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HomeMy WebLinkAboutRFP - 8692 PENSION CONSULTANT & CO-FIDUCIARY FOR PFA (3)RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 1 of 21 PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City", as agent, on behalf of the POUDRE FIRE AUTHORITY (PFA) and INNOVEST PORTFOLIO SOLUTIONS, LLC, hereinafter referred to as the "Professional". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit A, consisting of twelve (12) page(s), and incorporated herein by this reference. Irrespective of references in Exhibit A to certain named third parties, the Professional shall be solely responsible for performance of all duties hereunder. 2. Contract Period. This Agreement shall commence May 1, 2018, and shall continue in full force and effect until April 30, 2019, unless sooner terminated as herein provided. In addition, at the option of the City and/or PFA, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. Written notice of renewal shall be provided to the Professional and mailed no later than thirty (30) days prior to contract end. 3. Early Termination by City. Notwithstanding the time periods contained herein, the City and/or PFA may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Professional: PFA: Copy to City: Innovest Portfolio Solutions, LLC Attn: Gorden Tewell 4643 S Ulster St., Ste 1040 Denver, CO 80237 Poudre Fire Authority Attn: Ann Turnquist 102 Remington Street Fort Collins, CO 80524 City of Fort Collins Attn: Purchasing Dept. PO Box 580 Fort Collins, CO 80522 In the event of any such early termination by the City and/or PFA, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 4. Design, Project Indemnity and Insurance Responsibility. The Professional shall be DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 2 of 21 responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City and/or PFA, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City and/or PFA; and for the City and/or PFA's costs and reasonable attorney’s fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain insurance in accordance with Exhibit C, consisting of one (1) page, attached hereto and incorporated herein. 5. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City and/or PFA agrees to pay the Professional a fixed fee in the amount of Thirty-Nine Thousand Five Hundred Dollars ($39,500) per year, in accordance with Exhibit B, consisting of one (1) page, attached hereto and incorporated herein. Monthly partial payments based upon the Professional's billings and itemized statements are permissible. The amounts of all such partial payments shall be based upon the Professional's City and/or PFA-verified progress in completing the services to be performed pursuant hereto and upon the City and/or PFA's approval of the Professional's actual reimbursable expenses. Final payment shall be made following acceptance of the Work by the City and/or PFA. Upon final payment, all designs, plans, reports, specifications, drawings, and other services rendered by the Professional shall become the sole property of the City and/or PFA. 6. License. Upon execution of this Agreement, the Professional grants to the City and/or PFA an irrevocable license to use any and all sketches, drawings, specifications, designs, blueprints, data files, calculations, studies, analysis, renderings, models and other Work Order deliverables (the “Instruments of Service”), in any form whatsoever and in any medium expressed, for purposes of constructing, using, maintaining, altering and adding to the project, provided that the City and/or PFA substantially performs its obligations under the Agreement. The license granted hereunder permits the City and/or PFA and third parties reasonably authorized by the City and/or PFA to reproduce applicable portions of the Instruments of Service for use in performing services or construction for the project. In addition, the license granted hereunder shall permit the City and/or PFA and third parties reasonably authorized by the City and/or PFA to reproduce and utilize the Instruments of Service for similar projects, provided however, in such event the Professional shall not be held responsible for the design to the extent the City and/or PFA deviates from the Instruments of Service. This license shall survive termination of the Agreement by default or otherwise. 7. City and/or PFA Representative. The City and/or PFA will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City and/or PFA Representative. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 3 of 21 8. Project Drawings. Upon request and before final payment, the Professional shall provide the City and/or PFA with reproducible drawings of the project containing accurate information on the project as constructed. Drawings shall be of archival quality, prepared on stable Mylar base material using a non-fading process to provide for long storage and high quality reproduction. "CD" disc of the as-built drawings shall also be submitted to the owner in and AutoCAD version no older then the established City and/or PFA standard. The Professional acknowledges the City and/or PFA is a governmental entity subject to the Colorado Open Records Act, C.R.S. §§ 24-72-200.1, et seq. (the “CORA”), and documents in the City and/or PFA’s possession may be considered public records subject to disclosure under the CORA. 9. Monthly Report. Commencing thirty (30) days after the date of execution of this Agreement and every thirty (30) days thereafter, Professional is required to provide the City and/or PFA Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City and/or PFA, suspend the processing of any partial payment request. 10. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins or Poudre Fire Authority. The City and/or PFA shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 11. Subcontractors. The Professional may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the City and/or PFA, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City and/or PFA), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City and/or PFA, nor will it obligate the City and/or PFA to pay or see to the payment of any subcontractor, and (d) the Work of the subcontractor will be subject to inspection by the City and/or PFA to the same extent as the Work of the Professional. The Professional shall require all subcontractors performing Work hereunder to maintain insurance coverage naming the City and PFA as an additional insured under this Agreement of the type and with the limits specified within Exhibit “C”, consisting of one (1) page attached hereto and incorporated herein by this reference. The Professional shall maintain a copy of each subcontract’s certificate evidencing the required insurance. Upon request, the Professional shall promptly provide the City and PFA with a copy of such certificate(s). 12. Personal Services. It is understood that the City and PFA enter into the Agreement based on the special abilities of the Professional and that this Agreement shall be considered as DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 4 of 21 an agreement for personal services. Accordingly, the Professional shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City and/or PFA. 13. Acceptance Not Waiver. The City and/or PFA's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the Work. The City and/or PFA's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City and/or PFA under this Agreement. 14. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 15. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non-defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 16. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 17. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., the Professional represents and agrees that: a. As of the date of this Agreement: 1. The Professional does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. The Professional will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the “e-Verify Program”) or the Department Program (the “Department DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 5 of 21 Program”), an employment verification program established pursuant to Section 8- 17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. The Professional shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. c. The Professional is prohibited from using the e-Verify Program or Department Program procedures to undertake pre-employment screening of job applicants while this Agreement is being performed. d. If the Professional obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, the Professional shall: 1. Notify such subcontractor and the City and PFA within three days that the Professional has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that the Professional shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. The Professional shall comply with any reasonable request by the Colorado Department of Labor and Employment (the “Department”) made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. f. If the Professional violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City and/or PFA may terminate this Agreement. If this Agreement is so terminated, the Professional shall be liable for actual and consequential damages to the City and/or PFA arising out of the Professional’s violation of Subsection 8-17.5-102, C.R.S. g. The City and/or PFA will notify the Office of the Secretary of State if the Professional violates this provision of this Agreement and the City and/or PFA terminates the Agreement for such breach. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit D - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 6 of 21 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: POUDRE FIRE AUTHORITY By: _________________________________ Tom DeMint, Fire Chief Date: ______________________________ ATTEST: APPROVED AS TO FORM: INNOVEST PORTFOLIO SOLUTIONS, LLC By: Printed: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 4/30/2018 Principal Gordon Tewell 5/1/2018 Assistant City Attorney 5/10/2018 City Clerk RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 7 of 21 EXHIBIT A SCOPE OF SERVICES I. PURPOSE The Poudre Fire Authority Old Hire and New Hire Boards of Trustees (the “Boards”) strive to provide plan participants with low cost, high quality investment options, and plan administration. Therefore, the Professional will provide expert Pension advice for investment choices, including acting as a Co-fiduciary of the plan. ICMA-RC is the current administrator and holds the investment assets. This relationship will continue, and the Professional is not intended to replace ICMA-RC. II. PROFESSIONAL’S TEAM Professional uses a team approach designed to provide depth in consulting experience and expertise, and to ensure continuity of service. Services under this Agreement will be primarily handled by the consulting team of Gordon Tewell, Peter Mustian and Jared Martin. The Professional has 42 additional professionals supporting the lead team. Professional’s Investment Committee (seven person team) is responsible for all investment related research and due diligence. This committee consists of senior firm leadership with average tenure of nearly 20 years. The result of this experience is a staff of professionals that can easily answer (or have the resources to research) questions or issues that come up regarding investment policy, implementation, recordkeeping and administration, investment due diligence, performance measurement and monitoring. III. SCOPE OF SERVICES A. Establish and maintain a positive working relationship with PFA’s plan administrator – ICMA-RC. Professional has and will continue to maintain a positive working relationship with ICMA- RC. B. Review current fund line-up and recommend changes to improve investment performance using best in class approach, true fund diversity, and cost value. Professional will assist in reviewing the plans’ current menus and making recommendations for improvement. Professional’s approach to the investment process is comprised of a combination of manager due diligence and money management. Managers should withstand Professional’s comprehensive due diligence, but must also be an ideal fit within the multi-manager investment menu. Professional will conduct a thoughtful analysis on the investment menu as a whole and whether or not a quality investment portfolio can be developed from the menu. Professional will utilize its extensive experience in managing trustee directed portfolios, such as defined benefit plans, health trusts, and foundation/endowments, in developing its opinion as to the quality of the investment menu. The resulting recommendation will include a best-in class menu with non-overlapping funds as well as utilizing model and/or target date portfolios if appropriate. The Professional’s goal would be for each investment option to be distinct and different, allowing for greater clarity in explanation to plan participants. Professional typically implements a three-tiered approach in designing an investment menu. Quality asset allocation funds, either target retirement date funds or risk-based DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 8 of 21 funds comprise the first tier and are an important part of all menus, as the majority of employees are very interested in this type of investment assistance. The second tier of investment funds covers all major asset classes: domestic equity, fixed income, international equity, cash, and specialty funds if any. Finally, some plans allow for a third tier providing self-directed investing through a brokerage window. Professional will continue to work with designed custom model portfolios for PFA to provide a professional asset allocation alternative to participants. These portfolios can be selected by participants as a single investment choice on the ICMA-RC platform. They are completely custom and derived from the investments in PFA’s investment menu as well as alternative strategies that help reduce the volatility of the portfolio. Custom model portfolios are automatically rebalanced each quarter, but they may be rebalanced more frequently as market conditions dictate. In volatile markets, custom models allow for a diversified portfolio that spreads out downside risk due to the allocation of funds to many different asset classes. Professional’s defined contribution retirement plan clients will be taken through a sophisticated annual capital markets and asset allocation process. Professional’s asset allocation design will help participants achieve better results. PFA’s current custom model portfolios, designed by the Professional, will continue to provide a professional asset allocation alternative to participants. These portfolios can be selected by participants as a single investment choice on the ICMA-RC platform. They are completely custom and derived from the investments in the investment menu as well as alternative strategies that help reduce the volatility of the portfolio. Custom model portfolios are automatically rebalanced each quarter, but they may be rebalanced more frequently as market conditions dictate. In volatile markets, custom models allow for a diversified portfolio that spreads out downside risk due to the allocation of funds to many different asset classes. C. Professional is to serve as an advisor to the board providing subject matter expertise in the areas of fund management and participant education. The Professional must also serve as a Co-fiduciary of the plan. Professional will serve as a plan fiduciary to PFA and acknowledges this responsibility in writing. Professional is, and will remain while providing services under this Agreement, an independent registered investment advisor under the Investment Advisers Act of 1940 and acknowledges its fiduciary responsibility in providing advice to clients that is utilized. Fiduciary oversight entails constant review of the plan’s design, recordkeeping and administration, education and counseling, investments, and cost controls. Professional will prudently manage each of these factors to encourage active involvement and to meet PFA’s participants’ needs. Professional will prioritize keeping abreast of current trends and regulatory changes in the retirement plan marketplace. These developments will be addressed through analyzing pending and recently passed legislation, attending educational conferences, and monitoring industry surveys that reflect plan sponsor and participant activity. Professional will also utilize knowledge gained from functioning as an expert witness in fiduciary breach cases to aide PFA in avoiding similar situations as applicable. In addition, Professional will provide fiduciary training and assist the Boards with management of their fiduciary responsibilities. Professional will educate plan sponsors, Board members and pension staff on fiduciary-related matters as well as the capital markets and investments. Professional is the first Qualified Training Organization (QTO) in the Rocky Mountain region and one of only a handful in the country. A QTO delivers DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 9 of 21 the required training and continuing education to trustees to obtain and maintain the Registered Fiduciary™ or RF™ designation. This designation indicates that the individual is able to act as a fiduciary. The Registered Fiduciary designation is based on the 2010 Fiduciary Standards of the Foundation for Fiduciary Studies and validated by Dalbar, Inc., the independent expert. At least two of Professional’s designated consultants will meet with PFA quarterly at the Boards Meeting to help effectively manage PFA’s plan and fiduciary responsibilities. Professional’s role in a typical board meeting will include an in-depth discussion of the following:  Review of the markets from the previous quarter, and provide a forward-looking perspective of market “headwinds” and “tailwinds”  Review of investments and model portfolios in the plan  Evaluation of funds in reference to the Investment Policy  Discussion of on-going participant needs and education in reference to the Education Plan  Trends and legislations effecting plans and participants  Fee review by funds  Comparison of the portfolios against benchmarks and peers D. Assist in the development of investment strategy seeking to improve investment return and cost value. Develop an investment oversight/review process for fund performance with a replacement plan. Provide fund replacement recommendations to the Board. Professional will assist in developing a strategy to enhance the outcomes of the participants in the plans. Professional’s research is generated internally and focuses on areas such as capital markets, traditional and non-traditional products, menu and custom model portfolio construction, and fiduciary issues. Professional will utilize the investment consulting approach described as follows:  Ongoing investment evaluation and monitoring to help PFA understand performance as opposed to pure number crunching, leading to better decision making. Changes will be made for the right reasons, and not as a reactionary and emotional response to data, leading to better long-term performance.  Sophisticated performance measurement capabilities will provide a comprehensive and informative evaluation of investment options on an ongoing basis. Professional will provide a performance measurement report intended to enable PFA to determine "why" performance results were achieved, and to identify adjustments which periodically become necessary to maintain performance and manage risk.  Formal reviews of each manager’s performance on a quarterly basis in addition to informal intra-quarter reviews utilizing data obtained from Investment Metrics and Morningstar. Investment performance monitoring is comprised of two overlapping sequential procedures - performance measurement and performance evaluation. Performance measurement consists of evaluating a fund’s time weighted rates of return, characteristics, and sector commitments. This information needs to be compared to both market indices and managers of similar styles. Peer group DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 10 of 21 comparisons are essential to gauge the performance of any manager. In addition, the money manager should not supply this information. Instead, it should be compiled by an objective third party. Performance evaluation consists of a top down approach to the factors that contributed to the returns of investments in the plan and identifying adjustments which periodically become necessary to maintain performance and manage risk. At each quarterly performance review meeting, Professional will review the following:  Analyze the current macro-economic environment and returns of asset classes and sub-asset classes.  Review the investment policy, re-examine strategic allocation of fund, and review the security guidelines.  Review the stated investment strategies of each of the money managers.  Compare the performance of the managers with those of others following the same strategy or style.  Compare the risk-adjusted performance of the money managers. While the quarterly performance review is indeed important, what is paramount to Professional is the ongoing review of material qualitative factors. Through periodic discussions with managers via phone, email, or meetings, as well as thorough annual due diligence questionnaires and ADV reviews, Professional will strive to know what is going on within each of the asset management organizations with which it works. Professional also monitors industry publications and websites, and maintains close industry contacts to enhance Professional’s ability to stay informed. The stability or instability of an organization, an investment team and/or an investment process is what bolsters or erodes Professional’s confidence in a manager’s ability to add value on a risk adjusted basis going forward. On-site due diligence visits will be carried out as needed. Due Diligence Process Professional’s ongoing monitoring process encompasses a variety of quantitative and qualitative analyses and checks. Relative performance is compared to the relevant peer group and index, but even more importantly, each manager's performance is analyzed using a variety of risk adjusted measures; Professional intends to know what risks its managers are taking to generate returns for our clients. The fundamentals (sector weightings, valuation metrics, holdings, etc.) of each portfolio are also analyzed during this formal quarterly review, which adds not only to Professional’s understanding of a manager's style, but again, the risks the manager is taking to generate returns. Watch List Professional has developed and intends to use an investment product scoring system that is tracked and maintained within its manager database. The main criteria for scoring includes: Organization, People, Style Consistency, Philosophy/Process, Asset Base, Performance, Expenses, Overall. This investment product rating system provides Professional’s clients an executive summary of the issues that Professional believes are important in evaluating asset management firms. Professional will rate each product in PFA’s investment menu using the criteria listed by giving them a green, yellow, or red rating indicating there are no concerns, minor concerns, or major concerns surrounding that manager. This evaluation of managers is an ongoing process with formal reporting DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 11 of 21 to the client each quarter. Recommendations will be made in writing either through the quarterly reporting process or intra-quarter, if necessary. Fund Replacement Recommendations Professional will use its performance measurement capabilities to provide a comprehensive and informative evaluation of the total plan and individual fund managers on an ongoing basis. The organization and content of PFA’s performance measurement report is intended to enable PFA to determine "why" performance results were achieved, and to identify adjustments which periodically become necessary to maintain performance and manage risk. Professional’s consultants will aid PFA with the interpretation and insights. Professionals will conduct ongoing review and analysis of money managers. Professional will ensure that PFA’s Investment Policy Statement includes the process for both money manager review and termination. This will put the managers on notice to the criteria for evaluation and will also take the emotion out of decision making for the PFA. Professional will tailor these guidelines to PFA’s unique situation. Major organizational changes also warrant immediate review of the mutual fund, including:  Change in professionals  Significant account losses  Significant growth of new business  Change in ownership Professional will formally review the performance of all of its managers on an ongoing basis. Multiple quarters of unexplainable underperformance can trigger a formal review and change in product scoring. Generally, the procedures for inclusion of an investment fund to the Watch List and the removal of an investment fund from the plan will include the following steps: 1. The Boards shall be briefed by Professional at least annually regarding all funds, and advised at each quarterly meeting on any fund not currently fulfilling the minimum requirements and Watch List measures. 2. Any investment fund that fails to comply with one or more of the Watch List measures will be placed on the Watch List, and shall be reevaluated the following quarter. 3. A fund may remain on watch status until the Boards decide to take further action. At the request of the Boards, Professional will create and present a Watch List Report. The Watch List Report shall address the outstanding concerns for the strategy and a recommendation on what action to take. The Boards will then determine whether the investment fund shall then be removed from the plan, frozen to new investments, or remain on the Watch List. Professional believes that occasional periods of negative performance generally do not provide sufficient reason to terminate a fund. However, poor risk-adjusted performance over a variety of time horizons is a stronger signal, particularly if that performance occurs during periods in which the fund's strategy should perform well. The best inferences are based on a variety of time periods, adjustment for risk, representative performance, and context. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 12 of 21 Investment Manager Searches & Selection Professional believes that while many quantitative and qualitative measures can be employed to assess performance, ultimately the professional judgment of our investment professionals is what matters. Professional does not believe that a computer can successfully choose managers that will outperform going forward; but instead relies on its investment professionals to do so. Professional strives to identify those key factors that explain past performance, and more importantly, provide a sense for whether or not a manager will be able to add value going forward. Professional’s analysts uncover managers from data purchased from Investment Metrics and Morningstar, as well as through considerable research, interviews, meetings, and incoming communication from money managers. This verification process encompasses many due diligence touchpoints which include meetings, third party verification, conference calls, and face-to-face meetings with all the managers utilized. Professional’s manager database is consistently updated and maintained with latest information. This level of almost constant interaction helps Professional keep abreast of issues regarding investment managers. Professional begins the fundamental investment analysis process by benchmarking each manager. The goal is to understand how similar or different a manager is from the benchmark, considering both quantitative and qualitative factors. After determining the proper benchmark, each manager’s performance is put through a rigorous evaluation, again, considering both quantitative and qualitative issues. Professional has a set of principles in its investment product due diligence process and has outlined certain issues that it believes are important in evaluating asset management firms. Please note that there are always exceptions to each of the criteria set forth below; these are not hard and fast rules, rather preferences, all else being equal. • Ownership. Preference is given to privately held firms over public firms, because public firms have to serve two sets of constituents, their investors and their shareholders, which may result in conflicts. • Ownership Distribution. Preference is given to widespread, meaningful equity stakes among the investment professionals. This helps ensure team stability and may positively impact the alignment of interests with clients. • Team Depth. Preference is given to deep, experienced teams. Professional believes even the stars within the money management world require good teams around them. • Business Focus. Preference is given to firms that are focused exclusively on asset management as opposed to investment banks, insurance companies, commercial banks or other diversified financial institutions. The majority of quality products Professional has identified over the years come from firms that are focused on asset management. • Strategy Focus. Preference is given to firms that have a core competency and stick to it, e.g. PIMCO only manages fixed income (even PIMCO's equity strategies are index based and the team attempts to add value through a fixed income component), Third Avenue only manages opportunistic value strategies, etc. When firms try to offer products in every category, more often than not they have a lot of bad products; no firm is good at everything. • Research Focus. Preference is given to firms that approach research without DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 13 of 21 focusing on benchmarks. For example, the analysts that cover technology cover the full market cap spectrum as opposed to having a small cap tech analyst, a mid- cap tech analyst and a large cap tech analyst, which puts them in a better position to understand what is going on in technology. Market cap and benchmark weightings are utilized in implementation. • Performance. Evaluation of past investment performance by reviewing the historic results and portfolio attribution. Particular attention is given to risk, consistency, style drift, and sector bets. • Concentration. Preference is given to firms/products that only invest in their team's best ideas. While studies on the subject of concentration have been inconclusive regarding performance relative to diversified funds, the better performing products have usually been more concentrated. • Turnover. In Professional’s experience, better performing and more consistent products/strategies exhibit lower turnover. Professional believes this may differentiate true investing, where fundamental analysis pays off, and market timing/trading strategies, which seem to be less consistent and are more costly. • Capacity. Preference is given to firms that have demonstrated a willingness to close products to new investors before asset growth negatively impacts performance. • Compensation. Preference is given to firms that apply a significant weighting to long-term, risk adjusted performance when compensating investment professionals, as opposed to those compensation schemes that emphasize beating the index each year. • Manager Investment. While the information is often difficult to obtain, preference is given to investment products where the manager has a significant amount of his/her own money invested. Professional will create custom investment manager search books per asset class to present recommended managers to the PFA. Both qualitative and quantitative details derived from Professional’s extensive search process will be included in these books with recommendations for each search. E. Provide a method for due-diligence on funds outside the ICMA-RC fund line-up. Professional will conduct due diligence on all funds within the plans’ investment menus as previously described. Typically recordkeepers receive revenue from proprietary products used in plans they provide. Professional will utilize its leverage with all its recordkeeping partners to ensure that the PFA is provided with fully open architecture. Through this process, Professional will ensure that all proprietary products which are utilized in the PFA’s investment menus are best in class and fully appropriate for the PFA before they may be included in plan’s investment menu. F. Develop a plan to determine plan members investment goals and retirement needs. The voluntary plan marketplace is evolving, and as a deeper understanding of participant needs comes to light, so too does the necessity for plan sponsors to understand the strategies available to them to achieve these goals. Professional will provide plan members with retirement income goals intended to provide DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 14 of 21 participants with real numbers on how much they need to save. Professional believes that in plans where employers have provided employees with retirement savings goals, employees are more engaged in actively planning for their retirement, have higher savings rates, are more attentive to their investment allocations and returns, and generally put more time into monitoring the progress of the retirement accounts. Professional will continue to identify and provide additional educational support services by ICMA-RC. This includes identifying income replacement ratios. G. Provide a quarterly report for each plan member addressing fund performance. The report should benchmark to the recipient’s goals and needs. Recommendations to achieve goals should be provided. Professional will provide PFA with custom quarterly performance reports. These reports will be extremely thorough and cover macroeconomic data and market conditions, analysis of total plan costs, menu design, detailed investment level information with an analysis of why the managers performed or under-performed, target date portfolio performance, risk-based model performance, and recommendations for change if necessary. Professional will also provide participant newsletters for distribution, which contain information specific to PFA’s plans and is tailored to meet the PFA’s specific needs. Each quarter the newsletter will contain a timely article on investing as well as specific fund performance, performance of custom target-date or risk-based portfolios, and easy to understand fee information. Professional will work closely with PFA and ICMA-RC to add specific benchmarks for participants and include recommendations for achieving those goals. H. Attend quarterly Pension Board meetings held on the fourth Wednesday of January, April, July and October in Fort Collins, CO. Professional will send at least two members of PFA’s designated consulting team to the quarterly Board meetings. Professional will meet with management and board members as required to provide the fiduciary oversight and meet the needs of the organization. Consultants are always available for additional in-person meetings or conference calls if they arise. Phone calls will be returned within one business day. The consulting team for PFA will agree on a plan with the Boards regarding all work projects, and Professional commits that it will meet every deadline. I. Develop and recommend a participant educational plan that includes a policy statement, goals and measurable objectives. Professional will partner with the PFA to create and implement a customized education plan and develop an education policy statement. Professional will guide the process by working with ICMA-RC to determine participant needs, target education objectives, and outline an appropriate strategy to deliver education in a variety of formats to help ensure compatibility with participants’ learning styles. Because participant learning styles vary, no single type of delivery is best. A combination of printed materials, group meetings, and one-on-one meetings should be considered by the plan sponsor. ICMA-RC has excellent education resources that Professional will work with to coordinate the education program. However, if requested, Professional can supplement vendor education. In January 2014, Professional acquired InSight Employee Benefit Communications. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 15 of 21 InSight provides custom employee benefit education solutions, retirement plan communications, plan governance services, and fiduciary due diligence support to plan sponsors. Quality participant outcomes are crucial to retirement plan fiduciaries and participant education is a vital component to achieving these outcomes. These resources will be coupled with Professional’s already knowledgeable and experienced consulting team for additional benefit to PFA. Education plans include the following elements detailed in the education policy statement with goals, measurable objectives, timelines and service standards: • Enrollment Meetings - group educational meetings to discuss plan features, investment options, and provide participants with a knowledge base to guide them to make better investment elections. These meetings should be offered both at the time of initial enrollment and on an ongoing basis according to a schedule determined. • Group Presentations - educational workshops for participants where plan specific data is customized for their plan. Workshops are presented on-site by experienced professionals who understand how to successfully communicate complex subject matter and inspire participants to make necessary decisions. • Online Education - seminars which will provide information that will help participants make better investment and savings decisions for retirement. These sessions will include education on the process of making investment elections. The seminars should consist of slides and voice narrations that are developed by ICMA-RC professionals. • Written Materials - customized retirement plan materials and other education materials to communicate investment options and guide participants through the election process. These include election forms which graphically illustrate model portfolios and individual fund options. • Additional educational materials designed to teach participants about capital markets to help them make proper long-term investment decisions should be included. • One-On-One Counseling - Individual employee one-on-one sessions to assist them in making their fund selection and asset allocation decisions. These on-site meetings allow more individualized questions from participants regarding funds, asset allocation, risk, return, savings levels, and direction regarding integration of the participant’s plan assets with personal assets. • Individual Reviews - quarterly investment review letters and participant newsletters discussing market events, investment results, and the market outlook. These are to be made available in physical and electronic versions to plan participants. Professional will monitor compliance with the education plan throughout the year and assist if deemed necessary. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 16 of 21 IV. TIME LINE Professional will adhere to the following timeline for services: DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 17 of 21 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 18 of 21 V. ADDITIONAL PERFORMANCE EXPECTATIONS Professional defines and measures the success of its retirement plan consulting relationships by designing and facilitating measurable improvements to the PFA’s plans. These improvements may be in the areas of plan design, plan services, plan fee and expense reduction, and improved participant outcomes. Professional’s goal is to make the PFA’s plans the best they can be, and ultimately measure these results by how well the plans meet the needs of participants. Professional will continually measure the plan against goals set by the committees and boards with whom it works, and will use its expertise to ensure the PFA’s plans are competitive in the marketplace DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 Official Purchasing Document Last updated 10/2017 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 19 of 21 EXHIBIT B COMPENSATION Innovest is only compensated on a fee-only basis. We will not accrue any benefit from vendors, brokerage commissions, finder's fees, or the splitting of money management fees. As a pure investment management consulting organization, we do not sell investment products or actuarial services. To insure that the interests of both Poudre Fire Authority and Innovest Portfolio Solutions remain aligned, we feel our compensation should not be dependent upon commissions. Retainer Consulting Fee ............................................................................................ $39,500* *Plus annual CPI increases. Any CPI increases will be addressed at the time of Agreement renewal and will be agreed to in writing by both parties. Note: Investment consulting fees are considered legitimate plan expenses and may be paid for out of the plan. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 Official Purchasing Document Last updated 10/2017 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 20 of 21 EXHIBIT C INSURANCE REQUIREMENTS 1. The Professional will provide, from insurance companies acceptable to the City and/or PFA, the insurance coverage designated hereinafter and pay all costs. Before commencing Work under this bid, the Professional shall furnish the City and PFA with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: “The insurance evidenced by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins.” In case of the breach of any provision of the Insurance Requirements, the City and/or PFA, at its option, may take out and maintain, at the expense of the Professional, such insurance as the City and/or PFA may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Professional under this Agreement. The City, PFA, their officers, agents and employees shall be named as additional insureds on the Professional 's general liability and automobile liability insurance policies for any claims arising out of Work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Professional shall maintain during the life of this Agreement for all of the Professional's employees engaged in Work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Professional shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of Work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $1,000,000 combined single limits for bodily injury and property damage. In the event any Work is performed by a subcontractor, the Professional shall be responsible for any liability directly or indirectly arising out of the Work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. C. Errors & Omissions. The Professional shall maintain errors and omissions insurance in the amount of $1,000,000. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 Official Purchasing Document Last updated 10/2017 RFP 8692 Pension Consultant & Co-fiduciary for PFA Page 21 of 21 EXHIBIT D CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) and Poudre Fire Authority (the “PFA”) pursuant to this Agreement (the “Agreement”), the Professional hereby acknowledges that it has been informed that the City and PFA have established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as “information”) that are the property of and/or relate to the City, PFA or their employees, customers or suppliers, which access is related to the performance of services that the Professional has agreed to perform, the Professional hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City and PFA may be confidential and/or proprietary. The Professional agrees to treat as confidential (a) all information that is owned by the City and PFA, or that relates to the business of the City and PFA, or that is used by the City and PFA in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City and/or PFA). The Professional shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City and/or PFA. Further, the Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City and/or PFA. The foregoing to the contrary notwithstanding, the Professional understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Professional shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City and PFA in writing of each such disclosure. In the event that the Professional ceases to perform services for the City and PFA, or the City and/or PFA so requests for any reason, the Professional shall promptly return to the City and PFA any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Professional understands and agrees that the City and PFA’s remedies at law for a breach of the Professional’s obligations under this Confidentiality Agreement may be inadequate and that the City and PFA shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law. DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) JECT LOC PRO- POLICY GEN'L AGGREGATE LIMIT APPLIES PER: CLAIMS-MADE OCCUR COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence) $ DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ DED RETENTION $ CLAIMS-MADE OCCUR $ AGGREGATE $ UMBRELLA LIAB EACH OCCURRENCE $ EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS PER STATUTE OTH- ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNED AUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) SUPP (05/04) SUPPLEMENT TO CERTIFICATE OF INSURANCE DATE NAME OF INSURED: Additional Description of Operations/Remarks from Page 1: Additional Information: Innovest Portfolio Solutions, LLC 08/11/2017 $4,000,000 Fiduciary Limit; $5,000 Dedutible $4,000,000 Employment Practices Liability Limit; $50,000 Deductible $4,000,000 Professional Liability Limit; $250,000 Deductible $4,000,000 Directors & Officers Limit; $250,000 Deductible Insurer A: See Above Claims Made Form Executive Risk Package Coverage: Policy #82257523 Effective: 08/12/17-08/12/18 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) JECT LOC PRO- POLICY GEN'L AGGREGATE LIMIT APPLIES PER: CLAIMS-MADE OCCUR COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence) $ DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ DED RETENTION $ CLAIMS-MADE OCCUR $ AGGREGATE $ UMBRELLA LIAB EACH OCCURRENCE $ EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS PER STATUTE OTH- ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNED AUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) SUPP (05/04) SUPPLEMENT TO CERTIFICATE OF INSURANCE DATE NAME OF INSURED: Additional Description of Operations/Remarks from Page 1: Additional Information: Innovest Portfolio Solutions, LLC $4,000,000 Fiduciary Limit; $5,000 Dedutible $4,000,000 Employment Practices Liability Limit; $50,000 Deductible $4,000,000 Professional Liability Limit; $250,000 Deductible $4,000,000 Directors & Officers Limit; $250,000 Deductible Insurer A: See Above Claims Made Form Executive Risk Package Coverage: Policy #82257523 Effective: 08/12/17-08/12/18 05/01/2018 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) INSURER(S) AFFORDING COVERAGE NAIC # PRODUCER INSURED INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : COVERAGES TYPE OF INSURANCE POLICY NUMBER LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY LOC OTHER: EACH OCCURRENCE MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG $ $ $ $ $ $ AUTOMOBILE LIABILITY ANY AUTO HIRED AUTOS $ $ $ $ OCCUR CLAIMS-MADE DED RETENTION $ EACH OCCURRENCE AGGREGATE E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION $ $ $ $ $ Y/N CONTACT NAME: PHONE (A/C, No, Ext): E-MAIL ADDRESS: FAX (A/C, No): CERTIFICATE NUMBER: REVISION NUMBER: $ UMBRELLA LIAB EXCESS LIAB AUTHORIZED REPRESENTATIVE © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD $ INSURER F : $ N/A SCHEDULED AUTOS NON-OWNED AUTOS ALL OWNED AUTOS THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR ADDL INSD POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) PRO- JECT DAMAGE TO RENTED PREMISES (Ea occurrence) COMBINED SINGLE LIMIT (Ea accident) BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below PER STATUTE OTH- ER SUBR WVD THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 05/01/2018 PAYCHEX INSURANCE AGENCY INC 150 SAWGRASS DR ROCHESTER, NY 14620 (877) 362-6785 (877) 362-6785 (877) 677-0447 paychex@travelers.com INNOVEST HOLDINGS INC 4643 S ULSTER STREET STE 1040 DENVER, CO 80237 THE STANDARD FIRE INSURANCE COMPANY 321548146361121 A UB-3572X15A-18 01/01/2018 01/01/2019 X 1,000,000 1,000,000 1,000,000 CITY OF FORT COLLINS ATTN: JERRI GROVES 215 NORTH MASON, 2ND FLOOR PO BOX 580 FORT COLLINS, CO 80522 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: INSURED PHONE (A/C, No, Ext): PRODUCER ADDRESS: E-MAIL FAX (A/C, No): CONTACT NAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. sadie55 A Page For Limits See Supplemental 41386 1-303-534-4567 4643 S. Ulster Street, Suite 1040 Suite 100 1705 17th Street Denver, CO 80202 08/12/18 Innovest Portfolio Solutions, LLC USA IMA, Inc. - Colorado Division Fort Collins , CO 80522 52752062 52752062 PO Box 580 215 North Mason, 2nd floor 08/12/17 CHUBB INS CO OF NJ Attn: Jerri Groves Executive Risk Coverage 82257523 City of Fort Collins denaccounttechs@imacorp.com 05/01/2018 Denver, CO 80237 DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39 BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: INSURED PHONE (A/C, No, Ext): PRODUCER ADDRESS: E-MAIL FAX (A/C, No): CONTACT NAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 41386 Suite 100 1705 17th Street A 08/11/2017 08/12/17 4643 S. Ulster Street, Suite 1040 Innovest Portfolio Solutions, LLC CHUBB INS CO OF NJ spmaestas Denver, CO 80202 08/12/18 50569847 50569847 Executive Risk Coverage Page For Limits See Supplemental Denver, CO 80237 IMA, Inc. - Colorado Division 82257523 1-303-534-4567 USA denaccounttechs@imacorp.com DocuSign Envelope ID: CA24AFD5-A552-4465-BCAF-BFBE9B659D39