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14-R-07 - Bank Depository Schertz Bank & TrustRESOLUTION NO. 14 -R -07 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING THE EXTENSION FOR ONE YEAR OF THE BANK DEPOSITORY AGREEMENT WITH SCHERTZ BANK & TRUST, AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City staff entered into a bank depository agreement with Schertz Bank & Trust on February 1, 2010 per resolution 10 -R -01 for a three -year term with two options for one- year extensions; and WHEREAS, the City Council has determined that it is in the best interest of the City to extend the bank depository agreement for the final year pursuant to the Bank Depository Agreement attached hereto as Exhibit A (the "Agreement") BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The City Council hereby authorizes the City Manager to execute and deliver the Agreement with Schertz Bank & Trust in substantially the form set forth in Exhibit A. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 7. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. PASSED AND ADOPTED, this 21st day of January, 2014. ATTEST: City Secretary (CITY SEAL) CITY -2- R. Carpenter Exhibit A Bank Depository Agreement -3- BANK DEPOSITORY AGREEMENT This Bank Depository Agreement (the "Agreement ") is made and entered into this first (I") day of February, 2014 by and between City of Schertz (the "City ") and Schertz Bank & Trust (the "Bank "), a bank chartered by the State of Texas. The City and the Bank entered into a Bank Depository Agreement (the "original agreement ") on February 1, 2010 for a term of three years with two one -year extensions. This Bank Depository Agreement is being entered into to document the City's and the Bank's exercise of the final one- year extension under the original agreement. Section I Designation as Depository The City, through action of its Governing Body, hereby designates the Bank as its depository for banking services for a one (1) year period commencing February 1, 2014 and extending through January 31, 2015. Section II Designation of Custodian The City and Bank hereby designate the Frost Bank (the "Custodian ") to hold in trust, according to the terms and conditions of the City Request for Proposal, dated October 1, 2009 (the "RFP ") and pursuant to the Safekeeping Agreement. All securities pledged as depository collateral is in accordance with the City's Investment Policy. Any and all fees from the Custodian associated with the safekeeping of securities pledged to the benefit of the City shal l be borne by the Bank. Section III Collateral City time and demand deposits, inclusive of interest, in excess of the Federal Deposit Insurance Corporation insurance shall be secured at all times by collateral, acceptable to the City and in accordance with the Public Funds Collateral Act (Texas Government Code 2257), pledged by the Bank and held in trust by the Custodian in an amount equal to at least 102% of the total of those funds. Custodian will provide a monthly report of the collateral directly to the City. Such pledged securities shall be subject only to the joint written instructions of both (a) authorized representatives of the City and (b) specifically authorized representatives of the Bank. The Bank shall have the right, with the prior written consent of the City, to substitute or replace any or all of the pledged securities with collateral acceptable to the City. Section IV Financial Position The Bank will provide a statement of its financial position on at least a quarterly basis. The Bank will provide an annual statement prepared by its independent auditors. Section V Authorized City and Bank Authorized Representatives For the term of this contract, the City and Bank designate the individuals listed in Exhibit A as City of Schertz Authorized Representatives and Schertz Bank & Trust Authorized Representatives to represent and act on behalf of the City or Bank in any and all matters including collateral assignment and substitution, and execution of agreements and transfer of funds. Any change in these representatives will be made in writing and signed by the party changing its authorized representatives. Section VI Scope of Services The Bank's response to the City's RFP, dated October 1, 2009 (the "Response ") is incorporated into this Agreement for all purposes; refer to RFP for detailed scope of services. If any provisions of the Response and this Agreement are in conflict, this Agreement will control. The City shall be required to designate which option for demand deposit accounts is preferred. The Bank shall faithfully perform all of its duties and obligations required by the laws of the State of Texas for public funds depositories and shall upon presentation pay all checks drawn on it against collected funds on demand deposits, and shall, at the expiration of the Agreement, turn over to its successor all funds, City -owned securities, property and things of value held as depository. The City shall have the power to determine and designate the character and amount of the funds to be deposited in the Bank. The City may arrange for time deposits and Bank may accept such deposits subject to the terms of the Bank's Response. This Agreement, along with all Exhibits and other incorporated documents shall constitute the entire Agreement between the parties. Section VII Bank Compensation Bank will be compensated for any and all services rendered to City under this Agreement. Bank agrees to offset monthly service fees against its customary earnings credit for balances in City's own - interest bearing accounts. Section VIII Default The Bank shall be in default if it fails to pay all or part of a demand deposit, a matured time deposit, or a matured certificate of deposit, including accrued but unpaid interest, at a specified maturity date. The Bank shall also be in default if ruled "bankrupt ", "insolvent" or "failed" by a federal or state banking regulator, or if a receiver is appointed for the Bank. In the event of a default, failure or insolvency of the Bank, the City shall be deemed to have vested full title to all securities pledged under this Agreement. The City is empowered to take possession of and transfer and or sell any and all securities. If the security is liquidated, any proceeds over the defaulted amount, plus expenses related to liquidation, shall be returned to the Bank. This power is in addition to other remedies which the City may have under this Agreement and without prejudice to its rights to maintain any suit in any court for redress of injuries sustained by the City under this Agreement. Section IX Non - Assignability This Agreement is not assignable in whole or in part but is binding on the parties, their successors and assigns. Section X Termination This Agreement may be terminated by either the City or the Bank by giving thirty (30) days prior written notice to the parties. Section XI Law Governing All applicable provisions and requirements of the laws of the State of Texas and the FDIC governing depositories for the City shall be a part of this Agreement. Section XII Bank Authorization The Bank represents and warrants that this Agreement is made pursuant to and is duly authorized by the Board of Directors of the Bank and recorded in the official records of the Bank. City of Schertz, Texas a Texas Municipal Corporation L3X. John Uessel, City Manager ATTEST: Brenda Dennis, City Secretary Schertz Bank & Trust Schertz, Texas By: U V Imo, L 1"� � Mark Sunderman, President /AT4T0ESTT: V �"�'t Wendy Gri m Cashier