STATE OF TEXAS COUNTY OF DEPOSITORY AND BANKING SERVICES CONTRACT This Depository and Banking Services Contract, hereinafter referred to as "Contract", is made and entered into between the City of, a Type A general law municipality, situated in County, Texas, hereinafter referred to as "City", and Bank, N.A., hereinafter referred to as " ". WHEREAS, the City desires to obtain banking services and a depository for its funds and to provide for those funds the highest level of safety, liquidity, and return while receiving suitable banking services at a reasonable charge; WHEREAS, is willing to provide such banking services and to act as a depository for City funds while providing f u l l collateral satisfactory to the City; NOW, THEREFORE, in consideration of the mutual agreements and covenants contained herein, the City and agree as follows: I. BANKING AND DEPOSITORY SERVICES agrees to receive and safely keep any and a l l public funds offered for deposit by City and to reimburse and pay same to City, by paying its designated officer, or whoever may be lawfully entitled to receive same upon request. agrees C:\USERS\GARY\DOCOMENTS\SPRING BRANCH PROJECTXPINANCE CMMTTEEXDEPOSIIORY BANK SAMPLE CONTRACT.DOC/cli
to perform banking and depository services of the types and for the charges as specified in Exhibit "A", "B", "C", "D", "E", "F", "G", and "H", which are respectively: (A) 's Terms and Conditions of Deposit Accounts; (B) 's Depository Pledge Agreement; (C) 's Treasury Management Services Agreement with Amendment for Public Entities; (D) Resolution No. establishing the City of 's Comprehensive Investment Policy; (E) 's Master Agreement Regarding Custodial and Related Services; (F) 's Merchant Service Agreement; (G) CITY'S Request for Applications; and (H) 's Response to the CITY'S Request for Applications, all of which are attached hereto and incorporated herein by this reference. Should there be any conflict between the terms of this Contract and any of the terms of the documents contained in any Exhibit attached hereto, the terms of any administrative rules of, or other agreement between the City and, the terms of this Contract shall be final, controlling and binding. agrees to accept stop payment orders issued by the City via Quick Search software. Such stop payment orders shall expire after one (1) year, however, the City may choose to renew such stop payment orders, at its discretion. I I. DESIGNATED OFFICER The City Secretary and/or the Director of Finance shall be, either jointly or individually, the designated officer to serve as 2.
the primary liaison between the City and, and as the designated officer, may exercise the powers and duties as authorized by applicable law. I I I. TERM, RENEWAL AND TERMINATION This Contract shall commence on the day of, 2016, and shall remain in f u l l force and effect for a period of five (5) years. However, this Contract may be extended by mutual agreement of the City and, to remain in f u l l force and effect for a period not to exceed the period allowed by the City's Comprehensive Investment Policy. Such period shall be agreed to by the parties to this Contract. Either the City or may terminate the Contract at any time after one year, for any reason, by ninety (90) days written notice delivered by either party to the other advising the other party of its intent to terminate the Contract. This Contract shall also be subject to termination upon the failure of to cure a default. I f defaults in the performance of any of the terms and conditions of this Contract, written notice of such default shall be given, and shall have ten (10) days from the date of i n i t i a l notice within which to cure such default. I f fails to cure the default within such period of time, then the City shall have the right without further notice to terminate this Contract. shall be fully responsible to pay the City a l l actual damages caused by
's default. Nothing herein shall deprive the City of any other legal remedies i t may have to enforce the terms of this Contract, including bringing suit for damages or enforcing the specific performance of this Contract. However, notwithstanding any provision to the contrary herein, shall not be liable for special, indirect, or consequential damages under this Contract. IV. NOTICES All notices shall be in writing and delivered to the parties at the addresses listed below. Personal hand delivery to an officer authorized to receive notices or the mailing of the notice by registered or certified mail, return receipt requested, postage prepaid, shall be sufficient service. The addresses of the parties for notice purposes shall be as follows, unless notified otherwise in writing: I f to the City: City of Attention: Director of Finance If to : Attention: Bank, N.A. V. SECURITY FOR DEPOSITS 4.
All funds of the City which are on deposit with w i l l be insured by the Federal Deposit Insurance Corporation, to the extent permitted by law, and fully and continually secured, including accrued interest, in compliance with the Public Funds Collateral Act as i t presently exists or is hereafter amended, and in compliance with any other applicable federal, state, or local law or regulation, as amended, by pledging certain investment securities ("Pledged Securities") as collateral to the City. hereby grants to the City a security interest in, and hereby pledges to the City the securities listed on Exhibit "I", which is attached hereto and incorporated herein, and any additional securities which may be pledged at a future date pursuant to this Contract to secure any and all funds deposited by the City with. Such Pledged Securities shall be approved as to type and value by the governing body of the City of, Texas. The value of the Pledged Securities w i l l be determined by the City in its reasonable discretion. agrees to maintain the Pledged Securities at Bank One Texas, N.A. at Dallas, Texas or its successors pursuant to the terms of the Depository Pledge Agreement executed by the City and, such Agreement is attached hereto and incorporated herein by this reference as Exhibit "B". The City and agree that Bank One Texas, N.A., at Dallas, Texas or its successors shall be the "Custodian Bank" for the purpose of holding and 5.
safekeeping said Pledged Securities. Said Custodian Bank shall not be owned or controlled by, its holding company or affiliates or subsidiaries. Pledged Securities w i l l be added, released, or substituted in accordance with the terms and conditions of the this Contract, the Depository Pledge Agreement, and the Master Agreement Regarding Custodial and Related Services executed between the City,, and Bank One Texas, N.A., at Dallas, Texas, Custodian Bank. In addition to the i n i t i a l l i s t of Pledged Securities contained herein as Exhibit "I", shall furnish to the City a statement describing the Pledged Securities held in safekeeping by the Custodian Bank on at least a monthly basis commencing on October 1, 1997. The statement, at a minimum, shall set forth the par value, market value, interest rate, and maturity date of each of the Pledged Securities. shall monitor the value of the Pledged Securities weekly and must immediately notify the City in the event the amount of City funds on deposit with exceeds the market value of the collateral securing such deposits. Upon notice from City of a deficiency, shall immediately pledge additional acceptable collateral to make up any deficiency between the City funds on deposit with and the market value of the Pledged Securities. agrees to maintain a separate, accurate and complete record relating to the Pledged Securities and transactions related to same, which shall be available to the City for examination at any and a l l reasonable times. 6.
shall provide to the City a statement of its financial condition ("Call Reports") on a quarterly basis. shall also provide to the City the Chase Manhattan Corporation's annual financial statements audited by an independent public accountant as to its "fair representation" as published in the "Chase Manhattan Corporation Annual Report." VI. INVESTMENT POLICY I t is the intention of the parties hereto that the- City shall retain the maximum f l e x i b i l i t y to invest its funds prudently to earn the highest rate of return consistent with the City of Comprehensive Investment Policy adopted by the City Council of the City of, Texas by Resolution No., and consistent with other applicable laws. NEW VII. SERVICES The City may negotiate new services with as deemed necessary by the City. The interest rate to be earned, as well as the other terms and conditions regarding the service will be mutually agreed upon by the City and. Any such new service agreement w i l l be executed in writing as an addendum to this Contract. VIII. SEVERABILITY 7.
I f any term or provision of this Contract is held to be illegal or invalid, such illegality or invalidity shall not affect the remaining provisions of the Contract, which remaining provisions shall remain in f u l l force and effect as i f this Contract had been executed with the illegal or invalid portion thereof eliminated. I t is hereby declared the intention of the parties that they would have executed the remaining portion of this Contract without including any such term, provision, part, parts, or portions which may, for any reason, be hereafter declared illegal or invalid. IX. INDEMNIFICATION agrees that i t and a l l of its agents, servants, employees and independent contractors and subcontractors w i l l use due care and diligence in a l l of its or their activities and operations authorized under this Contract. agrees to defend, indemnify and hold CITY, its officers, agents, and employees, harmless against any and a l l claims, lawsuits, judgments, costs and expenses including costs of court and attorney's fees for personal injury (including death), property damage or other harm for which recovery of damages is sought that may arise out of or be occasioned by 's intentional or negligent breach of any of the terms or provisions of this Contract, or by any other negligent act or omission of, 8.
its officers, agents, associates, or employees, in the performance of this Contract. City w i l l promptly forward to every demand, notice, summons or other process received by City in any claim or legal proceeding contemplated herein. Nothing in this section shall be deemed an attempt to change or modify in any manner whatsoever the method or conditions of preserving, asserting or enforcing any legal l i a b i l i t y against the City as required by the City Charter, ordinances, or any law of the State of Texas. The provisions of this paragraph are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity. X. NON-WAIVER Failure of either party hereto to insist on the strict performance of any of the provisions herein or to exercise any rights or remedies accruing hereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce by any appropriate remedy strict compliance with any other obligation hereunder or to exercise any right or remedy accruing as a result of any future default or failure of performance. XI. ACCEPTANCE AND APPROVALS Any acceptance or approval by the City, or its agents or employees shall not constitute nor be deemed to be a release of the 9.
responsibility and l i a b i l i t y of, its employees, agents, subcontractors, or suppliers for the accuracy, competency, and completeness for any reports, information, or other documents or services prepared or performed pursuant to the terms and conditions of this Contract, nor shall such acceptance or approval be deemed to be an assumption of such responsibility or l i a b i l i t y by the City, or its agents and employees for any defect, error or omission in any reports, information, or other documents or services prepared or performed by, its employees, agents, subcontractors, or suppliers pursuant to this Contract. XII. CONFIDENTIALITY All data relating to City's business provided to by City, except for data that is publicly available through no fault of, w i l l be treated confidentially and safeguarded by, using the same care and discretion that i t uses with data that designates as confidential, and shall safeguard a l l funds and investments of the City while such funds or investments are in the possession of or under the control of _. XIII. CAPTIONS 10.
The captions of this Contract are for information purposes only and shall not in any way affect the substantive terms and conditions of this Contract. XIV. RESERVATION Pursuant to Chapter 105 of the Texas Local Government Code, the City reserves the right to contract with other depositories for the deposit or investment of a portion of available public funds of the City. XV. NON-ASSIGNMENT This Contract shall extend to and be binding upon the parties and their respective successors and assignees; provided, however, that the Contract may not be assigned without the written consent of both parties. XVI. ATTORNEY'S FEES I f any action at law or in equity, including any action for declaratory relief, is brought to enforce or interpret the provisions of this Contract, the prevailing party shall be entitled to recover reasonable attorney's fees from the other party, which fees may be set by the court in the t r i a l of such action or may be enforced in a separate action brought for that purpose, and which fees shall be in addition to any other relief which may be awarded. XVII. 11.
CONFORMANCE TO LAWS This Contract and a l l of the transactions contemplated herein shall be governed by and construed in accordance with the laws of the State of Texas, including a l l applicable constitutional provisions, statutes, charter provisions, ordinances, and resolutions. agrees to fully comply with all applicable laws, including but not limited to the Texas Municipal Depository Law, TEX. LOC. GOV'T CODE ANN. sec. 105.001 et seq., as amended, the Public Funds Investment Act, TEX. GOV'T CODE ANN. sec. 2256.001 et seq., as amended, and the Public Funds Collateral Act, TEX. GOV'T CODE ANN. sec. 2257.001 et seq., as amended. XVIII. VENUE Pursuant to Chapter 105 of the Texas Local Government Code, venue and jurisdiction of any suit or right or cause of action arising under or in connection with this Contract shall be exclusively in County, Texas, and any court of competent jurisdiction shall interpret this Contract in accordance with the laws of the State of Texas. XIX. RELATIONSHIP OF PARTIES Nothing contained in this Contract shall be deemed or construed by the parties hereto or any other third party to create the relationship of principal and agent, partnership, joint 12.
venture, or of any other association whatsoever between the parties, i t being expressly understood and agreed that no provision contained in this Contract nor any act or acts of the parties hereto shall be deemed to create any relationship between the parties other than the relationship of City and Depository Bank as those terms are understood herein. EXECUTED this day of, 199. THE CITY OF, TEXAS BANK, N.A. By: Mayor ATTEST: By:, PrintedName Title: ATTEST: By: By: PrintedName City Secretary Title: 13.