The URL can be used to link to this page

Home My WebLink AboutContract 41146-E1 CITY SECRETARY CONTRACT We EXTENTION OF CITY SECRETARY CONTRACT NUMBER 41146 BETWEEN THE CITY OF FORT WORTH AND JPMORGAN CHASE BANK,N.A. THE STATE OF TEXAS § COUNTY OF TARRANT § This extension to City Secretary Contract No. 41146 (the "Agreement") is made and entered into between THE CITY OF FORT WORTH, 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 JPMORGAN 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. WHEREAS, 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, at the time of the execution of this extension, the City was in negotiations with a party to provide such services; and such negotiations will continue beyond October 14, 2012; and T�4�. • ay WHEREAS, Bank has agreed to provide services under City Secretary Contract No. 41146 until a contract is executed with the successor party or until April 13, 2013, whichever is soonest and the City Council approved such extension by M&C P-11428. THEREFORE, the City and Bank do mutually agree to extend the Agreement as follows: 1. Both parties agree that City Secretary Contract No. 41146 may be extended through April 131 2013, or until a contract for the banking services and management of the gas revenue trust funds has been mutually agreed upon by the parties, which is ever is soonest. The City shall issue thirty (30) days advance written notice of termination to Bank. Bank shall do all thin s reasonably necessary to transfer account information and close the account by -the thirtieth (30 ) day. 2. That 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 renewal. IN WITNESS WHEREOF, the parties hereto have executed this renewal of the Agreement in multiples this A1( day of Q!ttki, , 2012. CITY OF FORT WORTH: JPMORGAN CHASE BANK, N.A.: 5• , r r B + I} By: y - hlj Susan Alanis Adrean M. Williams-Boyd t, i Assistant City Manager '' r. 1 OT,.�- - IF O ATTEST. Qo�j ATTEST. - Sao o a�.a a B . U a y. o X y. 0 YvIary K r- o City Secr ary 0 Sao o 0 0 a 4zzmss" F�ihMArW+w- Contract Authorization APPROVED AS TO FORM AND LEGALITY: Pat& By: .. Assista t City Attorne 2 CONTRACT AUTHORIZATION: M&C: P-11428 Date Approved: 09/18/12 3 M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas FORS WO RT�� CITY COUNCIL GENDA COUNCIL ACTION: Approved on 9/18/2012 DA7rE: 9/18/2012 REFERENCE P-11428 LOG NAME: 13PAMEND NO.: _O IL GASASSET MJ CODE: P TYPE: NON- PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Amendment to Extend the Existing Specialty Assets Investment Account Agreement with JP Morgan 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 an amendment to extend the existing Specialty Assets Investment Account Agreement with JP Morgan Chase Bank, N.A., for Oil and Gas Mineral Banking Services for an additional amount of$60,000.00 for a total Agreement in the amount up to $540,000.00 and to extend the term of the Agreement until a contract for Banking and Trust Services can be awarded, finalized and executed or until April 13, 2013, whichever is soonest. DISCUSSION: On October 14, 2008, the City Council approved (M&C C-23126) a Specialty Assets Investment Account Agreement (City Secretary Contract No. 41146) with JPMorgan Chase Bank, N.A. for a two- year term with an option to extend the contract for two additional one-year terms 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 accounts), and establishing sub-accounts for accounting and distribution purposes as requested by the City. The current Agreement expires on October 14, 2012 and JPMorgan Chase will no longer be providing these services. A 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 on May 6, 2012 and four proposals were received June 14, 2012. JPMorgan Chase did not submit a proposal. Currently, Staff is in the process of engaging another entity and finalizing a contract for the Banking and Trust Services based on -the proposals received. JPMorgan Chase Bank, N.A. has been -the bank of record for oil and gas revenue for over 500 leases and 230 wells. Due to the need for a smooth transition of knowledge and services from JPMorgan Chase to a new entity, JPMorgan Chase has agreed to extend the terms of the current contract on a month to month basis at the contract cost of $10,000.00 per month for up to six months until April 13, 2013. If the new contract can be finalized prior to the April 12, 2013, then this Agreement shall be terminated. FISCAL INFORMATIONICERTIFICATION: The Financial Management Services Director certifies that the funds are available in the current operating budget, as appropriated, of-the participating departments. BQN141146Amend\MJ TO Fu nd/Acco u nVC enters FROM Fund/Account/Centers http://apps.cfwnet.org/council-Packet/mc—review.asp?ID=17348&councildate=9/18/2012 01/14/2013 M&C Review Page 2 of 2 Submitted for City Manager's OfFice bv: Susan Alanis (8180) Originating Department Head: Lena Ellis (8517) Additional Information Contact: Jack Dale (8357) Marilyn Jackson (2059) ATTACHMENTS http://apps.cfwnet.org/council—Packet/mc review.asp?ID=17348&councildate=9/18/2012 01/14/2013