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EXHIBIT A-2: <br />PERFORMANCE STANDARDS <br />for the City of Santa Ana Deferred Compensation Plan (457(b) Governmental Plan) <br />Empower agrees to provide services in accordance with the performance standards stated herein. <br />In the event Empower does not meet the performance standards listed below, Empower will be given an <br />opportunity to cure such failure. If Empower fails to meet the performance standard in the subsequent <br />quarter, Empower agrees to forfeit revenue for each performance standard not met pursuant to the "Fees <br />at Risk" column below. In no event, however, shall the total amount forfeited by Empower in any given <br />calendar quarter exceed 10% of Empower's quarterly Basic Plan Administration Fee determined as of the <br />beginning of each calendar quarter based upon the average daily balance of Plan assets during the <br />calendar quarter. For illustrative purposes, the calculation for quarterly revenue placed at risk would be: <br />[(A*B) *C], in which <br />"A" is the quarterly Basic Plan Administration Fee for the 457(b) Plan; and <br />"B" is the average daily balance of Plan assets during the calendar quarter; and <br />"C" equals the lesser of the sum of the percentages attributed to each performance standard not <br />met by Empower for a calendar quarter or 10%. <br />59 <br />City Council 19 — 62 9/19/2023 <br />