HomeMy WebLinkAboutAgreement A-23-243 Investor Information Participation Agreement.pdf Agreement No. 23-243
T.Roweftice®
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T. ROWE PRICE TRUST COMPANY
INVESTOR INFORMATION & PARTICIPATION AGREEMENT
*Please complete the entire document before returning*
INVESTOR INFORMATION
Please provide the following details for your retirement plan,collective investment trust or insurance company separate account,
as applicable.
SECTION 1
Sponsor Name:
County of Fresno
Contact Name: E-mail Address: Phone Number:
David Joseph djoseph@fresnocountyca.gov (559) 600-1815
Participating Trust(This is the entity that will hold the units of the Trust(as defined in Article 1 of the Participation Agreement))
If investment will be made by more than one Participating Trust with the same Named Fiduciary,please complete the List of Additional
Participating Trusts on page 3 of this packet in place of Section 1 here.
County of Fresno 457(b) Deferred Compensation Plan
Insert full legal name. Generally,the name of the retirement plan or Master Trust,collective investment trust, or insurance company
separate account.
Will investment be made by more than one Participating Trust with the same Named Fiduciary?
If so please check this box and complete the enclosed List of Additional Participating Trusts.
Participating Trust 9-digit EIN: 3-Digit DOL Plan Number: Participating Trust Fiscal Year End:
6/30/2023
T.Rowe Price Trust Company will use these numbers in its Form 5500 filings,as applicable,to identify the Participating Trust. The
3-Digit DOL Plan Number is a self-assigned number and,to the extent applicable,it may appear on the Participating Trust's Plan
Document or IRS Determination Letter.Please complete and return the Participating Trust's IRS Form W-9(Request for Taxpayer
Identification Number and Certification).
Participating Trust Type:
Governmental Plan (qualified/established under 401(a),457(b),414(d),or 818(a)(6))
Other(please describe):
Is the Participating Trust subject to ERISA? No
If the Participating Trust is a retirement plan, does it cover one or more self-employed individuals within
the meaning of Code Section 401(c)(1)(e.g.,H.R. 10/Keogh Plan)? No
If the Participating Trust is a retirement plan, is it a Defined Benefit Plan or a Defined Contribution Plan?
Defined Contribution Plan
If this is a Defined Benefit Plan, will the trading for the plan be handled by the plan itself, its custodian, or other
third party?
Is the Participating Trust a Qualified Institutional Buyer(QIB)? No
For purposes of purchasing 144A securities;a Participating Trust would be a OIB to the extent that it owns and invests on a
discretionary basis at least$100 million in assets/securities of issuers that are not affiliated with the Participating Trust.
FOR T.ROWE PRICE CLIENT USE ONLY T.Rowe Price Trust Company- 1
SECTION 2
Named Fiduciary(as defined in Article 1 of the Participation Agreement):
County of Fresno
This is often the sponsor,but may be a specific group such as an investment committee.
Named Fiduciary Address:
2220 Tulare Street, 14th Floor, Fresno, California 93721
Named Fiduciary Email Address:
SECTION 3
Advisor/Consultant Firm(if applicable): Contact Name: E-mail Address:
Northwest Capital Management, Inc. Brent Petty brentp@nwcm.com
Recordkeeper(if applicable): Contact Name: E-mail Address:
Nationwide Retirement Solutions Jim Keeler
Name of settling agent for trades if different from Recordkeeper(if applicable):
Custodian/Trustee: Contact Name: E-mail Address:
Nationwide Trust Company FSB Paula Miller millerp3@nationwide.com
Is the Participating Trust affiliated with a financial services company? No
Please Note: Participating Trusts affiliated with financial services companies may not be able to invest in the Trust, particularly if the
Participating Trust would hold 10%or more of the total assets of the Trust, as the Participating Trust's investment may prohibit the Trust
from engaging in direct principal transactions with affiliates of the Participating Trust.
Anticipated Trade Date
Does the Named Fiduciary authorize T. Rowe Price to use the Participating Trust's name in client representation lists for marketing
materials and requests for proposal(PFPs)?
No
FOR T.ROWE PRICE CLIENT USE ONLY T.Rowe Price Trust Company-2
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Participating Trust Sponsor Name
County of Fresno 401(a)Defined Contribution Plan County of Fresno
Sponsor Contact Name Sponsor Email Address 6/36 Governmental DC No NO No
David Joseph HRBenefits@fresnocountyca.gov
Participating Trust Sponsor Name
Sponsor Contact Name Sponsor Email Address Choose One Choo Choa Choose One
Participating Trust Sponsor Name
Sponsor Contact Name Sponsor Email Address Choose One Choo Chou Choose One
Participating Trust Sponsor Name
Sponsor Contact Name Sponsor Email Address Choose One Choo Choo Choose One
Participating Trust Sponsor Name
Sponsor Contact Name Sponsor Email Address Choose One Choo Choo: Choose One
FOR T. ROWE PRICE CLIENT USE ONLY T. Rowe Price Trust Company-3
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PARTICIPATION AGREEMENT
This Participation Agreement("Agreement")dated as of the day of ,20 , is entered into by and among the
Named Fiduciary(as such term is defined below and as identified in the Investor Information page above),the Participating Trust
(as identified in the Investor Information page above), and T. Rowe Price Trust Company("Trust Company").
By execution of this Agreement, the Named Fiduciary, the Participating Trust, and the Trust Company hereby agree to the
following terms and conditions:
ARTICLE 1: DEFINITIONS appoints the Trust Company as agent of the Account and
directs the Trust Company to invest such Account in the
Wherever used in this Agreement, unless the context Class of the Trust as specified on Exhibit A hereto(as may
clearly indicates otherwise, the following words shall have be amended from time to time in accordance with this
the following meanings,and where not otherwise defined or Agreement), which Trust and Class are maintained by the
expressly modified herein, shall have the meanings Trust Company pursuant to the Declaration of Trust. The
ascribed to them under the Declaration of Trust (as such Trust Company shall not be authorized to take custody or
term is defined below): possession of any assets of the Account except to the
Section 1.1 "Account" means those assets of the extent that the Trust Company shall make investments in
Participating Trust that the Named Fiduciary designates the Trust in the amounts as directed from time to time. The
from time to time for investment in the Trust (as such term Trust Company acknowledges that it is a "fiduciary," as
is defined below). defined by ERISA,with respect to the Participating Trust to
Section 1.2 "Declaration of Trust" means, collectively the extent of assets of the Participating Trust held in the
(unless the context clearly indicates otherwise), the Trust.
currently-effective declaration of trust document for the
Trust as indicated in Exhibit A hereto ("DOT") and, as ARTICLE 3: QUALIFICATION OF PARTICIPATING
applicable,the currently-effective supplemental declaration TRUST
of trust document for the Trust as indicated in the Exhibit A Investment in the Trust is conditioned upon the Participating
hereto ("Supplemental DOT"), each as may be amended Trust being a Qualified Trust.The Named Fiduciary agrees
from time to time. to furnish to the Trust Company such assurances or
Section 1.3 "Named Fiduciary" has the meaning set evidence satisfactory to the Trust Company, in its sole
forth in the Declaration of Trust which definition shall discretion, as the Trust Company may request regarding
include,without limitation,a named fiduciary, as defined by the tax exempt status and nature of the Participating Trust.
ERISA, or a person or persons not subject to ERISA, that Such assurance or evidence may include, among other
has authorized and expressly permitted a Qualified Trust's things and without limitation,a copy of the determination or
participation in the Trust pursuant to this Agreement. opinion letter issued by the Internal Revenue Service, as
Section 1.4 "Prohibited Transaction" means any applicable, pursuant to which an exemption from taxation
transaction which is a prohibited transaction within the under§501(a)of the Code as a qualified trust or group trust
meaning of§406 of ERISA or§4975 of the Code. under § 401(a) of the Code has been granted to the
Section 1.5 "Trust"means the separate investment trust Participating Trust or an opinion of counsel.
listed on Exhibit A hereto, which Trust is established ARTICLE 4: REPRESENTATIONS AND
pursuant to the Declaration of Trust, the terms of which are ACKNOWLEDGMENTS OF THE NAMED FIDUCIARY
incorporated herein by reference. The Trust is intended to
qualify as a group trust under Revenue Ruling 81-100,and The Named Fiduciary hereby represents and warrants that
the Declaration of Trust shall be construed, and the Trust (i) it is a Named Fiduciary with respect to the
shall be administered,to give effect to that intention. Participating Trust or is otherwise authorized to make
the appointments and give the authorizations
APPOINTMENTARTICLE 2: OF ' provided for in this Agreement;
INVESTMENT AUTHORIZATION ii it is authorized to determine the investments
Pursuant to the Declaration of Trust,the Trust is divided into permissible for the Participating Trust and it has not
"Classes" (as that term is defined in the Declaration of relied on investment, legal, or tax advice from the
Trust). The Named Fiduciary has authority to direct Trust Company in determining the investments to be
investments or select or designate investment options for made;
the Participating Trust. The Named Fiduciary hereby
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(iii) it has received a copy of the Declaration of Trust and ERISA's disclosure regulations, 26 CFR§ 2550.408b-2(c),
is aware of the nature and investment objectives of the Trust Company shall disclose to the Named Fiduciary
the Trust and agrees to abide by the terms of the any change in such information.
Declaration of Trust; If the Participating Trust is an employee benefit plan treated
(iv) the Participating Trust is a Qualified Trust as defined as qualified under Code §401(a) pursuant to ERISA §
in the Declaration of Trust; 1022(i),the Named Fiduciary hereby further represents and
(v) No portion of any retirement plan of which the warrants that the employee benefit plan satisfies the
Participating Trust is a part or the Participating Trust requirements of§ 1081.1 of the Cddigo de Rentas Internas
includes assets of a "deemed individual retirement Para un Nuevo Puerto Rico de la Ley Num. 1 de 31 de
account"or"deemed IRA"described in§408(q)of the enero de 2011, as amended from time to time.
Code; If the Participating Trust is a Commingled Fund,the Named
(vi) the Participating Trust is established, maintained,and Fiduciary hereby further represents and warrants that:
administered under a trust agreement, plan (i) each investor in the Participating Trust is a Qualified
document, or similar governing document (including Trust;
statutes or regulations as applicable) which (ii) each investor in the Participating Trust is
authorizes the assets of the Participating Trust to be administered under a trust agreement, plan
transferred to, and commingled for investment document, or similar governing instrument (including
purposes in,the Trust; statutes or regulations as applicable), which
(vii) the Participating Trust is not a plan funded by an authorizes the investment of plan assets in common,
annuity contract as described in§403(b)of the Code collective or commingled trust funds such as the Trust
(other than a retirement income account described in and specifically or in substance adopts the trust
§ 403(b)(9) of the Code) or an Individual Retirement document of any such commingled fund as an integral
Account; part of such Qualified Trust to the extent of the
(viii) the Participating Trust's trust agreement, plan Qualified Trust's investment in such commingled
document, or similar governing document expressly fund;
provides that it is impossible for any part of the corpus (iii) each investor in the Participating Trust has provided
or income of the Participating Trust to be used for or all of the representations and warranties to the
diverted to any purpose other than the exclusive Named Fiduciary comparable to those set forth in this
benefit of the participants or their beneficiaries prior to Article and has agreed to terms and undertakings with
the satisfaction of all the Participating Trust's liabilities the Named Fiduciary that are comparable to those set
to such participants and beneficiaries; forth in this Agreement for Qualified Trusts investing
(ix) the Named Fiduciary, its successors, and assigns directly in the Trust;
agree to be bound by the terms of this Agreement; (iv) the Named Fiduciary has obtained from each investor
and in the Participating Trust such assurances or
(x) the Named Fiduciary will notify the Trust Company to evidence confirming such investor's tax exempt status
the extent that any representation, warranty or as a Qualified Trust(such assurances or evidence to
information set forth in this Agreement, including the include such evidence as is set forth in Article 3 of this
Investor Information, is no longer true or accurate. Agreement); and
If the Participating Trust covers one or more self-employed (v) the Participating Trust is not subject to regulation as
individuals within the meaning of Code §401(c)(1), the an investment company pursuant to§ 3(c)(11)of the
Named Fiduciary further represents and warrants that the Investment Company Act of 1940 and the units issued
Participating Trust satisfies all the requirements of 17 by the Participating Trust are exempt from registration
C.F.R. 230.180(a)(1),(2)and (3)(i)and (ii). under the Securities Act of 1933 (the "'33 Act")
To the extent the Participating Trust is a "covered plan" as pursuant to§3(a)(2)of the'33 Act.
defined in the regulations under§408(b)(2)of ERISA, the If the Participating Trust is a Governmental Plan, the
Named Fiduciary represents and warrants that it has Named Fiduciary hereby further represents and warrants
received from the Trust Company a copy of the Trust that:
Company's disclosure that sets forth the services to be (i) the Governmental Plan has been established for the
provided by, and the direct and indirect compensation exclusive benefit of the governmental employer's
payable to, the Trust Company with respect to the employees or their beneficiaries;
Account's investment in the Trust.To the extent required by (ii) the purpose of the Governmental Plan is the
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distribution of corpus and income funds, if any, taxation, as specified above, or (ii) the agreement,
accumulated under such Governmental Plan to such document, law, or regulation under which the Participating
employees or their beneficiaries; and Trust is administered or to which it is subject has been
iii the assets of the Governmental Plan to be invested in amended or altered so as to no longer permit investment in
the Trust do not include proceeds from the sale of a collective investment trust, then the Named Fiduciary
municipal securities or related investment income, shall so notify the Trust Company for purposes of
and the assets are not expected to be used as a withdrawing from the Trust. Such withdrawal shall be
source for repayment of, or as a security for, a effected in accordance with the provisions of the
municipal security debt issuance. Declaration of Trust. In the case of a Participating Trust that
had not previously applied to or been issued an exemption
If the Participating Trust is an Insurance Company Separate letter from the Internal Revenue Service, such as a
Account, the Named Fiduciary hereby further represents Governmental Plan, subsection (i) above shall be given
and warrants that: equivalent effect and such a Participating Trust is required,
(i) each investor in the Participating Trust is a Qualified for example, to notify the Trust Company within 15 days
Trust; after receipt by the Named Fiduciary or plan sponsor of
(ii) each investor in the Participating Trust is notification of the revocation of the Participating Trust's tax-
administered under a trust agreement or plan exempt status by a governmental authority or through
document, or similar governing instrument (including amendment of laws or regulations upon which the
statutes or regulations as applicable), which Participating Trust relies to be tax exempt.Also,in the case
authorizes the investment of plan assets in common, of a Governmental Plan, subsection (ii)above shall require
collective or commingled trust funds such as the Trust notification by the Named Fiduciary to the Trust Company
and specifically or in substance adopts the trust if in the future the assets of the Governmental Plan to be
document of any such commingled fund as an integral invested in the Trust would include proceeds from the sale
part of such Qualified Trust to the extent of the of municipal securities or related investment income, or if
Qualified Trust's investment in such commingled the assets of the Participating Trust are expected to be used
fund; as a source for repayment of, or as a security for, a
(iii) each investor in the Participating Trust has provided municipal security debt issuance and, in any such case,the
all of the representations and warranties to the Trust Company may require the Participating Trust to
Named Fiduciary comparable to those set forth in this withdraw from the Trust.
Article and has agreed to terms and undertakings with ARTICLE the Named Fiduciary comparable to those set forth in ADMINISTRATION
this Agreement as are required for Qualified Trusts It is understood and agreed that the Trust Company is the
investing directly in the Trust; Trustee of the Trust and that the Trust Company shall
(iv) the Named Fiduciary has obtained from each investor administer the Trust in accordance with the provisions of
in the Participating Trust such assurances or the Declaration of Trust. The Trust Company has retained
evidence confirming such investor's tax-exempt the services of an investment adviser(s), including without
status as a Qualified Trust (such assurances or limitation advisers affiliated with the Trust Company, to
evidence to include such evidence as is set forth in assist it in the investment of assets of the Trust, such
Article 3 of this Agreement); and investment adviser(s) being compensated by the Trust
(v) the separate account is segregated from the general Company for the services. The Trust Company may retain
asset accounts of the insurance company pursuant to such affiliate(s)and/or other affiliates to assist it with other
the laws or regulations of a state of the United States operational aspects of the Trust, with all such affiliates
or of the District of Columbia. being compensated by the Trust Company for their
services. The Named Fiduciary understands and agrees
ARTICLE 5: NOTIFICATION OF • that the Trust Company and its affiliates may sponsor,offer,
WITHDRAWALEVENTS AND RESULTING distribute, manage and advise other accounts or pooled
Within 15 days after(i)the receipt by the Named Fiduciary vehicles in such a manner that substantially the same or
or plan sponsor of the Participating Trust of a notice of substantially different investment decisions are made for
determination from the Internal Revenue Service that the those accounts or vehicles as are made for the Trust.
Participating Trust's exemption letter will not be issued or ARTICLE 7: BROKERAGE
AUTHORIZATION
has been revoked, terminated, or otherwise modified so
that the Participating Trust is no longer exempt from Pursuant to the terms of the Declaration of Trust, the Trust
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Company may select brokers, dealers, and futures communication to participants in the Participating Trust.
commission merchants authorized to purchase, sell, and To the extent the Participating Trust is a Commingled Fund,
otherwise trade in or deal with any security or investment an Insurance Company Separate Account, or a Church
for the account and at the risk and in the name of the Trust. Plan, the Named Fiduciary acknowledges that the Trust
The Trust Company may delegate such authority to an Company is required to obtain the following information to
investment adviser as permitted by the Declaration of Trust. help verify the Participating Trust's identity: (i)the name of
So long as the provisions of §28(e) of the Securities the Participating Trust; (ii) the name of the sponsor, (iii) a
Exchange Act of 1934 are met and the Trust Company or physical address for the Participating Trust and/or the
its investment adviser seeks best execution at competitive sponsor, and (iv)the taxpayer identification number for the
investment rates, the Trust Company or its investment Participating Trust and/or the sponsor.The Trust Company
adviser may cause a broker or dealer to be paid is required to maintain and verify such information and to
commissions in excess of those another broker or dealer take appropriate action if such information cannot be
would charge if the Trust Company or its investment adviser verified, including prohibiting and/or redeeming
has a good faith belief that commissions are reasonable in investments in the Trust.
relation to the value of the brokerage, execution, and Information furnished by either party to the other, including
research services provided by the broker or dealer. It is their respective agents and employees, is confidential and
understood that best execution is evaluated based on shall not be disclosed to unaffiliated third parties unless
various factors, including, but not limited to, commission authorized by this Agreement or as otherwise required by
costs. Orders for the Trust frequently may be grouped for law, provided, however, that information may be furnished
execution with the orders for others, including, but not to unaffiliated third parties as required in the ordinary
limited to, orders for affiliated and non-affiliated third course of business in connection with the Account or the
parties. It is understood that aggregating orders may Trust, including, but not limited to,custodians,accountants,
sometimes result in a more favorable price and at other
times may result in a less favorable price than if orders had recordkeepers, broker-dealers, regulatory authorities, and
auditors.
not been grouped.
ADMISSIONARTICLE 8: DISCLOSURE OF CERTAIN ARTICLE 9: WITHDRAWAL;INFORMATION EXCESSIVE TRADING •
PROHIBITIONS ON
Upon request by the Trust Company from time to time, the Admissions and withdrawals to the Trust shall be effected
Named Fiduciary shall provide the Trust Company with in accordance with the provisions of the Declaration of
such necessary information including, but not limited to, Trust. The Named Fiduciary acknowledges receipt of the
lists of affiliates and other necessary information,which will
enable the Trust Company to adopt sufficient procedures to Offering Circular for the Trust. The Offering Circular
contains the current policies (which are subject to change)
prevent the Trust from entering into a non-exempt
Prohibited Transaction. If such information reveals to the of the Trust Company regarding restrictions on excessive
Trust Company that the affiliates or other aspects relating trading in the Trust ("Policy") by Qualified Trusts investing
to the Participating Trust would result, or have resulted, in in the Trust and their plan participants(if applicable).To the
the Trust being treated as having entered into anon-exempt extent applicable,the Named Fiduciary agrees that it or the
Prohibited Transaction, then the Named Fiduciary shall, Participating Trust's recordkeeper will notify all plan
upon request of the Trust Company, withdraw from the participants of the Policy.
Trust in accordance with the provisions of the Declaration If the recordkeeper for the Participating Trust is an affiliate
of Trust. of the Trust Company, the Named Fiduciary agrees that
To the extent the Participating Trust is a participant-directed such recordkeeper will automatically enforce the Policy. For
Qualified Plan or is a Commingled Fund functioning as a omnibus accounts held by an unaffiliated third-party
pass-through investment vehicle, the Named Fiduciary has recordkeeper,the Named Fiduciary acknowledges that the
communicated or will communicate all required material Trust Company's agent("Agent")will review trading activity
information regarding the Trust to all participants in the in the omnibus account and will look for activity that
Participating Trust prior to their direction to invest in Units indicates potential excessive or short-term trading. If the
of the Trust, including, without limitation, the investment Agent detects suspicious trading activity, it will contact the
objectives and strategy, fees and expenses, risks Participating Trust's recordkeeper to determine whether the
associated with investing in such Trust, and the information Policy has been violated.The Named Fiduciary agrees that,
required pursuant to 29 C.F.R. § 2550.404a- 5, and the upon request from the Agent, such recordkeeper is
Trust Company shall have no responsibility for any authorized to promptly provide any and all requested
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information(including participant transaction information)to means of any and all documents, notices or disclosures that
enable the Agent to determine whether the Policy has been the Trust Company may provide to the Participating Trust
violated. If the Agent believes that the Policy has been pursuant to this Agreement or as may be required by law or
violated,it will instruct the recordkeeperto restrict or prohibit regulation. Electronic delivery may be provided directly via
future trading in the Trust in accordance with the Policy, email, as an attachment within email, or as a link to a
which may include restrictions on participants. The Named proprietary website containing such information and the
Fiduciary agrees that the recordkeeper is authorized to act Named Fiduciary represents that it is capable of accessing
on such instructions. such documents or disclosures in electronic format and will
Units of beneficial interest shall not be assignable and the notify the Trust Company promptly to the extent it is unable
Named Fiduciary shall not assign or otherwise transfer or to access or retrieve any document. The Named Fiduciary
pledge or otherwise encumber any or all of the Participating understands that its consent will be effective until such time
Trust's interest in the Trust, other than upon withdrawal in as it elects to revoke such consent, which the Named
accordance with the provisions of the Declaration of Trust. Fiduciary may do at any time by providing written instruction
to the Trust Company.
ARTICLE 10: FEES The Named Fiduciary agrees to provide the Trust Company
Section 7.2 of the DOT details expenses and compensation with valid email addresses and to immediately notify the
that may be charged to the Trust or a particular Class of the Trust Company of any changes to email addresses for
Trust and the DOT or the Supplemental DOT for the Trust, purposes of this Agreement.
as applicable details the trustee fees, if any, payable to the Any notice to be given pursuant to this Agreement shall be
Trust Company associated with each Class of the Trust. delivered or mailed to:
The Named Fiduciary acknowledges that each Class the Trust Company at:
requires that a certain amount of assets be invested to 0 T. Rowe Price Trust Company
qualify initially,and then also to remain in such Class. 100 East Pratt Street
To the extent investment is being made by more than one Baltimore, Maryland 21202
Participating Trust, the Named Fiduciary directs the Trust Attn: Legal Department
Company to aggregate assets among the Participating 0 the Named Fiduciary at the contact information
Trusts included on the Investor Information page and the included in the Investor Information page above
List of Additional Participating Trusts to determine the Class
in which the Participating Trusts will invest, as opposed to ARTICLE 12: CONSTRUCTION OF AGREEMENT;
determining the Class in which each would invest based on AMENDMENT
the assets of each Participating Trust separately, and
believes that the aggregation of assets among the To the extent state laws shall not have been pre-empted by
Participating Trusts will benefit all Participating Trusts. It is the provisions of ERISA, regulations of the Office of the
understood that the Named Fiduciary has considered the Comptroller of the Currency, the Office of the Maryland
relevant facts and circumstances and is providing this Commissioner of Financial Regulation,or any other laws of
instruction to the Trust Company consistent with its the United States heretofore or hereinafter enacted, as the
fiduciary duties. It is further understood that the Trust same may be amended from time to time, this Agreement
Company is not making any determination of whether it is shall be construed and the rights and obligations of the
appropriate or prudent to aggregate such assets for the parties hereunder enforced in accordance with the laws of
purpose of determining the total market value of assets the State of Maryland (without regard to conflict of law
invested in the Trust and the Class applicable to such level principles thereof).
of investment. Furthermore, the Named Fiduciary To the extent investment is being made in more than one
authorizes the Trust Company to continue to assess the Trust and/or suite of Trusts (i.e., the T. Rowe Price
Participating Trusts' Class eligibility on the basis of the Retirement Trusts, the T. Rowe Price Retirement Blend
aggregate investments by the Participating Trusts. Trusts, the T. Rowe Price Retirement Hybrid Trusts, or the
Exhibit A hereto indicates the Class into which investments T. Rowe Price Target Trusts) each such Trust or suite of
by the Participating Trust in the Trust shall be made. The Trusts is listed on its own Exhibit A hereto and the parties
Named Fiduciary approves the fees payable with regard to acknowledge and agree that in lieu of executing multiple
the Participating Trust's investment in the Trust. versions of this form of Agreement, with each version to
have referenced the Participating Trust's investment in a
ELECTRONICARTICLE 11: single Trust or suite of Trusts, it is mutually beneficial and
The Named Fiduciary consents to the delivery by electronic convenient to enter into this single Agreement. To the
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extent more than one Participating Trust is included on the intended to authenticate such agreement and shall have the
Investor Information page and the List of Additional same legal effect and validity and be binding to the same
Participating Trusts, the parties acknowledge and agree extent as handwritten signatures. This Agreement, may be
that in lieu of executing multiple versions of this form of amended upon written consent of the parties; provided,
Agreement, with each version to have referenced a single however, that the Trust Company, subject to compliance
Participating Trust, it is mutually beneficial and convenient with the terms of the Declaration of Trust as applicable,may
to enter into this single form of Agreement. In all; cases, from time to time and in its discretion make a change to
unless the context clearly indicates otherwise, the Exhibit A for a Trust upon notice thereof to reflect a change
Agreement shall be interpreted as applying to each in the compensation payable to the Trust Company for the
Participating Trust's investment in each Trust individually as Class of such Trust. For example, as specified under
if separately prepared and executed. By way of example, Section 8.4 of the DOT, if such a change would increase
but not of limitation,the Named Fiduciary is deemed to have the Trust Company's compensation, advance notice is
made the representations in Article 4 on behalf of each required currently but advance notice is not required for a
Participating Trust included on the Investor Information decrease in the Trust Company's compensation.
page for its investment in each Trust reflected on an To the extent the Participating Trust is invested in the
Exhibit A and the Trust Company shall keep records T. Rowe Price Retirement Trusts, the T. Rowe Price
showing the units of each Trust held by each Participating Retirement Blend Trusts, the T. Rowe Price Retirement
Trust. Hybrid Trusts,or the T. Rowe Price Target Trusts,the Trust
This Agreement (including its Exhibit(s) and the Investor Company,in addition to the changes described above,may
Information page) and any amendments may be executed make the following changes to Exhibit A upon notice
in counterparts, each of which taken together shall thereof: (i) the addition of one or more Trusts in the same
constitute one and the same instrument, and each party suite of Trusts, or(ii)the deletion of one or more Trusts to
agrees and acknowledges that electronic signatures the extent that such Trust(s) are terminated by the Trust
(whether digital or encrypted) of the parties authorized to Company.
execute this Agreement or any amendments thereto are [Signatures on next page.]
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T.Roweftice®
INVEST WITH CONFIDENCE
IN WITNESS WHEREOF, the undersigned have executed this Agreement effective as of the day and year first above written.
County of Fresno ATTEST:
BERNICE E.SEIDEL
NAMED FIDUCIARY for itself and the Participating Trust Clerk of the Board of SupervisorsCoun±;,of Fresno,State of California
By: BY Deputy
(Si atu e
Name: Sal Quintero
(Please Print)
Title: Chairman of the Board of Supervisors of the County of Fresno
(Please Print)
This Agreement is hereby
ACCEPTED and agreed to as of the date hereof:
T. ROWE PRICE TRUST COMPANY
(Signature)
Name: Nicolas Lombo
(Please Print)
Title:Vice President
T. Rowe Price Trust Company— 10
CCON0064936
T.Roweftice°
INVEST WITH CONFIDENCE
ExhibitA to the Participation Agreement
T. ROWE PRICE TRUST COMPANY
T. ROWE PRICE RETIREMENT BLEND TRUSTS
Pursuant to Article 2 of the Agreement and the terms of the Declaration of Trust, the Participating Trust shall make investments into
Class A(a Standard Class)of one or more of the following Trusts and,if elected by the Participating Trust,Class Income A(a Managed
Payout Class)of the T. Rowe Price Retirement Blend 2020 Trust'.Under the Supplemental DOT,the current trustee fee for Classes A
and Income A is 0.21%of their average daily net assets,accrued daily.
T. Rowe Price Retirement Blend 2005 Trust T. Rowe Price Retirement Blend 2040 Trust
T. Rowe Price Retirement Blend 2010 Trust T. Rowe Price Retirement Blend 2045 Trust
T. Rowe Price Retirement Blend 2015 Trust T. Rowe Price Retirement Blend 2050 Trust
T. Rowe Price Retirement Blend 2020 Trust T. Rowe Price Retirement Blend 2055 Trust
T. Rowe Price Retirement Blend 2025 Trust T. Rowe Price Retirement Blend 2060 Trust
T. Rowe Price Retirement Blend 2030 Trust T. Rowe Price Retirement Blend 2065 Trust
T. Rowe Price Retirement Blend 2035 Trust
As provided in Section 7.2of the DOT, each Class shall be charged directlyfor its respective trustee fees payable to the Trust
Company as compensation for its services.The trustee fees for each Class are accrued daily pursuant to the Declaration of
Trust and paid monthly. Note: the Named Fiduciary should refer to the Declaration of Trust for complete terms regarding
investments in the Trusts,including,butnot limited to,Sections 4.1 and 4.2 ofthe DOT regarding Units(as defined in the DOT)
and theirvaluation,and Section 8.4(c)ofthe DOT regarding the Trust Company's rightto changeits stated compensationfora
Class.
'Participating Trusts electing to invest in a Managed Payout Class should work with their recordkeeper to implement and support the
offering and administration of the Managed Payout Class.
T.Rowe Pri ce Trust Company— 1
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