TRUST AGREEMENT
GOVERNING THE
WASHINGTON STATE COUNCIL OF FIRE FIGHTERS
EMPLOYEE BENEFIT TRUST
Restated Effective July 1, 2018
(Incl. Am. Nos. 1-6)
(7/28/18 Ed.)
Trust Agreement Governing the Washington State
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WASHINGTON STATE COUNCIL OF FIRE FIGHTERS
EMPLOYEE BENEFIT TRUST
TABLE OF CONTENTS
Page
PREAMBLE ................................................................................................................................................ 1 ARTICLE I DECLARATION OF TRUST .............................................................................................. 1
1. Name ................................................................................................................................... 1
2. Purpose................................................................................................................................ 1
3. Duration of the Trust Fund ................................................................................................. 2
4. Term of Trust Agreement ................................................................................................... 2 ARTICLE II DEFINITIONS ..................................................................................................................... 2 ARTICLE III THE TRUSTEES ............................................................................................................... 3
1. The Board of Trustees ......................................................................................................... 3
2. Statutory Capacities of Trustees ......................................................................................... 3
3. Agents for Service of Process ............................................................................................. 4
4. Number and Term of Trustees ............................................................................................ 4
5. Membership Requirement ................................................................................................... 4
6. Appointment of Successor Trustees.................................................................................... 4
7. Individuals Disqualified from Serving as Trustees ............................................................. 5
8. Acceptance of Appointment by Trustees ............................................................................ 5
9. Term of Appointment ......................................................................................................... 5
10. Termination of Appointment by Appointing Entity ........................................................... 5
11. Termination of Appointment for Failure to Attend Meetings ............................................. 5
12. Termination of Appointment for Conviction of a Crime .................................................... 5
13. Termination of Appointment for Mental Incapacity ........................................................... 5
14. Resignation of Appointment ............................................................................................... 6
15. Vacancies ............................................................................................................................ 6
16. Return of Books and Records ............................................................................................. 6 ARTICLE IV TRUST FUND ADMINISTRATION ............................................................................... 6
1. Manner of Voting ................................................................................................................ 6
2. Constitution of a Quorum ................................................................................................... 6
3. Motions ............................................................................................................................... 6
4. Prohibition of Proxies ......................................................................................................... 6
5. Regular Meetings ................................................................................................................ 7
6. Special Meetings ................................................................................................................. 7
7. Action without a Formal Meeting ....................................................................................... 7
8. Arbitration of Deadlocked Issues........................................................................................ 7
9. Election of Chairman and Secretary ................................................................................... 8
10. Duties of Chairman and Secretary ...................................................................................... 8
11. Authorized Signatures ......................................................................................................... 8
12. Compensation and Expenses............................................................................................... 9
13. Benefits to Trustees Not Prohibited .................................................................................... 9 Trust Agreement Governing the Washington State
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ARTICLE V PARTICIPATION ............................................................................................................... 9
1. Bargaining Units Entitled to Participate ............................................................................. 9
2. Other Bargaining Units ....................................................................................................... 9
3. Non-Bargaining Unit Employees of Participating Employers .......................................... 10
4. Unauthorized Participation ............................................................................................... 10 ARTICLE VI TRUSTEE RESPONSIBILITIES ................................................................................... 10
1. General Duty – Receipt of Contributions and Creation and Administration of Benefit Plans ..................................................................................................................... 10
2. Compliance with the Internal Revenue Code ................................................................... 10
3. Basis of Payments to and from Trust Fund ....................................................................... 11
4. Application of Trust Fund Assets ..................................................................................... 11
5. Fiduciary Standards .......................................................................................................... 11
6. Deposits ............................................................................................................................ 11
7. Investments ....................................................................................................................... 11
8. Specifically Permitted Investments ................................................................................... 12
9. Title to Investments and Other Assets .............................................................................. 12
10. Fidelity Bond .................................................................................................................... 12
11. Records ............................................................................................................................. 13
12. Annual Audit..................................................................................................................... 13
13. Plan Description ................................................................................................................ 13
14. Annual Report ................................................................................................................... 13
15. Documents to be Examined or Furnished ......................................................................... 13
16. Procedure for Review of Denied Benefit Claims.............................................................. 14
17. Privacy Rule ...................................................................................................................... 14
18. Whistleblower Policy ........................................................................................................ 14 ARTICLE VII ALLOCATION OR DELEGATION OF TRUSTEE RESPONSIBILITIES............ 14
1. Allocation of Responsibilities to Committees .................................................................. 14
2. Delegation of Investment Responsibilities ....................................................................... 15
3. Delegation of Other Responsibilities ................................................................................ 15
4. Review of Performance .................................................................................................... 16 ARTICLE VIII TRUSTEE POWERS .................................................................................................... 16
1. General Powers ................................................................................................................. 16
2. Specific Powers Discretionary .......................................................................................... 16
3. Benefit Plans Currently Being Provided ........................................................................... 16
4. Additional Benefit Plans ................................................................................................... 17
5. Design of the Benefit Plans............................................................................................... 17
6. Means of Providing Benefits ............................................................................................ 17
7. Facility of Payment ........................................................................................................... 17
8. Self-Payments by Employees ........................................................................................... 17
9. Administrative Agent ........................................................................................................ 18
10. Banking Services .............................................................................................................. 18
11. Other Professional and Non-Professional Help ................................................................ 18
12. Obtaining of Necessary Premises, Equipment and Supplies ............................................ 18
13. Insurance ........................................................................................................................... 18
14. Borrowing Money ............................................................................................................. 19 Trust Agreement Governing the Washington State
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15. Reserve Funds ................................................................................................................... 19
16. Payment of Taxes .............................................................................................................. 19
17. Refunds of Contributions Erroneously Paid ..................................................................... 19
18. Prosecution of Legal Actions or Claims ........................................................................... 19
19. Defense of Legal Actions or Claims ................................................................................. 20
20. Compromise of Legal Actions or Claims ......................................................................... 20
21. Penalties for False or Withheld Information ..................................................................... 20
22. Correction of Errors .......................................................................................................... 20
23. Subscription Agreements .................................................................................................. 20
24. Participation in Certain Non-Profit Organizations ............................................................ 21
25. Participation in Non-Profit Educational Organizations .................................................... 21
26. Reciprocity ........................................................................................................................ 21
27. Coordinated Administration.............................................................................................. 21
28. Mergers ............................................................................................................................. 22
29. Interpretation and Application of Documents ................................................................... 22 ARTICLE IX CONTRIBUTIONS AND COLLECTIONS .................................................................. 22
1. Contribution Reporting Forms .......................................................................................... 22
2. Contribution Due Date ...................................................................................................... 22
3. Delinquent Contributions .................................................................................................. 22
4. Audit of Employer Books and Records ............................................................................ 23
5. Protection of Employees in Cases of Employer Delinquency .......................................... 23
6. Coordination with Provisions in Collective Bargaining Agreements ............................... 23 ARTICLE X CLAIMS AND APPEAL PROCEDURES ...................................................................... 23
1. Procedures to be Followed ................................................................................................ 23
2. Hearings before Board of Trustees ................................................................................... 24
3. Exhaustion of Administrative Remedies .......................................................................... 24 ARTICLE XI LIMITATIONS ................................................................................................................ 24
1. Liabilities and Debts of Trust Fund .................................................................................. 24
2. Liabilities and Debts of Participating Parties .................................................................... 24
3. Personal Liabilities of Trustees ......................................................................................... 25
4. Judgments against Trust Fund .......................................................................................... 25
5. Participating Parties’ Rights ............................................................................................. 25
6. Cessation of Participation ................................................................................................. 25
7. Protection of Trust Fund, Contributions, and Benefits ..................................................... 25
8. Reliance upon Written Documents ................................................................................... 26
9. Agents of Trust Fund ........................................................................................................ 26 ARTICLE XII MISCELLANEOUS ....................................................................................................... 26
1. Trust Fund Offices ............................................................................................................ 26
2. Applicable Laws and Regulations .................................................................................... 26
3. Service in More than One Fiduciary Capacity .................................................................. 27
4. Notices .............................................................................................................................. 27
5. Severability ....................................................................................................................... 27
6. Titles and Words ............................................................................................................... 27 Trust Agreement Governing the Washington State
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ARTICLE XIII AMENDMENTS AND TERMINATION ................................................................... 27
1. Amendments ..................................................................................................................... 27
2. Termination ....................................................................................................................... 28
3. Allocation upon Termination ............................................................................................ 28 EXECUTION ............................................................................................................................................ 28 Trust Agreement Governing the Washington State
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TRUST AGREEMENT
GOVERNING THE
WASHINGTON STATE COUNCIL OF FIRE FIGHTERS
EMPLOYEE BENEFIT TRUST
PREAMBLE
WHEREAS the Washington State Council of Fire Fighters (“WSCFF”) wishes to create an employee welfare benefit trust fund to hold contributions for a post -retirement medical trust fund for retirees from bargaining units represented by WSCFF locals; and
WHEREAS the Washington State Council of Fire Fighters seeks to grant administration of the trust fund to a Board of Trustees as set forth in this Trust Agreement; and
WHEREAS, the Board of Trustees of the Washington State Council of Fire Fighters adopted such Trust Ag reement, effective July 1, 1999 . And since that time have adopted six Amendments thereto;
NOW, THEREFORE, the signatory parties do hereby adopt the “Restated Trust Agreement”, including Amendment No s. 1 through 6, and to update the address of the Trust Office and the name of the benef it plan , as set forth in the following pages, effective July 1, 2018.
ARTICLE I
DECLARATION OF TRUST
1. Name
The signatory parties hereby declare the establishment of a Trust Fund, named the
Washington State Council of Fire Fighters
Employee Benefit Trust
The Trustees may hold property, enter into contracts, a nd in all matters act in behalf of the Trust Fund in such name.
2. Purpose
The purpose of the Trust Fund is to provide an entity to which contributions from participating employers, participating labor organizations , and participating employees can be paid, and through which the Trustees can create and administer one or more employee welfare Trust Agreement Governing the Washington State
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benefit plans for the participating employees on whose behalf the con tributions have been paid, and their beneficiaries.
3. Duration of the Trust Fund
The Trust Fund shall continue in existence on an indefinite basis, contemporaneously with the terms of this Trust Agreement.
4. Term of Trust Agreement
This Trust Agreement shall be effective as of July 1, 1999, and shall continue indefinitely until such time as it may be terminated in accordance with the provisions of Article XIII hereof.
ARTICLE II
DEFINITIONS
The following definitions shall govern this Trust Agreement:
1. “Beneficiary” – any participating employee, spouse (or domestic partner per applicable law) or child (as defined in Internal Revenue Code Section 152 (f)(1)) of a partic ipating employee or surviving spouse, surviving domestic partner or surviving child of a participating employee, who is entitled to benefits, as defined in a benefit plan.
2. “Benefit Plan” or “Employee Welfare Benefit Plan” – any lawful employee welfare benefit plan created and administered by the Trustees.
3. “Collective bargaining agreement” – a written agreement between a participating employer and a participating labor organization and any suppleme nt, amendment, continuation, or renewal thereof, by the terms of which the employer or its employees are obligated to make contributions for the types of benefit plans administered by the Trustees.
4. “Contributions” – the payments required of a participating employer, or of participating employees, pursuant to the terms of a collective bargaining agreement , or special agreement, for the purpose of providing employee welfare benefits to the employees covered by said agreements and their beneficiaries, including the self-payments made by participating employees pursuant to any self-payment rules adopted by the Trustees.
5. “Participating Employee” – any individual employed by a participating employer who is covered by a collective bargaining agreement, or special agreement, and for whom contributions are made to the Trust Fund, and any individual who may have been so employed but is subsequently laid off, terminated, or retired.
6. “Participating employer” – any public or private employer that is party to a collective bargaining agreement and that satisfies the requirements of Article V hereof.
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7. “Participating labor organization” – the labor organizations named in Article V hereof and any other lawful labor organizations (also known as Locals) that represent employees in collective bargaining with employers and that satisfy the requirements of Article V hereof.
8. “Related trust fund” – an employee benefit trust fund, other than this Trust Fund, to which participating employers make contributions as required by a collective bargaining agreement with participating labor organizations.
9. “Signatory parties” – the parties who have created this Trust Agreement and whose signatures appear on the last page hereof (or their successors).
10. “Subscription agreement” – a written agreement by which a labor org anization or participating employer acknowledges its obligation to make contributions to the Trust Fund and subscribes to the terms and provisions of this Trust Agreement.
11. “Trust” or “Trust Fund” – the entity created by this Trust Agreement, and all property and money held by such entity, including all contract rights and records. The “Trust Office” is located at Vimly Benefit Solutions , Inc., 12121 Harbour Reach Drive, #105 ; P.O. Box 6 , Mukilteo, WA 98275.
12. “Trustees” or “Board of Trustees” – the Trustees of the Trust Fund and their successors
13. “Welfare benefits” or “employee welfare benefits” – the benefits provided in an employee welfare benefit plan.
14. “WSCFF” –the Washington State Council of Fire Fighters.
ARTICLE III
THE TRUSTEES
1. The Board of Trustees
The Trust Fund and the employee welfare benefit plans shall be administered by a Board of Trustees.
2. Statutory Capacities of Trustees
For purposes of complying with the various provisions of the Employee Retirement Income Security Act of 1974 , the Trustees shall be considered as “named fiduciaries,” “fiduciaries,” and the “plan administrator,” as those terms are used in the Act.
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3. Agents for Service of Process
Each Trustee shall be considered as an agent of the Trust Fund for the purpose of accepting service of legal process ; provided that the Trustees may designate their administrative agent, or another person, as agent of the Trust Fund for this purpose.
4. Number and Term of Trustees.
a) Nine trustees . There shall be nine Trustees, five of whom shall be elected by delegates of participating Locals in the Trust benefit plan(s) for a three year term, and four of whom shall be appointed by the Executive Board of the WSCFF for a one year term. The first term of the newly elected Trustee shall terminate on June 30, 2015 , and the first term of the newly appointed Trustee shall terminate on June 30, 2013. The term of a new Trustee shall commence on July 1 following the WSCFF convention at which he was appointed or elected. Elections and appointments shall be according to rules of the WSCFF for its election of its Executive Board and its appointments, or to other special Trust election and appointment rules that the WSCFF adopts. b) Reserved Seats.
(i) Trustee from outside State of Washington. One of the four appointed Trustees positions shall be reserved for a member of a Local based outside the state of Washington, if such a person is available.
(ii) Retiree trustee. No more than one of the elected or appointed Trustee positions shall be available for a retiree, provided however that a Trustee who becomes a retiree while serving as a Trustee may finish his or her term, even if there is already a retiree on the Board.
(iii) Local 27. Effective July 1, 2012, and for the single term ending on June 30, 2015, one of the five elected Trustees positions shall be reserved for a member of the Seattle Fire Fighters Union, IAFF Local 27, on the condition that Local 27 is a participating Local during that three year term.
.
4. Membership Requirement
Effective June 30, 2004, each person elected or appointed as Trustee shall be an active member of a participating labor organization (or a retiree who was an active member until retirement) and a participating employee in one of the Trust’s benefit plans. There shall be no more than one Trustee from any participating labor organization.
5. Appointment of Successor Trustees
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In the event of the termination of appointment, resignation, or death of a Trustee, a successor Trustee shall be selected as follows: If the terminating Trustee was elected, the remaining Trustees shall select a Trustee for the balance of the term. If the terminating Trustee was appointed, the Executive Board of the WSCFF shall appoint a new Trustee.
6. Individuals Disqualified from Serving as Trustees
No individual who has been convicted of any of the crimes listed in Section 411(a) of the Employee Retirement Income Security Act of 1974 shall serve as a Trustee during the period of disqualification specified in the statute.
7. Acceptance of Appointment by Trustees
Each Trustee shall sign a document accepting his position as Trustee and agreeing to abide by the terms and provisions of this Trust Agreement. Acceptance will also be deemed to occur by attendance at two Trustee meetings.
8. Term of Appointment
Each Trustee shall serve until termination of appointment, resignation, or death.
9. Termination of Appointment by Appointing Entity
The appointment of a Trustee may be terminated at any time by the entity which originally made the appointment, according to such entity’s internal rules, procedures, or practices.
The termination of a Trustee’s appointment shall be effective upon the termination date specified in a written notice of termination, addressed to the Chairman and Secretary of the Trustees, prepared by the appointing entity.
10. Termination of Appointment for Failure to Attend Meetings The appointment of a Trustee shall be automatically terminated if such Trustee fails to attend three (3) consecutive meetings of the Trustees, without being excused from attend ance by specific action of the remaining Trustees noted in the minutes.
11. Termination of Appointment for Conviction of a Crime The appointment of a Trustee shall be automatically terminated if such Trustee is convicted of any of the crimes listed in Section 411(a) of the Employee Retirement Income Security Act of 1974.
12. Termination of Appointment for Mental Incapacity
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The appointment of a Trustee shall be automatically terminated if such Trustee is declared mentally incompetent by court decree.
13. Resignation of Appointment
A Trustee may resign his appointment at any time subject to applicable law. Such resignation shall be effective upon the resignation date specified in a written notice of resignation addressed to the Chairman and Secretary of the Trustees.
14. Vacancies
No vacancy in the position of Trustee shall impair the power of the remaining Trustees to administer the affairs of the Trust Fund so long as a quorum exists as specified in Article IV, Section 2, hereof.
15. Return of Books and Records
In the event of the termination of appointment, resignation, or death of a Trustee, the Trustee (or his legal guardian, heirs, or personal representative) shall, upon the request of the Chairman or the Secretary of the Trustees, forthwith turn over to the Chairman or Secretary any and all records, books, documents, monies, and other property in the possession of the Trustee, or under his control, that belong to the Trust Fund or that were received by him in his capacity as Trustee.
ARTICLE IV
TRUST FUND ADMINISTRATION
1. Manner of Voting
Any action to be taken by the Trustees shall be determined by majority vote of the total number of Trustees in attendance at the meeting, with abstentions deemed not to be votes.
2. Constitution of a Quorum
To constitute a valid regular or special meeting of the Trustees, a quorum must be present. A quorum exists if there are present at a mee ting a majority of the number of Trustee positions pursuant to Article III, Section 4, hereof, even if all positions are not filled.
3. Motions
Any Trustee, including the Chairman or Secretary , may offer or second any motion or resolution presented for the Trustees’ consideration.
4. Prohibition of Proxies
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To e ncourage full attendance at meetings of the Trustees and due consideration of the matters being voted upon, there shall be no proxies. A Trustee must be present in order to cast a vote.
5. Regular Meetings
The Trustees shall hold regular periodic meetings consistent with the needs of Trust Fund business, provided that there shall be at least two (2) regular meetings held during each calendar year. The Trustees shall determine the time and place of all such meetings.
6. Special Meetings
Either the Chairman or the Secretary or any two (2) Trustees may ca ll a special meeting of the Trustees by giving written notice to all the other Trustees of the time and place of such meeting at least ten (10) days before the date set for the meeting, provided that ten (10) days ’ advance notice shall not be necessary if all Trustees are agreeable to an earlier meeting.
7. Action without a Formal Meeting
The Trustees may ta ke action without a formal meeting by means of (a) a conference telephone call, arranged by the Secretary or the administrative agent, in which all Trustees participate; (b) the presentation of a written motion or resolution sent to all Trustees by the Secretary or the administrative agent and the subsequent obtaining of Trustee votes on the motion or resolution in telephone calls placed to each Trustee by the Secret ary or the administrative agent; or (c) the presentation of a written motion or resolution s ent to all Trustees by the Secretary or the administrative agent and the subsequent obtaining of Trustee votes on the motion or resolution in letters sent by each Trustee to the Secretary or the administrative agent.
Any such action shall be reported in the minutes of the next formal meeting.
8. Arbitration of Deadlocked Issues
In the event the Trustees should deadlock on any matter submitted for their concurrence, the dispute may be referred by either group of Trustees to an impartial arbitrator in accordance with the labor arbitration rules of the American Arbitration Association. A deadlock shall be deemed to occur when there is a tie vote on any motion before the Trustees.
The Trustees shall attempt to agree on the joint submission of a statement of the issue in dispute. However, if the Trustees cannot jointly agree upon such a statement, each group of Trustees shall submit to the arbitrato r, in writing, its version of the issue in dispute. As part of his award, the arbitrator shall state his determination as to the exact issue.
The expenses of any such arbitration, including any court proceedings relating thereto, the fee of the arbitrat or, and the reasonable attorney and witness fees of the parties shall be chargeable to the Trust Fund.
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The decision and award of the arbitrator shall be final and binding upon the Trustees and upon all parties whose interests are affected thereby.
The procedure specified in this Section shall be the sole and exclusive procedure for the resolution of deadlocked issues.
9. Election of Chairman and Secretary
The Trustees shall elect one of the appointed Trustees as Chairman and one of the entire Board of Trustees as Secretary.
The Chairman and the Secretary shall each hold office indefinitely, provided that , when a particular Chairman and Secretary have held office for two (2) years or at any time thereafter, any Trustee may obtain, on request, a new election of officers.
A Chairman or Secretary may resign his office at any time. Such resignation shall be effective upon the resignation date specified in a written notice of resignation addressed to the remaining Trustees. In case of the resignation, death, or termination of appointment of either the Chairman or the Secretary, there shall be a new election of both offices.
10. Duties of Chairman and Secretary
The Chairman shall chair the meetings of the Trustees, shall appoint all committees, and shall carry out such other duties as the Trustees may assign to him.
The Secretary, in the absence of the Chairman, shall act in the place of the Chairman and perform the Chairman’s duties. The Secretary shall also advise the Trustees as to all correspondence and financial reports pertaining to the Trust Fund and shall keep minutes or records of all meetings, proceedings, and actions of the Trustees, provided that these particular responsibilities may be delegated to the administrative agent or to the other of the professional or non-professional help retained by the Trustees.
11. Authorized Signatures
The Chairman and the Secretary or any two authorized Trust ees shall sign all negotiable instruments, certificates, contracts, government reports, and other legal documents on behalf of the Trust Fund, provided that the authority for signing negotiable instruments may be delegated to the administrative agent, corp orate trustee (if any), depository bank, or custodian bank. All persons doing business with the Trust Fund may rely on such signatures.
If the Trust Fund issues benefit checks to participating employees or their beneficiaries, the signatures of the Chai rman and Secretary may be affixed thereto by a facsimile signature device, under safeguards determined by the Trustees.
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12. Compensation and Expenses
No Trustee shall receive any compensation from the Trust Fund for services as a Trustee except as may be allowed under the Employee Retirement Income Security Act of 1974, and as may be authorized by the Trustees.
Each Trustee shall be reimbursed out of t he Trust Fund for all expenses properly and actually incurred by him in the administration of the Trust Fund.
The Trustees shall establish the conditions for the payment of compensation (if any) and for the reimbursement of expenses.
13. Benefits to Trustees Not Prohibited
Nothing in this Trust Agreement shall prohibit a Trustee from receiving any benefits under the terms of a benefit plan, if he is otherwise eligible for the same as a participating employee or as a beneficiary of a participating employee.
ARTICLE V
PARTICIPATION
1. Bargaining Units Entitled to Participate
The following labor organizations (or their successors), and the employees in the bargaining units represented b y such labor organizations, shall be allowed to participate in the Trust Fund:
Fire Fighter Locals that are members of the
International Association of Fire Fighters
2. Other Bargaining Units
The Trustees shall have the authority to permit labor organizations (other than those specified above), and the employees in a bargaining unit covered by a collective bargaining agreement, to participate in the Trust Fund.
The participation of such bargaining units shall be entirely discretionary with the Trustees and shall be subject to whatever terms and conditions they may impose.
The Trustees have the authority to decline or termi nate the participation of a particular bargaining unit if (a) the labor organization and the employer fail to provide the Trustees with a copy of their collective bargaining agreement; (b) the language of the contribution provisions in the collective barga ining agreement does not meet the requirements established by the Trustees (if any); (c) the labor organization fails to submit a subscription agreement binding it to this Trust Agreement, if required; (d) the negotiated contribution rate is lesser, or gre ater, than the Trust Agreement Governing the Washington State
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contribution rate supporting a particular benefit plan then being administered by the Trustees, provided that the Trustees, in their discretion, may accept the different contribution rate and establish different eligibility rules or benefit formulas for the employees affected; or (e) there exist other facts and circumstances that, in the Trustees’ discretion, justify a declination or termination of participation.
3. Non-Bargaining Unit Employees of Participating Employers
The Trustees shall have the authority to enter into subscription agreements directly with participating employers, who are contributing for their bargaining unit employees, by the terms of which such an employer agrees to make contributions to the Trust Fund so that the non - bargaining unit employees of the employer can be covered by the benefit plans provided through the Trust Fund.
The acceptance of such subscription agreements shall be entirely discretionary with the Trustees and shall be subject to applicable law and whatever terms and conditions they may impose.
4. Unauthorized Participation
The only individuals who shall be entitled to participate in and receive benefits from the Trust Fund shall be those employees who are within the bargaining units described in Sections 1 and 2 or who are within the group described in Section 3 above. It is expected that participating employers will submit contributions only on behalf of such employees. The receipt by the Trust Fund of contributions which may be submitted on be half of individuals who are not eligible to participate shall not estop the Trustees from declining or terminating the participation of such individuals nor shall it constitute a waiver of any of the provisions of this Article or of the benefit plans.
ARTICLE VI
TRUSTEE RESPONSIBILITIES
1. General Duty – Receipt of Contributions and Creation and Administration of Benefit Plans
It shall be the general duty of the Trustees to receive the contributions from participating employers and the contribut ions from participating employees (if any) and any other income or assets that they may receive and, with such, to create and administer one or more employee welfare benefit plans for the participating employees and their beneficiaries.
Additionally, the Trustees shall have the specific duties set forth in this Trust Agreement and such other duties as are imposed upon them by the Employee Retirement Income Security Act of 1974 and other applicable laws.
2. Compliance with the Internal Revenue Code
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The Trustees shall administer the Trust Fund and the benefit plans so that, to the extent allowed in the Internal Revenue Code, employer contri butions are tax deductible, the Trust Fund is tax exempt, and the value of the employee welfare benefits is excludable from the recipients’ taxable income.
3. Basis of Payments to and from Trust Fund
The basis on which contributions of participating employers and contributions of participating employees (if any) are made shall be as specified in the underlying collective bargaining agreement or subscription agreement. The basis on which benefits are paid out of the Trust Fund shall be as specified in the employee welfare benefits plans.
4. Application of Trust Fund Assets
As required by Section 403(c)(1) of the Employee Retirement Income Security Act of 1974, the assets of the Trust Fund shall never inure to the benefit of any participating employer and shall be held for the exclusive purposes of providing benefits to participating employees and their beneficiaries and defraying reasonable expenses of administering the plan.
5. Fiduciary Standards
As required by Section 404(a)(1)(A) and (B) of the Employee Retirement Income Security Act of 1974, the Trustees shall discharge their duties and administer the Trust Fund assets solely in the interest of the participating emp loyees and their beneficiaries and for the exclusive purpose of (a) providing benefits to participating employees and their beneficiaries and (b) defraying reasonable expenses of benefit plan administration.
In carrying out the duties , the Trustees shall act with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent man , acting in a like capacity and familiar with such matters , would use in the conduct of an enterprise of a like character and with like aims.
6. Deposits
The contributions or any other monies which the Trustees may receive shall be deposited in one or more banks or similar financial institutions supervised by the United States or a state, pending the allocation of such monies for the payment of current benefits and expenses or for investment. Such monies may be commingled, on a temporary basis, with monies belonging to other related trust funds.
7. Investments
The Trustees shall invest all contributions or other monies not required for the payment of current benefits and expenses. The Trustees may invest and reinvest in bank accounts, Trust Agreement Governing the Washington State
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savings and loan accounts, securities, mortgages, deeds of trust, notes, commercial paper, real estate, insurance contracts, and in such other property, real, personal, or mixed, as they deem prudent provided that, in making of investments, the Trustees shall diversify such investments as required by Section 404(a)(1)(C) of the Employee Retirement Income Security Act of 1974 so as to minimize the risk of large losses, unless under the circumstances it is clearly prudent not to do so. Further, no investment shall be made which would constitute a “prohibited transaction” within the meaning of Section 406 of such Act, provided that the Trustees shall have the authority to apply to the Secretary of Labor for a conditional or uncondit ional exemption from any of the “prohibited transaction” rules, as they may deem necessary in the administration of the Trust Fund and the benefit plans.
8. Specifically Permitted Investments
In the event the Trustees designate one or more banks or similar financial institutions supervised by the United States or a state to serve as custodian of the trust assets, or as a corporate trustee, or in another fiduciary capacity, the monies belonging to the Trust Fund may be invested in the accounts of such bank or institution, provided that such accounts bear a reasonable interest rate.
Further, the monies of the Trust Fund may be invested in (a) a common or collective trust fund or pooled investment fund, maintained by a bank or trust company supervised by the United States or a state or (b) in a pooled investment fund of an insurance company, even though such bank, trust company, or insurance company is a party -in-interest as that terms is designated in Section 3(14) of the Employee Retirement Income Security Act of 1974, provided that the bank, trust company, or insurance company receives not more than reasonable compensation for managing such an investment.
9. Title to Investments and Other Assets
Title to all investments or other assets of the Trust Fund shall be maintained in the name of the Trust Fund, provided that , for convenience in transferring stocks, bonds, or other negotiable securities, title to such securities may be held in the name of the Trust Fund’s custodian bank or of its nominee.
Except as may be authorized by regulation of the Secretary of Labor , the indicia of ownership of all investments and other assets of the Trust Fund shall not be maintained outside the jurisdiction of the district courts of the United States.
10. Fidelity Bond
The Trustees shall procure a fidelity bond in the amount required by Section 412(a) of the Employee Retirement Income Security Act of 1974 covering each Trustee or other person who receives, handles, disburses, or otherwise exer cises custody or control of any of the funds or other property of the Trust Fund. The cost of such bond shall be chargeable to the Trust Fund, provided that, if such bond covers persons other than the Trustees or the employees (if any), and Trust Agreement Governing the Washington State
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if there is an additional premium for the coverage for such other persons, the additional premium shall be chargeable to such other persons.
11. Records
The Trustees shall maintain rec ords of their administration of the Trust Fund, including records of all receipts and disbursements, all investments purchased or sold, the texts of all benefit plans, all employee eligibility listings, all minutes of Trustee meetings, and all correspondence. No such record shall be destroyed except upon the specific action of the Trustees, and destruction shall not be directed until a period of eight (8) years has elapsed from the date the record was created.
12. Annual Audit
The Trustees shall engage, on behalf of the participating employees and their beneficiaries, an independent qualified public accountant and shall authorize such accountant to conduct an annual f inancial examination of the Trust Fund, as required by Section 103(a)(3)(A) of the Employee Retirement Income Security Act of 1974. The cost of such examination shall be chargeable to the Trust Fund.
A statement of the results of each such examination s hall be submitted to the Trustees for their review and, further, shall be made part of the Trust Fund’s annual report.
13. Plan Description
The Trustees shall a plan description, a summary plan description, and any modifications or changes in the information contained in such description, as required by Section 102 of the Employee Retirement Income Security Act of 1974.
The Trustees shall also furnish to partici pating employees and to each beneficiary receiving benefits, copies of the summary plan description and copies of any modifications or changes in the information in such description, as required by Section 104(b)(1) of such Act.
14. Annual Report
The Trustees shall prepare and file with the Department of Labor an annual report, as required by Section 103 of the Employee Retirement Income Security Act of 1974. The Trustees shall also furnish to participating employees and to each beneficiary receiving benefits portions of the annual reports as required by Section 104(b)(3) of such Act.
15. Documents to be Examined or Furnished
The Trustees shall make cop ies of (a) this Trust Agreement; (b) the plan description ; (c) the latest annual report ; (d) the applicable collective bargaining agreement ; and (e) any other contracts or instruments under which a benefit plan is established or operated available for Trust Agreement Governing the Washington State
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examination by participating employees or their beneficiaries in the Trust Office, as required by Section 104(b)(2) of the Employee Retirement Income Security Act of 1974.
The Trustees shall, upon written request by a participating employee or his beneficiary, furnish to the participating employee or beneficiary a c opy of (a) this Trust Agreeme nt; (b) the plan description; (c) the latest u pdated summary plan description; (d) the latest annual report; (e) any terminal report; (f) the applicable collective bargaining agreement; and (g) any other contracts or instruments under which a benefit plan is established or operated, as required by Section 104(b)(4) of such Act. Such copies shall be furnished within thirty (30) days of the request. The Trustees may impose a reasonable charge for such copies as may be allowed by regulation of the Secretary of Labor.
16. Procedure for Review of Denied Benefit Claims
The Trustees shall establish administrative procedures whereby particip ating employees or their beneficiaries whose claims for benefits are denied are notified, in writing, of the reasons for such denial and which afford such a participating employee or beneficiary a reasonable opportunity for a full and fair review, as requi red by Section 503 of the Employee Retirement Income Security Act of 1974. Such procedures shall include the hearing and appeal provisions set forth in Article X hereof.
17. Privacy Rule
The Trustees shall provide certification to the Trust Fund that they agree to not use or disclose Protected Health Information (“PHI”) other than as permitted or required by the Plan document(s) or as required by the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and its corresponding regulations titled the Standards for Privacy of Individually Identifiable Health Information (Privacy Rule). The Trustees shall have the auth ority to implement policies and procedures and take any other action that may be required in order to comply withy HIPAA and the Privacy Rule. Any omissions or oversights in the use and/or disclosure of PHI will be resolved in accordance with the applicable law and its regulation(s).
18. Whistleblower Policy
The Trustees shall discharge their duties and administer the Trust Fund in such a manner as to comply with Section 510 of the Employee Retirement Income Security Act of 1974, ‘Interference with Rights Protected under Act’.
ARTICLE VII
ALLOCATION OR DELEGATION OF TRUSTEE RESPONSIBILITIES
1. Allocation of Responsibilities to Committees
The Trustees may allocate to one or more committees of Trustees all or part of the following responsibilities, with full Power to act: (a) the responsibility for managing the Trust Trust Agreement Governing the Washington State
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Fund investments (if not otherwise delegated to a qualified investment man ager); (b) the responsibility for reviewing and determining benefit claims of participating employees and their beneficiaries; (c) the responsibility for conducting hearings and issuing determinations as provided for in Article X, Section 2 hereof; (d) the responsibility for resolving questions or problems that may be encountered in connection with payroll auditing activities; (e) the responsibility for resolving questions or problems that may be encountered in connection with payroll auditing activities; ( f) the responsibility for resolving questions or problems that may be encountered in connection with the collection of delinquent employer accounts; ( g) the responsibility for resolving questions or problems that may be encountered in connection with the d ay-to-day work of the administrative agent; ( h) the responsibility for reviewing the performance of the qualified investment manager (if any), and of the other professional persons retained by the Trustees.
In the event the Trustees elect to allocate any of the stated responsibilities , they shall do so by the adoption of a motion or resolution calling for the appointment of a committee of Trustees and specifying the particular responsibility that is being allocated. With respect to the responsibility tha t is allocated, the committee shall have all the powers of the full Board of Trustees. Any action to be taken by the committee shall be determined according to the voting formula contained in Article IV, Section 1 hereof. If the committee members deadloc k on any matter submitted for their concurrence, such matter shall be referred to the full Board of Trustees for review and action.
Nothing contained herein shall in any way limit the authority of the Trustees to create additional committees for the purp ose of assisting with or expediting the affairs of the Trust Fund, provided that any such committee shall be empowered only to make recommendations with respect to the matters referred to it.
2. Delegation of Investment Responsibilities
The Trustees may delegate all or part of their responsibilities for the management of the Trust Fund investments to one or more qualified investme nt managers, as that term is defined in Section 3(38) of the Employee Retirement Income Security Act of 1974, i.e., (a) an investment adviser registered as such under the Inves tment Advisers Act of 1940; (b) a b ank as defined in that Act; or ( c) an insuran ce company qualified to manage, acquire, or dispose of employee benefit plan assets under the laws of more than one state.
In the event the Trustees elect to delegate investment responsibility they shall do so by the adoption of a motion or resolution ma king the delegation to a designated investment manager. The delegation shall be effective when the investment manager accepts the delegation and acknowledges in writing his status as a fiduciary with respect to the Trust Fund.
3. Delegation of Other Responsibilities
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The Trustees may delegate all or part of their responsibilities with respect to the administration of the Trust Fund or the benef it plans (except investment responsibilities) to their administrative agent or to any other person whom they may designate for such purpose.
In the event the Trustees elect to delegate a particular responsibility they shall do so by the adoption of a mot ion or resolution making the delegation to a designated person. The delegation shall be effective when the designated person accepts the delegation. If the delegation involves a responsibility other than one which is ministerial in nature, the designated person shall also acknowledge in writing his status as a fiduciary with respect to the Trust Fund.
4. Review of Performance
In the event the Trustees elect to allocate or delegate Trustee responsibilities they shall periodically review the performance of the persons to whom such responsibilities have been allocated or delegated.
ARTICLE VIII
TRUSTEE POWERS
1. General Powers
Except as may be expressly limited by the terms of this Trust Agreement, Trustees shall have full and exclusive authority to control and administer the Trust Fund and the employee welfare benefit plans which they create.
The authority of the Trustees not only encompasses the specific powers recited in the various paragraphs of this Trust Agreement but also includes the general power to do all things and take all actions, including the expenditure of Trust Fund monies, which they may deem necessary to carry out the purpose of this Trust Agreement. The Trustees may i mplement their powers through the adoption of appropriate motions, resolutions, or administrative rules and regulations.
2. Specific Powers Discretionary
The recitation of specific powers in this Trust Agreement shall not be interpreted as compelling the exercise of any such power. The exercise of specific powers is discretionary with the Trustees.
3. Benefit Plans Currently Being Provided
The employee welfare benefit plan (or plans) presently being administered through this Trust Fund is (are) described as follows:
Medical Expense Reimbursement Plan (ef. July 1, 2018).
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The Trustees shall have the authority to amend such benefit plan (or plans), or any plans hereafter adopted, including amendments that expand, restrict, or terminate all or part of the rules relating to eligibili ty for benefits, or to the amount and nature of such benefits, as they may determine. Amendments may be made on a prospective or retroactive basis.
4. Additional Benefit Plans
The Trustees shall have the authority to create and administer additional employee welfare benefit plans as may be lawful under Section 3(1) of the Employee Retirement Income Security Act of 1974, provided that such plans are suppor ted by employer or employee contributions.
5. Design of the Benefit Plans
The Trustees shall have the authority to determine the details of the benefi t plans, including the determination of the rules under which participating employees shall be eligible for benefits and the nature and amount of such benefits. The Trustees shall also have the authority to determine whether benefits shall be extended to beneficiaries of participating employees and, if so, to determine which class or classes of beneficiaries shall be eligible for benefits, the eligibility rules which will apply to such class or classes of beneficiaries, and the nature and amount of such be nefits. If there are different contribution rates, the Trustees may establish different eligibility rules, or benefit formulas, for the participating employees and their beneficiaries who are affected thereby.
6. Means of Providing Benefits
The Trustees shall have the authority to provide the benefits, in whole or in part, directly from the Trust Fund or to contract with an insurance carrier, service organization, health maintenance organization, or other entity, to underwrite or provide such benefits.
7. Facility of Payment
The Trustees shall have the authority to adopt rules by the terms which benefit payments owing to minors or incompetents may be paid instead to a person or institution providing care or other services to such minor or incompetent, even though a legal guardianship does not exist.
Benefit payments made under any such rules shall fully discharge the Trust Fund’s obligation to the minor or incompetent.
8. Self-Payments by Employees and Beneficiaries
The Trustees shall h ave the authority to include provisions in the benefit plan(s) by the terms of which participating employees and/or beneficiaries, may be permitted to make contributions on their own behalf, only as allowed by federal law.
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9. Administrative Agent
The Trustees shall have the authority to retain, at the expense of the Trust Fund, one or more administrative agents to assist the Trustees in the day-to-day administration of the Trust Fund and the benefit plans. Such assistance may include the receipt and recording of contributions, the processing of delinquent accounts, the preparation of employee eligibility listings, the processing of benefit a pplications, the payment of benefits, the maintenance of financial records, and the handling of routine communications.
The administrative agent may be a contract administrator or a salaried administrator. In the event the Trustees employ a salaried adm inistrator they shall also have the authority to employ such additional administrative staff personnel as may be necessary.
The Trustees shall periodically review the performance of the administrative agent.
10. Banking Services
The Trustees shall have the authority to retain, at the expense of the Trust Fund, one or more banks or similar financial institutions supervised by the United States or a state, to perf orm depository or custodial services, or to serve as corporate trustee or co -trustee, on behalf of the Trust Fund.
The Trustees shall periodically review the performance of the banks which they have retained to perform banking services.
11. Other Professional and Non-Professional Help
The Trustees shall have the authority to retain, at the expense of the Trust Fund, on e or more accountants, actuaries, attorneys, employee benefit plan consultants, investment managers, payroll auditors, and other professional or non -professional help, as they may deem necessary in the administration of the Trust Fund and the benefit plans . Unless limited by the Employee Retirement Income Security Act of 1974, the retention of any such professional or non - professional help may be on a contract or salaried basis.
The Trustees shall periodically review the performance of their professional and non - professional help.
12. Obtaining of Necessary Premises, Equipment and Supplies The Trustees shall have the authority to purchase or lease suitable premises and equipment and to purchase materials and supplies, at the expense of the Trust Fund, as they may deem necessary in the administration of the Trust Fund and the benefit plans.
13. Insurance
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The Trustees shall have the authority to purchase policies of insurance (liability, property damage, casualty, and errors and omissions) to protect the Tru st Fund and to protect themselves and their employees (if any) with respect to their activities on behalf of the Trust Fund as they may deem necessary. The cost of such insurance policies shall be chargeable to the Trust Fund, provided that, if such insurance policies cover persons other than the Trustees or their employees (if any), and if there is an additional premium for coverage for such other persons, the additional premium shall be chargeable to such other persons.
Any policy of errors and omissio ns insurance which covers the Trustees individually shall contain a recourse clause as required by Section 410(b)(1) of the Employee Retirement Income Security Act of 1974, provided that nothing herein shall prevent a Trustee (or an employer, employer association, or labor organization acting on his behalf) from purchasing for the Trustee a waiver of the recourse clause or a separate policy insuring against such recourse.
14. Borrowing Money
The Trustees shall have the authority to borrow money for the Trust Fund, with or without security, as they may deem necessary in the administration of the Trust Fund and the benefit plans.
15. Reserve Funds
The Trustees shall have the authority to maintain reasonable reserve funds for future contingencies as they may deem necessary in the administration of the Trust Fund and the benefit plans.
16. Payment of Taxes
The Trustees shall have the authority to pay, at the expense of the Trust Fund, all real and personal taxes, and other ta xes and assessments of any kind that may be lawfully levied or assessed against the Trust Fund.
17. Refunds of Contributions Erroneously Paid
The Trustees shall have the authority to adopt rules by the terms of which refunds of contributions may be made to a participating employer or employee where the employer or employee has paid such contributions in error, provided that employer refunds shal l be made only as permitted by Section 403(c) of the Employee Retirement Income Security Act of 1974.
18. Prosecution of Legal Actions or Claims
The Trustees shall have the authority to originate and maintain any legal actions or claims involving potential legal actions, a t the expense of the Trust Fund, as they may deem necessary in the administration of the Trust Fund and the benefit plans. All such actions and claims shall be prosecuted in the name of the Trust Fund or in the name of an assignee.
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19. Defense of Legal Actions or Claims
The Trustees shall have the authority to defend all legal actions, claims involving potential legal actions, and investigatory proceedings initiated against the Trust Fund or against one or more of the Trustees, former Trustees, administrative agents, or against one or more of the employees of the Trust Fund (if any) that relate to the administration of the Trust Fund or the benefit plans. Except as stated below, the defense of such actions, claims, and proceedings shall be at the expense of the Trust Fund.
If the final court decree establishes personal liability on the part of specified Trustees, administrative agents, or employees (if any) for breach of their fiduciary responsibilities, as permitted by Section 409(a) of the Employee Retireme nt Income Security Act of 1974, and orders that the specified persons are to bear the expenses of their own defense, their attorney fees shall not be chargeable to the Trust Fund. If attorney fees and costs have already been charged to the Trust Fund, the specified persons shall be obligated to repay the Trust Fund for the pro - rate share of such fees and costs.
20. Compromise of Legal Actions or Claims
The Trustees shall have the authority to compromise, settle, or release all legal actions or claims involving potential legal actions, in favor of or against the Trust Fund, on such terms and conditions as they may determine.
21. Penalties for False or Withheld Information
The Trustees shall have the authority to adopt rules and regulations by the terms of which reasonable penalties or forfeitures may be imposed upon participating employees or beneficiaries who (a) falsify any information requested of them in the administration of the Trust Fund and the benefit plans; or (b) fail to provide requested information within a reasonable time.
22. Correction of Errors
It is recognized and acknowledged by all parties that the Trustees will provide eligibility credits or benefits to partic ipating employees and their beneficiaries based on Trust Fund records. It is also recognized and acknowledged that such records could be incorrec t due to (a) incomplete records; (b) employees or beneficiaries submitting incorrec t or false benefit applications; (c) recording or computation err ors by the administrative agent; (d) computer errors; or (e) other similar circumstances. The Trustees shall have the authority to correct the Trust Fund records whenever errors are discovered and to terminate partici pation, adjust eligibility credits or benefits, or seek the recovery of benefit overpayments, as they may determine.
23. Subscription Agreements
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The Trustees shall have the authority to create and distribute subscription agreements, at the expense of the Trust Fund, by the terms of which a participating employer or labor organization acknowledges its obligation to make contributions to the Trust Fund a nd subscribes to the terms and provisions of this Trust Agreement.
24. Participation in Certain Non-Profit Organizations
The Tru stees shall have the authority to participate in non -profit foundations, corporations, councils, committees, or other organizations that have as their purpose (a) the alleviation of physical or mental disease, or of other conditions or hazards that require the care or service being paid for through the benefit pla ns administered by the Trustees; or (b) the improvement in the availability of, and quality of, medical care, or of other care or service being paid for through the benefit plans, or the reduction in the costs of such care or services. If the Trustees act to participate in any such non -profit organization, the membership or participation fees of the organization shall be chargeable to the Trust Fund.
Further, to the extent that such is not prohib ited by the Employee Retirement Income Security Act of 1974, the Trustees may make loans, grants, or donations to any such nonprofit organization, in reasonable amounts, out of the uncommitted reserves of the Trust Fund.
25. Participation in Non-Profit Educational Organizations The Trustees shall have the authority to participate in non -profit foundations, corporations, committees, or other organizations which sponsor educational programs or provide educational materials pertaining to the administration of trust funds of this nature and of employee benefit plans. If the Trustees act to participate in any such non -profit organization, the membership or participation fees of the organization shall be chargeable to the Trust Fund.
The Trustees shall also have the authority to purchase educational materials and to provide for the attendance of the Trustees, or of such of their em ployees (if any), as they may designate, at educational conferences and meetings. The costs of such materials and attendance shall be chargeable to the Trust Fund.
26. Reciprocity
The Trustees shall have the authority to enter into reciprocal agreements with other employee benefit trust funds providing similar benefits to those provided through the Trust Fund, for the exchange of eligibility credits or monies or for the payment of pro -rata benefits, in order to protect employees who may terminate their participation in the Trust Fund and begin participation in a reciprocal trust fund and vice versa.
27. Coordinated Administration
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The Trustees shall have the authority to coordinate the administration of the Trust Fund and of the benefit plans with the administration of related employee benefit trust funds and benefit plans, to such extent as they may determine.
28. Mergers
It is recognized that at some time or times in the future, the Trustees may deem it in the best interest of the Trust Fund and of the participating employers, employer associations, labor organizations, and employees to accept the merger of another employee welfare benefit trust fund into the Trust Fund or to merge the Trust Fund into another employee welfar e benefit trust fund.
In the event that another employee welfare benefit trust fund is to be merged into the Trust Fund, the Trustees shall have the authority to negotiate the terms of the merger, enter into an appropriate merger agreement, and carry out the steps necessary to consummate the merger.
In the event that the Trust Fund is to be merged into another employee welfare benefit trust fund, the Trustees shall have the authority to negotiate the terms of the merger, enter into an appropriate merger a greement, and pursuant thereto, to terminate the Trust Fund subject to Article XIII Section 2 hereof, and to transfer the remaining monies, assets, and liabilities to the other trust fund.
29. Interpretation and Application of Documents
The Trustees shall have the authority to interpret and apply the provisions of this Trust Agreement, or of the benefit plans, or of th eir own motions, resolutions, and administrative rules and regulations, or of any contracts, instruments, or writings that they may have adopted or entered into.
ARTICLE IX
CONTRIBUTIONS AND COLLECTIONS
1. Contribution Reporting Forms
The Trustees may create and make ava ilable, at their discretion, contribution reporting forms.
2. Contribution Due Date
The Trustees shall have the authority to fix a due date for all contributions.
3. Delinquent Contributions
A participating employer shall be considered to be delinquent in the payment of contributions if it (a) fails t o submit a contribution reporting form, and the contributions detailed therein, by the close of business on the due date; or (b) fails to submit contributions on behalf of Trust Agreement Governing the Washington State
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all the employees for whom contributions are required by the underlying collective b argaining agreement or Special Agreement; or (c) fails to compute properly the contributions according to the required contribution formula specified in the underlying collective bargaining agreement or Special Agreement.
The Trustees shall undertake re asonable efforts, at the expense of the Trust Fund, to collect known delinquent contributions and related claims.
4. Audit of Employer Books and Records
The Trustees shall have the authority, at the expense of the Trust Fund, to audit the payroll books and records of a Participating Employer, either directly or through a qualified public accountant, as they may deem necessary in the a dministration of the Trust Fund. Such payroll audit may be undertaken pursuant to a routine payroll audit program or on an individual basis.
5. Protection of Employees in Cases of Employer Delinquency
To protect participating employees and beneficiaries in situations where participating employees may be denied eligibility credits or benefits because t heir employer is delinquent in the payment of contributions, the Trustees shall have the authority to extend eligibility credits to such employees or to direct the payment of benefits to them, or to their beneficiaries, in whole or in part, as they may determine.
6. Coordination with Provisions in Collective Bargaining Agreements
In the event the underlying collective bargaining agreement contains provisions relating to delinquencies that specify additional remedies or obligate the delinquent employer to greater amounts of liquidated damages, interest, or attorney fees than those set forth herein, the Trustees, at their option, may pursue the additional remedies or impose the greater charges.
The Trustees shall not be obligated, however, to pursue the collection of delinquent accounts through the grievance -arbitration procedures ( if any) provided for in the underlying collective bargaining agreement.
ARTICLE X
CLAIMS AND APPEAL PROCEDURES
1. Procedures to be Followed
The Trustees and the participating employees and their beneficiaries shall follow these claims and appeal procedures.
The procedures specified in this Article and in the employee benefit plan(s) administered through this Trust Fund, together with any written hearing procedures adopted by the Trustees, shall be the exclusive procedures available to a participating employee or beneficiary who is dissatisfied with an Trust Agreement Governing the Washington State
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eligibility determination or benefit award, or who is otherwise adversely affected by any action of the Trust Office.
2. Hearings before Board of Trustees
Any participating employee or beneficiary of a participating employee who applies for benefits and is ruled ineligible by the Trust Office (or by a committee of Trustees, an administrative agent, insurance carrier, or other organization acting for the Trustees) or who believes he did not receive the full amount of benefits to which he is entitled, or who is otherwise adversely affected by any action of the Trust Office, shall h ave the right to request the Trustees to conduct a hearing in the matter, provided that he makes such a request, in writing, within one hundred eighty-one (181) days after being apprised of, or learning of, the action. The Trustees shall then conduct a he aring at which the participating employee or beneficiary shall be entitled to present his position and any evidence in support thereof. The participating employee or beneficiary may be represented at any such hearing by an attorney or by any other represe ntative of his choosing. Thereafter, the Trustees shall issue a written decision affirming, modifying, or setting aside the former decision no later than five (5) days after the benefit determination related to the hearing is made.
3. Exhaustion of Administrative Remedies
Any Beneficiary who has exhausted these Claims and Appeal Procedures may bring an action in federal court pursuant to ERISA Section 502(a).
ARTICLE XI
LIMITATIONS
1. Liabilities and Debts of Trust Fund
No signatory party or Trustee and no participating employer, employer association, labor organization, employee, or beneficiary shall be responsible for the liabilities or debts of the Trust Fund.
2. Liabilities and Debts of Participating Parties
No participating employer, employer association, or labor organization shall become responsible by reason of their participation in the Trust Fund for the liabilities or debts of any other participating employer, employer association, or labor organization.
Except for any obligation to make contributions to the Trust pursuant to a Speci al Agreement or Subscription Agreement, a Participating Employer shall have no obligation to provide benefits to which its employees may be entitled under a collective bargaining agreement to the extent that those benefits are provided under a plan funded through the Trust. A Participating Employer shall not be a fiduciary of the Trust or any employee benefit plan funded through the Trust, and shall have no responsibility or liability for Trust investments or the income tax treatment of Trust earnings or benefits provided under such plan.
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3. Personal Liabilities of Trustees
No Trustee shall incur any personal liability in connection with the admin istration of the Trust Fund or the benefit plans, except for such liability that may be established in accordance with Section 409(a) of the Employee Retirement Income Security Act of 1974.
Except as may be required by applicable provisions of such Act, no Trustee shall be held personally liable for any breach of fiduciary responsibilities in connection with the administration of the Trust Fund or the benefit plans where it is established (a) that the responsibilities at issue were lawfully allocated or d elegated ___ other Trustees or fiduciaries; or (b) that, in carrying out the responsibilities at issue, the Trustee reasonably relied upon the advice given by the administrative agent or by one or more of the advisers retained by the Trustees.
No Trustee shall be personally liable for a breach of fiduciary responsibilities if such breach was committed before he became a Trustee or after he ceased to be a Trustee.
4. Judgments against Trust Fund
Any money judgment against the Trust Fund shall be enforceable only against the Trust Fund entity and shall not be enforceable against any Trustee or other person, unless liability against the Trustee or other person, in his individual capacity, is established in accordance with Section 409(a) of the Employee Retirement Income Security Act of 1974.
5. Participating Parties’ Rights
Except as specifically provided for in this Trust Agreement or in the benefit plans, no participating employer, employer association, labor organization, or employee, nor any beneficiary of a participating employee shall have any right, title, or interest in or to the Trust Fund, or in or to the contributions, or in or to the benefits provided.
No participating employee shall be entitled to receive any part of the contributions in lieu of the benefits provided thro ugh a benefit plan, nor shall a participating employee who does not qualify for benefits, or his employer, have any claim to the contributions which may have been paid on his behalf.
6. Cessation of Participation
In the event a participating employer, employer association, or labor organization, or groups thereof should cease participation in the Trust Fund, there shall be no division or allocation of any of the monies or assets of the Trust Fund, except as may be required by law.
7. Protection of Trust Fund, Contributions, and Benefits
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No part of the Trust Fund (including the contributions) or the benefits payable under the benefit plans shall be subject in any manner, by a participating employee or beneficiary, to anticipation, alienation, sale, transfer, assignment, encumbrance, or charge, and any such attempt shall be null and void, provided that the Trustees may recognize assignments of benefits from a participating employee or beneficiary to a doctor, hospital, or other person or institution that has treated or cared for, or provided services or goods to, the participating employee or beneficiary.
Further, no part of the Trust Fund (including the contributions) or the benefits payable under the benefit plans shall be liable for the debts of a participating employee or beneficiary, nor be subject in any manner to garnishment, attachment, lien, charge, or any other legal process brought by any person against a participating employee or beneficiary, and any such attempt shall be null and void.
8. Reliance upon Written Documents
The Trustees may act upon any written letter, report, certificate, instrument, or other document submitted to them by any participating employer, labor organization, employee, or beneficiary, or by any other person, where such document appears to be genuine and to be signed by the proper person or persons, and the Trustees shall be under no duty to make any investigation or inquiry as to any statement contained in any such document.
9. Agents of Trust Fund
The Trust Fund is an entity separate and apart from the participating employers, employer associations, and labor organizations. Accordingly, unless authorized in a motion or resolution of the Board of Trustees, no participating employer, employer association, or labor organization, nor any individual employed thereby, shall have any authority to act or function for or on behalf of the Trust Fund or as an agent thereof.
Likewise, unless authorized in a motion or resolution of the Board of Trustees no individual Trustee shall have any authority to act or function for or on be half of the Trust Fund or as an agent thereof.
ARTICLE XII
MISCELLANEOUS
1. Trust Fund Offices
The Trust Fund shall maintain a principal office and sub -offices, where necessary, in such locations as the Trustees may determine.
2. Applicable Laws and Regulations
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This Trust Agreement shall be interpreted, and the Trust Fund shall be administered, in accordance with the Employee Retirement Income Security Act of 1974, the Internal Revenue Code, and the regulations pertinent thereto, and other applicable statutes and regulations, as such statutes and regulations presently exist or as they may hereafter be amended.
References herein to particular sections of the above -mentioned statutes shall include any regulations pertinent to such sections and any subsequent amendments to such sections or regulations.
3. Service in More than One Fiduciary Capacity
Any Trustee or other person who is a fiduciary may serve the Trust Fund in more than one fiduciary capacity.
4. Notices
Any written notice permitted or required by this Trust Agreement shall be personally delivered to the person for whom it is intended or sent to such person at his residence or business address by first class mail or prepaid telegram.
5. Severability
If any provision of this Trust Agreement, or of the benefit plans, is held to be illegal or invalid for any reason, such illegality or invalidity shall not affect the remaining portions of the Trust Agreement or of the benefit plans.
6. Titles and Words
The titles of the various articles and sections of this Trust Agreement are inserted solely for convenience of reference and are not a part of, nor shall they be used to construe, any term or provision hereof. Whenever any words are used herein in the masculine gender , they shall be construed as though they were use d in the feminine gender, and words in singular form shall be construed as though they were used in the plural form, in all cases where they would so apply.
ARTICLE XIII
AMENDMENTS AND TERMINATION
1. Amendments
This Trust Agreement may be amended by action of the WSCFF’s Executive Board, on its own accord , after fifteen (15) days ’ advance written notice to the Trustees or upon recommendation of the Board of Trustees. If the WSCFF is decertified or otherwise ceas es to exist without having made provisions for any remaining funds in the Trust, the remaining members of the Board of Trustees shall have the power to amend.
AMENDMENT NO. 7
to the
TRUST AGREEMENT GOVERNING THE
WASHINGTON STATE COUNCIL OF FIRE FIGHTERS
EMPLOYEE BENEFIT TRUST
{14072/A0667213.1}
Dr. 12/17/21
The Executive Board of the Washington State Council of Fire Fighters does hereby amend the “Trust Agreement Governing the Washington State Council of Fire Fighters Employee Benefit Trust, restated effective April 14, 2004,” as follows:
1. IAFF Trustee Position. Under Article III, “The Trustees,” Section 4 is deleted and revised to read as follows:
“4. Number and Term of Trustees.
a) Ten Trustees. There shall be ten Trustees, five of whom shall be elected by delegates of participating Locals in the Trust benefit plan(s) for a three-year term, and five of whom shall be appointed by the Executive Boa rd of the WSCFF for a one-year term. The term of a new Trustee shall commence on July 1 following the WSC FF convention at which he/she was appointed or elected. Elections and appointments shal l be according to rules of the WSCFF for its election of its Executive Board and its appointments, or to other special Trust election and appointment rules that the WSCFF adopts.
b) Reserved Seats.
(i) Trustee from Outside State of Washington. One of the five appointed Trustee positions shall be reserved for a member of a Local based outside the state of Washington, if such a person is available.
(ii) Retiree Trustee. No more than one of the elected or appointed Trustee positions shall be available for a retiree, provided however that a Trustee who becomes a retiree while serving as a Trustee may finish his or her term, even if there is already a retiree on the Board.
(iii) IAFF Executive Board Trustee. One of the five appointed Trustee positions shall be reserved for a member of the International Associ ation of Fire Fighters (the “IAFF”) Executive Board, provided that the IAFF Executive Board member is not currently sitting on the governing board of the IAFF Financial Corporation. The IAFF Executive Board shall recommend members of its Board for this Trustee position, and the WSCFF Executive Board shall review the qualifications of the recommended persons and select a qualified person to appoint to the Board of Trustees. If the IAFF Trustee gets selected for a posit ion on the IAFF Financial Corporation governing board during his or her Trustee term, that person shall be disqualified, his or her term as a Trustee shall be automatically terminated, and the process in this Section shall be used to appoint a new person as IAFF Trustee.”
Amendment No. 7 to the
Trust Agreement Governing the WSCFF Employee Benefit Trust
{14072/A0667213.1}
2. Trustee Membership Requirement. Under Article III, “The Trustees,” the second Section 4 is deleted, renumbered as Section 5, and revi sed to read as follows . All subsequent Sections of Article III are renumbered and references adjusted accordingly:
“5. Membership Requirement
Each person elected or appointed as a Trustee, except the IAFF Executive Board Trustee, shall be an active member of a Participating Labor Organization (or a retiree who was an active member until retirement) and a Participating Employee in one of the Trust’s benefit plans. There shall be no more than one Trustee from any Participating Labor Organization.”
3. Majority for Voting and Quorum. Under Article IV, Sections 1 and 2 are r evised by adding the following parenthetical after the word “majority”: “(more than 50%)”.
4. Name Change of Medical Expense Reimbursement Plan. Under Article VIII, “Benefit Plans Currently Being Provided ,” Section 3 is revised to change th e name of the Plan currently administered through the Trust from “Medical Expense Reimbursement Plan” to “IAFF Medical Expense Reimbursement Plan (or ‘IAFF MERP’),” and to adjust any references thereto accordingly.
This Amendment shall be effective upon approval by the Washington State Council of Fire Fighters Executive Board, as indicated by authorized signatures below, pursuant to the procedures set forth in Article XIII, Section 1, of the Trust Agreement.
For the EXECUTIVE BOARD,
WASHINGTON STATE COUNCIL
OF FIRE FIGHTERS
_________________________________
Dennis Lawson, President
Date: ________________
_________________________________
Greg Markley, Secretary/Treasurer
Date: ________________
Acknowledged for:
BOARD OF TRUSTEES,
WASHINGTON STATE COUNCIL
OF FIRE FIGHTERS EMPLOYEE
BENEFIT TRUST
______________________________
Trustee
______________________________
Print Name
Date: ________________
____________________________
Trustee
______________________________
Print Name
Date: ________________
12/31/2021
12/30/2021
12/30/2021
Craig A Soucy
01/12/2022
Jeffrey P Wainwright
AMENDMENT NO. 8
to the
TRUST AGREEMENT GOVERNING THE
WASHINGTON STATE COUNCIL OF FIRE FIGHTERS
EMPLOYEE BENEFIT TRUST
{14072/A0722324.1}
Dr. 9/1/22
The Executive Board of the Washington State Council of Fire Fighters does hereby amend the “Trust Agreement Governing the Washington St ate Council of Fire Fighters Employee Benefit Trust, restated effective April 14, 2004,” as follows:
1. Trustee Positions. Under Article III, Section 4 is deleted and revised to read as follows:
“4. Number and Term of Trustees.
a) Thirteen Trustees. There shall be thirteen Trustees. Five of the Trustees shall be active me mbers of partici pating Locals located in the state of Washington and shall be elected at the WSCFF conve ntion by delegates of participating Locals in the Trust benefit plan(s) for a three-year term. Five of the Trustees shall be appointed by the Executive Board of the WSCFF (the “WSCFF Executive Board”) for a one-year term and shall have the qualifications indicated below in subsection (b). Three of the Trustees shall be d esignated by position on the WSCFF Executive Board or IAFF 7 th District, as described in subsection (c ) below, for a term that coincides with their t erm on the WSCFF Executive Board or IAFF 7th District.
The term of a new Trustee shall commence on July 1 foll owing the WSCFF convention at whi ch he /she was appointed or elected. Elections and appointments shall be according to rules of the WSCFF for its election of its Executive Board and its appointments, or to other special Trust election and appointment rules that the WSCFF adopts.
b) Five Appointed Trustee Seats.
(i) Four Trustees from Outside State of Washington . The WSCFF Executive Board shall appoint a Western Regional Trustee , a n Eastern Regional Trustee , and two At Large Regional Trustees, as described below . In the event that the Trustee ’s Local terminates participation in the Tr ust, the WSCFF Executive Board shall appoint a new Trustee to finish the term.
(1) Eastern Regional Trustee. The Eastern Regional Trustee shall be a member (or retiree who was a member un til retirement) of an IAF F Loca l that is currently participating in the Trust and located in one of the following Eastern states: Alabama, Arkansas, Connecticut, Del aware, District of Colum bia, Florida, G eorgia, Illinois, Indiana, Kentucky, Louisiana, Maine, Maryla nd, Amendment No. 8 to the
Trust Agreement Governing the WSCFF Employee Benefit Trust
{14072/A0722324.1}
Massachusetts, Mi chigan, Mississippi, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolin a, Tennessee, Vermont, Virginia, and West Virginia.
(2) Western Regional Trustee. The Western Regional
Trustee sh all be a member (or retiree who was a member un til retirement) of an IAFF Loca l that is currently participating in the Trust and located in one of the following Western states: Alaska, Arizona, California, Colorado, Hawaii, Idaho, Iowa, Kansas, Minnesota, Missouri, Montan a, Nebraska, Nevada, New Mexico, North Dakota, Oklahoma, Oregon, South Dakota, Texas, Utah, Wisconsin or Wyoming.
(3) Two At Large Regional Trustees. One At Large
Regional Trustee shall be a member (or retiree who was a member until retirement) of an IAFF Local that is currently participating in the Trust and located in one of the following Northwest states:
Oregon, Alaska, Idaho or Montana. The second At Large Reg ional Trustee shall be a member (or retiree who was a member un til retirement) of an IAFF Local that is within the United States but not in Washington state.
(ii) IAFF Executive Board Trustee. The WSCFF Executive Board shall appoin t a member of the International Association of Fire Fighters ( the “IAFF”) Executive B oard as a Trustee. The individual appointed to this Trustee position cannot be currently sitting on the governing board of the IAFF Fi nancial Corporation. The IAFF Executi ve Board shall recommend members of its Board for this Trustee position, and the WSCFF Exec utive Board shall r eview the qualifications of the recommended persons and select a qualified person to appoint to the Board of Trustees. If the IAFF Trustee gets se lected for a position on the IAFF Financial Corporation governing board during h is or her Trus tee term, that person shall be disqualified, his or her term as a Trustee shall be automatically terminated, and the process in this Section shall be used to appoint a new person as IAFF Trustee.
c) Three Trustee Seats Designated for WSCFF Executive Board and IAFF 7th District Positions. The President and Secretary/Treasurer of the WSCFF Executive Board shall serve as Trustees, based upon their position on the WSCFF Executive Board . The IAFF 7 th District Vice President shall also serve as a Trustee, base d on his or her position with the IAFF 7th District. If the re is a vacancy in one of these designated positions, then the WSCFF Executive Board shall appoint another member of the WSCFF Executive Board to serve as Tru stee until the designated position is filled.”
Amendment No. 8 to the
Trust Agreement Governing the WSCFF Employee Benefit Trust
{14072/A0722324.1}
2. Trustee Membership Requirement. Under Article III, Section 5 is deleted and revised to read as follows:
“5. Membership Requirement
Each person elected or appointed as a Trustee , except the IAFF Executive Board Trustee and the IAFF 7th District VP Trustee, shall be an active member of a Participating Labor Organization (or a retiree who was an active member until retirement) and a Partic ipating Employee in one o f the Trust ’s benefit plans.
There shall be no more than one Trustee from any Participating La bor Organization. A ma jority of the Trustee positions must be held by active employees, except that a Trustee who retires while serving as a Trustee may finish his or her term, even if there is a majority of retirees on the Board for the completion of that term.”
3. Quorum. Under Article IV, Section 2 is deleted and revised to read as follows:
“2. Constitution of a Quorum
To constitute a valid regular or special meeting of the Trustee s, a quorum must be present. A quorum exists if there are presen t at a meeting a majority (more than 50%) of the number of filled Trustee positions pursuant to Ar ticle III, Section 4, hereof.”
4. Other Bargaining Unit Participation. Under Article V, Section 2 is deleted and revised to read as follows , and the third paragraph of Section 2 is moved to a new Section 5 in Article V, titled “Termination of Participation”:
“2. Other Bargaining Units
The Trustees shall have the aut hority to permit labor organizations , other than those identified in Section 1 above , to participate in the Trust Fund through negotiation of a collective bargaining agreement , as long as the employees in those bargaining units are Fire Department or Fire District employees and the IAFF Local in that Fire Department or Fire Distr ict is particip ating in the Trust Fund. The Trustees shall have complete discretion o ver p articipation of such bargaining units and their participation shall be subject to whatever terms and conditions the Trustees decide to impose . The total number of participating employees represented by such bargaining units shall not exceed 10% of the total number of participating employees in the Trust as a whole.”
5. Non-Bargaining Unit Employee Participation. Under Article V, Section 3 is deleted and revised to read as follows: