HomeMy WebLinkAboutContract 42607-RA2 J Y SEE E W
REVISED SECOND RENEWAL OF CITY SECRETARY CON
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NO. 42607 MASTER PAYING AGENT/REGISTRAR AGREEMENT
t This Revised Second Renewal of City Secretary Contract No. 42607 — Master Paying
Agent/Registrar Agreement ("Revised Second Renewal") is made and entered into this
day of 00 i , 2015, 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, 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; and
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-A1; and
WHEREAS, the Agreement provides for an initial three-year term and two, one-year
renewal options; and
WHEREAS, the first renewal term expires September 30, 2015; and
WHEREAS, the parties previously entered into a contract to renew the Agreement for a
second renewal term, the same being Fort Worth City Secretary Contract No. 42607-R2
("Second Renewal");
WHEREAS, the parties have discovered that the Second Renewal lacks a key term; and
WHEREAS, both parties desire, by execution of this document, to simultaneously
terminate Fort Worth City Secretary Contract No. 42607-R2, and enter into this Revised Second
Renewal.
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 second renewal period under the same terms and conditions unless otherwise further
amended herein, with such renewal term to begin October 1, 2015, and continue
VFICIAL
CITY'
Revised Second Renewal—Master Paying Agent/Registrar Agreement �� Page 1 of 2
thereafter in full force and effect through September 30, 2016 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, 2016, 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 second renewal term.
IN WITNESS WHEREOF, the parties hereto have executed this Second Renewal, this
day of September, 2015
CITY OF FORT WORTH BOKF, NA dba
� BANK
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Susan , � ,
y g has G ytan, r., dice resident
Gams Asst. Cit Mana er a
Approved as to F rm and Legality:
By: .
Denis C. c ro sst. City Attorn
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No M&C Required u
Attest: .
By. . Ka s ._ e.
Mary Y
h
i, r y `kip
TX
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