HomeMy WebLinkAboutContract 42607-A5R11CSC no. 42607-A5R11
FIFTH AMENDMENT AND ELEVENTH RENEWAL OF CITY SECRETARY
CONTRACT NO. 42607 -MASTER PAYING AGENT/REGISTRAR AGREEMENT
This Fifth Amendment and Eleventh Renewal of City Secretary Contract No. 42607 -
Master Paying Agent/Registrar Agreement ("Eleventh Renewal") is made and entered to be
effective October 1, 2024, by and between the City of Fort Worth ("City"), a home-rnle
municipal corporation of the State of Texas, acting by and through its duly authorized Assistant
City Manager, and BOKF, NA, a national banking association ("Bank"), acting by and through
its duly authorized Senior 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.
42607-Al; and
WHEREAS, in 2016, the parties amended the Agreement to provide for additional
renewal options, that instrument being Fort Worth City Secretary Contract No. 42607-A2; and
WHEREAS, in 2022, the parties amended the Agreement to provide for and effect a
ninth renewal option, that instrument being Fort Worth City Secretary Contract No. 42607-
A3R9; and
WHEREAS, in 2023, the paities amended the Agreement to provide for three additional
renewal options and effect a tenth renewal option, that insh·ument being Fort Worth City
Secretary Contract No. 42607-A4R10; and
WHEREAS, the tenth renewal term expires September 30, 2024; and
WHEREAS, the parties wish to amend the Agreement to update the definition of
"Obligations" under the Agreement and to 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 Banlc hereby agree as follows:
Fifth Amendment and Eleventh Renewal -Master Paying Agent/ Registrar Agreement Page I of3
1. That City and Bank mutually agree to renew and extend Fort Worth City Secretaiy
Contract No. 42607, as amended Uy Fort Worth City Secretary Contract Nos. 42607-A1
and 42607-A2 and as amended herein, for a one-year eleventh renewal period under the
same tet•ms and conditions unless othet�wise further amended herein, with such renewal
term to begin October 1, 2024, and continue thereafter in full force and effect through
September 30, 2025 or until all Obligations have matut�ed and/or have been redeeined,
whichever occurs last.
2. That the definition of "Obligations" in Section 1.01 of Fort Worth City Secretaiy
Contract No. 42607, as amended by Fort Worth City Secretary Contract No. 42607-A1
and 42607-A2 and as amended herein, is hereby deleted in its entirety and replaced with
the following:
"Obligations" means, except as otheitivise pi•ovided below, any obligations
authorized and issued by the City and/or City-created corporate entities on or after
October 1, 2011 through September 30, 2025, including but not limited to,
Certificates of Obligations, General Obligations, Refiinding Obligations, Bonds,
Tax Notes, and Equipinent 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 to Fort Worth City Secretary Contract
No. 42607-A1 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 malce alternate
arrangements for paying agent/registrar seivices when such exclusion is deemed
to be in the best interests of the City; circumstances giving rise to such an
exclusion may include, but ai•e not liinited to, instances in which designation of a
particular entity as paying agenth•egistrar is required under the negotiated terms of
a private placeinent transaction. Banlc shall not be responsible for providing any
services for an obligation excluded by the City in accordance with the foregoing
sentence.
3. That this Eleventh Renewal may be executed in several counterparts, each of which will
be deemed an original, but all of which together will constitute one and the same
instrument. A signature received via facsimile or electronically via email shall be as
legally binding for all purposes as an original signature.
4. That all other terms and conditions of For•t Worth City Secretaiy Contract No. 42607, as
amended by Fort Worth City Seci•etary Contract Nos. 42607-A1 and 42607-A2, that are
not amended herein shall remain in full force and effect throughout the eleventh renewal
terin.
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Fifrh Amendment and Eleveutli Renewal — Master Paying Agent/ Registrar Agreement Page 2 of 3
IN WITNESS WHEREOF, the parties hereto have executed this Amendment, to be effective
October 1, 2024.
CITY OF FORT WORTH
David��
City Manager
Approved as to Form and Legality:
By: Jessika Williams (Sep 26, 2024 09:04 CDT)
Jessika J. Williams
Assistant City Attorney
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
By: �1-tr
Alex Laufer, Debt Manager
No M&C Required
Attest:
By: � A �
Jannette S. Goodall
City Secretary
BOKF,NAdba
BANK OF TEXAS
Car�s':��024 09:57 CDT)
Caresse Tankersley
Texas Corporate Trust Regional Manager
Senior Vice President
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