Loading...
HomeMy WebLinkAboutContract 41146-E2SECOND EX E 8E6' RETARY MS.W.ACT Vitt L )11-11P L7- 1Fi,N SIIoN OF CITY S I {.CRIICARY COIF 11 ACrit' NUM ER 41146 VV E KNN THE CITY OF FORT VVOR IHI AND ,PMORG N CHASE B NK9 I`�0A0 ME S`11'ATE OM 111,1KXAS § COUNTY 61141 TARRAI`VT § This second extension to City Secretary Contract No. 41146 (the "Agreement") is made and entered into between THE CITY P FO <T WTH, a home -rule municipal corporation situated in Tarrant, Denton, Parker, and Wise Counties, Texas, (hereinafter referred to as the "City"), acting by and through Susan Alanis, its duly authorized Assistant City Manager, and HMO !'' GAN CHASE BANK, N.A., a Texas Banking Institution, (hereinafter referred to as the "Bank") acting by and through Adrean M. Williams -Boyd, its duly authorized Fiduciary Officer. W 1 1 EREAS, on November 22, 2010, the City and Bank entered into an agreement known as City Secretary Contract No. 41146, on file in the Office of the City Secretary of Fort Worth, under the terms of which the Bank was authorized to open a specialty assets investment advisory account on behalf of the City for the purpose of executing oil and gas division/transfer order interests and income received therefrom, receive from third parties bonus and royalty payments, process oil and gas revenues by well, property and producer, maintain existing oil, gas and mineral properties account(s) and establish sub -accounts for accounting and distribution purposes as requested by the City and perform other duties as described in the Agreement; and WHEREAS, City Secretary Contract No. 41146 provides that the Agreement may be renewed for up to two (2) one-year periods by mutual agreement of the parties and under the same terms and conditions; and WHEREAS, the City and Bank renewed the Agreement for its first one (1) year renewal term under the same conditions beginning on the 14th day of October 2010 and terminating on the 14th day of October 2011; and WHEREAS, the City and Bank renewed the Agreement for its second one (1) year renewal term under the same terms and conditions beginning October 14, 2011 and terminating on October 14, 2012; and WHEREAS, the City issued Request for Proposal No. 12-0172 for banking services and management of the gas revenue trust funds on May 6, 2012, and Bank did not submit a proposal to the City for such services; and WHEREAS, City anticipated that its negotiations with another party to provide such services would continue beyond October 14, 2012; and WHEREAS, via City Secretary Contract No. 41146-El, City and Bank agreed to extend the term of the Agreement and Bank agreed to provide services under City Secretary Contract No. 41146 until a contract was executed with the successor party, or until April 13, 2013, whichever occurred sooner; and, ofHC1AL RECC'u� CITY SECRETARY ,tWORTHP TX RECEIVEE) hYR? `l WHEREAS, the contract with the successor party has not yet been executed by the City and transition of banking services from Bank to the successor party is anticipated to extend beyond April 13, 2013. N ids W THEREFORE, the City and Bank do mutually agree to a second extension of the Agreement as follows: Both parties agree that City Secretary Contract No. 41146 may be extended on a month to month basis until a successor contract for the banking services and management of the gas revenue trust funds is executed and Bank and the City agree that the transition of services to the successor party is complete, but not later than October 13, 2013. The City shall issue thirty (30) days advance written notice of termination to Bank. Bank shall do all things reasonably necessary to transfer account information and close the account(s) by the thirtieth (30th) day. 2. All other terms and conditions of City Secretary Contract No. 41146 which are not expressly amended herein, shall remain in full force and effect throughout the term of the Agreement and this second extension. IN WITNESS WHE ¶EOF the parties; hereto .J'ave executed this second extension of the Agreement in multiples thisJLdaof at'AAA/ ,2013. g py CITY _ FORT WORTH: usan Alanis Assistant City Manager ATTEST: By: Mary Kayse City Secretary APPROVED A B 4,94•<,si, ftgvicb:>\ tot n 'F in00"°00 7' ` d \ a i .._9:,1 51 ‘ ohne ,---- �f© 0 i fi\i sr:Qf itN., ts3 / At\\ c5\ f 000®0g0 Ab 1 a / 0 FORM AND LEGALITY: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: C-26196 Date Approved: April 9, 2013 2 E BANK, r' / "ft ( Adrean M. Williams -Boyd! l Fiduciary Officer ATTEST: By: OFFICIAL RECORD t'fryy SECRETARY C`� i \NORTH, TX M&C Review CITY COUNCIL AGENDA DATE: 4/9/2013 CODE: SUBJ;CT-: COUNCIL ACTION: Approved on 4/9/2013 ;FERENCE NO.: C=26196 C TYPE: NON - CONSENT LOG NAME: PUBLIC HEARING: Page 1 of 2 Official site of the City of Fort Worth, Texas FORT WORTII 062ND EXTENSION JPMC OIL GAS NO Authorize Second Amendment to Extend the Existing Specialty Assets Investment Account Agreement with JPMorgan Chase Bank, N.A., for an Additional Amount Up to $60,000.00 for Oil and Gas Mineral Banking Services (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize a second amendment to extend the existing Specialty Assets Investment Account Agreement with JPMorgan Chase Bank, N.A., for Oil and Gas Mineral Banking Services for an additional amount up to $60,000.00, for a total Agreement in the amount of $600,000.00, and to extend the term of the Agreement until the new contract for banking and trust services is finalized and transition is complete or until October 13, 2013, whichever comes first. DISCUSSION: On October 14, 2008, (M&C C-23126) the City Council approved a Specialty Assets Investment Account Agreement (City Secretary Contract No. 41146) with JPMorgan Chase Bank, N.A. (JPMorgan Chase) for a two-year term with an option to extend the contract for two additional one-year terms. Under the terms of the Agreement, JPMorgan Chase was to open a specialty assets investment advisory account on behalf of the City for the purpose of executing oil and gas division/transfer order interests receiving income from third parties for bonus and royalty payments, processing oil and gas revenues by well, property and producer, maintaining existing oil, gas and mineral properties account(s), and establishing sub -accounts for accounting and distribution purposes as requested by the City. This Agreement was renewed for the two additional one-year terms and expired on October 14, 2012. On May 6, 2012, prior to the expiration of the JPMorgan Chase contract, Request for Proposals (RFP) No. 12-0172, Banking and Trust Services, for oil and gas banking services and management of the gas revenue trust funds was released. Four proposals were received in response to the RFP on June 14, 2012. JPMorgan Chase did not submit a proposal. On September 18, 2012, (M&C P-11428) the City Council approved an extension of the existing JPMorgan Chase Agreement to ensure a smooth transition of knowledge and services to a new entity. The extension Agreement (CSO No. 41146-E1) provided for banking services at the same terms until a successor institution could be engaged or until April 13, 2013 whichever comes first. On December 11, 2012, (M&C P-11467) the City Council approved a contract with Wells Fargo Bank, N.A. for the Banking and Trust Services based on the proposals received. Due to the complexities involved in setting up both banking and trust services, a longer transition period is required than was originally anticipated. As a result, JPMorgan Chase has agreed to extend the terms of the current contract for a second time on a month -to -month basis at the contract cost in the amount of $10,000.00 per month for up to six months from April 13, 2013 to October 13, 2013. If the transition of banking and trust services can be finalized with Wells Fargo Bank, N.A., prior to October 13, 2013, then this Agreement with JPMorgan Chase shall be terminated. FISCAL INFORMATION/CERTIFICATION: http://apps.cfwnet.org/councilpacket/mc_review.asp?ID=18287&councildate=4/9/2013 04/12/2013 M&C Review Page 2 of 2 The Financial Management Services Director certifies that the funds are available in the current operating budget, as appropriated, of the participating departments. TO Fund/Account/Centers FROM Fund/Account/Centers Submitted for City Manager's Office by: Originating Department Head: Additional Information Contact: ATTACHMENTS Susan Alanis (8180) Randle Harwood (6101) Horatio Porter (2379) Jean Petr (8367) http://apps.cfwnet.org/council_packet/mc review.asp?ID=18287&councildate=4/9/2013 04/12/2013