2411 Nationwide 457(b) Retirement AgreementCITY OF
SkNFORD
FLORIDA
FINANCE
TRANSMITTAL MEMORANDUM
TO: City Clerk's Office
RE: Request for Services
The item(s) noted below is/are attached and forwarded to your office for the following action(s):
❑ Development Order
❑ Final Plat (original mylars)
❑ Letter of Credit
❑ Maintenance Bond
❑ Ordinance
❑ Performance Bond
❑ Resolution
Z Nationwide 457(b) Agreement
Once completed, please:
❑ Return original
❑ Return copy
El
❑
Mayor's signature
❑
Recording
❑
Rendering
Z
Safe keeping (Vault)
El
Special Instructions:
- Completed Nationwide 457(b) Retirement Agreement 02/15/2022
Please advise if you have any
Thank you!
the above.
March 9, 2022
Date
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Nationwide! Nationwide ^ Solutions
^
u�"��u����#K w�n= ���f�U|[ |UVe5tDlBDt ll|tE)rDBtiVe Election Form
This form isused tosetup orchange the Default Investment Alternative (^D|A")fund for your plan.
Plan Information
Plan Name: City of Sanford Plan Number: 0038597001
Plan Sponsor Address: 300 N PARK AVE
GANFO�D State: FL Zip: 32771-1244
Phone: Email:
Internal Revenue Code ORQ Selection
O0457(b) [1401(a) [140(W O403(b) EJ|RA
Default Investment Alternative (DIA) Election
[XThis is an initial setup of Default Investment Alternative (^D|/Y')
[] This isa change to the existing Default Investment A|ternative ("DIA")
NOTE: To eliminate the use of an existing DIA from your Plan(s), please contact your Field Representative or Home Office Relationship
Consultant
Default Investment Alternative (D|A)
A DIA is an investment option selected by the plan sponsor/plan fiduciary for participants who fail to make an investment
allocation or do not properly designate investment allocations. Once DIA is selected for the plan, if participant does
not elect an investment allocation or the allocation equals greater than 100%, 100% of the participant's allocation will be
set to the 0A. In addition, if participant's allocation equals less than 100Y6. the unallocated portion will be placed into
the DIA. There are three DIA options available for your plan: Asingle investment option, aTarget Maturity fund group, or
ProAccount (if offered by your Plan).
Select one option below:
0 Single Investment Option:
Select aninvestment option from your Plan's current fund |ine-u[z
Fund Name:
IN Target Maturity Fund Group Option
If this option is selected, a calculation will be performed to determine the appropriate Target Maturity fund in which to
allocate contributions based on the participant's date of birth, Normal Retirement Age and rounding method selected
below.
Target Maturity Fund Group Name: American Funds Target Date Retire RO
Rounding Method and Normal Retirement Age (select one):
0Round uptothe more conservative fund
URound down tothe more aggressive fund
JR Round Neanest- Round tothe closest fund
Select the Normal Retirement Age below (The Normal Retirement Age selected should be between ages 55 and 70i
The Normal Retirement Age selected below is only used for the purpose of determining the appropriate Target Maturity
fund.|ftheNorma|RetinementAgeisspedfiedintheP|anDocument,p|easeusethisagebe|mw):
Normal Retirement Age (must beawhole number) AGE: 65
0 ProAccount Option (if offered by your p|an)
If this option is selected, the holding fund will be utilized as a temporary investment[orcon1hbutionswhi|etheManaged
Account is being established with the Money Manager.
Holding Fund Investment N
Effective Date Date:
Note: If no date is selected, this feature will be activated as soon as administratively possible following the receipt of
this properly completed form.
NRF-0447AO] (09/2019) For help, please call 877-496-630 nrsforuzom
Authorization
I hereby elect to add or change the DIA as indicated above.
|understand the DIA fund selected must be a designated fund inthe plan. |fthe fund | select isnot currently adesignated
fund, | understand that this form will act as authorization to add the fund as a designated fund to the plan. If you have
selected ProAccount as the Plan's DIA option and the Plan does not currently offer ProAccount, additional documents are
necessary tocomplete in order toadd PnoAccounttothe Plan. Please contact your Field Representative or Relationship
Consultant toobtain these documents.
It is my responsibility as Plan Sponsor to monitor performance and other aspectsofthe DIA and select areplacement fund
to serve as the DIA as I deem appropriate. In the event of a fund merger or liquidation by the fund house offering the fund
I have selected, I authorize Nationwide to change the DIA to the merged/ replacement fund designated by the participants
ofthe fund and/or the fund house. This material is not a recommendation to buy, sell, hold, or rollover any asset, adopt an
investment strategy, retain a specific investment manager oruse a particular account type. It does not take into account
the specific investment objectives, tax and financial condition or particular needs of any specific person. Investors should
work with their financial ooafessiona| todiscuss their-soedficsituation.
Name (please print):
Signature:
Tide:
Form Return
Mail: Nationwide Retirement Solutions
ATTN: Public Sector Client Services
10 West Nationwide Blvd.
Columbus, OH432l5
Email: rpub|ic@matonwidezom
Fax: 877-577-4329
This material is not recommendation tobuy, sell, hold, u,rollover any asset, adopt aninvestment st,ateyuretama specific investment
manager *, use a particular account type. |tdoes not take into account the specific investment objectives, tax and financial condition m
particular needs of any specific person. Investors should work with their financial professionaltouiscussmei,specmcsituauon.
2 NRF'0447AO](09/2019) For help, please call O77'486-1O3O nrsforuxom
Nationwide Trust Company, FSB
457 Trust Agreement
(The "Agreement")
This Agreement including the Schedule of Investments attached is made and entered into by and
between City of Sanford ("Sponsor") and Nationwide Trust Company, FSB asTrustee ("NTC")
pursuant to the City of Sanford 457(b) Deferred Compensation Plan ("Plan") to establish the City
of Sanford 457(b) Deferred Compensation Plan Trust ("Account").
By signing below, signatories on behalf of the
Sponsor and the Plan acknowledge that they have
received the Agreement, inclusive of all Gnhadu|oa
listed above, and agree to all terms. Further, they
represent that they have the authority to enter into,
on behalf of the Sponsor and the Plan, o
contractual relationship with NTC with respect to
thee* documents and will be subject to all rights
and ob tionstai d therein. 00 h, � �
Bysigning below, NTC has agreed toand accepted
all rights and obligations contained herein.
NTC
Date Acceptance Date
Printed Name
Signature Date
/me
Printed Name
Signature Date
'
ARTICLE I —PURPOSE
The Sponsor adopts this Agreement nnbehalf nfthe Plan and represents and warrants that the Plan is
intended to meet the requirements of on eligible deferred compensation plan under Section 457 of the
Internal Revenue Code of19DG. as amended ("Code") and intends to keep such Plan in compliance with
the then applicable requirements of the Code. Fudher, the Sponsor represents and warrants that the
Employer of all individuals eligible to participate in the Plan is a state, political subdivision of a state, or an
agency orinstrumentality ofeither.
ARTICLE 11 — DEFINITIONS
Account —The trust account established herein by which NTC will hold the assets of the Plan many
portion thereof oeagreed upon bySponsor and NTC.
Business Day — A day on which NTC and New York Stock Exchange are both open for business.
Effective Dmbm——The data on which the Account is created by NTC'a acceptance of cash or other
assets on behalf of the Sponsor. Prior to the Effective Date, NTC shall have no responsibility hereunder.
Emnp|oyer(a)—The emp|nyer(o)ofthe Participants inthe Plan.
Funding Vehicle(s) --An permitted by applicable }aw, may include one or more (i) group annuity
contracts, (ii) mutual fundo, collective investment funds orother securities mode available under the
Agreement. (iii) securities held in self-directed brokerage accounts made available by NTC. o/ (iv) any
other investment vehicle(s) mutually acceptable to NTC and Sponsor via an amendment to this
Agreement urseparate schedule.
Original Signature —An authentic, hardcopy, non -reproduced signature of the Sponsor or its designee.
Participant --A person for whom benefits are provided under this AQraemant, in accordance with the
Plan.
Plan — The Plan identified on the front page of this Agreement, including any written plan document and
bust provisions.
Required Format — Acceptable format for submitting information to NTC as prescribed by NTC and on
transaction forms prescribed byNTC.
Signature -- Either the Original Signature or on Original Signature that has been replicated by
phnt000py, electronic means, or fax.
Successor — The trustee or custodian appointed by the Sponsor who succeeds NTC.
Written Instruction(s) --Any noUoeu, instructions or other instruments required to be in writing (with
Signature or Original Signature, where so indicated) from NTC. Sponour, or its designee. Written
Instructions may take the form of {ettor, electronic communication through on on-line communication
system mutually agreeable tothe parties; orofacsimile transmission.
NRS (03/2O 1) -2 of 9-
ARTICLE III — THE ACCOUNT
The Sponsor advises NTC that the Account shall be funded amdescribed herein. The Sponsor hereby
authorizes NTC to take any action required to establish and maintain any Funding Vehicle(s) designated
bythe Sponsor under this Agreement.
NTC has entered into arrangements with a number of providers to make available certain Funding
Vehicles for possible inclusion in the Account. The assets of the Account shall consist of the Funding
Vehicle(s) and any outstanding loans made under the terms of the Plan. The Account and any funds
invested pursuant to this Agreement are not insured by the Federal Deposit Insurance Corporation
(^FD|C^), are not deposits or other obligations of NTC and are not guaranteed by NTC. The value of the
Account is subject to investment riske, including possible |ums of principal. NTC agrees to hold and
administer the Account in accordance with this Agreement. The Account shall not include any Plan
Assets for which Sponsor has selected as the designated investment manager for Participant accounts
aninvestment manager other than Nationwide Investment Advisors, LLC.
To the extent permitted by the Plan, NTC, at the direction of the Sponsor or its designee, shall accept an
eligible rollover distribution and/or eligible direct rollover under the then applicable sections of the Code.
NTC shall not be under any duty to require payment of any contributions to the Account, if any, or to see
that any payment made to it is computed in accordance with the provisions of the Plan. NTC shall
continue to administer the Account in accordance with this Agreement until its obligations are discharged
and satisfied.
In the event that Sponsor and NTC mutually agree to include life insurance an a Funding Vehicle for
inclusion in the Account, Sponsor agrees that NTC shall not be naopone}b|a in any manner to Sponsor,
the Plan, a Participant or his or her beneficiary, or to any third -party, including any issuer of life insurance,
for any determination astoprudence ofinclusion Vflife insurance asa Funding Vehicle inthe Account or
as an investment option under the Plan; any determination on a Participant basis that the purchase of life
insurance is incidental to the primary purpose of providing retirement benefits; the tax treatment of
premium payments or disbursements of benefits; any and all adminiotrative, mmrketing, and sales duties
or responsibilities related in any manner hothe initial purohame, or continuing maintenance . of any life
insurance; and any other action oromission related tolife insurance.
The Sponsor authorizes NTC to commingle Plan aooetn, as app|icmb|e, in o master custodial account for
purposes offacilitating the omnibus trading ofvarious plan assets.
ARTICLE IV —GENERAL ADMINISTRATIVE RESPONSIBILITIES OF NTC
NTC is authorized to take any action set forth below with respect tothe Account:
Accept instructions in the Required Format from the Sponsor or its designee regarding the allocation,
distribution or other disposition of the assets of the Account and all matters relating thereto;
Cause any portion or all ofthe Account bo be isoued, heAd, or registered in the individual name of NTC, in
the name of its nominee, in an affiliated securities depository, or in such other form as may be required or
permitted under applicable law (however, the records of NTC ahoU indicate the true ownership of such
property);
Employ such agents and onunee|. including legal counsel, on NTC determines to be reasonably
necessary to manage and protect the assets held in the Account, to handle controversies that may arise
under this Agreement, or to defend itself successfully against allegations of a fiduciary breach, and topay
such agents and counsel their compensation from the Account un|ono such compensation is otherwise
paid bythe Sponsor;
NRS (03/2021) -3Vf9-
Commence, maintan, or defend any litigation necessary in connection with the administration of the
Account, except that NTC shall not beobligated todosounless biotobeindemnified to its satisfaction
against all expenses and liabilities sustained or anticipated by reason thereof;
Hold part or all of the Account uninvested as may be necessary or appropriate;
Withhold the appropriate taxes from any disLribution, remit such taxes with the relevant government
authohtieo, and report such payments on the informational returns prescribed by such authorities.
identifying itself aothe payor ofsuch distributions;
Forward to the Sponanr, for exercise, all proxies solicited in regards to mutual funds and collective
investment funds, if applicable; vote, on behalf ofthe Plan and in accordance with the instructions
provided by the Sponoor, all proxies that are returned by the Sponsor; and abstain from voting proxies
that are not returned bythe Sponsor;
Take all other acts necessary for the proper administration of the Account.
ARTICLE V —INVESTMENT RESPONSIBILITY
NTC shall have no investment management responsibility coliability with respect hothe Account orany
other assets held under the Plan. Plan contributions mother assets received by NTC shall beallocated
in accordance with Written Instructions. NTC does not warrant orguarantee the performance of any
FundingVohic|e(n) selected bythe Sponsor orParticipants.
The Sponsmr, or other party designated under the P}en, shall have full responsibility for the selection of
the Funding Vehicle(s) and the management, disposition, and investment of assets of the Account. NTC
shall comply with Written Instructions concerning those assets, subject to reatrictionn, if any, imposed by
the Funding Vehicle(s) and the operation of any securities markets. Except to the extent required by
applicable law orotherwise provided in this Agreement, NTC shall have no duty to nevievv, initiate action,
nrmake recommendations regarding the Account urits investments.
The Sponsor is responsible for reading any and all prospectuses, specimen and final contracts, proposals
and/or other materials which disclose information pertaining to applicable chargeo, interest nshee, terms
and conditions of any contract between the Plan or Account and any pady, including contracts related to
the FundingVehic|e(o). NTC shall transmit such communications tothe Sponsor. NTC ohe|| have no
duty to respond to communications related to securities or other property held in the Account (including,
but not limited to, tender offers and class action oummunicationo).
NTC shall not be liable for any loss which results from the exercise ofinvestment control by a Sponeor.
Participant or benefiuiary, or designated investment manager. If o Participant who has investment
authority under the terms of the Plan fails to provide investment direction, the Sponsor shall direct the
investment ofthe Participant's account.
No one providing investment advice to the Plan, Sponsor, Participant or other party is acting as an agent
of NTC.
ARTICLE VI — LOANS
To the extent permitted under the Plan and applicable law. NTC will forward loan disbursements as
directed by the Sponsor or its designee via Written Instructions. The Sponoor, or other fiduciary of the
Plan or their domignee, shall be responsible for the approval and administration of any such loans. The
Sponsor acknowledges that all loan obligations should be made payable to the Plan and the Plan retains
all lending responsibility. NTC: will have no responsibility for executing and holding any notes orsecurity
agreements which are held as port of the Acnourt, providing any disclosures required by any truth -in -
lending laws, or enforcing any security interest in any asset other than the Participant's account under the
uth'in'|ending|awe.orenfominganyoeuurityinbareatinenyaouetcdherthanthePadioipont'oauoountunder(he
Account.
NRS (03/2021) -4 of 9-
ARTICLE VII — CONTRIBUTIONS NOT RECOVERABLE
Except asdescribed inthe Purpose section ofthis Agreement and tothe extent permitted bythe Plan and
applicable |aw, under no circumstances ehoU any part of the Account be recoverable by the Sponsor or
be used other than for the exclusive purposes of providing benefits to Participants and their beneficiaries
and paying reasonable expenses of the Plan prior to the satisfaction of all liabilities to Participants and
their beneficiaries; provided, hmwever, a contribution by a Sponsor oro Participant made an o result of
mistake of fact that is discovered within one (1) year after the contribution is made shall be returned to the
Sponsor or Participant as soon as administratively feasible, if the Sponsor ou requests and the Funding
Vehicle(s) permits.
ARTICLE VIII —ACCOUNT RECORDS AND REPORTS
NTC shall maintain accurate records and detailed accounts of all investments, recepts, disburoemento,
earningu, and other benuaoUono related to the Account, and those records ohd| be available at all
reasonable times tnthe Sponsor.
ARTICLE IX— FIDUCIARY RESPONSIBILITIES AND LIABILITIES
NTC may rely upon any information provided bythe Sponsor orits designee. NTC, the Sponsor, and all
other fiduciaries under the Plan and this Agreement intend that each party shall besolely responsible for
those specific duties and powers assigned ho it. Each party may rely upon any direction, infonnehon, or
action of another party as being proper under the Plan and this Agreement. NTC nhuU not be required by
the Sponsor or its designee to engage in any action, or make any investment which constitutes o
prohibited transaction or is otherwise contrary to the provisions of applicable |mw. the Code, or the terms
ofthe Plan, ifany, orthis Agreement.
NTC shall be responsible only for those functions which have been assigned to it under this Agreement
and shall have no responsibility to perform any duty of the Sponsor, or other fiduciary, required by the
Plan orapplicable law. NTC shall have noduty bodetermine the rights orbenefits ofany person having
or claiming an interest under the Plan orthis Agreement.
Except aootherwise provided inthe Agreement, including any schedules thereto, any action tobetaken
by NTC under the Agreement nho| be taken upon Written Instruction from the Sponsor or its designee.
NTC shall comply with such instructions and shall incur no liability for any loss which may result from any
action or failure of action on its part due to its compliance with such Written Instructions.
ARTICLE X— LIMITATION OF LIABILITY
To the extent permitted byapplicable law, NTC shall not be liable for any failure mdelay in the
performance of its obligations under this Agreement arising out of or msused, directly or indireody, by
circumstances beyond its reasonable control, including, without limitation, acts of God; earthquakes; fires;
floods; wars; civil ormilitary disturbances; sabotage; epidemics; riots; interruptions, loss ormalfunction of
utilities, computer (hardware or software) or communications services; accidents; labor disputes; acts of
civil ormilitary authority orgovernment actions.
ARTICLE XI — RELIANCE ON COUNSEL AND INDEMNIFICATION
NTC may consult with, and act upon the advice of counsel (who may be counsel for the Sponsor),
regarding its responsibilities under this Agreement. To the extent permitted under applicable law. the
Sponsor shall indemnify and hold harmless NTC, its offioam.employees, and agents from and against all
liabilities, |onoeo, expannes, and claims (including na000nob|o attorneys' fees and costs of defense)
arising oaa result of:
NRS (03/2021) -SofA-
Acts or omissionstoact with respect to the Plan mAccount bypaemnsunre|ated to NTC;
NTC'a action or inaction with respect buthe Plan or Account resulting from reliance on the action or
inaction of unrelated persons;
Any violation by any unrelated person of the provisions of the Code or applicable laws, unless NTC
commits a breach of its duties by reason of its gross negligence or willful misconduct;
Any decision by the Sponsor, any Participant nrany other fiduciary to acquiva, retein, or dispose of any
security orother property ofthe Account;
Any violation orbreach byafiduciary orother person associated with the Plan which occurred prior tothe
Effective Date; or
NTC'sacts, omisoionsandconduot and those ofits agents, intheir official capacity, except hothe extent
that such documented |oeo or expense results from negligence directly and solely attributable to NTC or
its agents, or from an intentional violation by them of any provision of this Agreement.
Such obligation to indemnify oho|| extend to any liability or expense that arises as o result of the
inaccuracy of any representation made, any action taken or failure to amt, or any violation of this
A0/eement, the terms of the Plan by the Sponsor, its dosignee, any fiduciary of the P|on, and their
agonto, employees and officers under this Agreement or otherwise related to the administration of the
Account. NTC shall not be required to give any bond or other security for the faithful performance of its
duties under this Agreement except to the extent required by applicable law.
ARTICLE X111 — NTC'S USE OF AFFILIATED COMPANIES
NTC may enter into agreements and share information with its affi|iubao in performing responsibilities
under this Agreement and any other applicable agreement. Investments made in accordance with the
Agnaemerd, may include mutual funds orother investments advised byaffiliates ofNTC. The investment
advisers of such investments may be affiliates of NTC and may derive investment management and other
fees for services provided.
ARTICLE XIII — NTCS COMPENSATION AND EXPENSES
NTC will receive additional reasonable compensation for any extraordinary services mcomputations
required usagreed upon bythe Sponsor and NTC in advance.
ARTICLE XIV— TAXES
Until advised to the contrary by the Sponsor, NTC shall assume that the Account is exempt from federal,
obuba, local and foreign income taxes. NTC shall not be responsible for filing any federal, oteba, local or
foreign tax and informational returns relating to the Plan or Account.
NTC shall notify the Sponsor of any taxes levied upon or assessed against the Account. |fNTC does not
receive Written Instructions within thirty (30) days of such ncdificoUon. NTC will pay the tax from the
Account. If the Sponsor wishes to contest the tax onueoommnt, it must give appropriate Written
Instructions to NTC within thirty (30) days ofnotification. NTC shall not be required to bring any legal
actions nrproceedings ho contest the validity ofany tax assessments unless NTC is to be indemnified to
its satisfaction against loss or expense related to such actions or prooeedinga, including naouunab|o
attorneya'hsee.
ARTICLE XV —AMENDMENT
Notwithstanding any other provision of the Agreement. NTC may amend the Agreement at any time by
providing written notice to the Sponsor not |enn than thirty (3U}) days prior to the effective date of such
NIRS (03/2021) -6of9-
change, or at any time in the event NTC determines that such amendment is necessary to comply with
any applicable legal or regulatory requirements.
Noperson except for anauthorized officer has the legal capacity hmchange this Agreement otherwise, or
tobind NTC toother commitments not covered within this Agreement.
ARTICLE XVI — RESIGNATION, REMOVAL AND TERMINATION
NTC may resign at any time after providing at least thirty (30) days notice via Written Instructions to the
Sponsor. The Sponsor may remove NTC by delivery of Written |natrucUons, to take effect at a date
specified therein, which shall not be |eoo than thirty (30) days after the delivery of such Written
Instructions with Original Signature to NTC. unless Funding Vehicle provisions specify otherwise.
Notwithstanding the foreguing. NTC may retain responsibilities per the terms of this Agreement over
assets remaining at NTC beyond the thirty (30) day timafname, concurrent with Funding Vehicle
provisions.
The Agreement will beterminated atsuch time as the Account isterminated, theFundingVehkde(s) are
redeemed in fuU, upon the resignation or removal of NTC, as applicable, of the Auuourd, or upon the
termination by Sponsor ofany separate agreement with NTC or Nationwide Retirement Solutions, Inc.
that relates to the services provided by NTC under this Agreement. The discontinuance of contributions
hothe Account shall not, byitself, terminate the Account.
NTC is authorized to reserve such sum of money as it may deem advisable for payment of its fees and
expenses in connection with the settlement of the Account, and any balance of such reserve remaining
after the payment of such fees and expenses shall be paid to the Successor by NTC.
ARTICLE XVII — SUCCESSOR
Upon resignation or removal of NTC, the Sponsor shall appoint a Successor and the Sponsor shall notify
NTC of such appointment by Written Instructions with Signature. NTC ohoU transfer the assets of the
Account, subject to any applicable fees as described in the Agreement to such Successor.
If either party has given notice of termination and upon the expiration of the advance notice period no
party has accepted anappointment as Successor, NTC will have the right tocommence anaction inthe
nature of an interpleader (or other appropriate action) and seek to deposit the assets of the Account in a
onud of competent jurisdiction in Franklin County, Ohio, for administration until a Successor may be
appointed and accepts the transfer ofthe assets. The Sponsor will buresponsible for any costs incurred
as a result of such action and/or transfer, as well as any expenses of NTC which are incurred in carrying
out its duties under this Agreement insuch esituation.
ARTICLE XVIII —GOVERNING LAW
The Account will be administered in the State of Dhio, and its mdkJUy, uonstruction, and all rights
hereunder shall begoverned bythe Code. Home Owners' Loan Act of1A33and, hothe extent not pre+
empted, by the laws of Ohio. All contributions to the Account shall be deemed to occur in Ohio.
ARTICLE XIX — IDENTITY VERIFICATION NOTICE
To help the government fight the funding of terrorism and money laundering activities, Federal law
requires all financial institutions 0mobtain, verify, and record information that identifies certain persons or
entities that open an account. When an account is opened. NTC may ask for the nome, address and
other information that will allow NTC to identify the entity or person that sponsors the Plan. NTC may also
ask for o copy of identifying documenta, such as o driver's |icenue, government -issued business |ioanoe.
orother documents.
NRS (03/2021) -7 of 9-
ARTICLE XX— RULES OF CONSTRUCTION
The Agreement, together with all attached schedules and any applicable investment contracts shall
constitute the entire Agreement. The Plan and this Agreement shall be read and construed together. By
signing this Agreement, the Sponsor represents to NTC that the Plan conforms to and is consistent with
the provisions of this Agreement. Should the Plan need to be amended to conform to the provisions of
this Agreement, the Sponsor is responsible for such amendments. The terms of this Agreement shall
prevail over terms of the Plan in cases of conflict.
ARTICLE XXI — WAIVER
Failure of either party to insist upon strict compliance with any of the conditions of the Agreement shall
not be construed as a waiver of any of such conditions, but the same shall remain in full force and effect.
No waiver of any provision of the Agreement shall be deemed, or shall constitute, a waiver of any other
provision, whether or not similar, nor shall any waiver constitute a continuing waiver.
ARTICLE XXII -- REFERENCES
Unless the context clearly indicates to the contrary, a reference to a statute, regulation, document, or
provision shall be construed as referring to any subsequently enacted, adopted, or re -designated statute
or regulation or executed counterpart.
ARTICLE XXIII — SEVERABILITY
If any provision of the Agreement shall be held by a court of competent jurisdiction to be invalid, illegal, or
unenforceable, the remaining provisions shall continue to be effective.
ARTICLE XXIV —MUTUAL FUND DISCLOSURE
The Sponsor acknowledges that Nationwide and its affiliates receive payments in connection with
the sale and servicing of investments allocated to participant Plan accounts ("Investment Option
Payments"). The Investment Option Payments include mutual fund service fee payments, which
are described in detail at www.nrsforu.com, and other payments received from investment option
providers.
NRS (03/2021) -8 of 9-
Schedule mfInvestments
("Investment Authorization")
WHEREAS, NTC and the Sponsor have entered into mnAgreement inwhich the assets of the Plan are to
baheld, invested and distributed; and
WHEREAS, the authority toselect the Funding Vehicles under the Plan resides with the Sponsor; and
WHEREAS, NTC and Sponsor agree that NTC may act upon Written Instructions from the Sponsor;
NOW THEREFORE, the Sponsor authorizes NTC to establish an account for each Funding Vehicle set
forth below
1. Dnthe Effective Date, the Funding Vehicles imthe Plan shall be:
A8Large Cap Growth Advisor
AJlsphngSpec N1dCpVal A
American Century Small Cap Value RG
American Funds EuropecificGrowth RG
American Funds 2O1OTrgtDate Retire R8
American Funds 2O25TrgtDate Retire R8
American Funds 203OTngtDate Retire R0
American Funds 2O3STrgtDate Retire RS
American Funds 2O40TrgtDate Retire HS
American Funds 2U45TrgtDate Retire R6
American Funds 2O5OTrgtDate Retire RG
American Funds 2OGOTrgtDate Retire RG
American Funds 2OS5TrgtDate Retire RG
B|ackRockEquity Dividend Inst
MassMutual Mid Cap Growth R5
Nationwide Government Money Market Investor
P|N1CDTotal Return Fund Institutional
P|MCDInternational Bond Fund (U.S.Do||apHedged)Institutional
Vanguard Total Bond Market Index Admiral
Vanguard Mid Cap Index Admiral
Vanguard Small Cap Index Admiral
Wasatch Core Growth Institutional
Fidelity 5ODIndex
Group Flexible Purchase Payment Deferred Variable Annuity Contract with Fixed Endorsement
This Investment Authorization may bmamended toinclude mutually agreeable Funding Vehide(s)atany
time via written instructions from the Sponsor mits designee bNTC.
NRS (03/2021) -9of9-
Eligible 457 Plan
ADOPTION AGREEMENT FOR
ELIGIBLE GOVERNMENTAL 457 PLAN
The undersigned Employer, by executing this Adoption Agreement, establishes an Eligible 457 Plan ("Plan"). The Employer, subject
to the Employer's Adoption Agreement elections, adopts fully the Plan provisions. This Adoption Agreement, the basic plan document and
any attached Appendices, amendments, or agreements permitted or referenced therein, constitute the Employer's entire plan document. All
"Election" references within this Adoption Agreement or the basic plan document are Adoption Agreement Elections. All "Article" or
"Section" references are basic plan document references. Numbers in parentheses which follow election numbers are basic plan document
references. Where an Adoption Agreement election calls for the Employer to supply text, the Employer may lengthen any space or line, or
create additional tiers. When Employer -supplied text uses terms substantially similar to existing printed options, all clarifications and
caveats applicable to the printed options apply to the Employer -supplied text unless the context requires otherwise. The Employer makes
the following elections granted under the corresponding provisions of the basic plan document.
EMPLOYER (1.11).
Name: Citv of Sanford
Address: 300 N Park Ave
Street
Sanford Florida 32771-1244
City State Zip
Telephone: (407)688-5020
Taxpayer Identification Number (TIN): 59-6000425
PLAN NAME.
Name: Citv of Sanford 457(b) Deferred Compensation Plan
3. PLAN YEAR (1.25). Plan Year means the 12 consecutive month period (except for a short Plan Year) ending every (Choose one of'
a. or b. and choose c. if applicable): [Note: Complete any applicable blanks under Election c. with a specific date, e.g., ".Tune 30" OR "the
last dory of February," OR "the first Tuesdcry in January. " In the case of a Short Plan Year or a Short Limitation Year, include the year, e.g.,
"Mqv 1, 2013.']
a. [X] December 31.
b. [ ] Plan Year: ending:
C. [ ] Short Plan Year: commencing:
and ending:
4. EFFECTIVE DATE (1.08). 7"he Employer's adoption of the Plan is a (Choose one of a. or b. Complete c. if new plan OR complete c.
and d ifan amendment and restatement. Choose e. ifapplicable):
a. [ ] New Plan.
b. [X] Restated Plan. The Plan is a substitution and amendment ofan existing 457 plan.
Initial Effective Date of Plan
C. [X] March 5. 2007 (enter month day, year; hereinafter called the "Effective Date" unless 4d is entered below)
Restatement .Effective Dake (If this is air amendment andrestatement, eater effective date of the restatement.)
d. [X] January1. 2022 (enter month day, year)
Special Effective Dates: (optional)
e. [ ] Describe:
5. CONTRIBUTION TYPES. (If this is a frozen Plan (i.e., all contributions have ceased), choose a. only):
Frozen Plan
a. [ ] Contributions cease, All Contributions have ceased or will cease (Plan is frozen).
Effective date of freeze:
restatement to freeze the Plan.]
C0 2020
[Note: Effective date is optional unless this is the amendment or
Eligible 457 Plan
Contributions. The Employer and/or Participants, in accordance with the Plan terms, make the following Contribution Types to the Plan
(Choose one or more of b. through d ifapplicable):
b. [X] Pre -Tax Elective Deferrals. The dollar or percentage amount by which each Participant has elected to reduce his/her
Compensation, as provided in the Participant's Salary Reduction Agreement (Choose one or more as applicable.):
And will Matching Contributions be made with respect to Elective Deferrals?
1. [ ] Yes. See Question 16.
2. [X] No.
And will Roth Elective Deferrals be made?
3. [ ] Yes. [Note: The Ernplc?yer mcry not limit Deferrals to Roth Deferrals only.]
4. [X] No.
C. [ ] Nonelective Contributions. See Question 17.
d. [X] Rollover Contributions. See Question 30.
6. EXCLUDED EMPLOYEES (1.10). "Phe following Employees are Excluded Employees and are not eligible to participate in the Plan
(Choose one of a. or b.):
a. [X] No exclusions. All Employees are eligible to participate.
b. [ ] Exclusions. The following Employees are Excluded Employees (Choose one or more of 1. through 4.):
1. [ ] Part-time Employees. The Plan defines part-time Employees as Employees who normally workless
than hours per week.
2. [ ] hourly -paid Employees.
3. [ ] Leased Employees. The Plan excludes Leased Employees.
4. [ ] Specify:
7. INDEPENDENT CONTRACTOR (1.16). The Plan (Choose one of a., b. or c.):
a. [ ] Participate. Permits Independent Contractors to participate in the Plan.
b. [X] Not Participate. Does not permit Independent Contractors to participate in the Plan.
C. [ ] Specified Independent Contractors. Permits the following specified Independent Contractors to participate:
[Note: If the Employer elects to permit anv or all Independent Contractors to participate in the flan, the term Etnployee as used in the
Plan includes such participating Independent Contractors.]
8. COMPENSATION (1.05). Subject to the following elections, Compensation for purposes of allocation of Deferral Contributions
means:
Base Definition (Choose one of a., b., c, or d):
a. [X] Wages, tips and other compensation on Form W-2
b. [ ] Code 53401(a) wages (wages for withholding purposes).
C. [ ] 415 safe harbor compensation.
d. [ ] Alternative (general) 415 Compensation.
[Note: The Plan provides that the base definition of Compensation includes amounts that are not included in income due to Code §§40l (k),
125,13266(4), 403(b), SEP, 414(1x)(2), & 457. Compensation f it an Independent Contractor means the amounts the Enrplvyer pews to the
Independent Contractor for services, except as the Emplover otherwise specifies below.]
Modifications to Compensation definition. The Employer elects to modify the Compensation definition as follows (Choose one of e.
orf.):
C. [X] No modifications. The Plan makes no modifications to the definition.
f. [ ] Modifications (Choose one or more of]. through 5.):
1. [ ] Fringe benefits. The Plan excludes all reimbursements or other expense allowances, fringe benefits (cash and noncash),
moving expenses, deferred compensation and welfare benefits.
2. [ ] Elective Contributions. ['1.05(E)] The Plan excludes a Participant's Elective Contributions.
02020 2
Eligible 457 Plan
3. Bonuses. The Plan excludes bonuses.
4. Overtime. The Plan excludes overtime.
5. Specify:
Compensation taken into account. For the Plan Year in which an Employee first becomes a Participant, the Plan Administrator will
determine the allocation of matching and nonelective contributions by taking into account (Choose one ofg. or h.):
g. [ ] Plan Year. The Employee's Compensation for the entire Plan Year. (NIA if no matching or nonelective contributions)
h. [ ] Compensation while a Participant. The Employee's Compensation only for the portion of the Plan Year in which the
Employee actually is a Participant. (KA if no matching or nonelective contributions)
9. POST -SEVERANCE COMPENSATION (1.05(1')). Compensation includes the following types of Post -Severance Compensation
paid within any applicable time period as may be required (Choose one of a. or b.):
a. None. The Plan does not take into account Post -Severance Compensation as to any Contribution Type except as required under
the basic plan document.
b. [X"i Adjustments. The following Compensation adjustments apply (Choose one or more):
I. [X] Regular Pay. Post -Severance Compensation will include Regular Pay and it will apply to all Contribution Types.
2. [X] Leave-Cashouts. Post -Severance Compensation will include Leave Cashouts and it will apply to all Contribution Types.
3. [X] Nonqualified Deferred Compensation. Post -Severance Compensation will include Detbrred Compensation and it will
apply to all Contribution Types.
4. [ ] Salary Continuation for Disabled Participants. Post -Severance Compensation will include Salary Continuation for
Disabled Participants and it will apply to all Contribution Types.
5. [ J Differential Wage Payments. Post -Severance Compensation will include DifTerential Wage Payments (military
continuation payments) and it will apply to all Contribution Types.
6. [ ] Describe alternative Post -Severance Compensation definition, limit by Contribution Type, or limit by
Participant group:
10, NORM Al. RETIREMENT AGE (1.20). A Participant attains Nonnal Retirement Age under the Plan (Choose one of a. or b):
a. Plan designation. [Plan Section 3.05(B)] When the Participant attains age _. [Note: The age may - v not exceed age
70 112, The age may not be less than age 65, or, if earlier, the age at which a Participant may retire and receive benefits under
the Employer's pension plan, ifany, ]
b, [X] Participant designation. (Plan Section 3.05(B) and (13)(1)] When the Participant attains the age the Participant designates,
which may not be earlier than age 65 and may not be later than age 70 1/2 . [Note: The age mail not exceed age 70 112.]
Special Provisions for Police or Fire Department Employees (Choose c. andlor d. as applicable):
C. [X] Police department employees. [Plan Section 3.05(B)(3)] (Choose 1. or2.):
1. Plan designation. [Plan Section 3.05(B)] When the Participant attains age _. [Note: The age may not exceed age
70 112 and may not be less than age 40.]
2. [X] Participant designation. [Plan Section 3.05(B) and (B)(1)] When the Participant attains the age the Participant
designates, which may not be earlier than age 40 (no earlier than age 40) and may not be later than
age 70 1/2 . [Note: The age may not exceed age 70 1/2.]
d. [X] Fire department employees. [Plan Section 3.05(B)(3)] (Choose 1. oi- 2.):
I . Plan designation. [Plan Section 3.05(B)] When the Participant attains age _. [Note: The age may not exceed age
70 112 and may not be less than age 40.]
2. [X] Participant designation. [Plan Section 3.05(B) and (13)(1)] When the Participant attains the age the Participant
designates, which may not be earlier than age 40 (no earlier than age 40) and may not be later than
age 70 1/2 . [Note: The age may not exceed age 70 112.)
11. ELIGIBILITY CONDITIONS (2.01). (Choose one of a. orb.):
a. [X] No eligibility conditions. The Employee is eligible to participate in the Plan as of his/her first day of employment with tile
employer.
b. Eligibility conditions. To become a Participant in the Plan, an Eligible Employee must satisfy the following eligibility
conditions (Choose one or inore of 1., 2. or 3.):
I Age. Attainment of age
(02020 3
Eligible 457 Plan
2. [ ] Service. Service requirement (Choose one of a. orb.):
a. [ ] Year of Service. One year of Continuous Service.
b. [ ] Months of Service. months) of Continuous Service.
3. [ ] Specify:
12. PLAN ENTRY DATE (1.24). "Plan Entry Date" means the 'Effective Date and (Choose one of a. through d.):
a. [ ] Monthly. The first day of the month coinciding with or next following the Employee's satisfaction of the Plan's eligibility
conditions, if any.
b. [ ] Annual. The first day of the Plan Year coinciding with or next following the Employee's satisfaction of the Plan's eligibility
conditions, if any.
C. [X] Date of hire. The Employee's employment commencement date with the Employer.
d. [ ] Specify:
13, SALARY REDUCTION CONTRIBUTIONS (1.30). A Participant's Salary Reduction Contributions under Election 5b. are subject to
the following Iimitation(s) in addition to those imposed by the Code (Choose one of a. or b.):
a. [X] No limitations.
b. [ ] Limitations. (Choose one or more of 1., 2. or 3):
1. [ ] Maximum deferral amount. A Participant's Salary Reductions may not exceed:
dollar amount or percentage of Compensation).
2. [ ] Minimum deferral amount. A Participant's Salary Reductions may not be less than:
dollar amount or percentage of Compensation).
(spec if ,
(specif
3. [ ] Specify:
[Note: Any limitation the Employer elects in b.1. through b.3. will apply on a pgyroll basis unless the Employer otherwise specifies in b.3.]
Special NRA Catch -Up Contributions (3.05). The Plan (Choose one of c. or d.):
C. [X] Permits. Participants may make NRA catch-up contributions.
AND, Special NRA Catch -Up Contributions (Choose one of 1. or 2): (N/A it'no matching contributions)
1. [ ] will be taken into account in applying any matching contribution under the Plan.
2. [ ] will not be taken into account in applying any matching contribution under the flan.
d. [ ] Does not permit. Participants may not make NRA catch-up contributions.
Age 50 Catch -lip Contributions (3.06). The Plan (Choose one of e. orf.):
e. [X] Permits. Participants may make age 50 catch-up contributions.
AND, Age 50 Catch -Up Contributions (Choose one of 1. or 2): (N/.A ifno matching contributions)
l. [ ] will be taken into account in applying any matching contribution wider the Plan.
2. [ ] will not betaken into account in applying any matching contribution under the Plan.
f. [ ] Does not permit. Participants may not make age 50 catch-up contributions.
14. SICK. VACATION AND BACK PAY (3.02(A)). The Plan (Choose one ofa. orb):
a. [X] Permits. Participants may make Salary Reduction Contributions from accumulated sick pay, from accumulated vacation pay or
from back pay.
b. [ ] Does Not Permit. Participants may not make Salary Reduction Contributions from accumulated sick pay, from accumulated
vacation pay or from back pay.
15. AUTOMATIC ENROLLMENT (3.02(B)). Does the Plan provide for automatic enrollment (Choose one of the follotiving) 2Note: if
Eligible Automatic Contribution Arrangement (EACA), select 15c and complete Questions 31 cQ 321:
a. [X] Does not apply. Does not apply the Plan's automatic enrollment provisions.
c 2020 4
Eligible 457 Plan
b. Applies. Applies the Plan's automatic enrollment provisions. The Employer as a Pre -Tar Elective Deferral will withhold
from each Participant's Compensation unless the Participant elects a different percentage (including zero) under
his/her Salary Reduction Agreement. The automatic election will apply to (Choose one of 1. through 3.):
1. [ All Participants. All Participants who as of are not making Pre -Tax Elective
Deferrals at least equal to the automatic amount.
2. [ New Participants. Each Employee whose Plan Entry Date is on or following:
3. [ Describe Application of Automatic Deferrals:
C. [ ] EACA. The Plan will provide an Eligible Automatic Contribution Arrangement (EACA). Complete Questions 31 & 32.
16. MATCHING CONTRIBuTiONS (3.03). The Employer Matching Contributions under Election 5.b.l. are made as follows (Choose
one or more oj'a. through d.):
a. Fixed formula. An amount equal to of each Participant's Salary Reduction Contributions.
b. Discretionary formula. An amount (or additional amount) equal to a matching percentage the Employer from time to time
may deem advisable of each Participant's Salary Reduction Contributions.
C. Tiered formula. The Employer will make matching contributions equal to a uniform percentage of each tier of each
Participant's Salary Reduction Contributions, determined as follows:
NOTE: Fill in only percentages or dollar amounts, but not both. If percentages are used, each tier represents the
amount of the Participant's applicable contributions that equals tile specified percentage of the
Participant's Compensation (add additional tiers if necessary):
Tiers of Contributions
Matching Percentage
(indicate $ or %)
First
%
Next
%
Next
%
Next
%
d. [ ] Specify:
Time Period for Nlatching Contributions. Tile Employer will determine its Matching Contribution based on Salary Reduction
Contributions made during each (Choose one of e. through h.):
e. Plan Year.
f. Plan Year quarter.
g. Payroll period.
h. Specify: _
Salary Reduction Contributions Taken into Account. In determining a Participant's Salary Reduction Contributions taken into account
for the above-specified time period under the Matching Contribution formula, the following limitations apply (Choose one of i. through L):
i. All Salary Reduction Contributions. The Plan Administrator will take into account all Salary Reduction Contributions.
j. Specific limitation. The Plan Administrator will disregard Salary Reduction Contributions exceeding _% of the
Participant's Compensation.
k. Discretionary. The Plan Administrator will take into account the Salary Reduction Contributions as a percentage of the
Participant's Compensation as the Employer determines.
1. Specify:
Allocation Conditions. To receive an allocation of Matching Contributions. a Participant must satisfy the following allocation condition(s)
(Choose one of ni. or n.):
Ill. No allocation conditions.
u. Conditions. The following allocation conditions apply to Matching Contributions (Choose one or more of 1. through 4.):
1 Service condition. The Participant must complete the following number of months of Continuous Service during the
Plan Year:
O 2020 5
Eligible 457 Plan
2. [ Employment condition. The Participant must be employed by the Employer on the last day of the Plan Year,
3. [ Limited Severance Exception. Any condition specified in 1. or 2. does not apply if the Participant incurs a Severance
from Employment during the Plan Year on account of death, disability or attainment of'Normal Retirement Age in the
current Plan Year or in a prior Plan Year.
4. [ ] Specify:
17. NONELECTIVE CONTRIBUTIONS (1.19). The Nonelective Contributions under Election 5.c. are made as follows: (Choose one):
a. Discretionary - Pro -Rata. An amount the Employer in its sole discretion may determine.
b. Fixed-ProRata. % of Compensation.
C. Other. A Nonelective Contribution may be made as follows:
Allocation Conditions. (3.08). To receive an allocation of Nonelective Contributions, a Participant must satisfy the following allocation
condition(s) (Choose one qfd or e.):
d. No allocation conditions.
C. Conditions. The following allocation conditions apply to Nonelective Contributions (Choose one or more of L through 4.):
1. Service condition. The Participant must complete the following number of months of Continuous Service during the
Plan Year:
2. Employment condition. The Participant must be employed by the Employer on the last day of the Plan Year.
3. Limited Severance Exception. Any condition specified in 1. or 2. does not apply if the Participant incurs a Severance
from Employment during the Plan Year on account of death, disability or attainment of Normal Retirement Age in the
current Plan Year or in a prior Plan Year.
4. [ ] Specify:
18. TIME AND METHOD OF PAYMENT OF ACCOUNT (4.02). The Plan will distribute to a Participant who incurs a Severance from
Employment his/her Vested Account as follows:
Timing. The Plan, in the absence of permissible Participant election to commence payment later, will pay the Participant's Account
(Choose one of a. through e.):
a. Specified Date. days after the Participant's Severance from Employment.
b. Immediate. As soon as administratively practicable following the Participant's Severance from Employment.
C. Designated Plan Year. As soon as administratively practicable in the Plan Year beginning after the
Participant's Severance from Employment.
d. Normal Retirement Age. As soon as administratively practicable after the close of the Plan Year in which the Participant
attains Normal Retirement Age.
C. [X] Specify: The Man will commence distribution in the absence of a Participant's election to commence payment earlier. no later
than the Participant's required beginning date as defined under Plan Section 4.03
Method. The Plan, in the absence of a permissible Participant election, will distribute the Participant's Account under one of the following
method(s) of distribution (Choose one or more off through.j. as applicable):
f. [X] Lump sum. A single payment.
g. [ ] Installments. Multiple payments made as follows:
h, [X] Installments for required minimum distributions only. Annual payments, as necessary under Plan Section 4.03.
i. Annuity distribution option(s):
j. Specify;
Participant Election. [Plan Sections 4.02(A) and (13)] The Plan (Choose one of k., 1. or m):
k. Permits. Permits a Participant, with Plan Administrator approval of the election., to elect to postpone distribution beyond the
time the Employer has elected in a. through c. and also to elect the method of distribution (including a method not described in
1. through j. above).
1. Does not permit. Does not permit a Participant to elect the timing and method of Account distribution.
m. [X] Specify: A Participant. with Plan Administrator approval of the election. may elect the method of distribution from the
following choices: lump sum. installments or partial distribution
(02020 6
Eligible 457 Plan
Mandatory Distributions. Notwithstanding any other distribution election, IbIlowing Severance frorn E'rnployment (Choose n, or o.):
n. [ ] No Mandatory Distributions. The Plan will not make a Mandatory Distribution.
0. [X] Mandatory Distribution. If the Participant's Vested Account is not in excess of $5,000 (unless a different amount selected
below) as of the date of distribution, the Plan will make a Mandatory Distribution following Severance from Employment.
I [X] Mandatory Distribution. If the Participant's Vested Account is not in excess of $ 1.000 as of the date of distribution, the
Plan will make a Mandatory Distribution following Severance from Employment.
Rollovers in determination of $5,000 threshold. Unless otherwise elected below, amounts attributable to rollover contributions (if any)
will be included in determining the $5,000 threshold for timing of distributions, form of distributions or consent rules.
p. [ ] Exclude rollovers (rollover contributions will be excluded in determining the $5,000 threshold)
NOTE: Regardless of the above election, if the Participant consent threshold is $ 1,000 or less, then the Administrator must include
amounts attributable to rollovers for such purpose. In such case, an election to exclude rollovers above will apply for purposes
of the timing and form of distributions.
19. BENEFICIARY DISTRIBUTION ELECTIONS. Distributions following a Participant's death will be made as follows (Choose one
of a. through d):
a. [ ] Immediate. As soon as practical following the Participant's death.
b. Next Calendar Year. At such time as the Beneficiary may elect, but in any event on or before the last day ofthe calendar year
which next follows the calendar year of the Participant's death. (NIA if participant is restricted)
C. [X] As Beneficiary elects. At such time as the Beneficiary may elect consistent with Section 4.03. (N14 if participant is restricted)
d. I I Describe:
[Note: The Enip1Qjvr under Election 19d may describe an alternative distribution timing or afford the Beneficiaty an election which is
narrower than that permitted under Election 19c., or include special provisions related to certain beneficiaries, (e.g., a surviving- spouse)
However, any election wider Election 19d. must require distribution to commence no later than the Section 4.03 required date.]
20. DISTRIBUTIONS PRIOR TO SEVERANCE FROM EMPLOYMENT (4.05). A Participant prior to Severance from Employment
may elect to receive a distribution of his/her Vested Account under the following distribution options (Choose one ol'a. or b.):
a. [ ] None. A Participant may not receive a distribution prior to Severance from Employment.
b. [X] Distributions. Prior to Severance from Employment are permitted as follows (Choose one oi- more of 1. through 4.):
L [X] Unforeseeable emergency. A Participant may elect a distribution from his/her Account in accordance with Plan Section
4.05(A) (for the Participant, spouse, dependents or beneficiaries)
2. [X] De mini mis exception. [Plan Section 4.05(B)] If the Participant: (i) has an Account that does not exceed $5,000; (ii) has
not made or received an allocation of any Deferral Contributions under the Plan during the two-year period ending on the
date of distribution: and (iii) has not received a prior Plan distribution under this de rninimis exception, then (Choose one
of a., b. ore.):
a. [X] Participant election. The Participant may elect to receive all or any portion of his/her Account.
b. [ ] Mandatory distribution. The Plan Administrator will distribute the Participant's entire Account.
c. Hybrid. The Plan Administrator will distribute a Participant's Account that does not exceed and
the Participant may elect to receive all or any portion of his/her Account that exceeds $ but that does
not exceed $5,000.
3. [X] Age 70 1/2. A Participant who attains age 70 1/2 prior to Severance from Employment may elect distribution of any or all
of his/her Account.
4. [ ] Specify:
[Note: An Employer need not permit any in-service distributions. Any election must comply with the distribution restrictions of Code
Section 457(d).]
2 1.QDR0 (4.06). The QDRO provisions (Choose one �fq a., b, or c..):
a. [X] Apply.
b. [ ] Donot apply.
C. [ ] Specify: —
(02020 7
Eligible 457 Plan
22. ALLOCATION OF EARNINGS (5.07(13)). The Plan allocates Earnings using the following method (Choose one ormore ofa.
through f.):
a. [X] Daily. See Section 5.07(13)(4)(a).
b. Balance forward. See Section 5.07(13)(4)(b).
c. Balance forward with adjustment. See Section 5.07(13)(4)(c). Allocate pursuant to the balance forward method, except treat
as part of the relevant Account at the beginning of the Valuation Period % of the contributions made during the
following Valuation Period:
d. Weighted average. See Section 5.07(13)(4)(d). If not a monthly weighting period, the weighting period is
e. Directed Account method. See Section 5.07(13)(4)(c).
f Describe Earnings allocation method:
[A'ote: The Emplqyer under Election 22f may describe Earnings allocation methods from the elections available under Election 22 and/or
a combination thereof as to aitv.- (i) Participant group (e.g., Daily applies to Division A Employees OR to Employees hired after ".T" date,
Balance fbiward applies to Division B Fniplqvees OR to Employees hired on1before "x" date.); (h) Contribution Type (e.g., Daiti, applies
as to Discretionary Nonelective Contribution Accounts. Participant -Directed Account applies to rixed Nonelective Contribution
Accounts),- (iii) investment type, investment vendor or Account tvpe (e.g., Balance forward applies to investments placed with vendor A and
Participant -Directed Account applies to investments placed with vendor B OR Dailv applies to Participant -Directed Accounts and balance
forward applies to pooled A ccounts). ]
23. HEART Aur PROVISIONS (1.31(Q(3)/3.13). The Employer elects to (Choose one of a. or b. and c. or d):
Continued Benefit Accruals.
a. [ ] Not apply the benefit accrual provisions of Section 3.13.
b. [X] Apply the benefit accrual provisions of Section 3.13.
Distributions for deemed severance of employment (1.31(C)(3))
C. [X] The Plan does NOT permit distributions for deemed severance of employment.
d. [ ] The Plan permits distributions for deemed severance of employment.
24. VESTING/SUBSTANTIAL RISK OF FORFEITURE (5.11). A Participant's Deferral Contributions arc [Note: U'aParticipant incurs
a Severanceom Employment before the specified events or conditions, the Plan will forfeit the Participant's non -vested Account. Caution:
if Deferral is subject to vesting schedide or other substantial risk offorfeitzire, it does not count as a deferral for purposes of the annual
deferral limit until the year it is fully vested.] (Choose all that apply ofa. through d.):
11. [X] 100% Vested/No Risk of Forfeiture. Immediately Vested without regard to additional Service and no Substantial Risk of
Forfeiture. The following contributions are 100% Vested:
1. [X] All Contributions. (skip to 25.)
2. [ ] Only the following contributions. (select all that apply):
a. Salary Reduction Contributions.
b. Nonelective Contributions.
C. Matching Contributions.
b. I J Forfeiture under Vesting Schedule. Vested according to the following:
Contributions affected. The following contributions are subject to the vesting schedule (Choose one or more of 1., 2. or 3.):
I . [ ] Salary Reduction Contributions.
2. Nonelective Contributions.
3. Matching Contributions.
4. Vesting Schedule.
Years of'Service Vested Percentage
(02020 8
Eligible 457 Plan
For vesting purposes, a "Year of Service" means:
5.
[Note: It is extremely rare to apply a vesting schedule to Salary Reduction Contributions]
C. [ ] Substantial Risk of Forfeiture. Vested only when no longer subject to the following Substantial Risk of Forfeiture as follows:
Contributions affected. The following contributions are subject to the substantial risk offorleiture under c. (Choose one or more of
L, 2. or 3.):
I . [ ] Salary Reduction Contributions.
2. [ ] Nonelective Contributions.
3. [ ] Matching Contributions.
Risk Provisions: Vested only when no longer subject to the following Substantial Risk of Forfeiture as follows (Choose one of 4. or
5.):
4. [ ) The Participant must remain employed by the Employer until , unless earlier_ Severance from
Employment occurs on account of death or disability. as the Plan Administrator shall establish.
5. [ ] Specify:
Additional Provisions (Choose d ifopplicable)
d. [ ] Specify:
FORFEITURE ALLOCATION. [Plan Sections 5.1](A) and 5.14] The Plan Administrator will allocate any Plan forfeitures as selected
below. The Employer has the option to use forfeitures to pay plan expenses first and then allocate the remaining forfeitures in accordance
with the selections below: (Choose one gfthe fallowing):
e. [ ] Additional Contributions. As the following contribution type ('Choose one of 1, or 2.):
I . [ ] Nonelective. As an additional Nonelective Contribution.
2. [ Matching. As an additional Matching Contribution.
f. [ ] Reduce Fixed Contributions. To reduce the f'ollotiwing fixed contribution (Choose one of 1. or 2.):
1. [ ] Nonelective. To reduce the Employer's fixed Nonelective Contribution.
2. [ ] Matching. To reduce the Employer's fixed Matching Contribution.
g. [ ] Specify:
25. TRUST PROVISIONS. The following provisions apply to Article VIll of the Plan (Choose as applicable: leave blank if not
applicable):
a. [ ] Modifications. The Employer modifies the Article Vlll Trust provisions as follows: The
remaining Article Vill provisions apply.
b. [X] Substitution. The Employer replaces the Trust with the Trust Agreement attached to the Plan.
26. CUSTODIAL ACCOUNTIANNUITY CONTRACT (8.16). The Employer will hold all or part of the Deferred Compensation in one
or more custodial accounts or annuity contracts which satisfy the requirements of Code §457(8) (Choose a. or b., c. ifapplicable):
a. [ ] Custodial account(s).
b. [ ] Annuity contract(s),
C. [ ] Specify:
[Note: The Employer under c. may wish to identify the custodial accounts or annuity contracts or to designate a portion of the Deferred
Compensation to be held in such vehicles versus held in the Trust.]
27. VALUATION. In addition to the last day of the Plan Year, the Trustee (or Plan Administrator as applicable) must value the Trust
Fund (or Accounts) on the following Valuation Datc(s) (Choose are ofa. or b.):
a. [ ] No additional Valuation Dates.
b. [X] Additional Valuation Dates. (Choose one or snore of 1., 2. or 3.):
I. [X] Daily Valuation Dates. Each business day of the Plan Year on which Plan assets for which there is an established market
are valued and the Trustee or Employer is conducting business.
2. [ ] Last day of a specified period. The last day of each of the Plan Year.
2020 9
Eligible 457 Plan
3. [ ] Specified Valuation Dates:
[.Vote: The Employer under Election 26b.3. may describe Valuation Dates from the elections available under Election 26b. and/or a
combination thereof as to any: (i) Participant group (e.g., No additional Valuation Dates apply to Division A Employees OR to Employees
hired of er 'x" date. Daily Valuation Dates apply to Division B Errrployees OR to Employees hired on/before "x" date); (ii) Contribution
Type (e.g., No additional Valuation Dates apply as to Discretionary Nonelective Contribution Accounts. Tire last day of each Plan Year
quarter applies to Fixed Nonelective Contribution Accounts); (iii) investment type, investment vendor or Account type (e.g., No additional
Valuation Dates apply to investments placed with vendor A and Daily Valuation Dates apply to investments placed with vendor B OR Daily
Valuation Dates apply to Participant -Directed Accounts and no additional Valuation Dates apply to pooled Accounts).]
28. TRUSTEE (Select all that apply; leave blank if not applicable.):
a. ( ] Individual Trustee(s) who serve as Trustee(s) over assets not subject to control by a corporate Trustee. (Add additional. Trustees
as necessary.)
Name(s)
Address and Telephone number (Choose one of 1. or 2):
1. [ ] Use Employer address and telephone number.
2. [ ] Use address and telephone number below:
Address:
Telephone:
Title(s)
City State Zip
b. [X] Corporate Trustee
Name: Nationwide Trust Company. FSB
Address: 10 W Nationwide Blvd
Street
Columbus Ohio 43215
City State Zip
Telephone: (614) 435-5426
AND, the Corporate Trustee shall serve as:
C. [X] a Directed (nondiscretionary) Trustee overall Plan assets except for the following:
d. [ ] a Discretionary 'Trustee over all Plan assets except for the following:
29. PLAN LOANS (5.02(A)). The Plan pen -nits or does not permit Participant Loans (Choose one ofa. orb.):
a. [ ] Does not permit.
b. [X] Permitted pursuant to the Loan Policy.
30. ROLLOVER CONTRIBUTIONS (3.09). The Rollover Contributions under Election 5.d. are made as follows:
Who may roll over (Choose one of a. or b.):
a. [ ] Participants only.
b. [X] Eligible Employees or Participants.
2020 10
Eligible 457 Plan
Sources/Types. The Plan will accept a Rollover Contribution (Choose one of or d.):
C. [X] All. From any Eligible Retirement Plan and as to all Contribution Types eligible to be rolled into this Plan.
d. [ ] Limited. Only from the following types of Eligible Retirement Plans and/or as to the following Contribution Types:
Distribution of Rollover Contributions (Choose one qfe.,f or g.):
C. [X] Distribution without restrictions. May elect distribution of his/her Rollover Contributions Account in accordance with Plan
Section 4.05(C) at any time.
f No distribution. May not elect to receive distribution of his/her Rollover Contributions Account until the Plan has a
distributable event under Plan Section 4.01.
g. [ ] Specify:
31. EACA Automatic Deferral Provisions (3.14)
Participants subject to the Automatic Deferral Provisions. The Automatic Deferral Provisions apply to Employees who become
Participants aficr the Effective Date ofthe EACA (except as provided in d. below). Employees who became Participants prior to such
Effective Date are subject to the following (a. — d. are optional):
a. [ ] All Participants. All Participants, regardless of any prior Salary Reduction Agreement, unless and until a Participant makes an
Affirmative Election after the Effective Date ofthe EACA.
b. [ ] Election of at least Automatic Deferral amount. All Participants, except those who, on the Effective Date ofthe EACA, are
deferring an amount which is at least equal to the Automatic Delbrral Percentage.
C. [ ] No existing Salary Reduction Agreement. All Participants, except those who have in effect a Salary Reduction Agreement on
the effective date of the EACA regardless ofthe Salary Reduction Contribution amount under the Agreement.
d. Describe:
Automatic Deferral Percentage. Unless a Participant makes an Affirmative Election, the Employer will withhold the following Automatic
Deferral Percentage (select e. or f.):
C. [ ] Constant. The Employer will withhold % ofCompensation each payroll period.
Escalation ot'deferral percentage (select one or leave blank if not applicable)
I Scheduled increases. This initial percentage will increase by %of Compensation per year up to a
maximum of of Compensation.
2. Other (described Automatic Deferral Percentage):
Automatic Deferral Optional Elections
f. [ ] Optional elections (select all that apply or leave blank if not applicable)
Suspended Salary Reduction Contributions. If Participant's Salary Reduction Contributions are suspended pursuant to a
provision ofthe Plan (e.g., distribution due to military leave covered by the HEART Act), then a Participant's Affirmative Election
will expire on the date the period of suspension begins unless otherwise elected below.
I. [ ] A Participant's Affirinative Election will resume after the suspension period.
Special Effective Date. Provisions will be effective as ofthe earlier ofthe Effective Date ofthe EACA provisions unless otherwise
specified below.
2. [ ] Special Effective Date:
32. In -Plan Roth Rollover Contributions.
a. [ ] Yes, allowed.
Effective Date (enter date)
1. [ ] In -Plan Roth Rollover EfTective Date:
33, In -Plan Roth Rollover Transfers.
a. [ ] Yes, allowed.
Effective Date (enter date)
1. [ ] In -Plan Roth Rollover Transibrs Effective Date:
02020 11
Eligible 457 Plan
This Plan is executed on the date(s) specified below:
Use of Adoption Agreement. Failure to complete properly the elections in this Adoption Agreement may result in disqualification of the
Employer's Plan. The Employer only may use this Adoption Agreement only in conjunction with the corresponding basic plan document.
Separate Trust Agreement. An executed copy of the trust agreement must be attached to this Plan. The responsibilities, rights and powers
of the Trustee shall be those specified in the trust agreement. The signature of the Trustee appears on the separate trust agreement.
EM
Ma
PLOYER: —Citv of Sanfordi
C�' I I SA g[)
DATE SIGNED
CO 2020 12
DocuSign Envelope ID: 988D59B3-ED6445EF-88FB-105377218961
FOR THE GOVERNMENTAL 457(b) DEFERRED COMPENSATION PLAN OF
CITY OF SANFORD, FLORIDA
This Administrative Services Agreement ("Agreement") is effective this Ist day of January 2022 (the
"Effective Date") by and between Nationwide Retirement Solutions, Inc., a Delaware corporation
("Nationvvide")and anaffiliate and subsidiary ofNationwide Financial Services, Inc. and City ofSanford,
Florida, the Plan Sponsor (hereinafter "Plan Sponsor").
WHEREAS, Plan Sponsor, pursuant to and in compliance with the Internal Revenue Code of 1986, as
amended ("Code"), established and sponsors the City of Sanford Florida Deferred Compensation Plan
("Plan"), aSection 457(b) Plan;
WHEREAS, Plan Sponsor desires to have Nationwide continue to per -form the non -discretionary
recordkeeping and administrative services described in this Agreement for the Plan ("Administrative
Services"); and
WHEREAS, Nationwide desires to provide such Administrative Services subject to the terms and
conditions set forth inthis Agreement.
NOW THEREFORE, Nationwide and Plan Sponsor desire to enter into this Agreement and abide by the
terms therein.
1' DESIGNATION
a. Plan Sponsor designates Nationwide as a non -fiduciary, non -discretionary provider uf
Administrative Services for the Plan in accordance with the terms of this Agreement.
b. Plan Sponsor represents that the selection and designation ofNationwide complies with any
procurement statutes applicable toPlan Sponsor.
c. Any duties or services not specifically described herein or delegated in the Plan's document as
being provided byNationwide are the responsibility ufPlan Sponsor.
d. Services in addition to those in this Agreement or delegated in the Plan's document may be
added 6vmutual agreement ofNationwide and Plan Sponsor.
2. ELIGIBLE EMPLOYER
Plan Sponsor has determined that it is an "eligible employer" and meets the requirements of Code
Section457(e)(1)(A).
3' TERM
This Agreement iseffective until terminated inaccordance with Section 21.
4' GENERAL
Page Imf14
DocuSign Envelop |D: 053772890
a Plan Sponsor adopts Nadonwide/sestablished policies and procedureswith respect tothe
administration of 457(b) PLAN on its administrative system. Nationwide and Plan Sponsor shall
mutually agree to any procedures which require custornization, e.g., loan procedures.
b. Plan Sponsor acknowledges and agrees that Nationwide is not responsible for monitoring
deferrals toother Section 457'4O3(b),4O1(e)'and/or 414(h) plans, orany defined benefit plans
referenced bythe Code.
c. Plan Sponsor acknowledges and agrees that Nationwide is not responsible for monitoring inter -
plan coordination between the Plan administered by Nationwide and any other plan which Plan
Sponsor may have.
d. This Agreement does not require, nor will this Agreement be construed as requiring, Nationwide
to exercise any discretionary control or authority over the Plan or the assets of the Plan.
e. This Agreement does not require, nor shall this Agreement be construed as requiring,
Nationwide to provide investment, legal, or tax advice to Plan Sponsor or to Plan participants.
G. PLAN SPONSOR RESPONSIBILITIES
a. Plan Sponsor is responsible for timely providing all information that Plan Sponsor and
Nationwide mutually agree is necessary for Nationwide to perform the Administrative Services
under this Agreement.
b. Plan Sponsor is responsible for timely providing updated information regarding Plan
participants.
o. Plan Sponsor is responsible for ensuring that the provided information is accurate and complete.
Nationwide is entitled to rely exclusively on the information provided by the Plan Sponsor or the
Plan Sponsor's advisors, whether oral or in writing, and will have no responsibility to
independently verify the accuracy ofthat information.
d. Plan Sponsor acknowledges that inaccurate or late information could result in tax penalties,
participant/beneficiary legal claims, orboth. Nationwide assumes noresponsibility for, and will
not have any liability for, any consequences that result from Nationwide's inability to complete
its work in the ordinary course of its business due to the failure of the Plan Sponsor to provide
accurate and timely information to Nationwide.
e. Plan Sponsor agrees to be responsible for all maximum deferral limit testing for this Plan.
6. SERVICES RELATED TO PARTICIPANT ENROLLMENT
a. Plan Sponsor is responsible for determining employees eligible to participate in the Plan.
b. Nationwide agrees to process the enrollment of employees eligible to participate in the Plan.
c. Nationwide agrees to conduct enrollment meetings with Plan Sponsor's employees in such
number and manner asdetermined bythe parties.
Page 2 of 14
DocuSign Envelop |D: 0537721890
d. The Plan Sponsor agrees toallow and facilitate the periodic distribution ofmataha\sto
Participants at the time and in the manner determined by the Plan Sponsor; provided, however,
that all reasonable expenses associated with such distribution will be paid by Nationwide.
7' SERVICES WITH RESPECT TOPARTICIPANT PLAN ACCOUNTS AND ACCOUNT ACCESS
a. Nationwide agrees to establish an account for each enrolled participant, beneficiary, and
alternate payee of the Plan (for purposes of this Agreement only, hereinafter referred to as
"Participants").
b. For each Participant account, at a minimum, Nationwide will maintain the following information,
if provided:
ii Social Security number;
iii. Mailing address;
iv. Date ofbirth;
v. Current investment allocation direction;
vi. Contributions allocated and invested;
vii Investment transfers;
viii. Benefit payments;
ix. Current account balance;
x. Transaction history since funding under the Agreement;
xi. Contributions since funding under the Agreement;
x|i E-mail address;
xiii. Beneficiary designation, if applicable;
xiv. Benefit tax withholding information; and
xv. Such other information ayagreed upon bythe Plan Sponsor and Nationwide.
c. Participants will have the unlimited ability to increase (within the limitations of Code Section
457(b))ordecrease contributions tothe 457(b)Plan. Nationwide will process all requests to
increase or decrease contribution amounts within five Business Days (The term "Business Day"
means each Monday through Friday during the hours the New York Stock Exchange is open for
business. No transactions can be completed on any Business Day after such time as the New
York Stock Exchange closes.) of receipt of the request, but the request cannot be effective until
Page 3 of 14
DocuSign Envelope ID: 0537721890
the earliest date permissible under the Code or, iflater, the date the contribution change can be
processed by the Plan Sponsor given Plan Sponsor's payroll processing schedule.
d. Participants will have the ability tuexchange existing account balances, infull orinpart, and to
redirect future contributions from one available investment option to another on any Business
Day subject to Nationwide policies and any applicable restrictions or penalties applied by the
investment options.
e. Nationwide will provide reports tothe Plan Sponsor within thirty days following the end ofeach
calendar quarter reporting period summarizing the following:
i All Participant activity that transpired during the reporting period;
Total contributions allocated toeach investment orinsurance option under the Plan; and
iii. Total withdrawals by Participant. This report shall include the amount, type and date of
[ Nationwide will maintain, for areasonable amount of time, the records necessary to produce
any required reports. Plan Sponsor agrees that all related paper and electronic records remains
the property ofNationwide.
8. SERVICES RELATED TO PLAN CONTRIBUTIONS
a. Plan Sponsor agrees to send all Plan contribution information and related funds to Nationwide
on a timely basis that complies with all applicable legal requirements.
Plan Sponsor will provide all contribution allocation information with respect to Participant
accounts toNationwide inamutually agreed upon format. Contribution allocation instructions
include direction via electronic sources.
c. Nationwide will allocate contribution amounts transmitted byPlan Sponsor to Participant
accounts inaccordance with the latest instructions from Participants orthe Plan Sponsor (as
applicable) on file with Nationwide, when such instructions are in good order.
Nationwide agrees to post funds received ingood order (as defined below) from Plan Sponsor in
accordance with the separate funding arrangements between Plan Sponsor and Nationwide or
any of its affiliates.
a. Plan Sponsor may send funds bvwire transfer, through anautomated clearinghouse, cvbycheck
inaccordance with written instructions provided byNationwide. Failure tofollow the written
instructions provided by Nationwide may result in delay of posting to Participant accounts.
t The term "in good order" means the receipt of required information by Nationwide,inaform
deemed reasonably acceptable toNationwide, with respect tothe processing ofarequest or the
completion of a task by Nationwide that reasonably requires information from a third party.
More specifically, Plan contributions and contribution allocation information must meet all of
the following requirements inorder tubedeemed tobeingood order:
Page 4 of 14
DocuSign Envelope ID: 988D59B3-ED64-45EF-88FB-105377218961
i All records must include the correct and complete Participant name, Social Security number
(or other unique identifier), and the amount to be credited to the participant's account(s);
ii, The source of funds must be identified (e.g., 457(b) salary reduction, employer
contribution);
iii. The Plan name and Plan number must beclearly identified;
iv. Both the Participant allocation detail and the total contribution amount must be received,
and these two totals must match each other; and
v. All Participants making or receiving a contribution must have an account established on the
recordheepinBsystem.
0. If Nationwide determines that the contribution or allocation detail is not in good order ("NIGO"),
Nationwide will notify the Plan Sponsor. After such notification, the parties will continue totry
toresolve the N|GOstatus. }fthe parties donot achieve resolution, Nationwide will return the
funds tothe Plan Sponsor within thirty Business Days. Nationwide will not beliable for any
delay in posting if the Plan Sponsor fails to send the funds representing contribution amountsor
contribution allocation information in accordance with Nationwide's instructions to the central
processing site designated by Nationwide, or for any delay in posting that results from the
receipt of funds and/or contribution allocation that Nationwide determines to be NIGO.
S. SERVICES WITH RESPECT TODISTRIBUTIONS
a. Nationwide shall make all distributions inaccordance with the Plan document.
b. Except asprovided insubsection d,below, Nationwide shall make all distributions asdirected by
a Participant or the Plan Sponsor. Participants are responsible for selecting a form of payment
from those available under the terms of the Plan and making all other elections regarding
available distribution options.
c. All distributions will be made pro -rata from each of the Participant's investment options and
money sources unless directed otherwise by the participant.
Nationwide will provide notice and adistribution form to each Participant attaining age 72 (or
such other age as determined by current law) or older in the current calendar year. The notice
will inform the Participant that required minimum distributions ("RMD") must begin no later
than the April 1 of the calendar year following the later of attainment of age 72 (or such other
age as determined by current law) or retirement (subject to the terms of the Plan). NationwidE
will automatically distribute the RK4Dto the Participant if no direction is received from the
Participant,
10. TAX REPORTING
a. For each Participant that has received a benefit payment, Nationwide shall furnish tax reporting
Page 5 of 14
DocuSign Envelope ID: 0537721890
b. To the extent required by federal and state law, Nationwide will calculate and withhold from
each benefit payment federal and state income taxes. Nationwide will report such withholding
to the federal and state governments as required by applicable law.
c Plan Sponsor will beresponsible for all tax reporting requirements for periods before the
Effective Date of this Agreement, or after the termination date of this Agreement, unless
otherwise agreed to in writing by the parties to this Agreement.
11' UNCLAIMED PROPERTY
Nationwide shall administer Participant and beneficiary unclaimed property funds, including but
not limited to uncashed distribution checks and death claims, in accordance with Nationwide's
standard unclaimed property procedures.
12' SERVICES RELATED TO PARTICIPANT COMMUNICATION AND EDUCATION
a. Communication and Education
i Participant Statements
1. Participants will receive consolidated quarterly statements detailing their account
activity and account balances for the Plan.
Z. Nationwide agrees todeliver account statements (by U.S.mail orelectronically) to
Participants within thirty calendar days after the end ofeach calendar quarter. This
timeframe is contingent upon Nationwide receiving fund returns from the mutual fund
providers within four Business Days after the end ofeach quarter.
h. Website
Participants may access the website via asecured internetsite at www.nrsforu.com to
review and make changes totheir accounts. The website complies with applicable data
protection and privacy laws. The website is the exclusive property of Nationwide.
ii Using this site, Participants may: (i)obtain information regarding their accounts, and UU
conduct certain routine transactions with respect totheir accounts. The Plan Sponsor
authorizes Nationwide to honor instructions regarding such transactions that a Participant
submits using the secure Internet site. Nationwide shall implement reasonable physical
and technical safeguards to protect personal information made available on its Internet
site. Such safeguards shall be noless rigorous than generally accepted industry practices.
iii. The website isavailabletwenty-four hours aday, except for routine maintenance ofthe
system.
iv. The Participant website experience will include access to an education library offering
investment education. Content is delivered via multiple formats which can include short
videos, print materials, and workshop modules.
c' INTERACTIVE VOICE RESPONSE SYSTEM
Page 6 of 14
oocuSign Envelop |D: 05377218961
Nationwide will provide an interactive voice response (IVR) toll free telephone number,
which shall beoperative twenty-four hours per day, seven days per week, except for
routine maintenance of the system.
ii Participants will be able to conduct routine Plan transactions and obtain account balance
information through the IVR.
iii. The Plan Sponsor authorizes Nationwide tohonor Participant instructions, which may be
submitted using the toll-free number, either through the IVR or a live representative.
d' CWST0KAERSERVICE
Nadonwice'acustomer service representatives will beavailable toll-free toanswer Participant
questions and process applicable transactions between the hours of 8:00 a.m. and 11:00 p.m.
Eastern Time each Monday through Friday, and between the hours of 9:00 a.m. and 6:00 p.m.
Eastern Time each Saturday, except for certain holidays as dictated by the New York Stock
Exchange holiday trading schedule.
13' SERVICES RELATED TO INVESTMENT OPTIONS
a. Plan Sponsor acknowledges that khas exercised its fiduciary duties inselecting the Plan's
funding vehicles and the applicable investment line-up under such funding vehicles.
b. Plan Sponsor agrees to accept the terms and conditions of the annuity contracts,mutual funds,
any other investment products, and investment advice agreements after being provided with a
copy ofsame.
c With respect to funding vehicles that engage an independent investment advisor to establish
and maintain the investment line-up, Plan Sponsor agrees that failure to follow the independent
investment advisor's recommendation in accordance with the terms of its agreement with the
independent investment advisor will cause Plan Sponsor to become the investment fiduciary for
the Plan.
d. Nationwide agrees to accept contributions to the Plan for investment in the investment options
selected by the Plan Sponsor, a product's independent investment advisor, or other responsible
Plan fiduciary in its sole discretion and agreed to by Nationwide.
14. COMPENSATION
As compensation for the per-formance of the Administrative Services provided by Nationwide
pursuant to this Agreement, the Plan Sponsor and Nationwide agree that Nationwide shall be
entitled to receive an annualized compensation requirement of 0.35% (35 basis points) of the
Plan's account value held by Nationwide ("Compensation Requirement") to be calculated and
collected according to Nationwide's standard business practices. Nationwide's Compensation
Requirement will be taken in the form of an explicit asset management charge applied against
all Plan assets under management, including Plan balances held in the Self -Directed Brokerage
Account ("SDBA") and as outstanding participant loan balances. The explicit asset management
charge of 35 basis points will be taken against participant loans by applying an additional finance
charge to the loan interest rate. In addition to the foregoing, the parties acknowledge and agree
Page 7 of 14
DocuSign Envelope ID: 98BD59B3-ED64-45EF-88FB-105377218961
that Nationwide may receive revenue associated with annuity contracts, revenue from mutual
fund providers, aswell osfees associated with specific services orproducts.
The Plan Sponsor acknowledges that Nationwide and its affiliates receive paymentsin
connection with the sale and servicing ofinvestments allocated toparticipant Plan accounts
("invextmentOption Payments"). The investment Option Payments include mutual fund service
fee payments as described in detail at www.nrsforu.com, and other payments received from
investment option providers. The Plan Sponsor directs Nationwide tocredit all Investment
Option Payments toparticipant accounts onaquarterly basis. The Investment Option Payments
shall be credited to participant accounts on a pro -rata basis based on each participant's total
assets held in all Plan investment options that generated the Investment Option Payments.
c. The Plan Sponsor acknowledges that it has received all information about compensation paid to
Nationwide as the Plan Sponsor has reasonably requested and has determined that the total
amount of compensation paid to Nationwide as described in this Section 14 is reasonable and
appropriate for the services provided.
d. Tothe extent offered under the Plan, inaddition tothe above described fees, Nationwide shall
also receive fees with respect toaParticipant's use ofParticipant loan administration, the Self -
Directed 8noke/ageAccount("SD8A"),andNationwide'smanagedoccountservice
("ProAccount")asfollows:
Loans — If requested by the Plan Sponsor and permitted under the terms of the Plan,
Nationwide will assist the Plan Sponsor in processing Participant loan requests pursuant
to Participant loan administrative procedures approved by the Plan Sponsor and
Nationwide. All Participant loan fees are governed byNadonwide'sPlan Loan
Procedures document, acopy ofwhich has been provided tothe Plan Sponsor.
Self -Directed Brokerage Account — The Plan offers an SDBA investment option for
qualifying participants inthe Plan. initial and annual administrative fees may becharged
as outlined in the separate fee agreement for the SDBA that will be provided to each
Participant by Nationwide.
iii. Managed account services (Nationwide ProAccound—Managed account services are
offered by Nationwide Investment Advisors ("NIA"), an affiliate of Nationwide, and the
Plan Sponsor must execute a separate agreement with NIA if the Plan Sponsor wants to
add ProAccount to the Plan. Only participants who choose to utilize Nationwide's
ProAccount managed account service are assessed fees. Such fees are authorized in a
separate ProAocnunt agreement between the participant and NIA, and are assessed
pursuant tothe terms and conditions ofsuch agreement.
Fees related to participant loans, the SDBA and Nationwide ProAccount are in addition to the
fees in [Sections 14.a. and b.]
e. Employer may request Nationwide and/or its affiliates toprovide additional services not
described inthis Agreement bvmaking such arequest inwriting, which Nationwide may decide
to perform for compensation to be negotiated by the parties prior to the commencement of the
additional services.
Page 8 of 14
DocuSign Envelope ID: 05377218961
15. FRAUD
a. Nationwide will investigate suspected fraud in accordance with its standard procedures.
b. Nationwide will report any fraud that is confirmed after performing its investigation to Plan
c Nationwide will work with Plan Sponsor to determine the appropriate action to mitigate or
rectify any discovered fraud.
d. If Nationwide suspects fraud with respect to an ACH transfer, Plan Sponsor agrees that
Nationwide may issue a physical check to the Participant instead.
lG. ASSIGNABILITY AND PROVISION OF SERVICES
a. Excepted aaotherwise specifically provided for inthis Agreement, Plan Sponsor acknowledges
that the Administrative Services under this agreement will be performed by Nationwide or one
of its affiliates.
b. Except asprovided for imSubsection "a",above, noparty b»the Agreement will assign the
performance of services without the express written consent of the other party,which consent
shall not be unreasonably withheld. Unless agreed to by the parties, such assignment shall not
relieve any party to this Agreement of any duties or responsibilities herein. This provision does
not restrict Nationwide's right to delegate certain services to an agents, affiliates, and vendors.
17. CONFIDENTIALITY
a. Nationwide agrees to maintain all information obtained from or related to all Plan Participants
as confidential.
b. Plan Sponsor authorizes Nationwide to disclose Plan and employee information to its agents,
affiliates, vendors, brokers, registered representatives, and professional advisors (such as
attorneys, accountants and actuaries) to enable or assist them in the performance of their
duties hereunder and other plan -related activities.
c. Plan Sponsor agrees to allow the periodic distribution to its employees of materials prepared
by Nationwide regarding products and services offered by Nationwide, or its affiliates, which
Nationwide reasonably believes would be beneficial to such Plan Participants.
d. Except as provided for in Sections 17(b), Plan Sponsor agrees that Plan and Participant
information may also be used or disclosed by Nationwide to other third parties pursuant to a
written authorization signed byPlan Sponsor.
e. Notwithstanding anything to the contrary contained herein, it is expressly understood that
Nationwide retains the right to use any and all information in its possession in connection with
its defense and/or prosecution of any litigation that may arise in connection with the
Agreement, the investment arrangement funding the Plan, or the Plan; provided, however, in
Page 9 of 14
DocuSign Envelop )D: 05377218961
no event will Nationwide release any information to any person or entity except as permitted
byapplicable law.
18. INDEMNIFICATION
Nationwide agrees to indemnify, defend and hold harmless Plan Sponsor, its officers, directors,
agents, and employees from and against any loss, damage orliability assessed against Plan
Sponsor or incurred by Plan Sponsor arising out of or in connection with any claim, action, or
suit brought or asserted against Plan Sponsor alleging or involving Nationwide's non-
performance of the provisions of the Agreement under Nationwide's exclusive control, or
negligence or willful misconduct in the performance of its services, duties and obligations
under the Agreement. |naddition, Nationwide represents, warrants and covenants that the
indemnification inthis paragraph isenforceable under applicable law and that Nationwide will
not assert a position contrary to such representation in any judicial or administrative
proceeding.
Tothe extent not prohibited bystate law, Plan Sponsor agrees toindemnify, defend and hold
harmless Nationwide, its officers, directors, agents, and employees from and against any loss,
damage or liability assessed against Nationwide or incurred by Nationwide arising out of or in
connection with any claim, action, or suit brought or asserted against Nationwide alleging or
involving Plan Sponsor's non-performance of the provisions of the Agreement under Plan
Sponsor's exclusive control, or negligence or willful misconduct in the performance of its duties
and obligations under this Agreement. In addition, Plan Sponsor represents, warrants and
covenants that the indemnification in this paragraph is enforceable under applicable law and
that Plan Sponsor will not assert a position contrary tosuch representation inany]udicia|or
administrative proceeding.
19. PARTIES BOUND
This Agreement and the provisions thereof shall be binding upon and shall inure to the benefit of
the successors and assigns of Nationwide and Plan Sponsor. This Agreement shall be enforceable
only by the parties, not by Plan Participants or other third parties, and is intended to create no
third -party beneficiaries.
20. MODIFICATION
o. The parties intend this writing to be both the final expression of the Agreement between the
parties and acomplete statement ufthe terms ofthe Agreement. Notwithstanding anything
contained herein to the contrary, the parties may amend the Agreement from time to time and
aomutually agreed upon. Except auotherwise provided herein, nomodification ofthe
Agreement will be effective unless and until such modification is evidenced by a writing signed
byboth parties.
b. Notwithstanding the above, ifNationwide determines that auamendment tnthe Agreement is
necessary that affects more than one plan sponsor and this change is communicated in writing
to all affected plan sponsors, Nationwide reserves the right to implement the amendment on a
prospective basis for any plan whose plan sponsor fails to respond to the request for written
approval of the amendment in a timely fashion. Plan Sponsor hereby approves all such
Page 10ofI4
DocuSign Envelope ID: 988D59B3-ED64-45EF-88FB-105377218961
amendments unless aproper and timely response bmade toNationwide regarding any
Agreement modification communicated to Plan Sponsor.
21. TERMINATION
a' Either the Plan Sponsor or Nationwide may terminate the Agreement for any reason upon
providing 120 days written notice to the other party.
h. |nthe event either party fails to perform any orall ofits obligations asdefined inthe
Agreement, the non -defaulting party shall give the defaulting party written notice, specifying
the particulars ofthe default. |fsuch default isnot cured within sixty days from the date in
which notice of default is given, the non -defaulting party may terminate the Agreement upon
6Odays written notice tmthe defaulting party,
c. Provision of such written notice of termination bvPlan Sponsor toNationwide does not relieve
the Plan Sponsor of any termination requirements that may be associated with specific
investment options.
d. Plan Sponsor further acknowledges and agrees that the Plan is responsible for any investment
product liquidation fees, ifapplicable, and that neither Nationwide nor any ofits affiliates
assumes liability for any such fees.
e. Upon the effective date of termination ofthis Agreement the following shall occur:
Nationwide will no longer accept contributions to the Plan except by agreement of the
parties.
ii Nationwide will:
1. Provide Plan Sponsor, orsuch other entity asthe Plan Sponsor may designate in
writing, with acopy ofall Participant records inanelectronic format and within atime
frame asmutually agreed upon between Nationwide and Plan Sponsor.
Z Transfer any periodic distribution amounts and schedules, continuing loan repayments,
orother ongoing Participant transactional activity tothe Plan Sponsor, orsuch other
entity as the Plan Sponsor may designate in writing, in accordance with the time frame
agreed tobythe parties for the delivery oyParticipant records.
I Transfer all Plan assets under its control to the Plan Sponsor or to such other entity as
the Plan Sponsor may designate in writing in accordance with the funding arrangement
terms. Nationwide agrees to provide a final accounting of all Plan assets for which
Nationwide provides recordkeep|ng.
22' CIRCUMSTANCES EXCUSING PERFORMANCE
a. Neither party tothe Agreement will beindefault by reason of failure to perform inaccordance
with its terms if such failure arises out of causes beyond their reasonable controland without
fault or negligence on their part. Such causes may include, but are not limited to, Acts of God
or public enemy, acts of the government in its sovereign or contractual capacity, severe
Page 11ofl4
DocuSign Envelope 10: 988059B3-ED64-45EF-88FB-1 05377218961
malwareorc��attack, fires, floods, epidemics, quarantine orrestrictions, freight embargoes,
and unusually severe weather.
b. Neither party will be responsible for performing all of that portion of services precluded by the
foregoing events for such period of time as Plan Sponsor or Nationwide are precluded from
performing such services in the normal course of business. Neither Nationwide nor Plan
Sponsor will beliable for lost profits, losses, damage orinjury, including without limitation,
special or consequential damages, resulting in whole or in part from the foregoing events.
c. "Acts ofGod" are defined as acts, events, happenings or occurrences due exclusively to natural
causes and inevitable accident or disaster, exclusive from all human intervention.
23' NO WAIVER
The failure of either party to enforce any provision of the Agreement will not be construed as a
waiver ufthat provision orofany other provision inthe Agreement. Either party may, atany time,
enforce a provision previously unenforced, unless a modification to the Agreement has been
executed that makes such provision unenforceable.
24' SEVERABILITY
Any provision of the Agreement which is prohibited or unenforceable in any jurisdiction where
performance is required will be ineffective to the extent such provision is prohibited or
unenforceable without invalidating the remaining provisions. Any prohibited orunenforceable
provision in any one jurisdiction will not prohibit or render unenforceable such provision in any
other jurisdiction.
25. AUTHORIZED PERSONS
Plan Sponsor will furnish a list to Nationwide (and from time to time whenever there are changes
therein) of the individuals authorized to transmit instruction to Nationwide concerning the Plan
and/or assets in the Plan, and written direction regarding the form of such instructions.
26. COMPLIANCE WITH LAWS
Both Plan Sponsor and Nationwide agree to comply, in their respective roles under this Agreement,
in all material respects with all applicable federal laws and regulations as they affect the Plan and
the administration thereof. Nothing contained herein will beconstrued toprohibit either party
from performing any act or not performing any act as either may be required by statute, court
decision, orother authority having jurisdiction thereof.
27'SURVIVAL OF REPRESENTATIONS, WARRANTIES, INDEMNITY, AND CONFIDENTIALITY
o. Notwithstanding anything to the contrary, any representations and warranties contained
herein will survive termination of the Agreement for the full period of any applicable statute of
limitations that may apply tothe Agreement. Further, the party making any representation or
warranty shall notify the other party in writing within five business days of any representation
orwarranty that isnolonger valid.
Page 12of14
DocuSign Envelope ID: 988059B3-ED64-45EF-88FB-105377218961
b. Notwithstanding anything to the contrary, any indemnity provisions contained herein will
survive the termination of the Agreement for the full period of any applicable statute of
limitations that may apply tothe Agreement.
c. Notwithstanding anything to the contrary, any confidentiality provisions contained herein will
survive the termination of the Agreement for the full period of any applicable statute of
limitations that may apply tothe Agreement.
28. PRIVITY OF CONTRACT
Plan Sponsor acknowledges and agrees that Nationwide and Participants ofthe Plan have nuprivity
of contract with each other,
29. APPLICABLE LAW AND VENUE
This agreement will be construed in accordance with the laws operating within the State of Ohio.
30. ATTORNEY'S FEES
Each party agrees that inthe event ofaclaim, arbitration, orlawsuit filed byoparty tothis
Agreement, each party will beresponsible for its own attorneys' fees and/or any costs or expenses
related to the bringing or defense of any such claim, arbitration, or lawsuit.
31. HEADINGS
The headings ofarticles, paragraphs, and sections are included for convenience only and will not be
considered byeither party inconstruing the meaning ofthe Agreement.
32. NOTICES
All notices and demands tobegiven byone party to another must be given by certified mUnited
States mail, addressed to the party to be notified or upon whom a demand is being made, at the
addresses set forth in this Agreement or such other place as either party may, from time to time,
designate inwriting tothe other party, Notice will bedeemed received onthe earlier of: (1)three
days from the date of mailing, or (2) the day the notice is actually received by the party to whom
the notice was sent.
IftnNationwide: Nationwide Retirement Solutions, Inc.
10VV.Nationwide Blvd,OS-O4-101A
Columbus, Ohio 4321S
IftoPlan Sponsor:
Page 13of14
Dvc"SignEnvelope ID: e8omsyo3-Eo04-45sF-88po-1n53r7u1a861
8yexecuting this agreement, Plan Sponsor represents and warrants that itisan"eligible employer," as
that term isdefined inCode Section 457(e)(1)(A) which means "a State, political subdivision of a State,
and any agency or instrumentality of a State or political subdivision of a State."
IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as of the date first
written above.
Nationwide Retirement Solutions, Inc.
By:FDocuSigneuby:
,�Lt" LAA, C660 N6M,
Name: Catherine M0KaUo Moore
Title: AVP, NRS Operations
Date: I/14/2022 | II:35:34 Am EST
Page 14of14
City ofSanford, Florida
Plan Sponsor
NATIONWIDE LIFE INSURANCE COMPANY
ONE NATIONWIDE PLAZA
COLUMBUS, OHIO 43215
If you have any questions or complaints pertaining to your rights and benefits under this Contract please contact
Nationwide at 1-800-848-6331 or you may provide written comments at 5900 Parkwood Road, Dublin, Ohio 43016.
FIXED ACCOUNT AMENDMENT
to
Group Flexible Purchase Payment Deferred Variable Annuity Contract
General Information Regarding this Amendment
This Fixed Account Amendment replaces the Fixed Account Endorsement that was previously issued to the Contract
Owner and is made a part of the Contract to which it is attached. To the extent the terms of the Contract and this
Amendment are inconsistent, the terms of this Amendment shall control the Contract accordingly. Non -defined
terms shall have the meaning given to them in the Contract.
WHEREAS, the above -referenced group annuity Contract was issued to the Contract Owner for the benefit of the
Participants and their Beneficiaries in the Contract Owner's Plan by Nationwide Life Insurance Company
("Nationwide") along with a Fixed Account Endorsement; and
WHEREAS, Nationwide and the Contract Owner wish to modify the Contract provisions that were added to the
Contract through the Fixed Account Endorsement pursuant to the Alteration or Modification section of the Contract,
NOW, THEREFORE, pursuant to the agreement of Nationwide and the Contract Owner, the Contract is hereby
modified as follows:
1. The terms and provisions that were added to the Contract through the Fixed Account Endorsement arc deleted
in their entirety and replaced with the following:
DEFINITIONS
The fallowing definitions are modified in, or added to, the Contract:
Annual Guaranteed Interest Rate - The minimum guaranteed interest rate applied to the Fixed Account for a
calendar year. Nationwide determines this rate at its sole discretion.
Contract Value - The combined value of the Variable Account(s) and the Fixed Account.
Exchange - The movement of amounts attributable to Participant Accounts to a Companion Investment Option under the
Plan, or from one or more Sub -Accounts of the Variable Account to one or more Sub -Accounts of the Variable Account,
or from one or more Sub -Accounts of the Variable Account to the Fixed Account, or from the Fixed Account to a
Companion Investment Option under the Plan or to one or more Sub -Accounts of the Variable Account.
Fixed Account - An option funded by Nationwide's general account crediting specified interest rates.
Guaranteed Minimum Fixed Account Interest Rate - A minimum interest rate established under the Contract.
All rates under the Contract are guaranteed to be at least as great as the Guaranteed Minimum Fixed Account
Interest Rate. Interest credited to the Contract will not be less than 1.00%.
Participant Account Value - The present value of the units and the Fixed Account attributable to a Participant's
Account.
NRD-0104FL 1 (Florida) (12/2010)
Quarterly Guaranteed Interest Rate - The minimum guaranteed interest rate applied to the Fixed Account for a
calendar quarter. This rate may be equal to or greater than the applicable Annual Guaranteed Interest Rate.
Nationwide determines this rate at its sole discretion.
FIXED ACCOUNT
The following is added to the Contract:
General Information Regarding the Fixed Account
The Fixed Account is all investment option under the Contract offering an Annual Guaranteed Interest Rate and a
Quarterly Guaranteed Interest Rate. The Conti -act also provides a Guaranteed Minimum Fixed Account Interest Rate.
Nationwide credits interest to the Fixed Account at these rates that it prospectively declares. At no time will there be an
interest rate declared that is lower than the Guaranteed Minimum Fixed Account Interest Rate. Interest rates are
determined at the sole discretion of Nationwide, and Nationwide reserves the right to modify the Guaranteed Minimum
Fixed Account Interest Rate upon notice to the Contract Owner in accordance with the Alteration and Modification
section of the Contract. Nationwide declares all of its rates as annual effective yields. If at any time the Quarterly
Guaranteed Interest Rate is equal to the Annual Guaranteed Interest Rate then, Nationwide reserves the right to
discontinue accepting additional Purchase Payments and Transfer and Exchange allocations to the Fixed Account.
Fixed Account guarantees are supported by the general account of Nationwide and are not insured by the FDIC,
NCUSIF or any other agency of the Federal government. The Fixed Account is a non -participating option.
Allocations to the Fixed Account do not share in any surplus of Nationwide.
Guaranteed Interest Rates
The Guaranteed Minimum Fixed Account Interest Rate for the Contract is listed on the Contract Specifications
Page. Nationwide reserves the right to modify the Guaranteed Minimum Fixed Account Interest Rate upon notice to
the Contract Owner in accordance with the Alteration or Modification section of the Contract. At no point will
interest credited be less than I%.
No later than the last Business Day of a calendar year., Nationwide declares the Annual Guaranteed Interest Rate for
the Fixed Account for the next calendar year. In addition, no later than the last Business Day of a calendar quarter,
Nationwide will declare the Quarterly Guaranteed Interest Rate, that is calculated on an annualized basis, to be
credited to the Fixed Account for the next calendar quarter. Notwithstanding the preceding, the Withdrawal Value
will be subject to a market value adjustment described herein Exhibit A due to termination.
Crediting Interest to the Fixed Account
Nationwide interest rates are all declared as annual effective yields. An effective yield takes into account the effect
of interest compounding. Nationwide credits interest to the Fixed Account on each Business Day. Annual effective
yields are converted by Nationwide into a daily interest rate factor. The current Fixed Account value is calculated
by taking the daily interest rate factor and multiplying it by the previous Business Day's Fixed Account value.
Because interest is credited only on Business Days, interest from multiple non -Business Days (e.g., days falling on a
weekend or holidays) accumulate and are credited on the next available Business Day.
Calculating the Fixed Account Value
The Fixed Account value on any given Business Day is equal to:
(1) total Purchase Payments allocated to the Fixed Account; plus
(2) The daily interest earned, plus
(3) Exchanges or Transfers to the Fixed Account, minus
(4) Exchanges or Transfers out of the Fixed Account; minus
(5) Withdrawals from the Fixed Account; minus
NRD-0 I 04FL 2 (Florida) (12/2010)
(6) Participant Benefit Payments, minus
(7) any applicable Contract Maintenance Charge, the aggregate Participant Account Charge, charges associated
with plan expenses or additional services, additional expense charges, and premium taxes that arc applied
to Participant Accounts.
Calculating a Participant Account Value in the Fixed Account
A Participant Account Value in the Fixed Account on any given Business Day is equal to:
(1) total Participant Contributions allocated to the Fixed Account; plus
(2) the daily interest earned on the Participant's Account; plus
(3) Exchanges or Transfers to the Fixed Account; minus
(4) Exchanges or Transfers out of the Fixed Account; minus
(5) Withdrawals from the Fixed Account; minus
(6) Participant Benefit Payments; minus
(7) any applicable Contract Maintenance Charge, the aggregate Participant Account Charge, charges
associated with plan expenses or additional services, additional expense charges, and premium taxes
that are applied to Participant Accounts.
CONTRACT EXPENSES
The "Contract Expenses" provision of the Contract is amended with the addition of the following.
Unless otherwise mutually agreed to by the Contract Owner and Nationwide, all expenses and charges attributable to
the Contract, except the Variable Account Charge, will be deducted proportionally from the Variable Account(s) and
the Fixed Account based on the value each account bears to the total Contract Value. Any applicable expenses or
charges attributable to a Participant Account will be deducted proportionally and in the same manner.
Premium Taxes
Any applicable premium taxes will be deducted from the Fixed Account in the manner described in the Contract,
EXCHANGES AND TRANSFERS
The following is added to the Contract:
Exchanges and Transfers to and from the Fixed Account
Nationwide will generally accept Exchanges and Transfers to the Contract.
Exchanges and Transfers out of the Fixed Account are subject to certain limitations. The Contract Owner elects at
the time of application to accept a Participant level Exchange and Transfer limitation or an aggregate Contract level
Exchange and Transfer limitation. Liquidations of Contract Value via Exchange and Transfer are combined into a
single percentage limitation. The type of limitation and percentage limitation are listed on the Contract
Specifications Page.
Upon mutual agreement of the Contract Owner and Nationwide, Nationwide will not impose any Exchange or
Transfer restrictions. If no such Exchange or Transfer restrictions will be imposed, this will be reflected on the
Contract Specifications Page. In the event that Exchange or Transfer restrictions are imposed under the Contract,
Nationwide may agree to waive any Exchange and/or Transfer restrictions listed on the Contract Specification Page
on Exchanges and Transfers involving Participants actively utilizing asset allocation models or asset allocation
services available under the Plan.
NRD-0 I 04FL 3 (Florida) (12/2010)
All Exchange and Transfer limitations are set, or reset, on a calendar year basis. The permissible Exchange and
Transfer amount cannot be rolled from year to year or otherwise "banked" for utilization in subsequent calendar
years.
The Contract Owner may request to change the type of Exchange and Transfer limitation for the next calendar year
if Nationwide receives, in a form acceptable to Nationwide, the request by at least ninety (90) days prior to the end
of the preceding calendar year.
All Exchanges to and from the Fixed Account are done in conjunction with a Companion Investment Option. In
order for Nationwide to accept Exchanges to or from a Companion Investment Option, the Contract Owner must
identify the Companion Investment Option to Nationwide in writing and Nationwide must agree to accept
Exchanges to or from the identified Companion Investment Option. Nationwide may discontinue accepting
Exchanges to or from a Companion Investment Option by giving the Contract Owner at least thirty (30) days
advance written notice.
In the event the Contract Owner elects to add a Companion Investment Option to the Plan with characteristics in
structure, investment time horizon, rate setting, or any other characteristics that could compel on-going Exchanges
between the Fixed Account and such Companion Investment Option, the Contract Owner shall provide Nationwide
with notice of the addition of such a Companion Investment Option to the Plan at least ninety (90) days prior to the
addition of such Companion Investment Option. If such a Companion Investment Option is added to the Plan, then
Nationwide may impose an equity wash that prohibits direct Exchanges between the Fixed Account and such
Companion Investment Option. Nationwide will notify the Contract Owner in the event an equity wash will be
imposed with regard to Exchanges with a Companion Investment Option and the Fixed Account.
Nationwide processes Transfer requests within seven (7) Business Days of the date the request is received and
accepted by Nationwide from the Contract Owner on behalf of the Participant, or directly from the Participant if
pennitted by the Plan. Nationwide may require Transfer requests to be on a form it provides.
Sixty Mouth Exchange or Transfer Program
If the Contract Owner has elected a Participant level Exchange and Transfer limitation, Nationwide may permit
Participants to direct the complete liquidation of amounts attributable to a Participant Account that are allocated to
the Fixed Account via a monthly Exchange or Transfer over a period of sixty (60) months. Upon mutual agreement
of the Contract Owner and Nationwide, Nationwide will permit the Contract Owner, on behalf or a Participant, to
direct the complete liquidation of amounts attributable to a Participant Account that are allocated to the Fixed
Account via monthly Exchange or Transfer over a period of sixty (60) months. Any such sixty (60) month
Exchange or Transfer shall be subject to the following.
(1) The amount to be Exchanged each month is equal to the value of the Fixed Account of the Participant
Account divided by the number of remaining months until the 60 month Exchange or Transfer program is
completed.
(2) Any additional Participant Contribution, Exchange and/or Transfer to the Fixed Account of a Participant
Account where the 60 month Exchange or Transfer program is in effect will result in immediate
cancellation of any additional Exchanges or Transfers under this program.
(3) If the Participant level Exchange limitation (whether the percentage limitation or number of transactions
limit) has been met in the calendar year in which the request to initiate the 60 month Exchange or Transfer
program is received, Nationwide will reject the request. The request may be made again beginning on the
first day of the next calendar year.
(4) The 60 month Exchange or Transfer program is only available for Participant Account Values of at least
$1,000.
NRD-0104FL 4 (Florida) ( 12/2010)
TERMINATION AND WITHDRAWALS
The following is added to the Contract.
Termination
In the event the Contract Owner or Nationwide terminate the Contract, the following will apply to the Fixed
Account.
At least thirty (30) days prior to the effective date of termination, the Conti -act Owner must elect one of the two
Withdrawal methods listed below for amounts attributable to the Fixed Account.
(1) Lump -sum Payment. If the Contract Owner elects to have funds Withdrawn from the Fixed Account in one
lump -sunt payment, Nationwide will pay to the Contract Owner the Withdrawal Value of amounts
attributable to the Fixed Account plus or minus a market value adjustment. The current market value
adjustment formula is specified in Exhibit A. If Nationwide intends to change the market value adjustment
formula, prior to any change being effective, Nationwide will provide the Contract Owner the new market
value adjustment formula.
(2) Sixty (60) Monthly lnstallrncnts. If the Contract Owner elects to have funds Withdrawn from the Fixed
Account in sixty (60) monthly installments, Nationwide will begin installment Withdrawals no later than
ninety (90) days following the effective date of ten-nination of the Contract, unless otherwise mutually
agreed by the Contract Owner and Nationwide. The amount of each installment is determined by the
following:
(a) the Fixed Account value on the date before the installment is Withdrawn; divided by
(b) the number of remaining installments.
Fixed Account Withdrawals in addition to installment Withdrawals will not be permitted, nor will any
Exchanges or Transfers be permitted.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed this — day of � 6-M 01 ASA
APPROVED:
CONTRACT OWNER:
0
NATIONWIDE LIFE INSURANCE
COMPANY:
NRD-0104FL 5 (Florida) (12/2010)
Exhibit A
Market Value Adjustment Assumptions & Formula
Nationwide's market value adjustment fon-nula assumes that the net cash flow received each calendar quarter had
been invested in a 10 -year semi-annual coupon bond purchased at par. The rate on that bond is assumed to be the
actual rate earned on investments acquired in that calendar quarter with an average quality of Baa. Therefore, the
result is a set of hypothetical assets that reasonably represent the actual portfolio.
The current market rate, against which each hypothetical asset is compared, assumes that any asset that might be
sold would have a rating of Baa. The current market rate is assumed to be the Barclays Capital Baa component of
the U.S. Credit index rate.
To calculate the market value adjustment:
1. The book value of each hypothetical asset is determined by allocating the Contract Value over all quarters since
purchase payments began per the following process. The book value is the:
• Contract Value increase (or zero if the Contract Value decreased), plus
• the amount reinvested during the quarter from a prior quarter's maturing hypothetical asset, less
• any hypothetical asset sales resulting from Contract Value decreases (i.e. net cash outflow) in later quarters. In
other words, if a calendar quarter's Contract Value decreases more than rollovers from prior quarter's maturing
hypothetical assets, the hypothetical assets from prior quarters are liquidated pro -rata until Contract Value
decrease is satisfied.
The sum of the book values for all calendar quarters will equal Contract Value on the cash out date.
2. The market value is calculated for each hypothetical asset. This is the present value of the hypothetical asset
discounted at the current market rate (i.e. Barclays Capital Baa). If the present value were calculated at the
hypothetical bond's original rate, the present value would equal the book or par value. However, since
discounting is done at the current market rate, the current market value results.
3. The total market value is the sum of the market values for each hypothetical asset. The market value adjustment
is the amount by which the total book value differs from the total market value.
NRD-O I 04FL 6 (Florida) (12/2010)