Voice Response Unit system: Used since: Update cycle (monthly, quarterly, annually): Last major revision date: Next revision date: B5. Complete the following table on your web-based transactional systems: Web-based system: Used since: Update cycle (monthly, quarterly, annually): Last major revision date: Next revision date: B6. Briefly detail any pending revisions on your voice response unit system or web-based system. Number each item. Clackamas Fire District #1 Request for Proposal Page 17 B7. How many programmers are dedicated to supporting each system? Transactional Systems Record Keeping System: Voice Response Unit System: Web-based System: Number of Full-time Programmers Number of Part-time Programmers B8. Describe your data security and back-up process. Include a brief description of how access to participant data (current and archived) is controlled and monitored (i.e., who specifically can view participant account data, who can print this data, who can remove this data from your facility either on a laptop, memory stick, CD or as a printed report). B9. How is indicative data, including Social Security numbers, protected against fraud/theft (both internal and external threats), and what security protocols are in use to guard against fraud/theft? B10. Are there particular file formats that must be utilized when submitting payroll contributions and loan deduction data to your Firm? (Yes/No) If yes, briefly describe. B11. What is the daily deadline time in Pacific Time for you to receive the contribution file and funds and complete the investment of those contributions into the appropriate fund(s)? B12. Who would provide trustee/custodial services to the Plans? If not internal, disclose who you would partner with and the length of your relationship with them. B13. Provide a one page diagram illustrating how assets flow from the client’s account, showing every organization that touches participant assets. This should include any trust company, custodian, bank, pass through bank, record keeper and investment company, etc. Include this in the Exhibit Binder and label it Exhibit 5. B14. Where is the custodian located (city and state)? B15. Provide a listing of the custodian’s insurance coverage in the specific categories provided in the table below. Coverage General Liability: Professional E&O: Financial Institution Bond: Other(s): Amount of Coverage B16. Can your Firm tier the investment menu (meaning break up the menu into sections with asset allocation funds in one tier and the core menu in another) on paper forms? On the website? If yes, briefly describe. B17. The Healthcare Enhancement for Local Public Safety (HELPS) Retirees Act is important to the District and its participants. Briefly describe your firm’s experience and capabilities around administering this feature. Clackamas Fire District #1 Request for Proposal Page 18 C. Participant Education, Communications, Counseling and Investment Advice Services C1. How many on-site service representatives are being proposed for the servicing the District’s Plans? C2. Describe the physical and personnel resources you will either provide to or need from the District for onsite services such as office space, conference rooms and clerical/administrative support for meeting arrangements as relevant to the services provided. C3. Complete the following for each on-site participant service representative that would be assigned to the District. Only include the names of representatives who would meet face-to-face with participants. Representative’s Name: Years at Firm: Years in industry: Location: Total number of accounts serviced: Total assets serviced: Total number of participants serviced: University degree(s) (BA/BS/MBA, etc. and school(s)): Professional Credential(s): FINRA/Insurance License(s): Typical work schedule (days and hours): Anticipated turnaround time for returning emails and/or phone calls: C4. What minimum FINRA/insurance licenses are required for on-site participant service representatives? C5. Would the participant service representative work mainly out of his/her house or a local office? C6. Will the District be able to participate in the selection of the on-site participant service representative(s) assigned to the account? (Yes/No) C7. How would your Firm handle a scenario where the District was not satisfied with the personnel assigned to the account? C8. Will you provide on-site, individual meetings and group sessions at sites and times specified by the District? (Yes/No) C9. Will the participant representative work with the District to suggest times to be effective? (Yes/No) C10. Based on the District’s demographic data and your Firm’s experience, complete the table below regarding your proposed on-site annual enrollment/education commitment. This response should be based upon the total hours and days that could be committed to under the services contract. If partial service days are considered in the proposal, the partial service days should not be counted as full days, but rather as their proportional equivalent of each day (for example: two half days equal one full day under the contract). Clackamas Fire District #1 Request for Proposal Page 19 Proposed annual number of on-site service hours: Proposed annual number of on-site service days: C11. Will you offer investment advice to the District’s participants via an online/internet advice provider? (Yes/No) If yes, complete the chart below: Online advice vendor: Used since: Number of participants utilizing service: Number of plans utilizing service: Total amount of participant assets in the service: Average participant utilization rate per plan: C12. Will your Firm provide online investment advice with assistance provided by your on-site participant service representative(s)? For example, the on-site participant service representative would be expected to explain the online advice tool to the participant, perform the data entry, and generate and explain the output of the service in a one-on-one meeting. (Yes/No) If yes, describe your process for offering this service. C13. Will your Firm offer a managed account service, if requested, to the District’s participants? (Yes/No) If yes, complete the chart below. Managed account vendor: Used since: Number of participants utilizing service: Number of plans utilizing service: Total amount of participant assets in the service: Average participant utilization rate per plan: C14. If applicable, is the managed account service coupled with online advice or could the District choose to exclude the managed account service and just offer online advice? (Yes/No) Briefly discuss as needed. C15. Will you offer investment advice to the District’s participants on an in-person basis other than presenting the online advice provider through the on-site participant service representative? (Yes/No) If yes, complete the chart below. In-person advice vendor: Used since: Number of participants eligible to utilize service: Number of participants utilizing service: Number of plans utilizing service: Number of meetings in 2014: Number of meeting in 2013: Average participant utilization rate per plan: Clackamas Fire District #1 Request for Proposal Page 20 C16. If applicable, what certifications, licenses and training are the individuals who provide participant investment advice to participants required to obtain (e.g. Series, 7, 63, 65, insurance licenses, etc.)? Please only state required certifications and distinguish between local (on-site) participant representatives and home office (call center) participant representatives. C17. Do any of these individuals have any U-4s or Disclosure Events listed with FINRA? (Yes/No) If yes, explain. C18. If you have indicated above that your Firm will provide investment advice, either through the use of an online advice tool or otherwise, provide a sample investment advice report document that is provided to participants. Include this in the Exhibit Binder and label it Exhibit 6. C19. Will your Firm or the investment advice provider that you are partnered with assume fiduciary responsibility for the investment advice given to participants? (Yes/No) C20. If your Firm will partner with another firm to provide investment advice, internet-based or otherwise, will the District be required to contract separately with that firm? (Yes/No) C21. Will you offer participants comprehensive financial planning services? (Yes/No) If yes, will you offer participants comprehensive financial planning services through a Certified Financial Planner? (Yes/No) C22. If you answered yes to Question C21, is this person(s) an employee of your organization or subsidiary? (Yes/No) C23. If applicable, do any of the individuals that provide financial planning services have any U-4s or Disclosure Events listed with FINRA? (Yes/No) If yes, explain. C24. Discuss the compensation structure for any contractor and/or employee (including the on-site participant service representatives) of your organization who would meet face-to-face with the participants and whether this compensation is one-time, recurring or varies based on the investments or products chosen by the participant. C25. Are your on-site participant service representatives and/or any other employees given incentives to sell the following products or services: online advice, managed accounts, guaranteed minimum withdrawal benefit options, and/or managed payout options? (Yes/No) Complete the tables below. State additional products or services that apply. Approximate % of Total Compensation Base Rate/Salary Variable Is Variable Compensation Based on Adoption of: Fixed or General Account/Stable Value Managed Accounts Guaranteed Minimum Withdrawal Benefit Managed Payout Options Proprietary Mutual Funds % Yes/No C26. How do you measure and/or benchmark the impact your communication and education efforts have on participant behavior? Briefly describe your capability to track and report to the District on a quarterly basis the success or effectiveness of various communication and education outreach campaigns. Clackamas Fire District #1 Request for Proposal Page 21 C27. Are you willing to conduct surveys to assess the success of any education program? (Yes/No) If yes, provide a participant survey example in the Exhibit Binder and label it Exhibit 7. C28. If applicable, how frequently would you propose participant surveys be conducted? How frequently can the District have participant surveys be conducted without incurring an additional cost? C29. Are you willing to put monetary performance guarantees on the effectiveness of certain education campaigns or survey outcomes? (Yes/No) If yes, please describe. For example, are you willing to put dollars at risk for failing to achieve enrollment, contribution rate and/or asset allocation goals? Or, are you willing to put dollars at risk for an average survey response that rated services below a prescribed standard? C30. As it pertains to the performance guarantees referenced in Question C29, have you ever had to make payments to any clients for failure to perform on these types of guarantees over the last three (3) years? (Yes/No) If yes, please state how many times such payments have been made. C31. Are you willing to provide the District with any customized educational materials? (Yes/No) If yes, briefly describe what level of customization is available for the following: Website: Education booklets: Mailers: Participant statements: Mobile applications: Participant forms: Others: C32. Does your Firm provide educational services to participants through the use of webinars, including interactive webinars? (Yes/No) If yes, provide a demo session through an Internet link. C33. What is done by your Firm to encourage participants to use the educational tools available to them? C34. Do participant statements aggregate all account information if the employee were to have multiple plans/accounts with you? (Yes/No) C35. Do all statements allow for a customized message from the District? (Yes/No) If yes, what limitations are placed on the size or length in words or characters of the message? C36. Complete the chart regarding information available on participant statements. Mark (Yes/No) as appropriate and fill in the requested number of business days. Yes/No Monthly fund performance: Quarterly fund performance: 1-year fund performance: 3-year fund performance 5-year fund performance: 10-year fund performance: Cash flow for quarter: Roth deferrals for quarter: Asset allocation: Clackamas Fire District #1 Request for Proposal Page 22 Total assets: Total Roth assets: Total outstanding loan amount: Loan repayment detail: Personal rate of return: Does the return take into account cash flow: Expense ratios: Projected retirement income based upon account balance and growth assumptions: Fees as a percentage for each investment held by a specific participant: Specific fees as a percentage of total account balance for each participant over the quarter: Specific fees in the form of a dollar amount for each participant over the quarter: How long after quarter-end are statements mailed? How long after quarter-end until statements are available online? Yes/No # Business Days C37. If applicable, what method is used to calculate the personal rate of return? Explain your calculation method. C38. Provide a sample quarterly participant account statement. Include this in the Exhibit Binder and label it Exhibit 8. If there are material differences between a 401(a) plan and/or a 457 plan account statement, include one (1) of each. C39. Can participants print on-demand account statements with self-selected time periods from your website? (Yes/No) C40. Complete the following table regarding the information and transaction capabilities available to Plan participants through Phone Service Representatives (“PSR”), Voice Response Unit (“VRU”), Internet and mobile app. For the starred (*) transactions, complete the “Time Needed to Complete Transaction” column showing any timing differences that may exist among the three forms of access (PSR, VRU and Internet). (Indicate availability with Yes/No) Participant Inquiry/Transactions Total Account Balance Roth Account Balance Account Balance by Fund Roth Account Balance by Fund Investment Elections Deferral Rate Roth Deferral Rate Contribution History Clackamas Fire District #1 Request for Proposal Page 23 PSR VRU Internet Mobile App * Time Needed to Complete Transaction Participant Inquiry/Transactions Transaction History Withdrawal History Outstanding Loan Balance Loan History Loan Modeling* Beneficiary Designation* Fund Performance Specific Investment Advice* Automatic Rebalance* Paperless Fund to Fund Transfers* Paperless Future Investment Election Change* Paperless Enrollment* Paperless Deferral/Roth Deferral Change* Prospectus Request* Paperless Loan * Paperless Term Distribution * Investment Advice Online Hardship Application and Status Account Distribution Information Projected Retirement Income PSR VRU Internet Mobile App * Time Needed to Complete Transaction C41. Where is your customer service center(s) located? Note hours of operation in Pacific Time. Days of Operation Location Hours of Operation Number of Service Reps C42. What securities licenses are your customer service center representatives required to maintain? Provide your answer in the table below. Licenses Series 6 Series 7 Series 63 Series 65 Series 66 Insurance Others (List) Clackamas Fire District #1 Request for Proposal Page 24 Yes/No C43. Except for investment advice offerings and self-directed brokerage options, are there any outside contractors or vendors that would provide services to the Plans? (Yes/No) If yes, briefly describe. C44. Complete the following table regarding your call center and website: Average call response time (min:sec): Average length of calls (min:sec): Number of dropped calls: % of transactions handled by VRU: % of transactions handled by web: % of transactions handled by PSR: Call center personnel turnover rate: 2014 2013 2012 2011 2010 C45. Are participants able to enroll and make changes to their accounts by filling out a paper form? (Yes/No) C46. Does the District have the ability to create a custom participant message for posting on the Internet site? (Yes/No) If yes, what limits are placed on the size of the message? C47. Does your Firm provide for online participant loan applications? (Yes/No) C48. What is the latest time that a participant can make an investment transfer request and be assured that the transaction will be processed at the end of that day? Time should be listed in Pacific Time. C49. Provide a test address and password in the table below for a representative participant website access experience. Web address: Log-in: Password: Sample Website C50. Briefly explain how phone and website passwords are assigned and changed. C51. Once your Firm receives a participant distribution or rollover request, how long does it take in business days for a check to be mailed out? C52. Once your Firm receives a participant distribution or rollover request, how long does it take in business days for an electronic payment to be made to the participant’s outside account? C53. Can participants select their own periodic payment distribution dates? (Yes/No) C54. Can this date be changed at a later date? (Yes/No) C55. Can participants specify a specific fund source and/or fund order for the distribution? (Yes/No) C56. Can participants specify a specific tax source (i.e. pre- or Roth/post-) for the distribution? (Yes/No) Clackamas Fire District #1 Request for Proposal Page 25 C57. Briefly describe any other participant services, not already noted in this response, that you would make available to the District. Please number each item. C58. Are there any responses in this section that would be answered differently for the 401(a) Plan than for the 457 Plan? (Yes/No) If yes, describe if not detailed already above. Clackamas Fire District #1 Request for Proposal Page 26 D. Plan Sponsor Services D1. Complete the table for any person who would work directly with the District, such as a regional field manager(s) or a relationship manager(s). Include only the names of representatives who would meet faceto-face with District employees. Exclude personnel stated in Question C3 unless that person(s) would spend a material amount of time working with District staff (independent of participants). Representative’s Name: Years at Firm: Years in industry: Location: Total number of accounts serviced: Total assets serviced: Total number of participants serviced: University degree(s) (BA/BS/MBA, etc. and school(s)): Professional credential(s): FINRA/Insurance license(s): Work schedule (days and hours): Anticipated turnaround time for returning emails and/or phone calls: D2. Will your Firm assign the District a relationship manager that will serve as a single point of contact? (Yes/No) If yes, would this employee attend Committee meetings at District headquarters as requested? (Yes/No) D3. Briefly describe your organization’s commitment to quality and your philosophy/approach to client services. D4. Briefly describe how you monitor both District and participant satisfaction. D5. How frequently do you conduct client satisfaction surveys at the District level? D6. Complete the table below regarding all of the reports you currently provide to plan sponsors and/or committee members. Report D7. Frequency Available in Paper? Available on Website? Provide sample plan activity report(s), a quarterly plan sponsor statement, and a daily, monthly, quarterly, and annual accounting statements for a participant-directed retirement plan. Total reports are not required, but include enough pages of each report to demonstrate its use and features. Include with your proposal a set of screen shots used for electronic delivery. All should be included in the Exhibit Binder and label it Exhibit 9. If there are material differences between a 401(a) plan and/or a 457 plan sponsor administration report, include each. Clackamas Fire District #1 Request for Proposal Page 27 D8. Complete the table below to allow access to the demo plan sponsor website. Web address: Log-in: Password: D9. Sample Website Indicate which administrative functions the District may outsource, assuming they make use of all your administrative services and authorize your Firm to make approvals or otherwise perform. Qualified Domestic Relations Order (QDRO) Review QDRO Approval Emergency Distribution Review Emergency Distribution Approval Beneficiary Change Processing Term Distribution Processing Minimum Required Distribution Processing Deminimus Distribution Processing Plan Document Review/Update New Participant Loan Applications and Approval Will Proposing Firm perform this function? (Yes/No) Once authorized, will the Proposing Firm carry out this function without further District involvement? (Yes/No) D10. Complete the table below indicating the information and services you provide specifically to plan sponsors over the Internet. Function Report Writing Capabilities Payroll Deferral Posting Data Participant Account Balance Information Plan Account Balances by Fund Indicative Data Changes Withdrawal Request/Status Tracking Total Outstanding Loan Balances Total Number of Loans in Default Proposing Firm will offer this function? (Yes/No) D11. Does your Firm offer a Roth 457 account deferral feature? (Yes/No) If no, describe your planned timetable for offering this feature. Clackamas Fire District #1 Request for Proposal Page 28 D12. Does your Firm offer a Roth 457 in-service account conversion feature? (Yes/No) If no, describe your planned timetable for offering this feature. D13. If a participant is contributing to both traditional pre-tax and Roth after-tax, do their future investment allocations have to be the same or can they choose a different investment allocation for each (traditional versus Roth)? D14. If a participant has an existing balance in both traditional pre-tax and Roth after-tax, do their existing investment allocations have to be the same or can they choose a different investment allocation for each (traditional versus Roth)? D15. Describe when and how the District and participants would be notified of loan default status, either while in service or post-separation. Be sure to include an explanation of what assistance you require from the District in this regard. D16. Describe your Firm’s participant loan administration processes and capabilities, including how a participant would apply for a loan and how the deduction information would be transmitted to the District. D17. In the past five years, have any of your Firm’s public sector clients experienced participant loan defaults that were not reported to the plan sponsor and/or participant in a timely fashion, resulting in taxes not being paid in the correct year? (Yes/No) If yes, how many plans managed by your Firm experienced such an event? D18. Complete the table below regarding the percentage of defined contribution (DC) plans that offer automatic enrollment and/or a Roth deferral feature. For the governmental plans, these statistics should compare governmental plans with other governmental plans only. Year 2014 2013 2012 2011 2010 % of Total DC Plans with Auto Enroll % of Total DC Plans with Roth Deferral % of Governmental DC Plans with Auto Enroll % of Governmental DC Plans with Roth Deferral D19. Do you need the District to specifically identify whether a Plan participant is making regular contributions, pre-retirement catch-up contributions, and/or age 50+ catch-up contributions? (Yes/No for each contribution type) D20. Briefly describe any other administrative outsourcing services, not yet noted, that your Firm would make available to the District. D21. Are all communication and education services configured to comply (at a minimum) with the provisions of applicable federal and Oregon law? (Yes/No) D22. Does your Firm apply the US Department of Labor (DOL) plan sponsor and participant regulations requiring fee disclosure to plan sponsors with and participants in non-ERISA-governed plans such as the District’s? (Yes/No) If no, briefly explain why and offer a timeframe in which you could comply with Clackamas Fire District #1 Request for Proposal Page 29 those regulations in relation to the District’s Plans. If yes, please include a sample in the Exhibit Binder and label it Exhibit 10 D23. Are you willing to indemnify and hold the District harmless from any legal claims and actions arising out of the educational activities you provide to Plan participants (Yes/No) If no, briefly explain. D24. Will you provide legal assistance and compliance to assure the Plans operate in compliance with current and future Internal Revenue Code Section 401 and 457 provisions? (Yes/No) D25. How will you inform the District of actual or contemplated changes in laws or regulations that would impact the Plans? D26. Will your Firm provide and maintain model plan documents for the District for both Plans? (Yes/No) D27. Does your Firm provide a plan sponsor newsletter? (Yes/No) If yes, provide a copy of the two most recent editions of this newsletter. Include these in the Exhibit Binder and label it Exhibit 11. D28. Are there any responses in this section that would be answered differently for the 401(a) Plan than for the 457 Plan? (Yes/No) If yes, describe if not detailed already above. Clackamas Fire District #1 Request for Proposal Page 30 E. Investment Flexibility Some of the questions below pertain to any capital preservation investment options the Proposing Firms may require (whether to enhance their pricing or otherwise). E1. Provide the crediting rate formula for the required capital preservation investment option (stable value, General or Fixed Account, etc.). Illustrate the current rate using this formula. E2. For this required capital preservation investment option, provide monthly or quarterly investment returns, net of management and wrap fee, for the last 10 years in an Excel spreadsheet. Include this in the Exhibit Binder and label it Exhibit 12. E3. For this required capital preservation investment option, provide the most recent attribution sheet that shows the current portfolio breakdown by sector along with any and all wrap providers. E4. As applicable, provide a list of the fixed/stable value option wrap providers and indicate whether or not they are currently providing additional wrap capacity. E5. Provide the market-to-book value ratio (or formulaic equivalent adjustment factor) for this required capital preservation investment option(s) and the crediting rate (net of fees) for each of the following years: (Yes/No) 2014 2013 2012 2011 2010 2009 Example Market Value to Book Value Ratio Net Annualized Credit Rate 102.75% 2.75% E6. What benchmark is used to evaluate the performance of this required capital preservation investment option? E7. For this required capital preservation investment option, do the assets sit on the Proposing Firm’s balance sheet? (Yes/No) E8. Provide a list of all stable value products that are available through your investment platform. Product Name Clackamas Fire District #1 Request for Proposal Page 31 Expense Ratio Revenue Share Current Net Crediting Rate E9. For the stable value fund or fixed option, are you able to offer a guaranteed minimum floor above 0.00%? (Yes/No) If yes, please explain and specify for how long the rate(s) is guaranteed? E10. For any product that has a put provision, will you allow the District to provide notice of possible liquidation in advance of any formal decision? For example, could the District ask you to begin the put notification period and then elect at a later time to keep the fund prior to any actual liquidation and without any charge to the Plans and participants? (Yes/No) E11. Would the rate on this required capital preservation investment option be more favorable if you were able to impose some sort of additional liquidity restriction? (Yes/No) If yes, please briefly describe. E12. For all investment options on your platform, do you have restrictions on the number of trades a participant may make in a month, quarter, and year? (Yes/No) If yes, briefly describe. E13. What is your process for identifying excessive participant trading in retirement plan accounts and reporting these events to the participant and District? E14. Can your organization apply short-term redemption fees? Is it your practice to apply short-term redemption fees in accordance with the fund company’s policies? (Yes/No) E15. How are participants notified if a trade or transfer they are making will have a redemption fee assessed? Does your system provide them guidance on how to avoid this charge? (Yes/No) If yes, briefly describe. E16. How are participant investment-related account errors handled, including the reporting of them to the District, and how long does the participant have to report errors after discovery? E17. How long will it take you to add or remove a fund from the District’s Plans once you have been given instructions? E18. Are fund additions and deletions subject to any monthly, quarterly or annual schedule? (Yes/No) If yes, define the schedule. E19. If a fund is not setup on your platform, are you willing to add new funds? (Yes/No) E20. Briefly describe any restrictions to adding new funds to your platform. E21. Are you willing to process non-NSCC eligible investment options? (Yes/No) If yes, please describe any costs associated with the trades? E22. Is your Firm able to aggregate assets in one fund across your other clients to achieve enhanced pricing through satisfying breakpoints? E23. Provide a list of the investment options available through your proprietary and alliance networks. This list should include ticker symbols, expense ratios and revenue share information available for every fund. Please segment the list by asset class and sort generally in risk order. Provide this report in an Excel spreadsheet on a CD and include this in the Exhibit Binder and label it Exhibit 13. E24. Answer Yes/No in the table below to indicate your Firm’s ability to provide record keeping for District options that may include: Clackamas Fire District #1 Request for Proposal Page 32 Investment Type Non-proprietary Commingled Trust Investment Products Non-proprietary Separate Account Investment Products Exchange-Traded Funds (ETFs) Non-proprietary Annuity/Guaranteed Retirement Income Products Yes/No E25. Do you offer a self-directed brokerage account (SDBA) option? (Yes/No) E26. Which brokerage house(s) can be utilized? E27. What types of securities are participants able to trade via the SDBA? Stocks traded on US exchanges Bonds ETFs Mutual Funds Stock Options Other Derivatives Closed-end LPs Stocks on foreign exchanges American Depository Receipts (ADRs) Real estate investment trusts (REITs) Commodities Yes/No E28. Do you have the ability to limit offering the SDBA option in just the 401(a) Plan or in just the 457 Plan even if your Firm is record keeper for both Plans? (Yes/No) If yes, please briefly explain. E29. Do you have the ability to restrict trading in certain securities? (Yes/No) If yes, please briefly explain. E30. Do you have the ability to restrict the amount of assets within the SDBA? (Yes/No) E31. Discuss the process of transferring assets to/from the core account, and any restrictions in trading frequencies, asset amounts or timing that may be imposed in the SDBA. E32. If participants are holding money within the SDBA but not in positions, does this holding account need to be a fund already in the core lineup? (Yes/No) Please briefly describe. E33. Describe what information your quarterly statements include regarding specific transactions conducted in the SDBA. E34. Provide a sample participant statement that your recommended SDBA partner would provide to participants. Include this in the Exhibit Binder and label it Exhibit 14. E35. Do you currently offer any sort of guaranteed minimum withdrawal benefit (GMWB) product? (Yes/No) If yes, please briefly describe the product including a description of the investment vehicle(s) and pricing. Include this description in the Exhibit Binder and label it Exhibit 15. Clackamas Fire District #1 Request for Proposal Page 33 F. Transition F1. How many governmental 457 plans under $50 million has your Firm transitioned from other providers in the past five years? F2. How many governmental 401(a) plans under $50 million has your Firm transitioned from other providers in the past five years? F3. How many plan transitions which involved multiple plans with combined assets not exceeding $100 million have you completed in the past five years? F4. How many plan transitions which involved multiple record keepers with combined assets not exceeding $100 million have you completed in the past five years? F5. For the most recent past five transitions of assets and participants you have performed for a governmental plan, what was the longest blackout period? What was the average blackout period? F6. Provide an outline of your transition plan for the District’s retirement Plans. Include a timeline that describes necessary actions, responsible parties and target completion dates. Assume a transition date of December 31, 2015. Include this in the Exhibit Binder and label it Exhibit 16. F7. How will you guarantee your stated implementation timeframe? How will you measure the success of the transition? F8. Provide a one-page outline of your plan for communicating the transition to participants. Include this in the Exhibit Binder and label it Exhibit 17. F9. Will you offer the District a dedicated transition management team? (Yes/No) If yes, briefly describe the team members and their roles, including how many other transitions they might be working on coincident with the District’s, and how many prior transitions they have worked on (include plan assets/number of plan participants) and the number of plans they transitioned away from the current record keepers specifically. F10. Based on the District’s demographic data and your Firm’s experience, complete the table below regarding your proposed on-site education/communication commitment for the transition period. This response should be based upon the total hours and days that could be committed to under the services contract. If partial service days are considered in the proposal, the partial service days should not be counted as full days, but rather as their proportional equivalent of each day (for example: two half days equal one full day under the contract). Proposed total number of service days Proposed total number of service hours F11. How will you handle accounts already in systematic distribution during a Plan transition? F12. Briefly describe your approach to communicating with retired or otherwise separated employees. F13. Will you process emergency distribution requests during the blackout? (Yes/No) Briefly describe how emergency distribution requests will be handled during the blackout. Clackamas Fire District #1 Request for Proposal Page 34 F14. Briefly explain any anticipated blackout periods and what transactions would be prohibited during this period. F15. How long do you anticipate the entire blackout period lasting? F16. Will participant assets be out of the market at anytime during the transition? (Yes/No) If yes, briefly describe. F17. Are you able to transfer any of the plan assets/shares in-kind? (Yes/No) If yes, please identify and briefly explain. Clackamas Fire District #1 Request for Proposal Page 35 G. Proposed Cost G1. Complete the table below, showing your Firm’s proposed annual fee, as a percentage of Plan assets (excluding loans and SDBA assets), for providing retirement plan administration, record keeping, participant services, plan sponsor services and on-site education and counseling, assuming an open architecture with no proprietary funds. Contract Term Three Years Five Years Seven Years Ten Years G2. Both Plans Combined 401(a) Defined Cont Plan Fee 457 Deferred Comp Plan Fee Both Plans Combined Please provide your Firm’s proposed annual per participant fee for providing retirement plan administration, record keeping, participant services, plan sponsor services and on-site education and counseling, assuming an open architecture with no proprietary funds. Contract Term Three Years Five Years Seven Years Ten Years G4. 457 Deferred Comp Plan Fee Complete the table below, showing your Firm’s proposed annual fee, as a percentage of Plan assets (excluding loans and SDBA assets), for providing retirement plan administration, record keeping, participant services, plan sponsor services and on-site education and counseling assuming the use of any proprietary products or services such as a specific capital preservation and/or target date investment option, advisory/managed account services, and/or brokerage option. Contract Term Three Years Five Years Seven Years Ten Years G3. 401(a) Defined Cont Plan Fee 401(a) Defined Cont Plan Fee 457 Deferred Comp Plan Fee Both Plans Combined Please provide your Firm’s proposed annual per participant fee for providing retirement plan administration, record keeping, participant services, plan sponsor services and on-site education and counseling assuming the use of any proprietary products or services such as a specific capital preservation and/or target date investment option, advisory/managed account services, and/or brokerage option. Contract Term Three Years Five Years Seven Years Ten Years Clackamas Fire District #1 Request for Proposal Page 36 401(a) Defined Cont Plan Fee 457 Deferred Comp Plan Fee Both Plans Combined G5. If the final investment line-up selected were to generate some amount of revenue sharing, will you rebate any and all revenue above the contracted amount provided in Questions G1-G4 to the Plans? (Yes/No) If yes, when or how frequently would this rebate occur? G6. If the District desires to assess participants a District-imposed asset-based fee to offset Plan administration-related expenses, will your Firm assess this fee on behalf of the District and return those collected fees to the Plans as they are collected? (Yes/No) If yes, please briefly describe, addressing the frequency of the fee and how it would be calculated and assessed. G7. If the response to Question G5 is yes, what are the plan sponsor options in terms of the set up of the account to hold such assets, and in what type of vehicles may the assets be invested? Will your Firm hold onto this in a separate account? G8. If your firm is able to return excess revenue to the Plans, can the District receive a regular check? (Yes/No) If yes, describe the frequency(ies). G9. As it relates to the plan sponsor administrative fee described above, will your Firm, if directed, apply a hard dollar annual per participant fee cap? (Yes/No) For example: The plan sponsor may wish to assess participants a plan administration fee of 0.10% of assets, but only to a maximum of $150 per year. (Participant with over $150,000 in assets would pay a maximum of $150 and the 0.10% would not be applied to balances greater than $150,000.) G10. Will your Firm, if directed, credit revenue share from the investment providers towards offsetting any per participant plan administration fee? (Yes/No) G11. Will your Firm, if directed, return revenue share from investment providers in a pro rata fashion directly back to the participants who had invested in those funds each quarter, if so directed by the District? (Yes/no) If yes, please briefly describe. For example: Participant A invests in Fund A and Fund B. Fund A generates 0.25% in revenue share annually and Fund B generates 0.15% annually. Participant A holds 0.5% of the Plans’ total investment in Fund A and 0.5% of the Plans’ total investment in Fund B. Each quarter 0.5% of the revenue received or credited from Fund A would be reimbursed into Participant A’s account and 0.5% of revenue from Fund B would be reimbursed into Participant A’s account. Other participants with different proportionate shares of the Plans’ total investments in Fund A and Fund B would receive different reimbursements in accordance with their proportional share of those funds. G12. Will your Firm apply different revenue share rebate credits and/or administrative fee offsets at the participant level as applicable to each fund? (Yes/No) If yes, please briefly describe. For example: A participant invests in Fund A , Fund B and Fund C. Fund A generates 0.25% in revenue share annually, Fund B generates 0.10% annually and Fund C generates no revenue sharing. The District has elected to assess all participants a 0.10% administrative fee annually that can be partially or fully offset by any fund revenue sharing. Accordingly, participant assets that are invested in Fund A that shares 0.25% would receive an account credit of 0.15% based on the assets in Fund A; participants in Fund B would receive no credit and no applicable administrative charge assessed to the assets in Fund B; and participants in Fund C would be charged the full 0.10% on the assets invested in Fund C. G13. As a requirement to contracting with the District, will you commit in writing to specifically disclosing all revenues received from the investment options and services you offer to the District? (Yes/No) G14. Describe the fee, if any, for providing investment advice, be it through the on-site representative using an online tool, or through the representative using some other program or approach. Clackamas Fire District #1 Request for Proposal Page 37 G15. Provide a fee schedule for the self-directed brokerage account (SDBA) option. Be sure to include set-up and maintenance fees as well as trading costs. G16. What direct or indirect revenue, if any, would you receive from any SDBA? G17. Would you include the assets invested through the SDBA in the calculation of the revenue requirement provided for in this section? (Yes/No) If yes, would you include the revenue received for SDBA assets in the revenue calculation? (Yes/No) G18. If applicable, will your Firm credit all revenue received from assets invested in the SDBA back to the participant accounts associated with the SDBA investment? (Yes/No) If yes, please briefly describe. G19. Are you able to apply the District-imposed administrative fee referenced in Question G5 and/or the fee cap referenced in Question G9 to all participant assets, including those invested through the SDBA? (Yes/No) Please briefly describe the process for billing SDBA assets in this regard. G20. Complete the following charts illustrating the online trading costs associated with each SDBA. Include only the total trading cost per security. Assume no contingent fees (such as short-term redemption fees) are paid. 100 shares Stock Trade ticker: MSFT Stock trade cost: Assumptions: MSFT – Microsoft Corp. – Assume $45 per share CYDY – CytoDyn, Inc. – Assume $0.75 per share 10,000 shares ticker: CYDY $10,000 Par Value $10,000 Par Value Bond Trade Corporate Bond US Treasury Bond Bond trade cost: Assumptions: Corporate Bond – $10,000, AAA-rated bonds trading at par value US Treasury Bond – $10,000, 5-year US Treasuries trading at par value 200 shares 200 shares Mutual Fund Trade ticker: VFINX ticker: BARAX Mutual fund trade cost: Assumptions: VFINX – Vanguard 500 Index – Assume $175 per share BARAX – Baron Asset – Assume $65 per share G21. What is the proposed annual account fee for the SDBA option? G22. Do the brokerage firm(s) with whom you partner provide any compensation to your organization (including revenue share from funds)? (Yes/No) If yes, briefly describe. Will the specific dollars you receive in compensation be disclosed in a 408(b)(2) or other such similar notice? G23. If applicable, provide a fee schedule for any services you would provide related to financial planning. Clackamas Fire District #1 Request for Proposal Page 38 G24. Are fees for a financial planning service proposed by your Firm assessed to the entire participant population or only to those who use the service? G25. Please provide a fee schedule for your online advice and managed account program. Please also indicate whether or not the revenue for these programs would apply towards any revenue or pricing requirements provided in Questions G1-G4 above. G26. Provide a list of all other non-asset based, participant-related administration expenses. Items such as per head record keeping fees, loan fees, and additional withdrawal processing expenses should be included. Participant Administration Services Loan set-up Loan maintenance In-service withdrawals Emergency withdrawals Required minimum distributions QDRO determination QDRO processing Stop payment Replacement 1099-R Wire transfer/ETF Others Cost of Services G27. Provide a list of all non-asset based plan sponsor-related administrative expenses. This would include special reporting charges, legal fees, administrative processing fees, communications fees, and plan document preparation fees (including any fees to maintain, update, and/or ensure compliance of such document with the Internal Revenue Code). Plan Sponsor Administration Services Plan reporting Plan document preparation Plan document maintenance Identifying population eligible for required minimum distribution Lost participant/bad address search Assistance with audits Custom communications including customization of website Others (list) Cost of Services G28. Identify all non-asset based participant and plan sponsor service fees not included above. G29. Will you agree to make participants and/or the Plans whole for any and all record keeping and/or administrative errors within your control? (Yes/No) G30. Complete the following table describing the performance guarantees, if any, you propose. Disclose the dollars you are willing to put at risk for failing to meet the proposed benchmarks. Clackamas Fire District #1 Request for Proposal Page 39 Phone Plan sponsor services response time: Participant services response time: Return all calls to plan sponsor within __: Return all calls to participants within __: Statements Participant statement mail time: Sponsor plan statement mail time: Participant online statement posting: Sponsor online statement posting: Participant Services Number of on-site individual meetings: Number of on-site group meetings: Financial planning services: Plan participation rate increases: Deferral rate increases: Transition Timeline: Deliverables: On-site meetings: Administration Contribution posting: Withdrawals processed: Emergency withdrawals processed: Rollovers/transfers out: Loan processing (if applicable): Plan Sponsor Services Report delivery: Training: Overall Satisfaction Draft and distribute survey: Satisfaction survey score: Benchmark Amount at Risk G31. Will you agree to provide reports to the District that detail all service performance benchmarks and whether or not they are being met? (Yes/No) If yes, how frequently are the reports available? Clackamas Fire District #1 Request for Proposal Page 40 H. References Current Governmental Client References Provide the following information for five (5) governmental employers with plan assets less than $100 million for which your Firm presently provides 457 record keeping and plan administration services. Select a contact person for each plan who has managerial/committee member responsibilities associated with the plan. Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Clackamas Fire District #1 Request for Proposal Page 41 Provide the following information for five (5) governmental employers with plan assets less than $100 million for which your Firm presently provides 401(a) record keeping and plan administration services. Select a contact person for each plan who has managerial/committee member responsibilities associated with the plan. Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Clackamas Fire District #1 Request for Proposal Page 42 Former/Terminated Client References Provide the following information for three governmental employers for which your Firm has, in the last five years (but does not presently), provided 457 record keeping and plan administration services. Provide a contact person who has/had managerial/committee member responsibilities associated with the plan. Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Termination date: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Termination date: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Termination date: Provide the following information for three governmental employers for which your Firm has, in the last five years (but does not presently), provided 401(a) record keeping and plan administration services. Provide a contact person who has/had managerial/committee member responsibilities associated with the plan. Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Termination date: Client name: Client assets: Clackamas Fire District #1 Request for Proposal Page 43 Contact name & title: Contact number: E-mail address: Address: Termination date: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Termination date: Transition References Provide the following information for three governmental 457 plans with assets less than $100 million each, for which you have performed an incoming plan asset and participant date transition within the past three years. Select a contact person at each client that was directly involved with the transition process. Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Provide the following information for three governmental 401(a) plans with assets less than $100 million each, for which you have performed an incoming plan asset and participant date transition within the past three years. Select a contact person at each client that was directly involved with the transition process. Clackamas Fire District #1 Request for Proposal Page 44 Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Client name: Client assets: Contact name & title: Contact number: E-mail address: Address: Clackamas Fire District #1 Request for Proposal Page 45 VII. ATTACHMENTS Attachment A: Sample Contract Attachment B: Breakdown of Current Plan Assets by Fund Across Seven Providers Attachment C: VALIC’s fee schedule Clackamas Fire District #1 Request for Proposal Page 46 Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 Nationwide 401 (Expand or collapse as necessary) (a) (b) (c) Ticker Symbol Plan Assets Per Participant/ Flat Dollar Fee Net Expense Ratio Admin or M&E Expense Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share Short-term Redemptio n Date Added Policy/Fee to Plan Asset Class Fund Name N/A Nationwide Fixed Account* N/A $153,877 N/A 0.00% 0.00% 0.00% 0.00% 0.00% N/A Bonds Abrden Glbl Fxd IncInstSvc CGFIX $7,880 N/A 1.01% 0.00% 0.00% 1.01% 0.35% N/A Small-Cap Stocks Abrden SmCap A GSXAX $164,879 N/A 1.47% 0.00% 0.00% 1.47% 0.50% N/A 7/1/2011 Large-Cap Stocks Abrden US Eq Inst Svc GXXIX $78,396 N/A 0.96% 0.00% 0.00% 0.96% 0.35% N/A 10/7/2011 Large-Cap Stocks AmCent Gr Inv TWCGX $57,024 N/A 0.97% 0.00% 0.00% 0.97% 0.30% N/A 7/1/2011 Large-Cap Stocks AmCent Inc Gr A AMADX $164,776 N/A 0.92% 0.00% 0.00% 0.92% 0.50% N/A 7/1/2011 International Stocks AmCent Intl Gr A TWGAX $39,503 N/A 1.43% 0.00% 0.00% 1.43% 0.60% N/A 7/1/2011 Short-Term Bonds AmCent ST Govt Inv TWUSX $0 N/A 0.55% 0.00% 0.00% 0.55% 0.25% N/A 7/1/2011 Large-Cap Stocks AmCent Ultra Inv TWCUX $41,315 N/A 1.00% 0.00% 0.00% 1.00% 0.30% N/A 7/1/2011 Large-Cap Stocks Drey App DGAGX $85,518 N/A 0.94% 0.00% 0.00% 0.94% 0.50% N/A 7/1/2011 Balanced Drey Bal Oppr Z DBOZX $21,344 N/A 1.01% 0.00% 0.00% 1.01% 0.25% N/A 7/1/2011 Bonds Drey Intmd Trm Inc A DRITX $7,796 N/A 0.89% 0.00% 0.00% 0.89% 0.50% N/A 7/1/2011 Large-Cap Stocks Drey Thrd Cent Z DRTHX $26,064 N/A 1.01% 0.00% 0.00% 1.01% 0.40% N/A 7/1/2011 Bonds Fed Bd F ISHIX $20,897 N/A 1.02% 0.00% 0.00% 1.02% 0.40% N/A 7/1/2011 Bonds Fed Hi Yld Tr Svc FHYTX $20,862 N/A 0.99% 0.00% 0.00% 0.99% 0.50% 90 Days/ 2% 7/1/2011 Balanced FidAdv Bal A FABLX $184,171 N/A 0.92% 0.00% 0.00% 0.92% 0.50% N/A 7/1/2011 Large-Cap Stocks FidAdv Eq Inc A FEIAX $92,440 N/A 0.95% 0.00% 0.00% 0.95% 0.50% N/A 7/1/2011 Large-Cap Stocks FidAdv Gr Oppr A FAGAX $64,826 N/A 1.08% 0.00% 0.00% 1.08% 0.50% N/A 7/1/2011 Large-Cap Stocks FnklnMSF Mut Shrs A TESIX $27,003 N/A 1.09% 0.00% 0.00% 1.09% 0.50% N/A 7/1/2011 International Stocks FnklnTmp Forgn A TEMFX $46,381 N/A 1.16% 0.00% 0.00% 1.16% 0.50% N/A 7/1/2011 Balanced Invsco Eq Inc A ACEIX $12,897 N/A 0.79% 0.00% 0.00% 0.79% 0.50% N/A 7/1/2011 Mid-Cap Stocks Invsco MdCap Gr A VGRAX $94,264 N/A 1.16% 0.00% 0.00% 1.16% 0.50% N/A 7/12/2013 Large-Cap Stocks Jns Fd T JANSX $277,338 N/A 0.75% 0.00% 0.00% 0.75% 0.25% N/A 7/1/2011 International Stocks Jns Glbl Rsrch T JAWWX $37,832 N/A 0.79% 0.00% 0.00% 0.79% 0.25% N/A 7/1/2011 Large-Cap Stocks Jns Twnty T JAVLX $822,225 N/A 0.80% 0.00% 0.00% 0.80% 0.25% N/A 7/1/2011 Small-Cap Stocks Lazard US SmMdCap Eq Open LZCOX $10,252 N/A 1.20% 0.00% 0.00% 1.20% 0.50% N/A 7/1/2011 Bonds NW Bd Inst Svc MUIBX $17,661 N/A 0.60% 0.00% 0.00% 0.60% 0.30% N/A 7/1/2011 Large-Cap Stocks NW Fd A NWFAX $19,471 N/A 0.94% 0.00% 0.00% 0.94% 0.50% N/A 7/1/2011 Large-Cap Stocks NW Fd Inst Svc MUIFX $63,893 N/A 0.72% 0.00% 0.00% 0.72% 0.35% N/A 7/1/2011 Bonds NW Govt Bd Inst Svc NAUGX $9,575 N/A 0.87% 0.00% 0.00% 0.87% 0.30% N/A 7/1/2011 Large-Cap Stocks NW Gr A NMFAX $1,247 N/A 0.92% 0.00% 0.00% 0.92% 0.50% N/A 7/1/2011 Large-Cap Stocks NW Gr Inst MUIGX $20,600 N/A 0.61% 0.00% 0.00% 0.61% 0.20% N/A 7/1/2011 Balanced NW Inv Dest Aggr Svc NDASX $351,830 N/A 0.59% 0.00% 0.00% 0.59% 0.40% N/A 7/1/2011 Balanced NW Inv Dest Cnsrv Svc NDCSX $765 N/A 0.63% 0.00% 0.00% 0.63% 0.40% N/A 7/1/2011 Balanced NW Inv Dest Mod Aggr Svc NDMSX $99,441 N/A 0.58% 0.00% 0.00% 0.58% 0.40% N/A 7/1/2011 Balanced NW Inv Dest Mod Cnsrv Svc NSDCX $0 N/A 0.61% 0.00% 0.00% 0.61% 0.40% N/A 7/1/2011 Balanced NW Inv Dest Mod Svc NSDMX $32,860 N/A 0.58% 0.00% 0.00% 0.58% 0.40% N/A 7/1/2011 Cash NW Mny Mkt Inst** GMIXX $67,292 N/A 0.49% 0.00% 0.00% 0.49% 0.42% N/A 7/1/2011 Small-Cap Stocks NW NVIT Mult Mgr Sm Co I** N/A $98,963 N/A 1.26% 0.00% 0.00% 1.26% 0.35% N/A 7/1/2011 Large-Cap Stocks NW S P 500 Indx Svc GRMSX $207,265 N/A 0.57% 0.00% 0.00% 0.57% 0.50% N/A 7/1/2011 Mid-Cap Stocks NeuBer Genesis Tr NBGEX $161,451 N/A 1.10% 0.00% 0.00% 1.10% 0.40% N/A 7/1/2011 Large-Cap Stocks NeuBer Guardian Tr NBGTX $17,638 N/A 1.06% 0.00% 0.00% 1.06% 0.40% N/A 7/1/2011 Large-Cap Stocks NeuBer LgCp Val Tr NBPTX $11,922 N/A 1.05% 0.00% 0.00% 1.05% 0.40% N/A 7/1/2011 Short-Term Bonds NeuBer Shrt Dur Bd Tr NSBTX $1,380 N/A 0.80% 0.00% 0.00% 0.80% 0.40% N/A 7/1/2011 International Stocks Opp Glbl A OPPAX $335,800 N/A 1.14% 0.00% 0.00% 1.14% 0.50% N/A 7/1/2011 Bonds Pionr Hi Yld A TAHYX $26,580 N/A 1.15% 0.00% 0.00% 1.15% 0.65% N/A 7/1/2011 Mid-Cap Stocks WFA Cmn Stk Inv STCSX $49,930 N/A 1.29% 0.00% 0.00% 1.29% 0.50% N/A 7/1/2011 $4,155,324 *Although the Nationwide Life Fixed Account currently does not have any explicit asset management charges, NLIC’s compensation is derived from the difference between what NLIC earns on investments and what it credits to participants. Costs and expenses (such as plan charges and any expense credits issued to the Plan, including NLIC’s compensation) are reflected in the crediting rate. The crediting rate is determined by the investment return earned on NLIC’s portfolio, reduced by expenses (including compensation to NLIC). **Gross Expense Ratio Provided for NW NVIT Mult Mgr Sm Co I & NW Mny Mkt Inst All Net Expense Ratio information provided as of most recent date available from Morningstar for year 2014 7/1/2011 Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 Clackamas Federal Credit Union (a) (Expand or collapse as necessary) Asset Class Fund Name CFCU Bank Account Ticker Symbol Plan Assets $137,244 Per Participant/ Flat Dollar Fee Net Expense Ratio (b) Admin or M&E Expense (c) Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share Short-term Redemptio n Date Added Policy/Fee to Plan Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 MassMutual (a) (Expand or collapse as necessary) (b) (c) Revenue Share Short-term Redemptio n Date Added Policy/Fee to Plan Ticker Symbol Plan Assets N/A $329,727 $0 0.00% N/A 0.00% 0.00% 0.70% N HIABX $0 $0 0.50% 0.90% 0.00% 1.40% 0.00% N HIADX $41,941 $0 0.67% 0.90% 0.00% 1.57% 0.00% N Hartford Stock HLS HSTAX $3,768 $0 0.51% 0.90% 0.00% 1.41% 0.00% N bond Hartford Ultrashort Bond HUBAX $0 $0 0.21% 0.90% 0.00% 1.11% 0.00% N small cap Hartford Small Company HLS HIASX $5,596 $0 0.71% 0.90% 0.00% 1.61% 0.00% N large cap Hartford Capital Appreciation HLS HIACX $72,432 $0 0.67% 0.90% 0.00% 1.57% 0.00% N asset allocation/balanced Hartford Balanced HLS HADAX $0 $0 0.65% 0.90% 0.00% 1.55% 0.00% N international/global Hartford International Opportunities HLS HIAOX $0 $0 0.74% 0.90% 0.00% 1.64% 0.00% N asset allocation/balanced Cal VPSRI Bal Prt N/A $0 $0 0.90% 0.90% 0.00% 1.80% 0.00% N large cap American Century Ultra TWCUX $11,444 $0 1.00% 0.85% 0.00% 1.85% 0.00% N large cap Fidelity Advisor Growth Opportunities FAGOX $10,189 $0 1.31% 0.75% 0.00% 2.06% 0.50% N asset allocation/balanced Fidelity Advisor Balanced FAIGX $0 $0 1.15% 0.75% 0.00% 1.90% 0.50% N international/global Janus Global Research JAWWX $3,149 $0 0.79% 0.85% 0.00% 1.64% 0.00% N large cap Janus Twenty JAVLX $16,659 $0 0.80% 0.85% 0.00% 1.65% 0.00% N international/global Putnam International Growth PINOX $33 $0 1.50% 0.85% 0.00% 2.35% 0.25% N small cap Managers AMG Skyline Special Eq Port SKSEX $26,607 $0 1.33% 0.85% 0.00% 2.18% 0.00% N large cap DWS Core Equity SCDGX $0 $0 0.59% 0.85% 0.00% 1.44% 0.00% N large cap Fidelity Advisor Growth & Income FGITX $0 $0 1.24% 0.75% 0.00% 1.99% 0.50% N large cap American Century Income and Growth BIGRX $24,764 $0 0.67% 0.85% 0.00% 1.52% 0.00% N large cap American Century Value TWVLX $0 $0 0.98% 0.85% 0.00% 1.83% 0.00% N mid cap Hartford Mid Cap HLS HIMCX $5,464 $0 0.71% 0.90% 0.00% 1.61% 0.00% N bond Putnam High Yield Advantage PHYIX $0 $0 1.03% 0.85% 0.00% 1.88% 0.25% N asset allocation/balanced Janus Balanced JABAX $0 $0 0.82% 0.85% 0.00% 1.67% 0.00% N mid cap Franklin Small-Mid Cap Growth FRSGX $25,514 $0 0.96% 0.85% 0.00% 1.81% 0.25% N international/global Hartford Global Growth HLS HBGLX $0 $0 1.07% 0.90% 0.00% 1.97% 0.00% N international/global Janus Overseas JIGRX $0 $0 0.93% 0.85% 0.00% 1.78% 0.25% N mid cap Janus Enterprise JAENX $0 $0 0.92% 0.85% 0.00% 1.77% 0.00% N specialty Htfd HC HLS HIAHX $5,238 $0 0.89% 0.90% 0.00% 1.79% 0.00% N large cap Dreyfus Third Century DTCAX $0 $0 1.22% 0.85% 0.00% 2.07% 0.00% N specialty Invesco Technology FTCHX $0 $0 1.36% 0.85% 0.00% 2.21% 0.16% N bond MFS High Income MHITX $0 $0 0.93% 0.85% 0.00% 1.78% 0.25% N large cap Massachusetts Investors Growth Stock MIGFX $0 $0 0.75% 0.85% 0.00% 1.60% 0.25% N specialty MFS Utilities MMUFX $24,013 $0 1.01% 0.85% 0.00% 1.86% 0.25% N international/global Putnam Global Equity PEQUX $9,269 $0 1.33% 0.85% 0.00% 2.18% 0.25% N large cap American Century Equity Income TWEIX $17,604 $0 0.93% 0.85% 0.00% 1.78% 0.00% N international/global American Century International Growth TWIEX $19,992 $0 1.22% 0.85% 0.00% 2.07% 0.00% N small cap Invesco Small Cap Growth GTSIX $0 $0 1.21% 0.85% 0.00% 2.06% 0.25% N large cap Putnam Multi-Cap Growth PNOPX $0 $0 1.04% 0.85% 0.00% 1.89% 0.25% N bond Hartford US Gov Sec HLS HAUSX $0 $0 0.49% 0.90% 0.00% 1.39% 0.00% N large cap Invesco American Franchise VAFAX $0 $0 1.08% 0.85% 0.00% 1.93% 0.25% N large cap HIMCO VIT Index HVIAX $0 $0 0.33% 0.90% 0.00% 1.23% 0.00% N large cap Invesco Diversified Dividend LCEIX $4,648 $0 0.88% 0.85% 0.00% 1.73% 0.25% N bond Dreyfus Premier Intermediate Term Income DRITX $3,959 $0 0.89% 0.85% 0.00% 1.74% 0.00% N large cap MFS Core Equity MRGAX $0 $0 1.05% 0.85% 0.00% 1.90% 0.25% N Asset Class Fund Name fixed General Account bond Hartford Total Return Bond HLS large cap Hartford Dividend and Growth HLS large cap $662,010 Per Participant/ Net Expense Admin or M&E Add'l Asset Flat Dollar Fee Ratio Expense Based Fee Total Charges (a+b+c) Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 Nationwide 457 (Expand or collapse as necessary) (a) (b) (c) Plan Assets Per Participant/ Flat Dollar Fee Net Expense Ratio Admin or M&E Expense Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share Short-term Redemptio n Date Added Policy/Fee to Plan Asset Class Fund Name Ticker Symbol Large Cap Growth American Century Growth Inv TWCGX $0 N/A 0.97% 0.00% 0.00% 0.97% 0.35% No 2/4/1998 Large Cap Value American Century Value Inv TWVLX $31,719 N/A 0.98% 0.00% 0.00% 0.98% 0.35% No 4/27/2000 Small Cap Growth Brown Capital Mgmt Small Co Inv BCSIX $23,088 N/A 1.26% 0.00% 0.00% 1.26% 0.35% No 9/30/1999 Large Cap Core Dreyfus Appreciation Investor DGAGX $18,584 N/A 0.94% 0.00% 0.00% 0.94% 0.50% No 11/14/1998 Large Cap Core Dreyfus S&P 500 Index PEOPX $676 N/A 0.50% 0.00% 0.00% 0.50% 0.35% No 2/4/1998 Short Government Federated US Govt 2-5 Yr Instl FIGTX $13,508 N/A 0.58% 0.00% 0.00% 0.58% 0.10% No 2/4/1998 Large Cap Growth Fidelity® Contrafund® FCNTX $74,131 N/A 0.67% 0.00% 0.00% 0.67% 0.20% No 2/4/1998 Large Cap Value Invesco Growth and Income A ACGIX $43,569 N/A 0.84% 0.00% 0.00% 0.84% 0.50% No 2/14/2002 International Large Growth Invesco International Growth R5 AIEVX $0 N/A 0.98% 0.00% 0.00% 0.98% 0.35% No 8/29/2011 International Large Value MFS International Value R3 MINGX $16,047 N/A 1.07% 0.00% 0.00% 1.07% 0.50% No 7/1/2014 Mid Cap Value JPMorgan Mid Cap Value A JAMCX $87,276 N/A 1.25% 0.00% 0.00% 1.25% 0.50% No 1/2/2004 Cash Morley Stable Value Fund MORLEY $0 N/A 0.88% 0.00% 0.00% 0.88% 0.35% No 7/14/1999 Intermediate Investment Grade Nationwide Bond Index A GBIAX $288 N/A 0.68% 0.00% 0.00% 0.68% 0.40% No 5/17/2001 Asset Allocation Nationwide Destination 2015 Instl Svc NWESX $0 N/A 0.66% 0.00% 0.00% 0.66% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2020 Instl Svc NWFSX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2025 Instl Svc NWHSX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2030 Instl Svc NWISX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2035 Instl Svc NWLSX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2040 Instl Svc NWMSX $21,143 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2045 Instl Svc NWNSX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2050 Instl Svc NWOSX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Asset Allocation Nationwide Destination 2055 Instl Svc NTDSX $0 N/A 0.67% 0.00% 0.00% 0.67% 0.25% No 4/17/2008 Cash Nationwide Fixed Account* FIXED $509,399 N/A 0.00% 0.00% 0.00% 0.00% 0.25% No 2/4/1998 Large Cap Growth Nationwide Growth Institutional Service NGISX $0 N/A 0.90% 0.00% 0.00% 0.90% 0.25% No 6/8/2012 Large Cap Core Nationwide Institutional Service MUIFX $35,372 N/A 0.80% 0.00% 0.00% 0.80% 0.25% No 2/4/1998 International Large Core Nationwide International Index A GIIAX $7,811 N/A 0.70% 0.00% 0.00% 0.70% 0.40% No 5/17/2001 Intermediate Investment Grade Nationwide Highmark Instl Svc NWJJX $0 N/A 0.72% 0.00% 0.00% 0.72% 0.40% No 7/1/2014 Asset Allocation Nationwide Inv Dest Agrsv Svc NDASX $59,689 N/A 0.88% 0.00% 0.00% 0.88% 0.40% No 7/18/2001 Asset Allocation Nationwide Inv Dest Cnsrv Svc NDCSX $0 N/A 0.91% 0.00% 0.00% 0.91% 0.40% No 7/18/2001 Asset Allocation Nationwide Inv Dest Mod Agrsv Svc NDMSX $561,164 N/A 0.89% 0.00% 0.00% 0.89% 0.40% No 7/18/2001 Asset Allocation Nationwide Inv Dest Mod Cnsrv Svc NSDCX $0 N/A 0.90% 0.00% 0.00% 0.90% 0.40% No 7/18/2001 Asset Allocation Nationwide Inv Dest Mod Svc NSDMX $14,939 N/A 0.90% 0.00% 0.00% 0.90% 0.40% No 7/18/2001 Large Cap Growth Nationwide Large Cap Growth Portfolio NWLCG $18,257 N/A 0.95% 0.00% 0.00% 0.95% 0.40% No 7/25/2007 Mid Cap Core Nationwide Mid Cap Market Index A GMXAX $15,588 N/A 0.71% 0.00% 0.00% 0.71% 0.40% No 5/17/2001 Cash Nationwide Money Market Prime MIFXX $0 N/A 0.64% 0.00% 0.00% 0.64% 0.40% No 2/4/1998 Asset Allocation Nationwide Retirement Income Instl Svc NWRSX $0 N/A 0.66% 0.00% 0.00% 0.66% 0.25% No 4/17/2008 Large Cap Core Nationwide S&P 500 Index Instl Svc GRISX $21,963 N/A 0.42% 0.00% 0.00% 0.42% 0.25% No 11/14/1998 Small Cap Core Nationwide Small Cap Index A GMRAX $0 N/A 0.78% 0.00% 0.00% 0.78% 0.40% No 5/17/2001 Small Cap Growth Nationwide Small Company Growth InSvc NWSIX $0 N/A 0.95% 0.00% 0.00% 0.95% 0.35% No 6/8/2012 Small Cap Value Nationwide US Small Cap Value Instl Svc NWUSX $19,019 N/A 1.38% 0.00% 0.00% 1.38% 0.40% No 4/17/2008 Mid Cap Growth Neuberger Berman Genesis Tr NBGEX $55,198 N/A 1.10% 0.00% 0.00% 1.10% 0.40% No 2/14/2002 Large Cap Growth Neuberger Berman Socially Rspns Inv NBSRX $54 N/A 0.86% 0.00% 0.00% 0.86% 0.30% No 1/22/2004 Small Cap Growth NVIT Multi-Manager Small Company I NVIT $0 N/A 1.21% 0.00% 0.00% 1.21% 0.35% No 2/4/1998 Global Equity: World Oppenheimer Global A OPPAX $28,559 N/A 1.13% 0.00% 0.00% 1.13% 0.45% No 11/14/1998 Intermediate Investment Grade PIMCO Total Return A PTTAX $28,502 N/A 0.85% 0.00% 0.00% 0.85% 0.40% No 5/17/2001 Large Cap Growth T. Rowe Price Growth Stock Adv TRSAX $71,000 N/A 0.93% 0.00% 0.00% 0.93% 0.40% No 1/27/2005 High Yield Waddell & Reed High-Income Y WYHIX $44,005 N/A 0.76% 0.00% 0.00% 0.76% 0.40% No 1/23/2003 Mid Cap Growth Wells Fargo Advantage Discovery Adm WFDDX $10,165 N/A 1.12% 0.00% 0.00% 1.12% 0.35% No 11/16/2011 Balanced Nationwide Diverse Managers Institutional Svc NWWFX $0 N/A 1.09% 0.00% 0.00% 1.09% 0.15% No 7/1/2014 $1,830,712 *Although the Nationwide Life Fixed Account currently does not have any explicit asset management charges, NLIC’s compensation is derived from the difference between what NLIC earns on investments and what it credits to participants. Costs and expenses (such as plan charges and any expense credits issued to the Plan, including NLIC’s compensation) are reflected in the crediting rate. The crediting rate is determined by the investment return earned on NLIC’s portfolio, reduced by expenses (including compensation to NLIC). Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 Oregon Saving Growth Plan (a) (Expand or collapse as necessary) Ticker Symbol Plan Assets (b) Per Participant/ Net Expense Admin or M&E Flat Dollar Fee Ratio Expense (c) Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share Asset Class Fund Name Short-Term Fixed Government Short Term Investment Fund 0.05% 0.05% Stable Value Galliard Capital Management $99,720 0.38% 0.38% Intermediate Bond BlackRock US Debt Index Fund $39,944 0.05% 0.05% Intermediate Bond Fidelity Broad Market Duration Fund $39,944 Intermediate Bond Wellington Capital Core Bond Plus Fund $39,944 0.35% 0.35% Target Date Portfolio LifePath Index Retirement $183 0.12% 0.12% Target Date Portfolio LifePath Index 2015 $0 0.12% 0.12% Target Date Portfolio LifePath Index 2020 $53,231 0.12% 0.12% Target Date Portfolio LifePath Index 2025 $83,083 0.12% 0.12% Target Date Portfolio LifePath Index 2030 $6,321 0.12% 0.12% Target Date Portfolio LifePath Index 2035 $49,950 0.12% 0.12% Target Date Portfolio LifePath Index 2040 $2,008 0.12% 0.12% Target Date Portfolio LifePath Index 2045 $30,935 0.12% 0.12% Target Date Portfolio LifePath Index 2050 $23,640 0.12% 0.12% Target Date Portfolio LifePath Index 2055 $89,578 0.12% 0.12% Large Cap Value BlackRock Russell 1000 Value Index Fund $29,205 Large Cap Value Dodge and Cox Stock Fund DODGX $14,602 Large Cap Value MFS Value Fund MEIAX $14,602 Large Cap Value LSV Value Equity Fund LSVEX Large Blend BlackRock Russell 3000 Index Fund $144,513 Large Cap Growth BlackRock Russell 1000 Growth Index Fund $23,511 Large Cap Growth American Funds Amcap Fund AMCPX $11,755 0.74% 0.74% 0.25% Large Cap Growth Wells Fargo Advantage Endeavor Select Fund WFCIX $11,755 0.80% 0.80% 0.15% Large Cap Growth Delaware U.S. Growth Fund DEUIX $11,755 0.84% 0.84% 0.25% International Stock BlackRock MSCI EAFE Index Fund International Stock Artisan International Fund ARTIX $5,085 1.20% 1.20% International Stock GMO Foreign III Fund GMOFX $7,627 0.62% 0.62% International Stock Marisco International Opportunities MIOFX $5,085 0.77% 0.77% International Stock Oakmark International Fund OAKIX $7,627 0.98% 0.98% 0.35% International Stock DFA Emerging Markets Core Equity Fund DFCEX $7,627 1.60% 1.60% 0.25% Small/Mid Cap Stock BlackRock Russell 2000 Index Fund Small/Mid Cap Stock American AAdvantage AVFIX $23,841 Small/Mid Cap Stock Columbia Acorn Fund ACRNX $24,291 Small/Mid Cap Stock T. Rowe Price Mid-Cap Growth Fund RPMGX $16,194 0.78% 0.78% Small/Mid Cap Stock Callan Small Equity Index Fund $16,194 0.62% 0.62% $614 $14,602 N/A 0.00% 0.00% 0.52% 0.52% 0.10% 0.00% 0.65% 0.65% 0.00% 0.00% $17,797 0.00% $26,990 $993,755 0.27% 0.35% 0.00% 0.82% 0.82% 0.00% 0.35% Short-term Redemptio n Date Added Policy/Fee to Plan Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 Security Benefit Life (a) (Expand or collapse as necessary) Asset Class Fund Name Ticker Symbol Plan Assets $174,062 Per Participant/ Flat Dollar Fee Net Expense Ratio (b) Admin or M&E Expense (c) Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share Short-term Redemptio n Date Added Policy/Fee to Plan Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Please refer to the documents attached for the information requested below. Investment Menu - As of December 31, 2014 VALIC (a) (Expand or collapse as necessary) Asset Class Fund Name AGGRESSIVE GROWTH LIFESTYLE Ticker Symbol Plan Assets $29,908 ARIEL APPRECIATION FUND $0 BLUE CHIP GROWTH FUND $315,538 CONSERVATIVE GROWTH LIFESTYLE $53,335 CORE BOND FUND DIVIDEND VALUE $463 $67,620 EMERGING ECONOMIES $80,747 FIXED ACCOUNT PLUS $581,252 FOREIGN VALUE $31,482 GLOBAL REAL ESTATE FUND $6,155 GLOBAL SOCIAL AWARENESS FUND $0 GLOBAL STRATEGY $129,319 GROWTH FUND $49,667 HEALTH SCIENCES FUND $20,293 HIGH YIELD BOND FUND $2,763 INFLATION PROTECTED FUND $20,258 INTERNATIONAL EQUITIES FUND $55,788 INTERNATIONAL GOVERNMENT BOND $9,552 INTERNATIONAL GROWTH FUND $2,783 INTL OPPORTUNITIES $35,102 INVESCO BAL RISK COMMOD STR R5 $5,038 LARGE CAP CORE $9,353 LARGE CAP VALUE FUND $9,883 LARGE CAPITAL GROWTH $7,180 MID CAP INDEX FUND $328,438 MID CAP VALUE FUND $74,016 MONEY MARKET I FUND $26,982 SHORT TERM FIXED ACCOUNT $162,120 SMALL CAP INDEX FUND $161,056 SMALL CAP SPECIAL VALUE FUND $16,854 SMALL CAP VALUE FUND $12,829 SOCIALLY RESPONSIBLE FUND $8,753 STOCK INDEX FUND $24,389 STRATEGIC BOND FUND $47,833 VANGUARD LIFESTRATEGY GROWTH $40,483 VANGUARD WELLINGTON FUND, INC. $355,369 VANGUARD WINDSOR II $300,698 $3,083,301 (b) Per Participant/ Net Expense Admin or M&E Flat Dollar Fee Ratio Expense (c) Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share Short-term Redemptio n Date Added Policy/Fee to Plan Clackamas Fire District #1, OR - 457 Deferred Compensation Plan Investment Menu - As of December 31, 2014 Voya Financial (a) (b) (c) Plan Assets Per Participant/ Flat Dollar Fee Net Expense Ratio Admin or M&E Expense Add'l Asset Based Fee Total Charges (a+b+c) Revenue Share $3,275,666 N/A N/A N/A N/A N/A 0.38%* (Expand or collapse as necessary) Asset Class Fund Name Stability of Principal Voya Fixed Plus Account Stability of Principal Voya Long-Term Guaranteed Accumulation Account Stability of Principal Voya Money Market Portfolio - Class I Stability of Principal Voya Short-Term Guaranteed Accumulation Account Bonds American Century Inflation-Adjusted Bond Fund - Inv Class Bonds American Funds The Bond Fund of AmericaSM - Class R-4 Ticker Symbol Short-term Redemption Date Added Policy/Fee to Plan N/A N/A N/A N/A N/A N/A N/A 0.38%* N/A N/A $14,300 N/A 0.34% 0.95% N/A 1.29% 0.17% N/A N/A $1,521,425 N/A N/A N/A N/A N/A 0.38%* N/A N/A ACITX N/A 0.47% 0.95% N/A 1.42% 0.25% N/A N/A RBFEX N/A 0.60% 0.95% N/A 1.55% 0.35% N/A N/A Bonds Metropolitan West Total Return Bond Fund - Class M SharesMWTRX N/A 0.68% 0.95% N/A 1.63% 0.35% N/A N/A Bonds Nuveen U.S. Infrastructure Income Fund - Class I N/A 0.71% 0.95% N/A 1.66% 0.25% N/A N/A Bonds PIMCO VIT Real Return Portfolio - Administrative Class $42,756 N/A 0.65% 0.95% N/A 1.60% 0.35% N/A N/A Bonds Pioneer High Yield VCT Portfolio - Class I Shares $7,071 N/A 0.85% 0.95% N/A 1.80% 0.25% N/A N/A Bonds Templeton Global Bond Fund - Class A TPINX $189,945 N/A 0.90% 0.95% N/A 1.85% 0.40% N/A N/A Bonds Voya Aggregate Bond Portfolio - Service Class IPTSX $270,994 N/A 0.83% 0.95% N/A 1.78% 0.56% N/A N/A Bonds Voya Global Bond Portfolio - Initial Class IOSIX $12,348 N/A 0.64% 0.95% N/A 1.59% 0.31% N/A N/A Bonds Voya GNMA Income Fund - Class A LEXNX N/A 0.94% 0.95% N/A 1.89% 0.42% N/A N/A Bonds Voya High Yield Portfolio - Service Class IPHYX $10,822 N/A 0.75% 0.95% N/A 1.70% 0.53% N/A N/A Bonds Voya Intermediate Bond Portfolio - Class I IPIIX $68,813 N/A 0.51% 0.95% N/A 1.46% 0.17% N/A N/A Bonds Voya U.S. Bond Index Portfolio - Class I ILBAX N/A 0.40% 0.95% N/A 1.35% 0.32% N/A N/A Bonds VY® Pioneer High Yield Portfolio - Initial Class IPHIX N/A 0.72% 0.95% N/A 1.67% 0.31% N/A N/A Asset Allocation Voya Index Solution 2055 Portfolio - Service Class IISSX N/A 0.76% 0.95% N/A 1.71% 0.55% N/A N/A Asset Allocation Voya Solution 2015 Portfolio - Service Class ISOSX N/A 0.98% 0.95% N/A 1.93% 0.57% N/A N/A Asset Allocation Voya Solution 2025 Portfolio - Service Class ISZSX N/A 1.05% 0.95% N/A 2.00% 0.57% N/A N/A Asset Allocation Voya Solution 2035 Portfolio - Service Class ISQSX N/A 1.12% 0.95% N/A 2.07% 0.57% N/A N/A Asset Allocation Voya Solution 2045 Portfolio - Service Class ISRSX N/A 1.14% 0.95% N/A 2.09% 0.57% N/A N/A Asset Allocation Voya Solution 2055 Portfolio - Service Class ISSPX N/A 1.14% 0.95% N/A 2.09% 0.57% N/A N/A Asset Allocation Voya Solution Balanced Portfolio - Service Class ISGKX N/A 1.05% 0.95% N/A 2.00% 0.57% N/A N/A Asset Allocation Voya Solution Income Portfolio - Service Class ISWSX N/A 0.93% 0.95% N/A 1.88% 0.57% N/A N/A Asset Allocation Voya Solution Moderately Conservative Pt - Service Cl ISPSX N/A 0.99% 0.95% N/A 1.94% 0.57% N/A N/A Asset Allocation Voya Strategic Allocation Conservative Portfolio - Class I ISAIX $4,625 N/A 0.65% 0.95% N/A 1.60% 0.24% N/A N/A Asset Allocation Voya Strategic Allocation Growth Portfolio - Class I ISAGX $29,582 N/A 0.71% 0.95% N/A 1.66% 0.24% N/A N/A Asset Allocation Voya Strategic Allocation Moderate Portfolio - Class I IIMDX N/A 0.70% 0.95% N/A 1.65% 0.24% N/A N/A Balanced Calvert VP SRI Balanced Portfolio N/A 0.90% 0.95% N/A 1.85% 0.20% N/A N/A Balanced Pax World Balanced Fund - Individual Investor Class N/A 0.91% 0.95% N/A 1.86% 0.40% N/A N/A Balanced Voya Balanced Portfolio - Class I IBPIX $14,874 N/A 0.69% 0.95% N/A 1.64% 0.30% N/A N/A Balanced VY® Invesco Equity and Income Portfolio - Initial Class IUAIX $1,101,446 N/A 0.65% 0.95% N/A 1.60% 0.31% N/A N/A Balanced VY® T. Rowe Price Capital Appreciation Portfolio - Service ITCSX $3,261,126 N/A 0.89% 0.95% N/A 1.84% 0.53% N/A N/A Large Cap Value Amana Income Fund - Investor Class AMANX $44,108 N/A 1.15% 0.95% N/A 2.10% 0.35% N/A N/A Large Cap Value American Funds Fundamental InvestorsSM - Class R-4 RFNEX $1,840 N/A 0.66% 0.95% N/A 1.61% 0.35% N/A N/A Large Cap Value American Funds Washington Mutual Investors FundSM - R-4RWMEX $22,235 N/A 0.65% 0.95% N/A 1.60% 0.35% N/A N/A Large Cap Value Columbia Diversified Equity Income Fund - Class K Shares $65,345 N/A 0.94% 0.95% N/A 1.89% 0.35% N/A N/A Large Cap Value Fidelity VIP Equity-Income Portfolio - Initial Class $16,473 N/A 0.57% 0.95% N/A 1.52% 0.21% N/A N/A Large Cap Value Invesco V.I. Core Equity Fund - Series I Shares $8,775 N/A 0.90% 0.95% N/A 1.85% 0.25% N/A N/A Large Cap Value Voya Growth and Income Portfolio - Class I IIVGX $160,263 N/A 0.59% 0.95% N/A 1.54% 0.30% N/A N/A Large Cap Value Voya Index Plus LargeCap Portfolio - Class I IPLIX $92,407 N/A 0.44% 0.95% N/A 1.39% 0.30% N/A N/A Large Cap Value Voya Large Cap Value Portfolio - Institutional Class IPEIX $51,890 N/A 0.65% 0.95% N/A 1.60% 0.28% N/A N/A Large Cap Value Voya Multi-Manager Large Cap Core Port - Institutional Class IPPIX N/A 0.73% 0.95% N/A 1.68% 0.28% N/A N/A Large Cap Value Voya Russell™ Large Cap Index Portfolio - Class I IIRLX $334,089 N/A 0.38% 0.95% N/A 1.33% 0.30% N/A N/A Large Cap Value Voya Russell™ Large Cap Value Index Portfolio - Class S IRVSX $253 N/A 0.75% 0.95% N/A 1.70% 0.55% N/A N/A Large Cap Value VY® Columbia Contrarian Core Portfolio - Service Class ISCSX $8,207 N/A 0.95% 0.95% N/A 1.90% 0.56% N/A N/A Large Cap Value VY® Invesco Comstock Portfolio - Service Class IVKSX $2,066 N/A 1.00% 0.95% N/A 1.95% 0.56% N/A N/A Large Cap Value VY® Invesco Growth and Income Portfolio - Service Class IVGSX N/A 0.90% 0.95% N/A 1.85% 0.53% N/A N/A Large Cap Value VY® T. Rowe Price Equity Income Portfolio - Service Class IRPSX N/A 0.89% 0.95% N/A 1.84% 0.53% N/A N/A Large Cap Growth Alger Green Fund - Class A SPEGX N/A 1.35% 0.95% N/A 2.30% 0.65% N/A N/A Large Cap Growth Amana Growth Fund - Investor Class AMAGX $18,047 N/A 1.10% 0.95% N/A 2.05% 0.35% N/A N/A Large Cap Growth American Funds The Growth Fund of America - Class R-4 RGAEX $172,638 N/A 0.68% 0.95% N/A 1.63% 0.35% N/A N/A Large Cap Growth Fidelity VIP Contrafund Portfolio - Initial Class $2,146,693 N/A 0.64% 0.95% N/A 1.59% 0.21% N/A N/A Large Cap Growth Fidelity VIP Growth Portfolio - Initial Class $177,308 N/A 0.66% 0.95% N/A 1.61% 0.21% N/A N/A Large Cap Growth Invesco V.I. American Franchise Fund - Series I Shares N/A 0.96% 0.95% N/A 1.91% 0.25% N/A N/A Large Cap Growth Neuberger Berman Socially Responsive Fund - Trust Class NBSTX $15,056 N/A 1.03% 0.95% N/A 1.98% 0.35% N/A N/A Large Cap Growth Voya Large Cap Growth Portfolio - Institutional Class IEOHX $21,119 N/A 0.60% 0.95% N/A 1.55% 0.30% N/A N/A Large Cap Growth Voya Russell™ Large Cap Growth Index Portfolio - Class I IRLNX $7,221 N/A 0.49% 0.95% N/A 1.44% 0.30% N/A N/A Large Cap Growth VY® T. Rowe Price Growth Equity Portfolio - Initial Class ITGIX $207,686 N/A 0.73% 0.95% N/A 1.68% 0.31% N/A N/A Small/Mid/Specialty Ariel Fund - Investor Class ARGFX N/A 1.03% 0.95% N/A 1.98% 0.35% N/A N/A Small/Mid/Specialty ASTON/Fairpointe Mid Cap Fund - Class N CHTTX N/A 1.12% 0.95% N/A 2.07% 0.40% N/A N/A Small/Mid/Specialty BlackRock Mid Cap Value Opportunities Fund - Inv A Shares MDRFX $19,038 N/A 1.18% 0.95% N/A 2.13% 0.50% N/A N/A Small/Mid/Specialty Cohen & Steers Realty Shares, Inc. CSRSX $1,266 N/A 0.97% 0.95% N/A 1.92% 0.30% N/A N/A Small/Mid/Specialty Columbia Mid Cap Value Fund - Class A Shares CMUAX N/A 1.17% 0.95% N/A 2.12% 0.50% N/A N/A Small/Mid/Specialty Delaware Small Cap Value Fund - Class A DEVLX N/A 1.25% 0.95% N/A 2.20% 0.50% N/A N/A Small/Mid/Specialty Franklin Small Cap Value VIP Fund - Class 2 N/A 0.88% 0.95% N/A 1.83% 0.45% N/A N/A Small/Mid/Specialty Invesco Mid Cap Core Equity Fund - Class A GTAGX N/A 1.19% 0.95% N/A 2.14% 0.50% N/A N/A Small/Mid/Specialty Lazard U.S. Mid Cap Equity Portfolio - Open Shares LZMOX N/A 1.35% 0.95% N/A 2.30% 0.40% N/A N/A Small/Mid/Specialty Loomis Sayles Small Cap Value Fund - Retail Class LSCRX N/A 1.33% 0.95% N/A 2.28% 0.40% N/A N/A Small/Mid/Specialty Lord Abbett Series Fund - Mid Cap Stock Portfolio - Cl VC LASMV $1,664 N/A 1.26% 0.95% N/A 2.21% 0.25% N/A N/A Small/Mid/Specialty Oppenheimer Main Street Small Cap Fund®/VA $20 N/A 0.80% 0.95% N/A 1.75% 0.20% N/A N/A Small/Mid/Specialty USAA Precious Metals and Minerals Fund - Adviser Shares UPMMX $2,650 N/A 1.40% 0.95% N/A 2.35% 0.30% N/A N/A Small/Mid/Specialty Voya Global Resources Portfolio - Service Class IGRSX $767 N/A 0.89% 0.95% N/A 1.84% 0.55% N/A N/A Small/Mid/Specialty Voya Index Plus MidCap Portfolio - Class I IPMIX $87,587 N/A 0.49% 0.95% N/A 1.44% 0.30% N/A N/A Small/Mid/Specialty Voya Index Plus SmallCap Portfolio - Class I IPSIX $56,221 N/A 0.49% 0.95% N/A 1.44% 0.30% N/A N/A Small/Mid/Specialty Voya MidCap Opportunities Portfolio - Class I IIMOX $173,633 N/A 0.80% 0.95% N/A 1.75% 0.30% N/A N/A Small/Mid/Specialty Voya Russell™ Mid Cap Growth Index Portfolio - Class S IRGUX $27,759 N/A 0.74% 0.95% N/A 1.69% 0.55% N/A N/A Small/Mid/Specialty Voya Russell™ Mid Cap Index Portfolio - Class I IIRMX $8,841 N/A 0.43% 0.95% N/A 1.38% 0.30% N/A N/A Small/Mid/Specialty Voya Russell™ Small Cap Index Portfolio - Class I IIRSX $64 N/A 0.46% 0.95% N/A 1.41% 0.30% N/A N/A Small/Mid/Specialty Voya Small Company Portfolio - Class I IVCSX $423,091 N/A 0.85% 0.95% N/A 1.80% 0.30% N/A N/A Small/Mid/Specialty Voya SmallCap Opportunities Portfolio - Class I IVSOX $17,537 N/A 0.89% 0.95% N/A 1.84% 0.30% N/A N/A Small/Mid/Specialty VY® American Century Small-Mid Cap Value Portfolio - Service IASSX $183,904 N/A 1.18% 0.95% N/A 2.13% 0.56% N/A N/A Small/Mid/Specialty VY® Baron Growth Portfolio - Service Class IBSSX $127,054 N/A 1.25% 0.95% N/A 2.20% 0.54% N/A N/A Small/Mid/Specialty VY® Clarion Global Real Estate Portfolio - Institutional IRGIX $15,326 N/A 0.89% 0.95% N/A 1.84% 0.40% N/A N/A Small/Mid/Specialty VY® Clarion Real Estate Portfolio - Service Class IVRSX $94,621 N/A 0.96% 0.95% N/A 1.91% 0.53% N/A N/A Small/Mid/Specialty VY® Columbia Small Cap Value II Portfolio - Service Class ICSSX N/A 1.11% 0.95% N/A 2.06% 0.56% N/A N/A Small/Mid/Specialty VY® FMR Diversified Mid Cap Portfolio - Service Class IFDSX $14,240 N/A 0.89% 0.95% N/A 1.84% 0.53% N/A N/A Small/Mid/Specialty VY® JPMorgan Mid Cap Value Portfolio - Service Class IJMSX $1,105,712 N/A 1.12% 0.95% N/A 2.07% 0.56% N/A N/A Small/Mid/Specialty VY® JPMorgan Small Cap Core Equity Portfolio - Service Class IJSSX $754,690 N/A 1.12% 0.95% N/A 2.07% 0.53% N/A N/A Small/Mid/Specialty VY® T. Rowe Price Diversified Mid Cap Growth Port - Initial IAXIX $386,841 N/A 0.77% 0.95% N/A 1.72% 0.31% N/A N/A Small/Mid/Specialty Wanger Select WATWX $3,192 N/A 0.93% 0.95% N/A 1.88% 0.40% N/A N/A Small/Mid/Specialty Wanger USA WUSAX $5,320 N/A 0.96% 0.95% N/A 1.91% 0.40% N/A N/A Global / International American Funds EuroPacific Growth Fund - Class R-4 REREX $409,374 N/A 0.84% 0.95% N/A 1.79% 0.35% N/A N/A Global / International American Funds New Perspective Fund - Class R-4 RNPEX $1,555,147 N/A 0.80% 0.95% N/A 1.75% 0.35% N/A N/A Global / International American Funds SMALLCAP World Fund - Class R-4 RSLEX $20,086 N/A 1.06% 0.95% N/A 2.01% 0.35% N/A N/A Global / International Artisan International Fund - Investor Shares ARTIX $20 N/A 1.20% 0.95% N/A 2.15% 0.35% N/A N/A Global / International Fidelity VIP Overseas Portfolio - Initial Class $2,516 N/A 0.82% 0.95% N/A 1.77% 0.21% N/A N/A Global / International Oppenheimer Developing Markets Fund - Class A $53,701 N/A 1.32% 0.95% N/A 2.27% 0.50% N/A N/A Global / International Pioneer Emerging Markets VCT Portfolio - Class I N/A 1.41% 0.95% N/A 2.36% 0.25% N/A N/A Global / International Voya Global Perspectives Portfolio - Class I N/A 0.83% 0.95% N/A 1.78% 0.30% N/A N/A Global / International Voya International Index Portfolio - Class I IIIIX $3,369 N/A 0.49% 0.95% N/A 1.44% 0.30% N/A N/A Global / International Voya International Value Portfolio - Class I IIVIX $20,637 N/A 0.95% 0.95% N/A 1.90% 0.30% N/A N/A Global / International VY® JPMorgan Emerging Markets Equity Portfolio - Service IJPIX $24,001 N/A 1.51% 0.95% N/A 2.46% 0.53% N/A N/A Global / International VY® Oppenheimer Global Portfolio - Initial Class IGMIX $224,478 N/A 0.76% 0.95% N/A 1.71% 0.31% N/A N/A Global / International VY® T. Rowe Price International Stock Portfolio - Service IMISX N/A 1.02% 0.95% N/A 1.97% 0.53% N/A N/A Global / International VY® Templeton Foreign Equity Portfolio - Initial Class IFTIX $20,384 N/A 0.92% 0.95% N/A 1.87% 0.31% N/A N/A Global / International VY® Templeton Global Growth Portfolio - Service Class ISGGX $4,908 N/A 1.14% 0.95% N/A 2.09% 0.53% N/A N/A Global / International Wanger International WSCAX N/A 1.07% 0.95% N/A 2.02% 0.40% N/A N/A IVMXX NUSIX $8,904 $20 PAXWX IDQYX $84,444 $5,352 ODMAX IPIRX *Service Fee: The service fee is 38 basis points. The service fee is the amount paid to Voya for other services provided in connection with the investment option. If your plan uses the Voya Fixed Account or the Voya Guaranteed Accumulation Account, the “Service Fee” represents our reasonable and good faith estimate of the cost of the recordkeeping and other administrative services being offset through a reduction in the rates of interest that would otherwise be credited. In developing our estimate, we applied guidance issued by the Department of Labor in connection with Form 5500 Schedule C reporting. Under that guidance, if the rate of return on a fixed rate investment contract is net of the expense of recordkeeping and similar administrative services, then the amount so “netted” should be reported as a fee charged against the Plan’s investment in order to avoid the inference that the Plan services were being provided free of charge. Estimates of those amounts are permitted so long as the estimate is reasonable, and the methodology and assumptions used to prepare the estimate are disclosed. $19,347,891 PERSONAL SERVICES AGREEMENT THIS AGREEMENT is between the Clackamas Fire District #1 (District) and _______________________________ (Consultant). A. District requires services, which Consultant is capable of providing, under terms and conditions hereinafter described. B. Consultant is able and prepared to provide such services as District requires, under those terms and conditions set forth. The Parties Agree as Follows: 1. Term. The term of this Agreement shall be five years from the signing of this Personal Services Agreement or from ____________________________, unless sooner terminated pursuant to provisions set forth below. However, such expiration shall not extinguish or prejudice the District’s right to enforce this contract with respect to (i) breach of a contract warranty; or (ii) any default or defect in the Consultant’s performance that has not been cured. 2. Scope of Services. Consultant's services under this Agreement shall consist of the following: The Scope of Services is set forth in the District’s Request for Proposals as the Scope of Work. 3. Consultant Identification. Consultant shall furnish to District its employer identification number, as designated by the Internal Revenue Service, or Consultant's social security number, as District deems applicable. 4. Compensation. a. The District agrees to pay Consultant $__________________. b. The Consultant agrees to invoice the District within 30 days of services provided based on percentage of work provided. c. The District agrees to pay the Consultant contract fee as well as any applicable out of pocket expenses. d. The District agrees to pay Consultant within 30 days after receipt of Consultants itemized statement. Amounts disputed by the District may be withheld pending settlement. e. The District certifies that sufficient funds are available and authorized for expenditure to finance costs of the Agreement. f. The District shall not pay any amount in excess of the compensation amounts set forth above nor shall the District pay the Consultant any fees or costs which the District reasonably disputes or which the Consultant fails to provide in the proper format and manner as required under paragraph 3. 6. Independent Consultant Status. The Consultant shall be free from direction and control over the means and manner of providing the labor or service, subject only to Personal Services Agreement Clackamas Fire District #1 Audit Services Page 1 of 7 the specifications of the desired results. The Consultant is responsible for obtaining all assumed business registrations or professional occupation licenses required by state or local law. The Consultant shall furnish the tools or equipment necessary for the contracted labor or services. The Consultant agrees and certifies that: a. The Consultant is engaged as an independent contractor and will be responsible for any federal or state taxes applicable to any payments made under this contract. b. The Consultant is not eligible for any federal social security, or unemployment insurance payments. The Consultant is not eligible for any PERS or workers compensation benefits from compensation or payments made to the Consultant under this contract. c. Consultant has filed federal and state income tax returns in the name of the business as part of the personal income tax return for the previous year for labor or services performed as an independent contractor in the previous year. d. The Consultant agrees and certifies that it is a corporation in good standing and licensed to do business in the state of Oregon. 7. Early Termination. a. This Agreement may be terminated without cause prior to the expiration of the agreed-upon term: (1) by mutual written consent of the parties. (2) by either party upon 30 days' written notice to the other, delivered by certified mail or in person. b. Upon receipt of notice of early termination, Consultant shall immediately cease work and submit a final statement of services for all services performed and expenses incurred since the date of the last submittal of a statement of services. c. Any early termination of the Agreement shall be without prejudice to any obligation or liabilities of either party already accrued prior to such termination. d. The rights and remedies of District provided in this Agreement relating to defaults by Consultant shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Agreement. 8. No Third Party Beneficiaries. The District and the Consultant are the only parties to this contract and are the only parties entitled to enforce its terms. Nothing in this contract gives, is intended to give, or shall be construed to give or provide any benefit or right, whether directly or indirectly or otherwise, to third persons unless such third persons are individually identified by name herein and expressly described as intended beneficiaries of the terms of this contract. 9. Payment of Laborers; Payment of Taxes The Consultant shall: a. Make payment promptly, as due, to all persons supplying to the Consultant labor and material for the prosecution of the work provided for in the contract documents. Personal Services Agreement Clackamas Fire District #1 Audit Services Page 2 of 7 b. Pay all contributions or amounts due to the State Accident Insurance Fund incurred in the performance of this contract. c. Not permit any lien or claim to be filed or prosecuted against the District on account of any labor or material furnished; and d. Be responsible for all federal, state and local taxes applicable to any compensation or payments paid to the Consultant under this contract and unless the Consultant is subject to backup withholding, the District will not withhold from such compensation or payments an amount(s) to cover the Consultant’s federal or state tax obligation. e. If the Consultant fails, neglects or refuses to make prompt payment of any claim for labor or services furnished by any person in connection with this contract as such claim becomes due, the District may pay such claim to the person furnishing the labor or services and change the amount of the payment against funds due or to become due to the Consultant by reason of the contract. f. The payment of a claim in this manner shall not relieve the Consultant or the Consultant’s surety from obligation with respect to any unpaid claims. g. The Consultant and subcontractors, if any, are subject employers under the Oregon Workers’ Compensation Law and shall comply with ORS 656.017, which requires provision of workers’ compensation coverage for all workers. 10. Subconsultants and Assignment. The Consultant shall neither subcontract any of the work, nor assign any rights acquired hereunder, without obtaining prior written approval from District. District, by this Agreement, incurs no liability to third persons for payment of any compensation provided herein to Consultant. 11. Access to Records. The District shall have access to all books, documents, papers and records of Consultant which are pertinent to this Agreement for the purpose of making audit, examination, excerpts and transcripts. 12. Ownership of Work Product; License. All work products of the Consultant that result from this contract (the work products) are the exclusive property of the District. In addition, if any of the work projects contain intellectual property of the Consultant this is, or could be, protected federal copyright, patent, or trademark laws, or state trade secret laws, the Consultant hereby grants to the District a perpetual, royalty free, fully paid, nonexclusive and irrevocable license to copy, reproduce, deliver, publish, perform, dispose of, use and re-use, in whole or in part, and to authorize others to do so, all such work projects and any other information, designs, plans, or works provided or delivered to the District or produced by the Consultant under this contract. The parties expressly agree that all works produced, taped or recorded pursuant to this contract are works specially commissioned by the District and that any and all such works shall be works made for hire in which all rights and copyright belong exclusively to the District. The Consultant shall not publish, republish, display or otherwise use any work or work products resulting from this contract without the prior written agreement of the District. 13. Compliance with Applicable Law. The Consultant shall comply with all federal state Personal Services Agreement Clackamas Fire District #1 Audit Services Page 3 of 7 and local laws and ordinances applicable to the work under this contract, including, without limitation, the provisions of ORS 279.312, 279.314, 279.316,279.320 and 279.555. Without limiting the generality of the foregoing, the Consultant expressly agrees to comply with (i) Title VI of the Civil Rights Act of 1964; (ii) Section V of the Rehabilitation Act of 1973; (iii) the Americans With Disabilities Act of 1990 (pub L No. 101-336), ORS 659.425, and all regulations and administrative rules established pursuant to those laws; and (iv) all other applicable requirements of federal and state civil rights and rehabilitation and other applicable statutes, rules and regulations. 14. Professional Standards. Consultant shall be responsible to the level of competency presently maintained by others practicing in the same type of work in District's community, for the professional and technical soundness, accuracy and adequacy of all work and materials furnished under this authorization. 15. Modification, Supplements or Amendments. No modification, change, supplement or amendment of the provisions of this Agreement shall be valid unless it is in writing and signed by the parties hereto. 16. Indemnity and Insurance. a. Indemnity - The Consultant acknowledges responsibility for liability arising out of the Consultant's negligent performance of this Agreement and shall hold the District, its officers, agents, consultants and employees harmless from and indemnify them for any and all liability, settlements, loss, costs, and expenses, including attorney's fees, in connection with any action, suit, or claim caused or alleged to be caused by the negligent acts, omissions, activities or services by the Consultant, or the agents, consultants or employees of the Consultant provided pursuant to this Agreement. b. Workers Compensation Coverage - The Consultant certifies that the Consultant has qualified for Workers Compensation as required by the State of Oregon. The Consultant shall provide the Owner, within ten (10) days after contract execution, a certificate of insurance evidencing coverage of all subject workers under Oregon's Workers Compensation statutes. The certificate and policy shall indicate that the policy shall not be terminated by the insurance carrier without thirty (30) days advance written notice to the District. All agents or consultants of the Consultant shall maintain such insurance. c. Comprehensive, General and Automobile Insurance - The Consultant shall maintain comprehensive general and automobile liability insurance for protection of the Consultant, and the District, and for their directors, officers, agents, and employees, insuring against liability for damages because of personal injury, bodily injury, death and broad form property damage, including loss of use, and occurring or in any way related to the Consultant's operation, each in an amount not less than $1,000,000 combined single limit per occurrence/annual aggregate. Such insurance shall name the District as an additional insured with the stipulation that this insurance, as to the interest of the District, shall not be invalidated by any act or neglect or breach of contract by the Consultant. Personal Services Agreement Clackamas Fire District #1 Audit Services Page 4 of 7 d. Errors and Omissions Insurance - The Consultant shall provide the District with evidence of professional errors and omissions liability insurance for the protection of the Consultant and its employees, insuring against damage arising out of the Consultant's negligent acts, omissions, activities or services in an amount not less that $500,000 combined single limit. The Consultant shall maintain in force such coverage for not less that three (3) years following completion of the Project. Such insurance shall include contractual liability. Within ten (10) days after the execution of the Agreement, the Consultant shall furnish the District a certificate evidencing the dates, amounts, and types of insurance that has been procured pursuant to this Agreement. The Consultant will provide for not less than thirty (30) days written notice to the District before the policies may be revised, canceled, or allowed to expire. The Consultant shall not alter the terms of any policy without prior written authorization from the District. The provisions of this subsection apply fully to the Consultant, and its consultants and agents. 17. Integration. This Agreement contains the entire agreement between and among the parties, integrates all the terms and conditions mentioned herein or incidental hereto, and supersedes all prior written or oral discussions or agreements between the parties or their predecessors in interest with respect to all or any part of the subject matter hereof. 18. Legal Expenses. In the event legal action is brought by District or Consultant against the other to enforce any of the obligations hereunder or arising out of any dispute concerning the terms and conditions hereby created, the losing party shall pay the prevailing party such reasonable amounts for attorneys fees, costs and expenses as may be set by the court. "Legal action" shall include matters subject to arbitration and appeals. 19. Severability. The parties agree that if any term or provision of this Agreement is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall not be affected. 20. Number and Gender. In this Agreement, the masculine, feminine or neuter gender, and the singular or plural number, shall be deemed to include the others whenever the context so requires. 21. Captions and Headings. The captions and headings of this Agreement are for convenience only and shall not be construed or referred to in resolving questions of interpretation or construction. 22. Calculation of Time. All periods of time referred to herein shall include Saturdays, Sundays and legal holidays in the State of Oregon, except that if the last day of any period falls on any Saturday, Sunday or legal holiday, the period shall be extended to include the next day which is not a Saturday, Sunday or such a holiday. Personal Services Agreement Clackamas Fire District #1 Audit Services Page 5 of 7 23. Notices. Any notices, bills, invoices, reports or other documents required by this Agreement shall be sent by the parties by United States mail, postage paid, or personally delivered to the addresses below. All notices shall be in writing and shall be effective when delivered. If mailed, notices shall be deemed effective forty-eight (48) hours after mailing, unless sooner received. 24. Nonwaiver. The failure of District to insist upon or enforce strict performance by Consultant of any of the terms of this contract or to exercise any rights hereunder shall not be construed as a waiver or relinquishment to any extent of its rights to assert or rely upon such terms or rights of any future occasion. 25. Information and Reports. Consultant shall, at such time and in such form as District may require, furnish such periodic reports concerning the status of the project, such statements, certificates, approvals, and copies of proposed and executed plans and claims, and other information relative to the project as may be requested by District. Consultant shall furnish District, upon request, with copies of all documents and other materials prepared or developed in relation with or as part of the project. Working papers prepared in conjunction with the project are the property of the District, but shall remain with the Consultant. Copies as requested shall be provided free of cost to the District. 26. District's Responsibilities. District shall furnish Consultant with all available necessary information, data, and materials pertinent to the execution of this Agreement. District shall cooperate with Consultant in carrying out the work herein and shall provide adequate staff for liaison with Consultant. 27. Governing Law; Jurisdiction; Venue. This contract shall be governed and construed in accordance with the laws of the State of Oregon without resort to any jurisdiction’s conflict of laws, rules or doctrines. Any claim, action, suit or proceeding (collectively, “the claim”) between the District and the Consultant that arises from or relates to this contract shall be brought and conducted solely and exclusively within the State of Oregon. If the claim must be brought in a federal forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the District of Oregon. The Consultant, by the signature below of its authorized representative, hereby consents to the in personal jurisdiction of said courts. 28. Authorization. The person signing this contract on behalf of the Consultant hereby covenants and warrants that he/she is authorized to do so and this his/her signature will fully bind the Consultant to the terms and conditions of this contract. Upon the District’s request the Consultant shall provide the District with evidence reasonably satisfactory to the District confirming the foregoing covenants and warranties. Personal Services Agreement Clackamas Fire District #1 Audit Services Page 6 of 7 Consultant: ___________ ______________ __________________________ DISTRICT: Fire Chief Clackamas Fire District #1 11300 SE Fuller Road Milwaukie, OR 97222 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly appointed officers. CONSULTANT Clackamas Fire District #1 By: By Title: Fire Chief Date: Date: Personal Services Agreement Clackamas Fire District #1 Audit Services Page 7 of 7 PORTFOLIO DIRECTOR ® Fixed and variable tax-deferred annuity Issued by The Variable Annuity Life Insurance Company s a vi ng : i n v e s t ing : pla nni ng Annual fund expenses and Separate Account fees The following fund expenses are based on each fund’s most recent fiscal year and have not been independently verified by The Variable Annuity Life Insurance Company. Expense waivers and/or reimbursements may be voluntary or contractual and generally may be terminated by the fund’s board at any time. Please see the prospectus for each fund for more detail concerning each fund’s fees and expenses. Fund Annual Expenses and Separate Account fees are shown as a percentage of net assets and do not include any applicable maintenance fees or surrender charges: VALIC Company I Management Fees (%) 12b-1 Fees (%) Other Expenses (%) Acquired Fund Fees & Expenses (%) Asset Allocation Fund [05] 0.50 - 0.19 Blue Chip Growth Fund [72] 0.73 - 0.11 Broad Cap Value Income Fund1 [75] 0.70 - 0.25 Capital Conservation Fund [07] 0.50 - 0.14 Core Equity Fund [15] 0.80 - 0.13 Dividend Value Fund [21] 0.72 - 0.11 - Dynamic Allocation Fund [103]3 0.25 - 0.09 0.60 Emerging Economies Fund [87] 0.77 - 0.18 - 0.95 Foreign Value Fund [89] 0.67 - 0.13 - 0.80 Global Real Estate Fund [101] 0.73 - 0.13 - 0.86 Global Social Awareness Fund [12] 0.50 - 0.14 - 0.64 - Global Strategy Fund [88] 0.50 - 0.14 - 0.64 - Government Securities Fund [08] 0.50 - 0.15 - 0.65 - Growth Fund [78] 0.70 - 0.11 - 0.81 Growth & Income Fund [16] 0.75 - 0.18 - 0.93 Health Sciences Fund [73] 1.00 - 0.11 - 1.11 - Inflation Protected Fund [77] 0.48 - 0.11 - 0.59 International Equities Index Fund [11] 0.30 - 0.16 - 0.46 International Goverment Bond Fund [13] 0.50 - 0.15 - International Growth Fund [20] 0.91 - 0.15 - Large Cap Core Fund1 [76] 0.70 - 0.14 Large Capital Growth Fund [79] 0.64 - 0.12 Mid Cap Index Fund [04] 0.27 - 0.09 Mid Cap Strategic Growth Fund1 [83] 0.69 - 0.13 Fund 1 Total Fund Fees (%) *Expense Waivers or Reimbursements (%) Net Fund Expenses (%) Net Separate Account Fees (%) Total Net Variable Account Option Fees (%) 0.02 0.71 - 0.84 - 0.71 1.00 1.71 - 0.84 1.00 1.84 - 0.95 0.10 0.85 1.00 1.85 - 0.64 - 0.64 1.00 1.64 - 0.93 0.13 0.80 1.00 1.80 0.83 0.01 0.82 1.00 1.82 0.94 0.02 0.92 1.00 1.92 - 0.95 1.00 1.95 - 0.80 1.00 1.80 - 0.86 1.00 1.86 0.64 1.00 1.64 0.64 1.00 1.64 0.65 1.00 1.65 - 0.81 1.00 1.81 0.08 0.85 1.00 1.85 1.11 1.00 2.11 - 0.59 1.00 1.59 - 0.46 1.00 1.46 0.65 - 0.65 1.00 1.65 1.06 0.05 1.01 1.00 2.01 - 0.84 - 0.84 1.00 1.84 - 0.76 - 0.76 1.00 1.76 - 0.36 - 0.36 1.00 1.36 - 0.82 - 0.82 1.00 1.82 Through a commission recapture program, a portion of the funds’ expenses have been reduced. “Other Expenses” does not take into account this expense reduction and are therefore higher than the actual expenses of the fund. Had the expense reductions been taken into account, “Net Fund Expenses” would be as follows for VALIC Company I funds: Broad Cap Value Income Fund, 0.84%; Large Cap Core Fund, 0.83%; and Mid Cap Strategic Growth Fund, 0.81%. 1 of 4 Portfolio Director Fund Annual Expenses and Separate Account fees are shown as a percentage of net assets and do not include any applicable maintenance fees or surrender charges: VALIC Company I - continued Other Expenses (%) Acquired Fund Fees & Expenses (%) - 0.11 - 0.51 - 0.17 - 0.57 - 0.11 - 0.99 - - 0.17 - 1.02 0.03 - 0.13 - 1.01 - 0.10 - 0.40 0.75 - 0.13 - Small-Mid Growth Fund [85] 0.85 - 0.18 Stock Index Fund [10] 0.25 - 0.10 Value Fund [74] 0.78 - Management Fees (%) 12b-1 Fees (%) Money Market I Fund4 [06] 0.40 NASDAQ-100® Index Fund [46] 0.40 Science & Technology Fund2 [17] 0.88 Small Cap Aggressive Growth Fund [86] 0.85 Small Cap Fund [18] 0.88 Small Cap Index Fund [14] 0.30 Small Cap Special Values Fund [84] Fund Net Fund Expenses (%) Net Separate Account Fees (%) - 0.51 1.00 1.51 0.04 0.53 1.00 1.53 0.99 1.00 1.99 0.99 1.00 1.99 0.08 0.93 1.00 1.93 - 0.40 1.00 1.40 0.88 - 0.88 1.00 1.88 - 1.03 0.03 1.00 1.00 2.00 - 0.35 - 0.35 1.00 1.35 0.15 - 0.93 0.08 0.85 1.00 1.85 Acquired Fund Fees & Expenses (%) Total Fund Fees (%) *Expense Waivers or Reimbursements (%) Net Fund Expenses (%) Net Separate Account Fees (%) Total Net Variable Account Option Fees (%) 0.75 0.89 0.04 0.85 0.75 1.60 Total Fund Fees (%) *Expense Waivers or Reimbursements (%) Total Net Variable Account Option Fees (%) VALIC Company II Management Fees (%) 12b-1 Fees (%) Other Expenses (%) Aggressive Growth Lifestyle Fund3 [48] 0.10 - 0.04 Capital Appreciation Fund [39] 0.55 - 0.44 - 0.99 0.14 0.85 0.75 1.60 Conservative Growth Lifestyle Fund3 [50] 0.10 - 0.05 0.77 0.92 0.05 0.87 0.75 1.62 Core Bond Fund [58] 0.44 - 0.36 - 0.80 0.03 0.77 0.75 1.52 High Yield Bond Fund [60] 0.62 - 0.37 - 0.99 0.03 0.96 0.75 1.71 International Opportunities Fund [33] 0.82 - 0.39 - 1.21 0.21 1.00 0.75 1.75 Large Cap Value Fund2 [40] 0.50 - 0.38 - 0.88 0.07 0.81 0.75 1.56 Mid Cap Growth Fund2 [37] 0.75 - 0.42 - 1.17 0.32 0.85 0.75 1.60 0.69 - 0.36 - 1.05 - 1.05 0.75 1.80 Moderate Growth Lifestyle Fund [49] 0.10 - 0.03 0.75 0.88 0.03 0.85 0.75 1.60 Money Market II Fund4 [44] 0.25 - 0.38 - 0.63 0.08 0.55 0.75 1.30 Small Cap Growth Fund [35] 0.84 - 0.42 - 1.26 0.10 1.16 0.75 1.91 Small Cap Value Fund2 [36] 0.66 - 0.37 - 1.03 0.08 0.95 0.75 1.70 Socially Responsible Fund [41] 0.25 - 0.36 - 0.61 0.05 0.56 0.75 1.31 Strategic Bond Fund [59] 0.51 - 0.37 - 0.88 - 0.88 0.75 1.63 Fund 2 Mid Cap Value Fund [38] 3 An investment in a money market fund is not insured by the Federal Deposit Insurance Corporation or any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. * Pursuant to an Expense Limitation Agreement, the fund’s advisor will waive fees and reimbursement expenses as shown in the column above. The expense waivers and fee reimbursements are voluntary and contractual and will continue through September 30, 2015 for VALIC Company I funds; December 31, 2015 for VALIC Company II funds; April 30, 2015 for American Beacon Holland Large Cap Growth Fund; June 30, 2014 for the Invesco Balanced-Risk Commodity Strategy Fund; and indefinitely for SunAmerica High Watermark Funds. 2 3 4 Through a commission recapture program a portion of the funds’ expenses have been reduced. “Other Expenses” does not take into account this expense reduction and is therefore higher than the actual expenses of the series. Had the expense reductions been taken into account, “Net Fund Expenses” for VALIC Company I funds would be as follows: Science & Technology Fund, 0.98%; and VALIC Company II funds would be as follows: Capital Appreciation Fund, 0.84%; Large Cap Value Fund, 0.80%; Mid Cap Growth Fund, 0.84%; and Small Cap Value Fund, 0.94%. The VALIC Company II Lifestyle Funds and the VALIC Company I Dynamic Allocation Fund invest in the funds offered in VALIC Company I and VALIC Company II. The Vanguard LifeStrategy Funds invest in other Vanguard funds. Thus, each “Fund of Funds” indirectly bears the fees and expenses of those acquired funds, which fees and expenses are shown in the Acquired Fund Fees & Expenses column and are also reflected in each fund’s Net Fund Expenses. For the last fiscal year, VALIC voluntarily waived fees or reimbursed expenses for the Money Market I Fund in the amount of 0.35% which resulted in Net Fund Expenses of 0.16%, and for the Money Market II Fund in the amount of 0.40% which resulted in Net Fund Expenses of 0.15%. These waivers and/or reimbursements are voluntary and may be discontinued at any time by VALIC. 2 of 4 Portfolio Director Fund Annual Expenses and Separate Account fees are shown as a percentage of net assets and do not include any applicable maintenance fees or surrender charges: Other Funds 12b-1 Fees (%) Other Expenses (%) Acquired Fund Fees & Expenses (%) Total Fund Fees (%) *Expense Waivers or Reimbursements (%) Net Fund Expenses (%) Net Separate Account Fees (%) Total Net Variable Account Option Fees (%) 0.44 - 0.82 - 1.26 0.01 1.27 1.00 2.27 Ariel Appreciation Fund, Investor Shares [69] 0.70 0.25 0.18 - 1.13 - 1.13 1.00 2.13 Ariel Fund, Investor Shares [68] 0.59 0.25 0.19 - 1.03 - 1.03 1.00 2.03 Invesco Balanced-Risk Commodity Strategy Fund, R-5 [102] 1.03 - 0.17 0.05 1.25 0.04 1.21 1.00 2.21 SunAmerica 2020 High Watermark Fund, Institutional Shares [82] 0.65 - 1.16 - 1.81 0.63 1.18 1.25 2.43 T. Rowe Price Retirement 2015 Adv [104] - 0.25 - 0.63 0.88 - 0.88 1.00 1.88 T. Rowe Price Retirement 2020 Adv [105] - 0.25 - 0.67 0.92 - 0.92 1.00 1.92 T. Rowe Price Retirement 2025 Adv [106] - 0.25 - 0.70 0.95 - 0.95 1.00 1.95 T. Rowe Price Retirement 2030 Adv [107] - 0.25 - 0.73 0.98 - 0.98 1.00 1.98 T. Rowe Price Retirement 2035 Adv [108] - 0.25 - 0.75 1.00 - 1.00 1.00 2.00 T. Rowe Price Retirement 2040 Adv [109] - 0.25 - 0.76 1.01 - 1.01 1.00 2.01 T. Rowe Price Retirement 2045 Adv [110] - 0.25 - 0.76 1.01 - 1.01 1.00 2.01 T. Rowe Price Retirement 2050 Adv [111] - 0.25 - 0.76 1.01 - 1.01 1.00 2.01 T. Rowe Price Retirement 2055 Adv [112] - 0.25 - 0.76 1.01 - 1.01 1.00 2.01 T. Rowe Price Retirement 2060 Adv [113] - 0.25 - 0.76 1.01 - 1.01 1.00 2.01 Vanguard LifeStrategy Conservative Growth Fund3, Investor Shares [54] - - - 0.15 0.15 - 0.15 1.25 1.40 Vanguard LifeStrategy Growth Fund3, Investor Shares [52] - - - 0.17 0.17 - 0.17 1.25 1.42 Vanguard LifeStrategy Moderate Growth Fund3, Investor Shares [53] - - - 0.16 0.16 - 0.16 1.25 1.41 Vanguard Long-Term Investment Grade Fund, Investor Shares [22] 0.20 - 0.02 - 0.22 - 0.22 1.00 1.22 Vanguard Long-Term Treasury Fund, Investor Shares [23] 0.17 - 0.03 - 0.20 - 0.20 1.00 1.20 Vanguard Wellington Fund, Investor Shares [25] 0.24 - 0.02 - 0.26 - 0.26 1.25 1.51 Vanguard Windsor II Fund, Investor Shares [24] 0.34 - 0.02 - 0.36 - 0.36 1.25 1.61 Management Fees (%) American Beacon Holland Large Cap Growth Fund, Investor Shares [70] Fund 3 of 4 Annuities are long-term investments. Income taxes are payable upon withdrawal. Federal restrictions and early withdrawal penalties can apply to early withdrawals. Annuity contracts typically include limitations, exclusions and expense charges, which are described in the current Portfolio Director prospectus. Fees include Separate Account fees, which range from 0.75% to 1.25% depending on the contract, and Annual Net Fund Expenses, which range from 0.15% to 1.27% for the variable options. The current Annual Net Fund Expense is the current Annual Total Fund Expense less contractual expense waivers or reimbursements. Fees are subject to change based on expense waivers and reimbursements. Additionally, account maintenance fees of $3.75 per quarter and surrender charges may apply, depending on your contract. Real strategies Let us help you prepare for a secure retirement Retirement plans and accounts that satisfy relevant qualification rules, such as 403(b)s, IRAs, 401(k)s, etc., can be tax deferred regardless of whether or not they are funded with an annuity. If you are considering funding a tax-qualified retirement plan or account with an annuity, you should know that an annuity does not provide any additional tax-deferred treatment of earnings beyond the tax deferral of the tax-qualified retirement plan or account itself. However, annuities do provide other features and benefits. The fund company may limit the number of trades in and out of the fund. Please see the individual fund prospectus for more information. CLICK VALIC.com CALL 1-800-426-3753 VISIT your VALIC financial advisor To obtain a Portfolio Director prospectus and underlying fund prospectuses, visit www.valic.com or call 1-800-428-2542 and follow the prompts. The prospectuses contain the investment objectives, risks, charges, expenses and other information about the respective investment companies that you should consider carefully before investing. Please read the prospectuses carefully before investing or sending money. Policy Form series UIT-194, UITG-194 and UITG-194P. Annuity contracts are issued by The Variable Annuity Life Insurance Company and distributed by its affiliate, AIG Capital Services, Inc., member FINRA. VALIC represents The Variable Annuity Life Insurance Company and its subsidiaries, VALIC Financial Advisors, Inc. and VALIC Retirement Services Company. Copyright © The Variable Annuity Life Insurance Company. All rights reserved. VC 15265 (01/2015) J95104 EE 4 of 4
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