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HomeMy WebLinkAboutContract 42607-R1 CITY SECRETARY CONTRACT NO CITY SECRETAPY CONTRACT NO.UL� .-re- I .0 FIRST RENEWAL OF CITY SECRETARY CONTRACT NO. 42607 MASTER PAYING AGENT/REGISTRAR AGREEMENT This First Renewal of City Secretary Contract No. 42607 — Master Paying Agent/Registrar Agreement ("First Renewal") is made and entered into this ( `' ay of October, 2014, by and between the City of Fort Worth ("City"), a home-rule municipal corporation of the State of Texas, acting by and through its duly authorized Assistant City Manager, and BOKF, NA dba Bank of Texas, a national banking association ("Bank"), acting by and through its duly authorized Vice President. WITNESSETH: WHEREAS, the City is authorized to issue certain debt obligations in accordance with the respective ordinances adopted by the City and, in the case of certain refunding obligations, the terms of one or more applicable purchase agreements; WHEREAS, in 2011, City engaged the services of Bank to function as paying agent and registrar for debt obligations issued on or after October 1, 2011, pursuant to a Master Paying Agent/Registrar Agreement, the same being Fort Worth City Secretary Contract No. 42607 (the "Agreement"); and WHEREAS, in 2013, the parties amended the Agreement to encompass paying agent and registrar services for certain identified debt obligations that had been issued prior to the inception of the Agreement, that amendment being Fort Worth City Secretary Contract No. r^-, 42607-A 1; and m m WHEREAS, the Agreement provides for an initial three-year term and two, one-year ° renewal options 0 WHEREAS, the initial term expires September 30, 2014; and C4 WHEREAS, City and Bank wish to exercise the first option and renew and extend the Agreement for an additional one-year period. NOW THEREFORE, in consideration of the foregoing and the mutual covenants and agreements contained herein, City and Bank hereby agree as follows: 1. City and Bank mutually agree to renew and extend Fort Worth City Secretary Contract No. 42607, as amended by Fort Worth City Secretary Contract No. 42607-A1, for a one- year first renewal period under the same terms and conditions unless otherwise further amended herein, with such renewal term to begin October 1, 2014, and continue OFFICIAL RECORD CITY SECRETARY First Renewal—Master Paying Agent/Registrar Agreement FT.�VORTI'#�Ta( Page 1 of 3 thereafter in full force and effect through September 30, 2015 or until all Obligations have matured and/or have been redeemed, whichever occurs last. 2. That the definition of "Obligations" in Section 1.01 of Fort Worth City Secretary Contract No. 42607, as amended by Fort Worth City Secretary Contract No. 42607-A1, is hereby deleted in its entirety and replaced with the following: "Obligations" means, except as otherwise provided below, any obligations authorized and issued by the City on or after October 1, 2011 through September 30, 2015, including but not limited to, Certificates of Obligations, General Obligations, Refunding Obligations, Bonds, Tax Notes, and Equipment Notes. In addition, "Obligations" shall also mean and encompass those specific debt obligations previously issued by the City and identified in Exhibit B, which is attached hereto and incorporated herein for all purposes as though it were set forth at length. Notwithstanding the generality of the foregoing, the City may, in its sole discretion, exclude an obligation from this Agreement and make alternate arrangements for paying agent/registrar services when such exclusion is deemed to be in the best interests of the City; circumstances giving rise to such an exclusion may include, but are not limited to, instances in which designation of a particular entity as paying agent/registrar is required under the negotiated terms of a private placement transaction. Bank shall not be responsible for providing any services for an obligation excluded by the City in accordance with the foregoing sentence. 3. All other terms and conditions of Fort Worth City Secretary Contract No. 42607, as amended by Fort Worth City Secretary Contract 42607-A1, that are not amended herein shall remain in full force and effect throughout the first renewal term. IN WITNESS WHEREOF, the parties hereto have executed this Amendment, this 1M-day of QW 2014 CITY OF FORT WORTH BOKF, NA dba BANK OF Susa nis ose A. Gaytan, Jr. Assistant City Manager Approved as to 11op and Legality: By: ( k Denis C. cElroy Assistant City Atto y No M&C Required First Renewal—Master Paying Agent/Registrar Agreement Page 2 of 3 Attest: By: M J. Kayse City Secretary FO QG \�► `. M Z. .�°A OFFICIAL RECORD CI'T'Y SECRETARY First Renewal—Master Paying Agent/Registrar Agreement �T°�®RTI'I'T� age 3 of 3