§ 36.136 ENTIRE AGREEMENT.

   (A)   The parties intend that this plan-trust declaration is the complete and exclusive statement of the parties’ agreement and contains all understandings on this subject. This written plan-trust declaration supersedes all prior or contemporaneous agreements, understandings or any other representations concerning this subject matter. There are no other understandings between or among the parties. Everything agreed upon is fully expressed by this written plan-trust declaration.

   (B)   Without limiting the comprehensive effect of the above, the plan-trustee shall have no duties except as expressly stated by this plan-trust declaration, and the title or position of trustee or the fact that the plan-trustee has agreed to serve as a trustee shall not be construed to create or recognize any implied covenant or obligation.

   (C)   The agent has no duties except as expressly specified by the service agreement. The agent is not a fiduciary for any purpose, except to the extent provided by applicable insurance law to the extent that a processing account is an insurance producer processing account under that law.

(Ord. NIRC 97-1, passed 1-15-1997)

§ 36.137 EXPENSES.

   The plan-trustee and the plan administrator shall be reimbursed from the plan-trust assets for any actual expense (including, by example and not by limitation, actual fees of lawyers and legal assistants, accountants, auditors, proxy solicitors or other consultants) reasonably incurred in performing services with respect to the plan or the plan-trust. Without limiting the comprehensive effect of the foregoing, all of the provisions of the plan concerning expenses are incorporated into and made a part of this plan-trust declaration by reference. Except as otherwise ordered by the court, the expense reimbursement shall be effected by deducting a charge against all (or substantially all) participants’ plan accounts according to an equitable method determined by the plan administrator.

(Ord. NIRC 97-1, passed 1-15-1997)

§ 36.138 GOVERNING LAW.

   This plan-trust declaration shall be governed by and construed, to the extent that any construction beyond the written provisions of the plan-trust declaration (including § 36.131) is necessary, and enforced according to the internal laws (without regard to the law of conflicts) of the state or jurisdiction of which the employer is an agency or political subdivision for contracts made and wholly performed in such state or jurisdiction.

(Ord. NIRC 97-1, passed 1-15-1997)

§ 36.139 INDEMNIFICATION.

   For any plan-trustee who is or was an employee of the plan sponsor or any employer, the plan-trustee’s service with respect to the plan-trust shall be treated as official duties, and the plan-trustee shall be entitled to relief from liability and defense and indemnification to the same extent as provided for a government officer or employee in the conduct of his or her official duties.

(Ord. NIRC 97-1, passed 1-15-1997)

§ 36.140 LIMITATION ON LIABILITY.

   (A)   The employer and the plan administrator understand that the plan-trustee’s duties under this plan-trust declaration are solely ministerial.

   (B)   The plan-trustee shall not be responsible for any act or omission of the plan-trustee, including the plan-trustee’s own willful non-feasance, misfeasance, malfeasance, unless such act or omission is a breach of the plan-trustee’s standard of care under § 36.153.

   (C)   The plan-trustee shall not be responsible for any act or omission of any predecessor plan-trustee.

   (D)   The plan-trustee shall not be responsible for any act or omission of any nominee, custodian, depository, accountant, counsel or agent selected with reasonable care.

   (E)   The plan-trustee shall not be responsible for any selection, decision or instruction made by the employer or the Plan Administrator.

(Ord. NIRC 97-1, passed 1-15-1997)