Loading...
HomeMy WebLinkAbout5520 C'TPr\ �OV�KIVMENT PORTFD�iO ADV[SORS INVESTMENT ADVISORY SERVICES AGREEMENT This Agreement for Investment Advisory Services (the "Agreement") is made by and between Government Portfolio Advisors,LLC,(referred to herein as"ADVISOR"or"GPA"),of Portland,Oregon and The City of Bremerton (hereinafter referred to as"THE CITY"). , Recitals: WHEREAS,this Agreement is entered into on this 1 St day of September,2015. WHEREAS, THE CITY hereby appoints the ADVISOR and the ADVISOR hereby agrees to provide investment advisory services for THE CITY's investment portfolio (hereinafter referred to as the "ACCOUNT"). WHEREAS, THE CITY, by entering into this agreement, does not surrender ownership of the cash or securities in the ACCOUNT. The ADVISOR will not act as a custodian of assets in the account or have possession of any such assets. SCOPE OF$ERVICES—NON-DISCRETIONARY PORTFOLIO MANAGEMENT: A. Review and provide updates for Investment Policy changes. B. Evaluate each fund and determine the appropriate benchmark and management strategy that balances risk and return. Includes liquidity and core fund analysis. C. Assist in the development and implementation of a risk-controlled strategy designed to enhance portfolio performance while specifically addressing the objectives and constraints for each fund balance. D. Make recommendations as to asset allocation to maintain the targeted risk and return profile. E. Assist in effecting and managing of investment transactions. The ADVISOR will provide disclosure to THE CITY regarding each transaction that identifies the dealers contacted and the prices offered by each.The ADVISOR may open accounts on behalf ofTHE CITY directly with its approved broker/dealer list. The ADVISOR agrees to monitor all settlements for delivery versus payment transactions with THE CITY between the custodial bank and the dealers. F. Provide reports for the fund accounts which include:description of each security with book and market value at least monthly,or more frequent if requested; risk rating for each security and security type for all funds; and liquidity profiles of all funds, individually and collectively. Total return reports will be provided on a monthly basis comparing the portfolio performance relative the appropriate benchmark. G. Provide technical support in analyzing portfolio information. H. Report relevant market information in a timely manner. Key economic indicators, events and information relevant to managed portFolios will be provided at least quarterly and more frequent as necessary or requested. I. Other Investment advisory services as needed,including: (i) Consultation on other investment funds as needed,such as reserve funds. " Page 1 of 5 THE CITY, by entering into this agreement does not surrender ownership of the cash or securities comprising the account. The ADVISOR will not act as a custodian of assets in the account or have possession of any such assets. DESIGNATED AUTHORIZED PERSON(5):This contract provides for the trading authorization forTHE CITY.The persons authorized to affirm transactions recommended by the ADVISOR are: Signature Catherine Johnson-Directo�ofFinancialServices C Mike Riley-Asst.Finance Director NON-DISCRETIONARY SERVICES: THE ADVISOR will make recommendations with respect to the investments of the ACCOUNT but wi11 not make discretionary investment decisions. The ADVISOR's recommendations will be given in writing, by telephone or by email to the designated authorized person at THE CITY and must receive affirmation to proceed with the transaction from a designated authorized person prior to executing the purchase or sale of any securities. The ADVISOR does not guarantee future performance or any specific level of performance,and THE CITY understands that the market value of investments may fluctuate and at any point in time be worth more or less than the amount originally invested. TERM: The term of this agreement shall be for 1 year from the date hereof. This agreement may be terminated for any reason by either party with or without cause, by giving the other party at least 30 days written notice. The agreement may not be assigned by either of the parties without the prior written consent of the other. The Agreement constitutes the entire Agreement of the parties with respect to the matters contained herein and no modification ofthis Agreement shall be effective unless such modification is in writing and signed but the parties hereto. FEES: In consideration of the services performed by the ADVISOR,THE CITY agrees to pay the ADVISOR an annual investment advisory fee of$13,500.00. The quarterly fee is$3,375 dollars and will be paid at the end of each quarter. REPORTS: The ADVISOR shall furnish monthly reports relating to the ACCOUNT in order to keep THE CITY informed of the status and activities in the ACCOUNT. The reports the ADVISOR agrees to furnish to THE CITY will provide details of all transactions involving the ACCOUNT, a month end listing of investments held in the ACCOUNT,and reporting on the performance of the ACCOUNT. Such reports will be furnished to THE CITY within fifteen (15)days after the close of each month. INVESTMENT OBJECTIVES AND RESTRICTIONS:The ADVISOR's investment decisions or recommendations for the ACCOUNT will be in accordance with such investment policies and restrictions as THE CITY may establish for the ACCOUNT. All questions regarding any policies and restrictions will be addressed to the address and telephone number set forth in this agreement. It will be the responsibility ofTHE CITY to inform the ADVISOR in writing of such policies and restrictions and of any changes therein, and to give the ADVISOR prompt written notice if THE CITY deems any investment decisions or recommendations made for the ACCOUNT to be in violation of such policies or restrictions. SERVICES FOR OTHER CLIENTS:It is understood that the ADVISOR provides investment advisory services for other clients. It is further understood that the ADVISOR may take investment action on behalf of such other clients,which differs from the investment action taken on behalf of the ACCOUNT. If the purchase or sale of securities for the ACCOUNT and one or more such other clients is affected at or about the same Page 2 of 5 time, such purchase or sale shall be allocated among the other clients in a manner deemed equitable by the ADVISOR. BEST EFFORT: The ADVISOR will at all times render the services called for in this Agreement in accordance with its best judgment. However,the ADVISOR does not imply or guarantee profits or freedom from loss in connection with its recommendations. ADVISOR REPRESENTATION: The ADVISOR warrants that it is registered as an Investment Advisor under the Investment Advisors Act of 1940, and that the activities contemplated herein are to the best of its knowledge,in compliance with all laws and regulations applicable to it and governing investments,and that all necessary actions required to authorize such activities have,to the best of its knowledge,been taken. DUTY OF CARE:The ACCOUNT understands the ADVISOR will open accounts on behalf of the ACCOUNT with approved broker/dealers. Confirmations will be generated by the broker/dealer and sent to the ACCOUNT and the ADVISOR. The ADVISOR agrees to review the approved list annually and allows for the addition and removal of any broker/dealer by the ACCOUNT. SAFEKEEPING:THE CITY acknowledges that it will assign a third party custodial bank to provide for the holding and delivery of all securities.THE CITY will control all fund transfers in and out of the account. CONFIDENTIAL RELATIONSHIP:All information and advice furnished by either party to the other hereunder will be treated as confidential and may not be disclosed to third parties except as required by operation of law or the legitimate business necessity of the disclosing parry. VENUE: In the event that either party deems it necessary to institute legal action or proceedings to enforce any right or obligation under this Agreement, the parties agree that any such action or proceeding shall be brought in the Superior Court of the State of Washington in Kitsap County. Each party is responsible for its own legal fees and costs unless otherwise allowed by law. DISCLOSURE STATEMENT:The ADVISOR represents that it has delivered to THE CITY,at least two business days prior to the execution of this Agreement,ADVISOR's current Form ADV Part 1,Part 2A and Part 2B. By signing this Agreement below,THE CITY hereby acknowledges its receipt of said document at least two business days prior to its execution of this Agreement. MISCELLANEOUS:This Agreement may not be assigned by either of the parties without the prior written consent of the other. This Agreement constitutes the entire agreement of the parties with respect to the matters contained herein and no modification of this Agreement shall be effective unless such modification is in writing and signed by the parties hereto. This Agreement shall be governed by the laws of the State of Washington, and furthermore by the Investment Advisors Act of 1940 and the rules and regulations promulgated by the Securities and Exchange Commission under said act. INSURANCE AND HOLD HARMLE55: Prior to and during the performance of the work covered under this Agreement,ADVISOR shall provide the Risk manager for the City of Bremerton with evidence that it has obtained and maintains in full force and effect during the term of this Agreement a policy of professional liability insurance,providing coverage of at least$1,000,000 against professional liability for errors and omissions in connection with the work to be performed by ADVISOR under this Agreement. BROCHURE AND BROCHURE SUPPLEMENT: The ADVISOR acknowledges that it has delivered to the ACCOUNT the current Securities and Exchange Commission Form ADV Part 1,Part 2A and Part 26. The Page 3 of 5 brochure will be sent annually as required thereafter.By signing the Agreement,The ACCOUNT hereby acknowledges its receipt of said document at least two business days prior to its execution of this Agreement. BINDING ARBITRATION: The parties specifically agree that any controversy arising out of this Agreement, or termination of this Agreement,for any reason whatsoever,will be decided by binding arbitration in accordance with the rules then prevailing of the Arbitration Committee of the Financial Industry Regulatory Authority (FINRA), in front of one (1) arbitrator mutually agreed upon by the parties. The validity and enforceability of this arbitration clause will be determined in accordance with the Federal Arbitration Act. Notices and reports as called for herein shall be mailed,in the care of: ACCOUNT: ADVISOR: City of Bremerton Government Portfolio Advisors,LLC. 345 6th Street,Suite 600 2188 SW Park Place,Suite 100 Bremerton,WA 98337 Portland,OR 97205 Phone:(360)473-5296 Phone:(503)248-9973 Catherine Johnson Deanne Woodring,CFA Director ofFinancial Services P�esident AGREED TO AND ACCEPTED: CITY OF BREMERTON Si re Catherine Johnson Printed or Typed Name Director of Financial Services Title ��� ��� Date Page 4 of 5 AGREED TO AND ACCEPTED: GOVERNMENT PORTFOLIO ADVISORS Signatu�e Deanne Woodring Printed or Typed Name President Tit/e �J Date Page 5 of 5