HomeMy WebLinkAboutContract 41645-A1 (2)CITY SECRETARY CONTRACT NO. Lak•\\J-½- �1
AMENDMENT NO. 1 TO
CITY SECRETARY CONTRACT NO. 41645
GLOBAL SECURITIES AGENCY LENDING AGREEMENT
This Amendment is entered into by and between the CITY OF FORT WORTH
(hereafter "Lender"), a home rule municipal corporation situated in portions of Tarrant, Denton
and Wise Counties, Texas, with its principal place of business at 1000 Throckmorton Street, Fort
Worth, Texas, and CITIBANK, N.A., a national banking organization (the "Agent"), with principal
offices at 111 Wall Street, 15th Floor, New York, New York 10043.
RECITALS
WHEREAS, the parties have previously entered into City of Fort Worth City Secretary
Contract No. 41645, a Global Securities Agency Lending Agreement (the "Agreement"), which .
was executed o , 2011; and
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WHEREAS, the Agreement involved the appointment and acceptance of the Agent to
lend certain of the Lender's securities upon the terms and conditions set forth in the Agreement;
and
WHEREAS, the parties now wish to clarify the term of the Agreement for continued
services pursuant to the original Agreement.
NOW, THEREFORE, Lender and Agent, acting herein by the through their duly
authorized representatives, agree to the following terms to amend the Agreement:
1.
Section 15 of the Agreement, Termination, is hereby replaced in its entirety and shall read as
follows:
15. Term and Termination.
a. The Initial Term of this Agency Agreement shall be April 1, 2011 to March 31, 2012 The City
shall have the option to renew this Agreement for nine (9) successive terms of one year each.
b. Each party may terminate this Agency Agreement and the Agent's authorization as
securities lending agent for the Lender at any time upon giving not less than fifteen (15) days
prior written notice to the other. The parties hereby acknowledge and agree that, even after notice
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
of termination of this Agency Agreement is given and effective, the Agent shall continue (unless
specifically instructed to terminate or novate the Loans) to act as the Agent for the Lender as set
forth herein with respect to any Loans outstanding at the time notice of termination is given until
such Loans terminate.
c. Notwithstanding anything else contained herein, the following terms shall survive the
termination of this Agency Agreement: 4, 5, 6, 7, 8, 11, and 12
2.
All other provisions of the Agreement which are not expressly amended herein shall
remain in full force and effect.
Executed on this the 15%- day of
CITY OF FORT WORTH:
By: aAtil
Karen .Montgomery
Assistant City Manager
Date:
ATTEST:
By:
Marty Hendrix
City Secretary
0*%„
, 2011.
CITIBANK, N.A. Agent
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Name: ilsav y { e,
Title: M0,119(1.15
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APPROVED AS TO FORM AND LEGALITY:
B
1
Males a B Farmer
Assistant City Attorney
Contract Authorization: M&C: P-11216; Approved 3/22/2011
Fort Worth / Citibank — Global Securities Lending Agreement
Amendment No. 1 to CSC No. 4(47 14
Page 2 of 2
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 3/22/2011
DATE* Tuesday, March 22, 2011 REFERENCE NO.: P-11216
LOG NAME: 13P10-0451 SECURITIES LENDING MJ
SUBJECT:
Authorize Execution of a Professional Services Agreement with Citibank for the City's Securities Lending
Program
RECOMMENDATION.
It is recommended that the City Council authorize the City Manager to execute an Agreement with
Citibank to manage the City's collateralized securities lending program.
DISCUSSION:
This Agreement will provide securities lending services in accordance with the specifications, terms and
conditions as directed by the City. Securities lending is a cash management strategy involving the lending
of the City's securities to a primary dealer with the substitution of securities of greater market value being
safe -kept by a third party custodial bank in an account in the City's name. The program is designed so
that the City earns supplemental income on the portfolio without losing ownership or interest payments on
the loaned securities The safety of the City's securities is guaranteed. Past agreements have provided
approximately $250,000.00 average annual revenues to the City. There is no cost to the City.
The Purchasing Division issued a Request for Proposals (RFP) on May 19, 2010 soliciting qualified firms
to provide certain comprehensive securities lending services in accordance with the specifications, terms
and conditions as directed by the City. The evaluation factors included demonstration of the qualifications,
competence and capacity of the firm to provide the services, collateral acceptance and investment,
aggregate program management, client reporting, securities lending performance and City earnings
potential.
An evaluation panel was made up of representatives from Financial Management Services and Public
Events Departments. Proposals were received from Citibank, Frost National Bank and Morgan Stanley.
The recommended vendor, Citibank was determined to be the most qualified to perform the services
required.
BID ADVERTISEMENT - This bid was advertised in the Fort Worth Star-Telearam on Wednesdays from
May 19, 2010 through June 16 2010. The Purchasing Division solicited 16 vendors from the purchasing
system database and three proposals were received.
M/WBE - A waiver of the goal for M/WBE subcontracting requirements was requested by the Purchasing
Division and approved by the M/WBE Office because the purchase of goods or services is from sources
where subcontracting or supplier opportunities are negligible.
AGREEMENT TERM - The initial term of the Agreement will begin April 1, 2011 and expire March 31,
2012
http://apps.cfwnet org/ecouncil/printmc.asp?id=14925&print=true&DocType=Preview 4/22/2011
Page 2 of 2
RENEWAL OPTIONS - This agreement may be renewed for up to nine successive one-year terms at the
City's option. This action does not require specific City Council approval provided that the City Council has
appropriated sufficient funds to satisfy the City's obligations during the renewal term.
FISCAL INFORMATION / CERTIFICATION:
The Financial Management Services Director certifies that the Financial Management Services
Department, Revenue Office will be responsible for the collection and deposit of funds due the City under
this agreement.
BQN\10-0451 \MJ
FUND CENTERS:
TO Fund/Account/Centers FROM Fund/Account/Centers
CERTIFICATIONS:
Submitted for City Manager's Office bv:
Oriainatina Department Head:
Additional Information Contact:
ATTACHMENTS
1. MWBE Waiver pdf (CFW Internal)
Karen Montgomery (6222)
Lena Ellis (8517)
Jack Dale (8357)
Marilyn Jackson (2059)
http://apps.cfwnet.org/ecouncil/printmc.asp?id=14925&print
true&DocType Preview
4/22/2011