1996-265E \WPDOCS\ORD\DEPOSIT AGR
ORDINANCE NO
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE A DEPOSITORY PLEDGE
AGREEMENT BETWEEN THE CITY, FIRST STATE BANK OF DENTON, TEXAS, AND
TEXAS COMMERCE BANK, N A , AND PROVIDING FOR AN EFFECTIVE DATE
WHEREAS, Ordinance No 94-117, which amended Ordinance No 93-
176, required the City to enter into Depository Pledge Agreements,
where the possibility exists that funds of the City in excess of
$100,000 may be on deposit, and
WHEREAS, the City has previously designated First State Bank
of Denton, Texas, in accordance with the Municipal Depository Act,
as its depository, and
WHEREAS, on 26th day of September, 1995, the City, First State
Bank of Denton, Texas, and Nations Bank of Texas, N A entered into
a Depository Pledge Agreement, and
WHEREAS, First State Bank of Denton, Texas no longer utilizes
Nations Bank of Texas, N A as its safekeeping ~nstltutlon, NOW,
THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
S~CTION I. That the Mayor, or in his absence the Mayor Pro
Tem, is authorized to execute the attached Depository Pledge
Agreement, which is made a part of this ordinance for all purposes,
in a form substantially the same as the pledge agreement between
the City, First State Bank, and Texas Commerce Bank, N A
SECTION II That Texas Commerce Bank, N A is hereby approved
as the safekeeping institution for securing the City's collateral
under the Depository Pledge Agreement
SECTION III That this ordinance shall be effectIve ~mmedl-
ately from and after its passage and approval by the City Council
of the City of Denton
PASSED AND APPROVED this the/g day of Wa WH-, 996
HER~ERT, L PROUTY, CITY ATTORNEY
Attachment "A"
STATE OF TEXAS §
COUNTY OF DENTON
DEPOSITORY PLEDGE AGREEMENT
WHEREAS, the City of Denton (hereinafter called "Depositor")
has selected First State Bank of Denton, Texas, a bank chartered by
the State of Texas (hereinafter called "Bank") as a depository for
certain of its funds in demand deposits and/or interest-bearing
time deposits entitled as follows
Account
Account Name(s) Type of Account Number
Employee Claims Account Public Funds Checking 00-1009-0
Operating Account Public Funds Checking 00-1016-5
Utility Sinking Fund Public Funds Checking 00-1017-3
Payroll Account Public Funds Checkmng 00-1077-7
Rehabmlitatlon Commission Public Funds Checking 00-1363-1
Transportation Grant Public Funds Checking 00-3104-7
CDBG Community Development
Block Grant Public Funds Checking 01-3184-7
Control Concentration Public Funds NOW Checking 00-1395-3
City of Denton Public Funds NOW Checking 00-1408-4
Clorlde Branch Publmc Funds Money Market 50-0018-7
Securmty Account Public Funds Money Market 51-0571-3
Industrmal Development
Authority Publmc Funds Checkmng 00-1249-2
Denton Retmrement & Nursing
Center Fmnance Authority Public Funds Checkmng 01-0939-7
and such additmonal accounts as Depositor may from t~me to time
designate, and the Bank desires to be the depository of such funds,
and
WHEREAS, any and all cash balances in any funds deposited with
the Bank must be contmnuously secured by a valid pledge to
Depositor of certain securities (being herein called the "Approved
Securities"). Approved Securmtmes shall mean all securities which
under the laws of the State of Texas, can be used to secure the
deposits of Deposmtor The aggregate market value of the Approved
Securities shall at all tmmes be, exclusive of accrued interest,
equal to or in excess of the total funds of Deposmtor on deposit
with the Bank, to the extent that samd funds are not insured by the
Federal Deposmt Insurance Corporation
NOW, THEREFORE, for value recemved and in consmderatlon of the
mutual promises and covenants herein contained, Depositor and the
Bank agree as follows.
1 Deposmtor deposits shall be secured and Bank hereby grants
a securmty mnterest to Depositor in all Approved Securltmes held in
safekeeping at Texas Commerce Bank, N A (the "Safekeeping Institu-
tion'') Except as provmded mn paragraph 6 of thzs Agreement, such
Approved Securities shall be subject only to the joint ~nstruct~ons
of both (a) authorized lndivlduals appointed by Depositor, and (b)
speclfically authorized officers of the Bank The Depositor shall
provide to the Bank written not~ce and specimen s~gnatures of
authorlzed representatives of Depositor on Addendum A of th~s
document for the purposes hereof, and thereafter written not~ce of
the removal from or addition to the exlst~ng names of such
authorlzed representatlves. The Bank shall provide to the Board of
D~rectors of Depositor or ~ts authorized representatives written
not~ce and speclmen s~gnature of authorized officers of the Bank on
Addendum B of this document for the purposes hereof, and thereafter
written notlce of additlon to or removal from the ex~sting l~st of
names of such officers Addendum A and B are made a part of th~s
Agreement as ~f written word for word here~n
2 The Bank may make add~tlons to or substitutions of
Approved Securities from time to t~me and may w~thdraw excess
Approved Securltles, with the amount and character of the new
and/or remaining securitles to be subject to the approval of
Depositor If the Approved Securities, so proposed for substitu-
tion are of the kind, character, amount, and value required by law,
such substitution shall be permitted. If approved, the substituted
Approved Securlties shall thereafter be subject to all the terms
and conditions of this Pledge Agreement as fully as ~f originally
· ncorporated here~n
3 Contemporaneously wlth the execution of thlsAgreement and
at the t~me of the substitutlon or release of any of the Approved
Securities, the Bank shall execute and del~ver to Depositor a
Memorandum descr~bln~ the Approved Securities deposited to or
w~thdrawn from the securities held pursuant to th~s Agreement
4 The Bank shall not be obllgated to accept ~nterest bearing
t~me deposlts of Depositor in excess of $20,000,000 (twenty m~ll~on
dollars), but may choose to accept such deposits at ~ts d~scret~on
5 the Bank shall faithfully do and perform all of the duties
and obligations required by the laws of the State of Texas for
depositories of Depositor, and shall upon presentation pay all
checks drawn on at by the duly authorized representatives of
Depositor agalnst collected funds of Depositor on demand deposit,
and shall at the explration of the term for which ~t has been
chosen as a deposltory of Depositor turn over to ~ts successor all
funds, property and thlngs of value coming ~nto ~ts hands as
depository
6 Upon default of any of the Bank's obl~gatlons hereunder or
upon ~nsolvency of the Bank or upon the appointment of a receiver
of the Bank and at any time thereafter, Depositor may sell at
public or private sale the Approved Securities or any part thereof
and apply the proceeds of such sale to the satisfaction of any
· ndebtedness caused by v~rtue of said default Th~s r~ght ~s ~n
Page 2
addition to or other remedies which Depositor may have under this
Agreement and without prejudice to its rights to maintain any suit
in any court for redress of injuries sustained by the Depositor
under this Agreement, which remedies are expressly reserved by
Depositor
7 The Safekeeping Institution named here~n hereby agrees to
hold all Approved Securities deposited w~th it pursuant to the
terms of this Agreement and to deliver them ~n accordance with the
terms hereof Additionally, Safekeeping Institution agrees to
serve as collateral agent for Depositor to the extent necessary to
allow Depositor to perfect its security interest granted here~n in
the Approved Securities
8 This Agreement may be terminated by either the Bank,
Depositor, or the Safekeeping Institution by giving thirty (30)
days prior written notice to the other parties, by g~vlng notice to
the following persons at the following addresses
DEPOSITOR
City of Denton
Teodoro Benavldes, C~ty Manager
215 East McKlnney
Denton, Texas 76201
BANK
First State Bank of Denton, Texas
Deborah Wilkinson
Senior V~ce President, Controller
101 South Locust
Denton, Texas 76201
SAFEKEEPING INSTITUTION
Texas Commerce Bank, N A
Todd Gregory
Vice President
2200 Ross Avenue
Dallas, Texas 75266
9 Ail applicable provisions and requirements of the laws of
the State of Texas governing depositories for Depositor shall be a
part of this Agreement
10 The validity, operation, and performance of this
Agreement shall be governed and controlled by the laws of the State
of Texas, and the terms and conditions of th~s Agreement shall be
construed and interpreted in accordance w~th the laws of this
State. Venue for any proceeding brought for any breach of this
Agreement shall be in Denton County, Texas
Page 3
ATTEST DEPOSITOR
JENNIFER WALTERS, CITY SECRETARY CITY OF DENTON, TEXAS
HERBERT L PROUTY, CITY ATTORNEY
ATTEST BANK
FIRST STATE BANK OF DENTON,
TEXAS
A BANK CHARTERED BY THE
BY ~ ~~ STATE OF TEXAS
ATTEST SAFEKEEPING INSTITUTION
TEXAS COMMERCE BANK, N A
E \WPDOCS\K\DEPOSIT K
Page 4
ADDENDUM A
The following designated zndsvlduals are authorized representatives
empowered to dlrect Fzrst State Bank of Denton, Texas, N A , a bank
chartered by the State of Texas ("Bank") and Texas Commerce Bank,
N A ("Safekeeping Instltutlon") selected under Item 1 of the
Deposztory Pledge Agreement in regard to collateral pledges,
releases and substztutzons in the joznt safekeeping account Such
pledges, releases, and subst~tutzons shall follow procedures set
forth ~n the Depository Pledge Agreement
Authorized Officer's S~gnature Name and title
~~~&t~ Kathy DuBose
D~ Executive Director of F~nance
'~,~Y~--//'a_..-----'-~ H arlan L Jefferson
D~rector of F~scal Operations
· _,,-~,./~ Teodoro Benavzdes
Czty Manager
Deputy C~ty Manager
NAME Teodoro Benav~des
TITLE Czty Manager
O0 ~
ADDENDUM B
Fmrst State Bank of Denton, Texas, a bank chartered by the State of
Texas ("Bank") has desmgnated the following officers as specifical-
ly authormzed to instruct City of Denton ("Deposmtor") and Texas
Commerce Bank, N A ("Safekeepmng Instmtutmon") selected under mtem
1 of the Depository Pledge Agreement mn regard to collateral
pledges, releases, and substitutmons an the ]omnt safekeepmng
account. Such pledges, releases, and substmtutmons shall follow
procedures set forth an the Deposmtory Pledge Agreement
Authorm~ed Offmce/~'s Signature Name and tmtle
0() 3
CERTIFICATE OF SECRETARY OF
THE SENIOR LOAN AND DISCOUNT COMMITTEE OF
FIRST STATE BANK OF DENTON, TEXAS,
A BANK CHARTERED BY THE STATE OF TEXAS
The undersigned, being the duly appointed Secretary of the
Sen~or Loan and D~scount Committee (the "Committee") of F~rst State
Bank of Denton, Texas, a bank chartered by the State of Texas (the
"Bank"), hereby certifies that
In accordance with the authority granted to bt by the
Board of Directors of the Bank, on /I-I~-~ , the
Committee approved the pledge of collateral, as required
by the depository contract w~th the C~ty of Denton (the
"City"), to secure the Bank's obligations w~th respect to
deposits maintained at the Bank by the C~ty,
2 The Committee approval has not been amended, modified, or
repealed ~n any respect, and as an full force and effect
on the date hereof, and
3 The m~nutes of the Committee meeting held on V~r~u.~ ~4~
, w~ll be maintained as a part of the
permanent records of the Bank
DATE /l~l~l~
NAME
TITLE
CERTIFICATE OF SECRETARY OF
THE BOARD OF DIRECTORS OF
FIRST STATE BANK OF DENTON, TEXAS,
A BANK CHARTERED BY THE STATE OF TEXAS
The undersigned, being the duly elected Secretary of the Board
of Directors (the "Board") of First State Bank of Denton, Texas, a
bank chartered by the State of Texas (the "Bank"), hereby certifies
that attached hereto is a true and correct copy of a resolution of
the Board adopted at a meeting held on //-t~-~ , and
such resolution has not been amended, modified, or repealed in any
respect, and is in full force and effect on the date hereof
RESOLUTION GRANTING CERTAIN CORPORATE AUTHORITY
TO LOAN AND DISCOUNT COMMITTEE
RESOLVED, that the Senior Loan and D~scount Commmttee zs
hereby granted the corporate authormty to approve on behalf of
Fzrst State Bank of Denton, Texas ("Bank") such securmty agreements
and other agreements related to the deposmt of funds mn thms Bank
by any governmental entity as such Senmor Loan and Dmscount
Commmttee shall deem mn the best mnterests of thms Bank from tmme
to tmme