1995-192AN ORDINANCE ACCEPTING COMPETITIVE BID~ND AWARDING A CONTRACT FOR
THE PURCHASE OF MATERIALS, EQUIPMEf~', SUPPLIES OR SERVICES;
PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING FOR
AN EFFECTIVE DATE.
WHEREAS, the City has solicited, received and tabulated
competitive bids for the purchase of necessary materials,
equipment, supplies or services in accordance with the procedures
of state law and City ordinances; and
WHEREAS, the City Manager or a designated employee has
reviewed and recommended that the herein described bids are the
lowest responsible bids for the materials, equipment, supplies or
services as shown in the "Bid Proposals" submitted therefore; and
WHEREAS, the City Council has provided in the City Budget for
the appropriation of funds to be used for the purchase of the
materials, equipment, supplies or services approved and accepted
herein; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the numbered items in the following numbered
bids for materials, equipment, supplies, or services, shown in the
"Bid Proposals" attached hereto, are hereby accepted and approved
as being the lowest responsible bids for such items:
BID
NUMBER VENDOR AMOUNT
1768 FIRST STATE BANK $43,384.00
1793 NEZAT AND ASSOCIATES $3.54 PER FOOT
SECTION II. That by the acceptance and approval of the above
numbered items of the submitted bids, the City accepts the offer of
the persons submitting the bids for such items and agrees to
purchase the materials, equipment, supplies or services in
accordance with the terms, specifications, standards, quantities
and for the specified sums contained in the Bid Invitations, Bid
Proposals, and related documents.
SECTION III. That should the City and persons submitting
approved and accepted items and of the submitted bids wish to enter
into a formal written agreement as a result of the acceptance,
approval, and awarding of the bids, the City Manager or his
designated representative is hereby authorized to execute the
written contract which shall be attached hereto; provided that the
written contract is in accordance with the terms, conditions,
specifications, standards, quantities and specified sums contained
in the Bid Proposal and related documents herein approved and
accepted.
SECTION IV. That by the acceptance and approval of the above
numbered items of the submitted bids, the City Council hereby
authorizes the expenditure of funds therefor in the amount and in
accordance with the approved bids or pursuant to a written contract
made pursuant thereto as authorized herein.
SECTION V. That this ordinance shall become effective
immediately upon its passage-9/and~°val'~
PASSED AND APPROVED this&~day of~ 1995.
ATTEST: BOB 'CASTL~EBE~~~
JENNIFER WALTERS, CITY SECRETARY
AP ED AS TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORNEY
DATE: SEPTEMBER 26, 1995
CITY COUNCIL REPORT
TO: Mayor and Members of the City Council
FROM: Lloyd V. Harrell, City Manager
SUBJECT: BID # 1793 - PECAN CREEK INTERCEPTOR CLEANING AND TRAINING
RECOMMENDATION: We recommend this bid be awarded to the only bidder Nezat
and Associates, at the price of $3.54 for cleaning per foot, an estimated total of
$75,844.50.
SUMMARY: This bid is for training and supervision of City personnel in cleaning
approximately 21,425 feet of sewer line. This line is located from East McKinney to
Loop 288 and has had overflow problems which require cleaning.
One bid proposal was received in response to sixty six notices to bid mailed to
prospective vendors.
BACKGROUND: Tabulation Sheet, Public Utility Board Meeting Memorandum dated
September 18, 1995.
PROGRAMS, DEPARTMENTS OR GROUPS AFFECTED: Water and Sewer Engineering
Department, Water and Sewer Utility Division, Citizens of Denton.
FISCAL IMPACT: Funds for this project were not budgeted; however, will be
transferred from Account Number 625-082-0471-8560.
Respectfully submitted:
Prepared by: ..... ,
Title: Senior Buyer
Approved:
Name: Tom D. Shaw, C.P~M.
Title: Purchasing Agent
641 .AGENDA
September 18, 1995
PUBLIC UTILITIES BOARD AGENDA ITEM
TO: CHAIRMAN AND MEMBERS OF THE PUBLIC UTILITIES BOARD
FROM: R. E. NELSON, EXECUTIVE DIRECTOR OF UTILITIES
SUBJECT: RECEIVE A PRESENTATION BY NEZAT AND ASSOCIATES ON SEWER
CLEANING AND TRAINING AND RECONSIDER APPROVAL OF
CONTRACT
RECOMMENDATION
Rusty Nezat, of Nezat and Associates, will make a presentation on proper
cleaning techniques for larger sewer lines. These techniques will be invaluable
to our staff for current projects and future ones. Based on the presentation, the
Utility Staff requests reconsideration of the contract.
SUMMARY
Bids were opened on September 5, 1995. Nezat was the only bidder. This
was an unusual way to bid. Usually, cleaning and training are not combined
in one contract. In this contract, the City will perform the cleaning with its
own personnel and equipment. Nezat will provide training and supervision.
The City has used Nezat to perform training before on the cleaning of smaller
sized lines. Nezat has a lot of experience in this area. The City has been
pleased with the work that Nezat has performed in the past.
BACKGROUND
The City of Denton has had overflows in the area that are being proposed to
be cleaned. Also, our flow data indicates that there may be debris in these
lines. Our original proposal was to clean the interceptors from East
McKinney to the Water Reclamation Plant along Pecan Creek (See Exhibit I).
The original length of line proposed to be cleaned was 35,849 feet. This
quantity has been reduced to 21,425 feet due to the lack of available funds.
The project will clean lines from East McKinney to Loop 288. This project is
not in the 1995 budget. However, it is being proposed due to the overflow
problems. The cost to have a private contractor provide the entire service
on his own would probably range for $8 to $20 per linear foot (depending on
line size), rather than the $3.54 per foot that we are paying. This would
more than triple the cost of the project.
Page 2
AGENCIES AFFECTED
The Citizens of Denton, Denton Municipal Utilities and Nezat and Associates.
FISCAL IMPACT
This project is not in the 1995 Budget. $70,000 will be transferred from
Account Number 625-082-0471-9114 to Account Number 625-082-0471-
$560 to pay for this project. See Exhibit III for more detail.
Respectfully submitted,
Department of Utilities
Prepared by:
Ger'ald P. Cosgrove, P.'~.
Engineering Administrator
Approved by:
Howard Martih, DireCtor
Environmental Operations
Exhibit I Location Map
II Bid Tabulation
III Fund Analysis
0 0 0 0 0 0
0 0 0 0 0 0 ,-'
PECAN CREEK INTERCEPTOR
CLEANING & TRAINING
FUND ANALYSIS
WASTEWATER COLLECTION (REVENUE) STATUS COST
FUND SOURCE
625-82-0471-8502 Available
( transferred from 625-082-0471-9114) $70,000
( available from 625-082-0471-8560) 10,000
TOTAL FUNDS AVAILABLE $80,000.00
EXPENDITURES
Cleaning & Training Bid $75,939.06
IAMOUNT OVER/(UNDER! AVAILABLE $4~060.941
06PC_CT EXHIBIT III
I ~- ~-
Z ,-
$,,,~_ z
~... oz o
~. 8
0CT--17--95 TUE 1~ :08 NEZAT & ASSOCIATES 71~896~1 P.8!
OCT l? '95 l~,SM FROM COD 817 383 ?382 TO 91713~896531 PAGE.001/~B~2
CON CT
STATE OF T~ ~
TH~S AGREEMENT, Rads and entere~ into this ~ day of
--. sm~r~m"R A.D., 19~95 , by and between_
CITY OF
of ~e Co~ty Of D~N and State of Texas, acting
through .... ~ W .~
the~e~to duly authorized so to do, hereinafter te~ed "O~,- and
~ P.o. ~x 1449
of the City of SPT~A , County of
and State of __ T~=ls .... , hereinafter
termed
WITNESSETH: That for and in consideration of th~ paymeaits and
agre~ents he~einafter m~tioned, to be made and perf~d by
0~, and under the conditions e~res;ed in ~e bonds a%~ched
hereto, CONT~OR hereby agrees wi~ O~ to oo~ce
complete perfo~ance of the work speoified below:
tn ~e amo~t of ~.54 ~a ~ ~ ~ and ail e~ra work
connection therewith, under the te~s as stated in ~e General
Conditions of ~e agreement; and at his (0~ their) o~proper cost
and expense to furnish all materials, supplies, machinery,
e~ipment, tools, superintendence, labor, instance, and other
aceeszori~s and servioes neces~a~ to complete the work specified
above, in accordance with the conditions and p~ioes stated in the
Proposal attached hereto, and in accordance with all the General
Conditions of the Agreement, th8 Special conditions, the Notioe to
Bidders (Advertisement for Bids), Instructions to Bidd~s, and ~e
Performance and Pa~e~t Bonds, all attached hereto, and
accordance with the plans, which includes all maps, plats,
CA~ 1
OCT 19 '95 16:12 7136896551 PAGE.001
blueprints, and other drawings and printed or written explanatory
matter thereof, and the Specifications therefore, as prepared by
CITY OF DENTON ENVIRONMENTAL OPERATIONS DEPARTMA~T
all of which are made a part hereof and collectively evidence and
constitute the entire contract.
Independent Status
It is mutually understood and agreed by and between City and
Contractor that Contractor is an independent contractor and shall
not be deemed to be or considered an employee of the City of
Denton, Texas, for the purposes of income tax, withholding, social
security taxes, vacation or sick leave benefits, worker's
compensation, or any other City employee benefit. City shall not
have supervision and control of Contractor or any employee of
Contractor, and it is expressly understood that Contractor shall
perform the services hereunder according to the attached
specifications at the general direction of the City Manager of the
City of Denton, Texas, or his designee under this agreement.
Indemnification
Contractor shall and does hereby agree to indemnify and hold
harmless the City of Denton from any and all damages, loss, or
liability of any kind whatsoever, by reason of injury to property
or third persons occasioned by any error, omission or negligent act
of Contractor, its officers, agents, employees, invitees, and other
persons for whom it is legally liable, with regard to the
performance of this Agreement, and Contractor will, at its cost and
expense, defend and protect the City of Denton against any and all
such claims and demands.
Choice of Law and Venue
This agreement shall be governed by the law of the State of
Texas and venue for its construction and enforcement shall lie in
the courts of Denton County, Texas.
The CONTRACTOR hereby agrees to commence work on or after the
date established for the start of work as set forth in written
notice to commence work and complete all work within the time
stated in the Proposal, subject to such extensions of time as are
provided by the General and Special Conditions°
The OWNER agrees to pay the CONTRACTOR in current funds the
price or prices shown in the Proposal, which forms a part of this
contract, such payments to be subject to the General and Special
Conditions of the Contract.
CA - 2
IN WITNESS WHEREOF, the parties of these presents have
executed this agreement in the year and day first above written.
ATTEST: /"
(SEAL)
ATTEST:
NEZAT AND ASSOCIATES
(SEAL)
CA - 3
CITY OF DENTON
INSURANCE REQUIREMENTS FOR CONTRACTORS-
Bidder's attention is directed to the insurance requirements below. It is highly
recommended that bidders confer with their respective insurance carriers or brokers
to determine in advance of Bid submission the availability of insurance certificates and
endorsements as prescribed and provided herein. If an apparent Iow bidder fails to
comply strictly with the insurance requirements, that bidder may be disqualified from
award of the contract. Upon bid award, all insurance requirements shall become
contractual obligations which the successful bidder shall have a duty to maintain
throughout the course of this contract.
STANDARD PROVISIONS:
Without limiting any of the other obligations or liabilities of the Contractor, the
Contractor shall provide and maintain until the contracted work has been completed
and accepted by the City of Denton, Owner, the minimum insurance coverage as
indicated hereinafter.
As soon as practicable after notification of bid award, Contractor shall file with the
Purchasing Department satisfactory certificates of insurance, containing the bid
number and title of the project. Contractor may, upon written request to the
Purchasing Department, ask for clarification of any insurance requirements at any
time; however, Contractors are strongly advised to make such requests prior to bid
opening, since the insurance requirements may not be modified or waived after bid
opening unless a written exception has been submitted with the bid. Contractor shall
not commence any work or deliver any material until he or she receives notification
that the contract has been accepted, approved, and signed by the City of Denton.
All insurance policies proposed or obtained in satisfaction of these requirements shall
comply with the following general specifications, and shall be maintained in
compliance with these general specifications throughout the duration of the Contract,
or longer, if so noted:
· Each policy shall be issued by a company authorized to do business in the
State of Texas with an A.M. Best Company rating of at least A.
· Any deductibles or self-insured retentions shall be declared in the bid
proposal. If requested by the City, the insurer shall reduce or eliminate
such deductibles or self-insured retentions with respect to the City, its
AAAO0350
Insurance Requirements
Page 2
officials, agents, employees and volunteers; or, the contractor shall procure
a bond guaranteeing payment of losses and related investigations, claim
administration and defense expenses.
· Liability policies shall be endorsed to provide the following:
®· Name as additional insured the City of Denton, its Officials, Agents,
Employees and volunteers.
· · That such insurance is primary to any other insurance available to the
additional insured with respect to claims covered under the policy and
that this insurance applies separately to each insured against whom
claim is made or suit is brought. The inclusion of more than one
insured shall not operate to increase the insurer's limit of liability.
· All policies shall be endorsed to provide thirty(30) days prior written notice
of cancellation, non-renewal or reduction in coverage.
· Should any of the required insurance be provided under a claims-made
form, Contractor shall maintain such coverage continuously throughout the
term of this contract and, without lapse, for a period of three years beyond
the contract expiration, such that occurrences arising during the contract
term which give rise to claims made after expiration of the contract shall be
covered.
· Should any of the required insurance be provided under a form of coverage
that includes a general annual aggregate limit providing for claims
investigation or legal defense costs to be included in the general annual
aggregate limit, the contractor shall either double the occurrence limits or
obtain Owners and Contractors Protective Liability Insurance.
· Should any required insurance lapse during the contract term, requests for
payments originating after such lapse shall not be processed until the City
receives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City
may, at its sole option, terminate this agreement effective on the date of
the lapse.
AAAO0350
REVISED 10/12/94 CI - 2
insurance Requirements
Page 3
SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS:
All insurance policies proposed or obtained in satisfaction of this Contract shall
additionally comply with the following marked specifications, and shall be maintained
in compliance with these additional specifications throughout the duration of the
Contract, or longer, if so noted:
[×] A. General Liability Insurance:
General Liability insurance with combined single limits of not less than
~5oo,oo0 -~hall be provided and maintained by the contractor. The policy
shall be written on an occurrence basis either in a single policy or in a
combination of underlying and umbr. ella or excess policies.
If the Commercial General Liability form (ISO Form CG 0001 current edition)
is used:
Coverage A shall include premises, operations, products, and
completed operations, independent contractors, contractual liability
covering this contract and broad form property damage coverage.
· Coverage B shall include personal injury.
· Coverage C, medical payments, is not required.
If the Comprehensive General Liability form (ISO Form GL 0002 Current
Edition and ISO Form GL 0404) is used, it shall include at least:
· Bodily injury and Property Damage Liability for premises, operations,
products and completed operations, independent contractors and
property damage resulting from explosion, collapse or underground
(XCU) exposures.
· Broad form contractual liability (preferably by endorsement)
covering this contract, personal injury liability and broad form
property damage liability.
AAAO0350
,~V~Sr=D ~0/~2~ CI - 3
Insurance Requirements
Page 4
[X] Automobile Liability Insurance:
Contractor shal( provide Commercial Automobile Liability insurance with
Combined Single Limits (CSL) of not less than $3o0,o00 .either in a single policy
or in a combination of basic and umbrella or excess policies. The policy will
include bodily injury and property damage liability arising out of the operation,
maintenance and use of all automobiles and mobile equipment used in
conjunction with this contract.
Satisfaction of the above requirement shall be in the form of a policy
endorsement for:
· any auto, or
· all owned, hired and non-owned autos.
[ ] Workers Compensation Insurance
Contractor shall purchase and maintain Worker's Compensation insurance
which, in addition to meeting the minimum statutory requirements for issuance
of such insurance, has Employer's Liability limits of at least 9100,000 for each
accident, $100,000 per each employee, and a $500,000 policy limit for
occupational disease. The City need not be named as an "Additional Insured"
but the insurer shall agree to waive all rights of subrogation against the City,
its officials, agents, employees and volunteers for any wore performed for the
City by the Named Insured. For building or construction projects, the
Contractor shall comply with the provisions of Attachment 1 in accordance with
§406.096 of the Texas Labor Code and rule 2$TAC 110.110 of the Texas
Worker's Compensation Commission (TWCC).
[ ] Owner's and Contractor's Protective Liability Insurance
The Contractor shall obtain, pay for and maintain at all times during the
prosecution of the work under this contract, an Owner's and Contractor's
Protective Liability insurance policy naming the City as insured for property
damage and bodily injury which may arise in the prosecution of the work or
contractor's operations under this contract. Coverage shall be on an
AAAO0350
Insurance Requirements
Page 5
"occurrence" basis, and the policy shall be issued by the same insurance
company that carries the contractor's liability insurance. Policy limits will be
at least combined bodily injury and property damage per
occurrence with a aggregate.
[ ] Fire Damage Legal Liability Insurance
Coverage is required if Broad form General Liability is not provided or is
unavailable to the contractor or if a contractor leases or rents a portion of a City
building. Limits of not less than each occurrence are required.
[ ] Professional Liability Insurance
Professional liability insurance with limits not less than per claim
with respect to negligent acts, errors or omissions in connection with
professional services is required under this Agreement.
[ ] Builders' Risk Insurance
Builders' Risk Insurance, on an Ali-Risk form for 100% of the completed value
shall be provided. Such policy shall include as "Named Insured" the City of
Denton and all subcontractors as their interests may appear.
[ ] Additional Insurance
Other insurance may be required on an individual basis for extra hazardous
contracts and specific service agreements. If such additional insurance is
required for a specific contract, that requirement will be described in the
"Specific Conditions" of the contract specifications.
AAAOO350
REVISED 10/12/94 CI - 5
Insurance Requirements
Page 6
ATTACHMENT I
Worker's Compensation Coverage for Building or Construction Projects for
Governmental Entities
A. Definitions:
Certificate of coverage ("certificate")-A copy of a certificate of insurance,
a certificate of authority to self-insure issued by the commission, or a
coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84),
showing statutory workers' compensation insurance coverage for the
person's or entity's employees providing services on a project, for the
duration of the project.
Duration of the project - includes the time from the beginning of the work
on the project until the contractor's/person's work on the project has been
completed and accepted by the governmental entity.
Persons providing services on the project ("subcontractor" in §406.096) -
includes all persons or entities performing all or part of the services the
contractor has undertaken to perform on the project, regardless of whether
that person contracted directly with the contractor and regardless of
whether that person has employees. This includes, without limitation,
independent contractors, subcontractors, leasing companies, motor
carriers, owner-operators, employees of any such entity, or employees of
any entity which furnishes persons to provide services on the project.
"Services" include, without limitation, providing, hauling, or delivering
equipment or materials, or providing labor, transportation, or other service
related to a project. "Services" does not include activities unrelated to the
project, such as food/beverage vendors, office supply deliveries, and
delivery of portable toilets.
B. The contractor shall provide coverage, based on proper reporting of
classification codes and payroll amounts and filing of any overage
agreements, which meets the statutory requirements of Texas Labor Code,
Section 401.011(44) for all employees of the contractor providing services
on the project, for the duration of the project.
AAAOO350
REVISED 10/12/94 CJ - 6
Insurance Requirements
Page 7
C. The Contractor must provide a certificate of coverage to the governmental
entity prior to being awarded the contract.
D. If the coverage period shown on the contractor's current certificate of
coverage ends during the duration of the project, the contractor must, prior
to the end of the coverage period, file a new certificate of coverage with
the governmental entity showing that coverage has been extended.
E. The contractor shall obtain from each person providing services on a
project, and provide to the governmental entity:
(1) a certificate of coverage, prior to that person beginning work on the
project, so the governmental entity will have on file certificates of
coverage showing coverage for all persons providing services on the
project; and
(2) no later than seven days after receipt by the contractor, a new
certificate of coverage showing extension of coverage, if the coverage
period shown on the current certificate of coverage ends during the
duration of the project.
F. The contractor shall retain all required certificates of coverage for the
duration of the project and for one year thereafter.
G. The contractor shall notify the governmental entity in writing by certified
mail or personal delivery, within 10 days after the contractor knew or
should have known, of any change that materially affects the provision of
coverage of any person providing services on the project.
H. The contractor shall post on each project site a notice, in the text, form and
manner prescribed by the Texas Workers' Compensation Commission,
informing all persons providing services on the project that they are required
to be covered, and stating how a person may verify coverage and report
lack of coverage.
AAAO0350
REVISED 10/12/94 CI - 7
Insurance Requirements
Page 8
I. The contractor shall contractually require each person with whom it
contracts to provide services on a project, to:
(1) provide coverage, based on proper reporting of classification codes
and payroll amounts and filing of any coverage agreements, which
meets the statutory requirements of Texas Labor Code, Section
401.011(44) for all of its employees providing services on the project,
for the duration of the project;
(2) provide to the contractor, prior to that person beginning work on the
project, a certificate of coverage showing that coverage is being
provided for all employees of the person providing services on the
project, for the duration of the project;
(3) provide the contractor, prior to the end of the coverage period, a new
certificate of coverage showing extension of coverage, if the coverage
period shown on the current certificate of coverage ends during the
duration of the project;
(4) obtain from each other person with whom it contracts, and provide to
the contractor:
(a) a certificate of coverage, prior to the other person beginning
work on the project; and
(b) a new certificate of coverage showing extension of coverage,
prior to the end of the coverage period, if the coverage period
shown on the current certificate of coverage ends during the
duration of the project;
(5) retain all required certificates of coverage on file for the duration of
the project and for one year thereafter;
(6) notify the governmental entity in writing by certified mail or personal
delivery, within 10 days after the person knew or should have known,
of any change that materially affects the provision of coverage of any
person providing services on the project; and
AAAO0350
REVISED 10/12/94 Gl - 8
Insurance Requirements
Page 9
(7) contractually require each person with whom it contracts, to perform
as required by paragraphs (1) - (7), with the certificates of coverage
to be provided to the person for whom they are providing services.
J. By signing this contract or providing or causing to be provided a certificate
of coverage, the contractor is representing to the governmental entity that
afl employees of the contractor who will provide services on the project will
be covered by workers' compensation coverage for the duration of the
project, that the coverage will be based on proper reporting of classification
codes and payroll amounts, and that all coverage agreements will be filed
with the appropriate insurance carrier or, in the case of a self-insured, with
the commission's Division of Self-Insurance Regulation. Providing false or
misleading information may subject the contractor to administrative
penalties, criminal penalties, civil penalties, or other civil actions.
K. The contractor's failure to comply with any of these provisions is a breach
of contract by the contractor which entitles the governmental entity to
declare the contract void if the contractor does not remedy the breach
within ten days after receipt of notice of breach from the governmental
entity.
AAAOO350
REVISED 10/12/94 CI - 9
^O4H!III. CERTIFICATE OF INSURANCE
THi~ CERTIFICATE IS I$~Ul~l~ As A MATTER OF it. FORI.4ATION ONLY AND
C~h~t~. NO RIGHTS UPON TH~ CERTIFICAT[ HC, I DER TItI~ CERTIFICATE
,,.o..c,. AR URC. ~OK ooE,.~ NOT AMEND, EXTEND OR ALTER THE COV{!RAG~ AFFORDED BY THE
Kwok Insu~ Agen~ POL,C~S e~OW ............
7210 llough COMPANIES AFFORDING COVERAGE
Houston, ~ ~086
LE~" B Farmers Truck Exchange
Nezat And Associa:es INC. cot~**-v ~
P.O. Box 1449
Splendora~ Texas 77372 co.,~.~D
.GQ~GES~ ~ ....... - ........... ..em ~ THE INSURED NAMED ABOVE FOR THE ~OLICY PERIOD
~IS IS ~ ~ ~AT THE PO~CIE8 OF INSU~NCE LISTED BELOW mavm ~-
{~ICA~, N~AN01N~ ANY REQUIREMENT, T~RM OR CONDITION OF ANY ~N~ OR O~ DooUM~NT WITH R~PECT TO WHICH
CE~FI~ ~Y BE ISSUED OR MAY PERTAIN. THE INSU~GE AFFORDEO BY THE POLICI~ DESCRIED H~REIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS ~0 ~ND~ION$ O~ SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY paid
POLIGY ~TIVE POU~ ~ON LIMITS
G~ ~81~
X coaa~e~.G~un RG~309519-0 '10~10-95 1 0-10-96 p.~uc~a.~oe~o.
co~e,.~o S,"~L~ ~ 300,000
A~OMOBI~ U~IL~Y ~MIT
~ AUTO ~ODILY INJURY
~L O~ED AUTOS
X SGHE~UL~OAUTOS ~595 68 02 10--10--95 10--10--96
~OILY INJURY S
NON~WNED A~O~ PROP[R~ DAMAGE
~N O~URRENCE
WORK~'8 ~MF~N2ATION Oi$~E_POLiCY LIMI~
AND Die.E--EACH ~MPLOYEE i
EMPLOYGR~' LIABIL~
OTHER
CERTIFICATE HOLDER and-~c~-~'.~'~.-O-~"~-'~a CANCELLATION
City of Denton Texas SHOULD ANY O~ THE ABOVE DESCRIBED ~OL~CI~S BE CANCELLED BEFORE THE
EXPtRAT'ON DATE THEREOF. THE ISSu;NG COMPANY WILL ENOEAVOR TO
901-B Texas ST.
Denton, Texas 7 6 2 01 UAiL ~ DAYS WRI~N NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE
LE~, ~UT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO O~LIGAT~ON OR
LIABILITY OF ~Y KIND uPON TH~ COMPANY, ITS AGENTS OR REPRESEN{A~S' _
0CT--17--95 TUE 12:15 NEZAT ~ ASSOCIATES ?1~68965~1 P.e2
October 17, 1995
Hr. Tom Shaw
City o~ Denton, Texas
Purchasing Department
901-B Texas Street
Denton, TX 76201
VIA FACSIMILE: (817) 383-7302
Dear Mr. Shaw:
In response to your telephone call yesterday, October 16, 1995,
concerning the scheduled autos for Bid # 1793 Pecan Creek
Interceptor Cleaning and Training, we are submitting the following
listing of Scheduled Autos for the Com~eroial Automobile Liability
Policy $7595-68-02:
Auto ~ 1 - Year: 1989
Make: Ford
Model: 150 Pick Up (1/2 Ton)
Color: White
VIN: 1FTEF15Y3KNA55539
This is the only scheduled auto on this policy. If you need any
further information, please give me a call.
Sincerely,
/kn
P.O. Box 1449 · Splondora, T~xas 77372 · (800) 689-6310 . (713) 689-6810 · Fax (713) 689-6531
OCT 17 '95 13:18 7156896531 PAGE.002
DATE: SEPTI~,IBER 26, 1995
CITY COUNCIL REPORT
TO: Mayor and Members of the City Council
FROM: Lloyd V. Harrell, City Manager
SUBJECT: BID # 1768 - BANK DEPOSITORY SERVICES
RECOMMENDATION: We recommend this bid be awarded to First State Bank, the
only bidder at an annual estimated cost of $43,384.00.
S~RY: This bid is for an eligible financial institution to be the banking
services depository for public funds of the City. This bid contract period is for two
years. First State Bank is currently our depository bank and has served in this
capacity for several years. Secondary depository relationships with several other
facilties will be continued. The Investment Committee has recommended approval of
First State Bank's proposal.
One bid proposal was received in response to six bid packages mailed to prospective
vendors.
BACKGROUND: Tabulation Sheet, Memorandum from Harlan Jefferson dated
September 19, 1995.
PROGRAMS, DEPARTMENTS OR GROUPS AFFECTED: All departments of the City
of Denton, Finance Department, and Citizens of Denton.
FISCAL IMPACT: Budgeted funds for 1995-96 for depository services.
tfully submitted:
I~yd V. Harrell /
City Manager
Prepared by: ~-' .....
Title: Senior Buyer
Approved:
Name: Tom D. Shaw, C.P.M.
Title: Purchasing Agent
biD # 1768 (p 1 of 2 )
BID NAME Bank Depository Services FIRST
STATE
OPEN DATE June 29. 1995 BANK
1 15 Acct. Mtnce. $10.00
2a 15 Bank Stmt, per Acct. N/C
2b 20/mo Balance Inquiry by Phone N/C
2c 20/mo Balance Reporting 125.1MO
3 80/_mo Depo_sit Tkts. $0.20
4 25k/mo Items Deposited $0.O5
5 3200/mo Checks Paid $0.11
5a 1700/mo PR Checks $0.11
5b 1500/mo Gen'l Disbursement Checks $0.11
5c 50/mo Other Debit Posting $0.11
6 60/mo Wire Svcs.
6a 20/_mo Inco_ming Transfers $5.00
6b 40/mo Outgoing $10.00
661 25/mo Repetitive by Computer $10.00
662 5/mo Repetitive by Phone $10.00
663 5/mo Free-Form by Computer $10.00
664 5/mo Free-Form by Phone $10.00
665 15/mo ACH Transfers $0.10
7 5/mo Stop Payment Request $15.00
7e ' 3/mo Written Request $15.00
7b 2/mo Automated Request $15,O0
8 5 bx ea/m_o Coin Wrappers N/C
9 85/mo D~s Printed 20.APPR/200
10 6 bg/yr Large Vault Cash Bags N/C
11 35 bg/yr Plastic Check Bags 21.49/100 8X10
26.78/100 10X13
1 ~ 1 Safe Deposit Box 10x10 N/C
13 4 hr/mo Research Hours N/C
14 $300k avg Cost of Pledged Collateral N/C
15 Controlled Disbursement N/C
16 8 acct Zero Balance Auto. Trans. N/C
17a 50/mo Return Items $2.50
17b 120/mo Return Items Recleared N/C
BiD # 1768 (p 2 of 2)
BID NAME Bank Depository Services FIRST
STATE
OPEN DATE June 29, 1995 BANK
17c 2/mo Return Item Phone Advice N/C
18 15 accts FDIC Insurance Cost N/C
19 1 acct Securities Clearing/Safekeeping N/C
19a Mtnce. Charge N/C
_._1__9_b. 13/mo Receipts Deposited $20.00
19c 12/mo Receipts Withdrawal $20.00
19d 2/mo Coupon Collections $10.00
19e $90 million Safekeeping of Assets .OO3/1000
.60/RCPT
19f 8/mo Book-Entry Security Transfers $25.00
I
19g 1/yrl Audit Confirmations N/C
20 bi- weekly Fees for Direct Deposit Svc.
payroll
20a Tape Charge $25.00
($10./MODEM TRANS)
20b ACH Settlement N/C
20c Stop Payment Orders N/C
20d Credit/Debit Posting $0.08
20e Other (List) 40. MIN PER TRANSMISSION
21 Other Applicable Charges NSF 20./ITEM
SERIALCK SORT .O2/ITEM
COLLATERAL REQUIREMENTS:
Safekeeping Charges NON E
Pledged Securities for > $500k
Super NOW Accounts NONE
Shortest > = $100k CD Maturity 7
OVERDRAFTS:
Max. Days Overdraft Allowed
Max, Amt, of Net Overdraft $100,000.00
Interest Rate Charged PRIME RATE
DATE: S e ~e.mb e ~'"r~,-J ~9~
CITY COUNCIL REPORT
TO: Mayor and Members of the City Council
FROM: Lloyd V. Harrell, City Manager
SUBJECT: BANK DEPOSITORY PROPOSAL
RECOMMENDATION: Staff recommends continuing to utilize First State Bank as our
primary depository. We also recommend continuing our secondary depository
relationship with several other facilities. Staff has discussed the depository proposal
with the Investment Committee and it recommended acceptance of First State Bank's
proposal.
BACKGROUND: The current depository contract will expire on September 30, 1995.
Requests for proposals were sent to all Denton banks. In addition, we also advertised
in the local paper. Unfortunately, we only received one depository proposal. The
proposal was from First State Bank of Denton. As you are aware, First State Bank
is currently our depository bank and has served in this capacity for several years. We
have provided an attachment which compares the current fee schedule to their
proposed schedule (see attachment A). Based on our projection of the amount of
service that will be required, our annual costs will increase by approximately
$3,631.50 under the proposal we received from First State Bank. Of this amount,
$3,000 is a result of the fee increase for items deposited (i.e., checks deposited by
the City of Denton).
The additional fee is for unencoded checks deposited at First State Bank. This
situation requires First State Bank to expend staff time reviewing and encoding our
deposits. The encoding process allows banks to submit checks to automated clearing
institutions or the Federal Reserve for payment of funds. Since we plan to encode our
own checks in the future, we believe that this additional fee will be nullified. The fee
for checks deposited which are encoded is the same as the current contract (see
attachment B). Based on the information received, our recommendation is to retain
our operating account program with First State Bank of Denton. We also recommend
that the City continue to maintain banking relationships with the following financial
institutions: Bank One, Denton; Bank One, Dallas; NationsBank of Texas, N.A.,
Dallas; NationsBank of Texas, N.A., Fort Worth; Texas Commerce Bank, N.A., Dallas.
For your review, we have provided a copy of the core proposal received from First
State Bank. A number of their attachments were very lengthy and repetitious;
therefore, we did not provide them in your backup. If you would like to review the
entire proposal, we will be more than happy to make a copy available to you.
City Council Report Format
Bank Depository Proposal
September 19, 1995
Page 2
PROGRAMS, DEPARTMENTS OR GROUPS AFFECTED: All departments of the City
of Denton will be affected by the bank depository proposal.
FISCAL IMPACT: The annual cost of the contract with First State Bank will be
approximately $43,384.
Lloy~ ~. Harrell /
City Manager (
Prepared by:
DH ~ eof[~Ss~ l'~e~r atio n' ' ~erations
Approved by:
/
Kath~ZuB~-
Executive Director of Finance
AFF00F4F
ATTACHMENT A
BANK SERVICES AND ~
FIRST STATE FIRST STATE FIRST STATE ~ STATE
CURRENT CURRENT PROPOSED PROPOSED
DESCRIFrlON OF SERVICE REF.# FE.E/PERUNFr ANNUALtq~ FEE/PERUNFr ANNUALFJ~ Dh~'~RENCE
Asxount Mainteaan~ 1 $10.00 $1,800.00 $10.00 $1,800.00 $0.00
Balaace Repo~ting & Inquiries 2 $125.00 $1,500.00 $125.00 $1,500.00 $0.00
Depoait Tictteta (credit po~tin8) 3 $0.20 $192.00 $0.20 $192.00 $0.00
Items Deposited (encoding) 4 $0.04 $12,000.00 $0.05 $15,1100.00 $3,000.00
Cheeks Paid (debit poatin8) 5 $0.11 $4,224.00 $0.11 $4,224.00 $0.00
Wire Service~ - Incoming 6A $.5.00 $1,200.00 $5.00 $1,200,00 $0.00
Wire Serwces - Outgoing 6B $10.00 $4,800.00 $10.00 $4,800.00 $0.00
Stop Payment Request 7 $15.00 $1,800.00 $15.00 $L800.00 $0.00
Coin Wrappers Fumiahed 8 NO CHARGE $0.00 NO CHARGE $0.00 $0.00
Deposit Slip* Primed 9 $0.I0 $102.00 $0.10 $102.00 $0.00
Large Vault Cash Bag~ 10 NO CHARGE $0.00 NO CHARGE $0.00 $0.00
Plastic Draw~rin8 Cheek Basa 11 $0.39 $136.50 $0.48 $168.00 $31.50
Safe Deposit Bo~es 12 NO CHARGE $0.00 NO CHAROE $0.00 $0.00
Research Hour~ 13 NO CHARGE $0.00 NO CHARGE $0.00 $0.00
Cost of Collateral Pledged 14 NO CHARGE $0.00 NO CHAROE $0.00 $0.00
Controlled Disbursement Sve. Chg. 15 NO CHARGE $0.00 NO CHARGE $0.fl0 $0.00
Zero Balance Automatic Transfers 16 NO CHARGE $0.00 NO CHARGE $0.00
Retttrn Items 17A $1.50 $900.00 $2.50 $1,.500.~10 $600.00
Return Items - Reclear 1715 NO CHARGE $0.00 NO CHARGE $0.00 $0.00
Return Items - Telephone ,~atvice 17C NO CHARGE $0.00 NO CHARGE $0.00 $0.00
FDIC Insuranc~ Cost 18 NO CHARGE $0.00 NO CHARGE $0.00 $0.00
Seeurifie~ Cleahn8 & Safekeeping 19 $20.00 $8,640.00 $20.00 $8,640.00 $0.00
Direc~ Depoait Cr~it Posting 20 $0.08 $1,690.00 $0.08 SL690.f10 $0.00
Other Feea 21 $0.02 $768.00 $0.02 $'768.00 $0.00
TOTAL $39,752.50 $43,384.00 $t,631,50
EXHIBIT "A"
DEPOSITORY PLEDGE AGREEMENT
Whereas, City of Denton (hereinafter called'"Depositor") has
selected FIRST STATE BANK OF DENTON, TEXAS, a bank chartered by the
State of Texas, (hereinafter called the "Bank"), as a depository
for certain of its funds Jn demand deposits and/or interest-b~aring
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 Checking 00-1077-7
Rehabilitation 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
Cloride Branch Public Funds Money Market 50-0018-7
Security Account Public Funds Money Market 51-0571-3
Industrial Development
Authority Public Funds Checking 00-1249-2
Denton Retirement &
Nursing Center Finance
Authority Public Funds Checking 01-0939-7
and such additional accounts as Depositor may from time 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 continuously secured by a valid pledge to
Depositor of certain securities (being herein called the "Approved
Securities"). Approved Securities shall mean all securities which
under the laws of the State of Texas, can be used to secure the
deposits of Depositor. The aggregate market value of the Approved
Securities shall at all times be, exclusive of accrued interest,
equal to or in excess of the total funds of Depositor on deposit
with the Bank, to the extent that said funds are not insured by the
Federal Deposit Insurance Corporation.
NOW, THEREFORE, for value received and in consideration of the
mutual promises and covenants herein contained, Depositor and the
B~n~ agree as follows:
Page 1
EXHIBIT "A", Con't.
1. Depositor deposiJ~ shall be secured and Bank hereby
grants a security interes~o Depositor in all Approved Securities
held in safekeeping at 'D~uk Onc, Tcxas, ~.A. (the "Safekeeping
Institution"). Except as provided in paragraph 6 of such Approved
Securities shall be subject only to the joint instructions of both
(a) authorized individuals appointed by Depositor, and (b)
specifically authorized officers of the Bank. The Depositor shall
provide to the Bank written notice and specimen signatures of
authorized representatives of Depositor on Addendum A of this
document for the purposes hereof, and thereafter written notice of
the removal from or addition to the existing names of such
authorized representatives. The Bank shall provide to the Board of
Directors of Depositor or its authorized representatives written
notice and specimen signatures of authorized officers of the Bank
on Addendum B of this document for the purposes hereof, and
thereafter written notice of addition to or removal from the
existing list of names of such officers.
2. The Bank may make additions to or substitutions of
Approved Securities from time to time and may withdraw excess
Approved Securities, with the amount and character of the new
and/or remaining securities 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 Securities shall thereafter be subject to all the terms
and conditions of this Pledge Agreement as fully as if originally
incorporated herein.
3. Contemporaneously with the execution of this agreement
and at the time of the substitution or release of any of the
Approved Securities, the Bank shall execute and deliver to
Depositor a Memorandum describing the Approved Securities deposited
to or withdrawn from the securities held pursuant to this Agree-
ment.
4. The Bank shall not be obligated~ to accept interest
bearing time deposits of Depositor in excess of $20,000,000 (twenty
million dollars), but may choose to accept such deposits at its
discretion.
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 it by the duly authorized representatives of
Depositor against collected funds of Depositor on demand deposit,
and shall at the expiration of the term for which it has been
chosen as depository of Depositor turn over to its successor all
funds, property and things of value coming into its hands as
depository.
6. Upon default of any of the Bank's obligations hereunder
or upon insolvency 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 indebtedness caused by virtue of said default. This right is
id ~ddition to other remedies which Depositor may have under this
Page 2
con' t.
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.
7. The Safekeeping Institution named herein hereby agrees to
hold all Approved Securities deposited with it pursuant to the
terms of this Agreement and to deliver them in 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 herein 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.
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.
WITNESS the execution hereof this~ day of~~,~
1995.
ATTEST: DEPOSITOR:
~! J/(~-., ~,2 BY: ~
~ :' '~i fer-Wal t ers NAME: ~
TITLE: Mayor /
ATTEST: B~K:
~~/~ TexasFIRST STATE B~K of De~ton,
~ A Bank Ch~tered by ~e
BY: ~ State of e s
N~M~ Kim Co~ , ~~~~~.
TITLE :Ex~Jice President
ATTEST: SAFEKEEPING INSTITUTION:
TITLE: ' ~lcE e~;E~OENr
Page 3
EXHIBIT "A", con' t.
ADDENDUM A
The following designated individuals are authorized representatives
empowered to direct FIRST STATE BANK of Denton, Texas, N.A., a bank
chartered by the State of Texas ("Bank") and BANK ONE, TEXAS, N.A.
("Safekeeping Institution") selected under Item 1 of the Depository
Pledge Agreement in regard to collateral pledges, releases and
substitutions in the joint safekeeping account. Such pledges,
releases, and substitutions shall follow procedures set forth in
the Depository Pledge Agreement.
Authorized Officer's Signature Name and Title
~ Kathy DuBose
,~-~ .~ j/_// ) ~/ Executive Director of Finance
~~///-~ ~arlan L. Jefferson
~. / // Director of Fiscal Operations
. L%oyd V. Harrell
~ '~_ ~ , /. /~ / City Manager Rick Svehla
~~L. ///uty City Manager
A C C E P T E D [ /4~/~~
Page 4
EXHIBIT 'lA", eon' t.
ADDENDUM B
FIRST STATE BANK of Denton, Texas, a bank chartered by the State of
Texas ("Bank") has designated the following officers as specifical-
ly authorized to instruct City of Denton ("Depositor") and BANK
ONE, TEXAS, N.A. ("Safekeeping Institution") selected under Item 1
of the Depository Pledge Agreement in regard to collateral pledges,
releases and substitutions in the joint safekeeping account. Such
pledges, releases and substitutions shall follow procedures set
forth in the Depository Pledge Agreement.
Authorized Officer's Signature Name and Title
Page 5
EXHIBIT "A", con' t.
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
Senior Loan and Discount Committee (the "Committee") of FIRST STATE
BANK of Denton, Texas, a bank chartered by the State of Texas (the
"Bank") , hereby certifies that:
(1) In accordance with the authority granted to it by the
Board of Directors of the Bank, on ~L~ 13 ,~ ]~, the
Committee approved the pledge of collateral, 'as required by
the depository contract with the City of Denton (the "City"),
to secure the Bank's obligations with respect to deposits
maintained at the Bank by the City.
(2) The Committee approval has not been amended, modified or
repealed in any respect, and is in full force and effect on
the date hereof; and
(3) The minutes of the Committee meeting held on ~L.~ Mt ,
1995, will be maintained as part of the permanent r~cords of
the Bank.
TITLE:Executive Vice President
Page 6
EXHIBIT "A", con't.
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, hereby certifies that
attached hereto is a true and correct copy of a resolution of the
Board adopted at a meeting held on ~(~ 13! I~ , 1~3~, and
such resolution has not been amended,m~Sdified, or repealed in any
respect, and is in full force and effect on the date hereof.
TITLE:
Page 7
EXHIBIT "A", con' t.
RESOLUTION GRANTING CERTAIN CORPORATE AUTHORITY
TO LOAN AND DISCOUNT COMMITTEE
RESOLVED, that the Senior Loan and Discount Committee is
hereby granted the corporate authority to approve on behalf of
FIRST STATE BANK of Denton, Texas, ("BANK") such security agree-
ments and other agreements related to the deposit of funds in this
BANK by any governmental entity as such Senior Loan and Discount
Committee shall deem in the best interests of this BANK from time
to time.
Page 8
EXHIBIT B
FIRST STATE BANK
OF TEXAS
June 28, 1995
Mr. Harlan L. Jefferson
Director of Fiscal Operations
City of Denton-Department of Finance
215 E. McKinney
Denton, TX 76201
Dear Harlan:
Enclosed is First State Bank's bid for bank depository services for the City of Denton for
1995-1997. Please let me know if you have any questions or need addition~Linformation.
We have enjoyed a good working relationship with the City for many years, and I believe
we are uniquely qualified to handle the needs of the City. As you know, we provide
depository services for Denton County, Denton Independent School District, the
University of North Texas, Texas Woman's University, Denton Central Appraisal District,
Upper Trinity Water District, the Town of Flower Mound, and the City of Watauga.
Because of our experience in the special needs related to public funds, we are able to offer
the service and attention required by these entities.
In addition, our size and number of locations enable us to handle the large volume of
transactions processed by these entities each day. It would b~ very difficult for a smaller
institution to handle the influx of City employees on their paydays. We have five locations
in Denton with approximately 40 tellers on duty. We also have branches in Garland and
Watauga. Beginning July 8, we will have a branch office in The Colony. For your added
convenience, all of our processing is handled in Denton so that you may speak personally
to any individual who is assisting you with research or problem resolution.
We appreciate your consideration of our bid and look forward to serving you in the future.
Sincerely,
Deborah B. Wilkinson
Vice President and Controller
RO. Box 100 · Denton, TX 76202 · 817-382-5421
EXHIBIT B, con't.
IV. BANK QUESTIONNAIRE
The Bank is requested to thoroughly answer the following questions. Additional pages may be appended
if space is inadequate.
1. How is the bank chartered? State chartered (Texas)
2. What percent of current loans are classified as non-performing? . i%
3. Does the Bank have any significant problems noted by regulatory agencies in the past twenty-four
months? If "yes", please explain. Iqo
4. Indicate the Bank's capital to assets ratio for the last five years. Cap±tal fluctuat±ons relate to
1994 6.83;1993 7.40; 1992 9.12; 1991 7.57; 1990 6.28 bank acqu±s±t±ons
5. What was the Bank's 1994 return on assets (ROA)? beg±nn±ng ±n 1993.
1.29%
6. Attach copies of the Bank's most recent FDIC (UPBR) call reports.
V. ACCOUNT DESCRIPTIONS
A. General
The City intends to establish the following Bank accounts:
Account Name Type
Employees Claims Account Zero-Balance Account
Operating Account Zero-Balance Account
Sinking Account Zero-Balance Account
Payroll Account Zero-Balance Account
Industrial Development Authority Super Now
Rehab Account Zero-Balance Account
Concentration Account Super Now
Insurance Account Zero-Balance Account
Electric Distribution Account Zero-Balance Account
Clordie Account Super Now
CDBG Account Zero-Balance Account
Contractual Obligation Super Now
Ray Roberts Lake Account Super Now
Public Properties Super Now
Security Account Super Now
The City reserves the right to open or close any number or type of accounts throughout the
period if necessary although no changes are anticipated.
EXHIBIT B, con't.
Services and Fees
The services which should be made available to the City include but are not limited to the
following:
TOTAL
FEE CHARGED/ ESTIMATED MONTHLY
PER UNIT VOLUME CHARGE DESCRIPTION OF SERVICE
1. 10.00 15 accounts 150 · 00 Account Maintenance
2. N/C 15 accounts .00 a) First original bank statement
per account
N/C 20/month .00 b) Balance inquiries by phone
20/month 125.00 c) Balance reporting (daily
computer reporting system
which lists prev;ous and current
day balances, debits, credits,
averages, and check
presentments for all accounts)
3. .20 80/month l 5.00 Deposit tickets (credit posting)
4. .05 2$,000/month 1,250.00 Items deposited (encoding)
5. .11 3,200/month Checks Paid (debit posting)
· 1 1 1,700/month 18 7. O0 - a) Payroll checks
· 11 1,500/month 165.00' b) General disbursement checks
· 11 50/month 5.50 c) Other debit posting
6. 60/month Wire services
5.00 20/month 100.00 a) Incoming transfers
10.00 40/month b) Outgoing (excludes activities in
safekeeping account)
10.00 25/month 250.00 1) Repetitive by computer
10.00 5/month 50.00 2) Repetitive by phone
10.00 5/month 50.00 3) Free-form by computer
10.00 5/month 50.00 4) Free-form by phone
· 10 15tmonth 1.50 5) ACH transfers (±ncom±ng)
7. ]-5.00 5/month Stop payment request
13 . 00 3/month Z~5.00 a) Written request
15.00 2/month 30.00 b) Automated request by terminal
8. N/C 5 boxes of .00 Coin wrappers furnished type/
appro× o' $20 each coin month
9. per 200 8.50
85/month Deposit slips printed (vendor pr±ce)
EXHIBIT B, con't.
TOTAL
FEE CHARGED/ ESTIMATED MONTHLY
PEP. UNIT VOLUME CHARGE DESCRIPTION OF SERVICE
10. lq/C 6 bags/year .00 Large vault cash bags
11. * 35 bags/year .78 Plastic drawstring check bags
12. N/C 1/box .00 Safe deposit boxes (10xl0)
13. N / C 4 lu~./month .00 Research hours
14. N/C $300,000 on .00 Cost of collateral pledged by the
average for 15 banle (quote cost per million
accounts pledged)
15. Iq / A i account Controlled Disbursement service
charge
16. N/G g account .00 Zero balance automatic transfers
17. 2.50 50/month 125.00 a) Return items
N/C 120/month .00 b) Return items recleared
N/C 2/month .00 e) Return item telephone advice
18. N/C 15 accounts .00 FDIC insurance cost
19. N/C 1 account .00 Securities clearing and safekeeping
N / C .00 a) Maintenance charge
20.00 13/month 260.00 b) Receipts deposited
· 20.00 12/month 240.00 c) Receipts withdrawal
10.00 2/month 20.00 d) Coupon colleotions
:~/r-~Z~o $90mJllion 270.00 e) Safekeeping of a~ets, per
receipt
25.00 g/month 200.00 f) Book-entry security transfers
via Federal Reserve, per
tra~.~¢tion
N/C l/year .00 g0 Audit confirmations
20. Bi-weekly Fees for direct deposit services for
payroll employees (900 employees, total
payroll = $650,000)
25.00 ** 2/month 50.00 a) Tape charge
N/C .00 b) ACH settlement
N/C .00 c) Stop payment orders
:08 /item 1,800 items 144,00 d) CreditYdebitposting
940. O0 minimum per transmission e) Other Oist each specific charge)
* 8 x 10 $21.49 per I00
10 x 13 26.78 per 100
** $10 per modem transmission
EXHIBIT B, con't
21. List any other applicablebankcharges:
Insufficient check charges $20/item
Serial check sort $.02/item
NOTE:
Under a straight fee arrangement with the bank, analysis charges would be debited to the control
concentration account and an analysis fee statement will be mailed to the City each month.
Under a compensating balance method, all accounts would be tied to a main account and collected
balances would be maintained to offset service charges. Also note, that estimated volume above
are projections based on current annual volumes.
Automatic Payroll Deposit is a service the City offers its 900 employees. The bank would be
required to produce bi-weekly payroll tran.~fers from a magnetic tape furnished by the City in
ACH format for tran.~fer of funds directly to the employee bank, savings and loan, or credit union
account. Please state the bank's procedure for this service and list appropriate cut-off times that
would apply. The City's net payroll is approximately $650,000 each pay period. State whether
the bank would offer any type of special checking, money market, or loan account for the City'
employees.
The tape must be received by the Bank before 2:00 p.m. two working
days prior to payment date. Attached is information on special program
for City employees.
D. Does the bank offer any type of sweep account where excess city funds could be invested at a
higher rate overnight than in a Super Now account arrangement? Does the bank have money
market funds consisting of treasuries, agencies, prime commercial paper, prime domestic bankers
acceptances and collateralized or insured certificates of deposit, that the City could utilize daily
as an investment alternative? If so, please explain the fund's parameters and interest earnings
history or attach a separate prospectus.
SuperNow accounts offer the highest overnight rate for insured accounts.
Our Community Investment Center offers money market funds which are
not FDIC insured but offer considerably higher yields. See a~tached
E. Other Services prospectus.
Please specify any other services available to the City of Denton which may be thought to be
beneficial or that may apply to the City. State all related fees.
EXHIBIT B, con't.
F. Paym~ for Services
The City intends to pay for all account services provided by the Bank as set fourth in Section V.
B-E. The method expectedto be used for the payment of these services is the direct payment
method. The Bank should debit the appropriate account on a monthly basis. The City will
require an account analysis each month which will clearly show volume counts, fees charged, and
total price for servicing the account. The account analysis should also show average ledger
balances, average uncollected funds, and average collected balances, interest rates and the amount
of interest paid or credited to the account. These fees are not subject to change for the length
of this contract. Please submit a sample of the monthly account analysis statement that will be
provided to the City of Denton. Safekeeping fees for the City's investments shall also be set up
on an account analysis and paid monthly. Please submit a sample of the safekeeping account
analysis. See attached.
G. Collected Funds Definition
The City desires to receive same day credit for all funds deposited by 3:00 p.m. The funds
should be investable for any investment transactions that can be executed. If not invested, the
funds should earn interest at the rate being paid for Super NOW accounts. Please attach
proposed availability schedule. Use a separate attachment if necessary.
See attached.
H. Surer NOW Rates
Please provide a detailed explanation of the Bank's policy and methodology used in the setting
of rates paid on Super NOW accounts. Also, provide a schedule of all rates paid on Super NOW
accounts since January I, 1994. Specifically indicate if the rates are applied to ledger balances
or collected balances. Indicate when the rates change and if they are based on a market rate such
as T-Bill discount or yield rate. If the Bank proposes to pay the City a different rate on its Super
NOW accounts, indicate that proposal.
See attached.
VI. COLLATERAL REQUIREMENTS
A. Securities Pledeed
As security for the deposits of the City of Denton, the Bank shall pledge to the City securities
equal to the largest total balances the City of Denton maintains in the Bank. Certificates of
deposit and other evidences of deposit shall be collateralized at 102% of market, for U.S.
Treasury Bills, Notes, and Bonds with a remaining maturity of three years or less and at 102%
of market for other securities. The securities so pledged, the amounts thereof and the time for
pledging same must satisfy the requirements of Article 2560 Tex. Rev. Civ. State. Ann.
The City will accept as collateral for its certificates of deposit and demand deposits only those
securities identified by the Public Funds Investment Act as eligible investments. Additionally,
U. S. Treasury securities shall be the primary securities accepted as collateral. The maximum
levels needing to be collateralized are estimated to be the maximum amounts for the Super NOW
accounts and certificates of deposit estimated to be $3,000,000.
EXHIBIT B, con't.
FIRST STATE BANK OF TEXAS
ATTACHMENT TO BID FOR CITY OF DENTON DEPOSITORY ACCOUNTS
PAGE 7,
F. SAFEKEEPING ANALYSIS:
$.60 per receipt 25 receipts $ 15.00
$.003/$1,000 $ 90,000,000 $ 270.00
$10.00 monthly payments 5 payments $ 50.00
$25.00 perpumhase 2 pumhases $ 50.00
Total safekeeping charges
transferred to analysis $ 385.00
SEE ATTACHED COPY OF SAMPLE ACCOUNT ANALYSIS
G. Fi[st State Bank gives same day ledger credit for all funds deposited by 3:00 p.m.
Checks are paid from ledger balances. Interest on NOW accounts is computed
on collected balances. Collected funds are calculated in accordance with the
attached availability schedule. For analysis purposes, the monthly eamings credit
is applied to average collected balances, less reserve requirements.
H. · Super Now rates are formulated partially on the level of short-term interest rates
in general (i.e., US Treasury Bills) and on rates paid by competitors for similar
products. Rates are reviewed daily and changed as appropriate. Interest is paid
monthly on outstanding collected balances. The rate paid on Super Now accounts
has been 2% since January 1, 1994.
EXHIBIT B, con't.
These items constitute the only acceptable means of collateralizing the City's deposits. The
securities must be held in safekeeping by the Federal Reserve Bank of Dallas or another third
party financial institution pursuant to a safekeeping agreement signed by the Depository Bank and
the City. Repurchase agreements are not acceptable as collateral to the City of Denton.
B. Reporting Requirements
The Bank shall provide the City a report of securities pledged on a monthly basis or at any time
requested by the City Manager, Executive Director of Finance, Director of Fiscal Operations,
or a designated representative. This report should reflect the following information as of the end
of each month and be delivered to the City by the 10th of each month.
Total pledged securities itemized by:
o Name
o Type/DescriptiOn/Cusip Number
o Par Value
o Current Market Value
, o Maturity Date
o Moody's or Standard & Poors Rating (both, if available)
C. Safekeeping Requirement~
The securities pledged shall be held in safekeeping by a separate and different Bank other than
the depository Bank. The original copy of all safekeeping receipts shall be filed with the Director
of Fiscal Operations of the City of Denton. The City will reimburse the depository Bank for any
safekeeping charges, if any. Specify the safekeeping charges that will apply: None
The City, Depository Bank, and the Safekeeping Bank shall operate in accordance with a master
safekeeping agreement signed by all three parties. The safekeeping agreement must clearly state
that the Safekeeping Bank is instructed to release the collateral securities to the City if the City
has determined that the Depository Bank has failed to pay on any accounts, or is in default of this
agreement, or the City has determined that the City's funds are in jeopardy for whatever reason
including involuntary closure or change of ownership, and if the instructions for release have
been formally requested by the City Council by ordinance or resolution.
A copy of the safekeeping agreement and the name of the safekeeping bank to be used in the
event you are awarded the Bank Depository Agreement must be submitted with the proposal.
.~A0328C -8-
EXHIBIT B, con't.
D. Collateral Substitutions
Any substitutions of the securities or reductions in the total mount pledged may be made only
by and with proper written authorization approved by the City Manager, the Executive Director
of Finance, Director of Fiscal Operations, or his designated representative. In the case of a
reduction, the Bank must provide in writing that collateral will be available when needed to meet
normal City balance increases throughout the year. The City must approve all securities pledged.
Any state or local government bonds pledged must have a rating of at least A or A1 or better by
Moody's Investor Services or Standard & Poors Corporation.
E. Maximum Amount Offered
Please state the maximum amount, if any, of pledged securities which the Bank is willing or able
to commit for collateralized Super NOW accounts throughout the contract period above the
$500,000 minimum requirement. $ None
F. City to Handle Investments
The City of Denton will be responsible for handling the investment bidding process. The
Depository Bank, along with any eligible financial institution shall be included in the bidding
process as deemed appropriate and in accordance with the City's investment policies.
G. Safekeeping/Wire Services
The third-party safekeeping bank must be a subscriber to the Federal Security Wire System. In
addition to the safekeeping account in which pledged collateral is held, the City must have access
· to a safekeeping account to which Federal securities can be delivered via the Federal Reserve
book entry system for a customer account.
H. Interest Rates Paid - Certificates of Deposit
The City may choose to invest in certificates of deposit in the depository Bank or any other
eligible financial institution. The depository Bank agrees to accept time deposits from the City
for investment purposes in the form of certificates of deposits in varying amounts and maturities
at rates deter-mined by the depository's competitive bid as submitted in accordance with periodic
competitive bid solicitations conducted by the City.
What is the shortest maturity length in days that the Bank will accept for certificates of deposit
in amounts of $100,000 or greater? 7 .
I. Interest Rate Calculations
Interest on all certificates of deposit shall be computed on an actual day basis (365), and the
interest will be paid to the City on the maturity date. Interest calculations will include the first
day in the investment period but will not include the day of maturity. Payment will be made by
crediting the Bank account.
EXHIBIT B, con't.
VII. OVERDRAFYS
A. Definition
The City does not intend to l~ave a net overdraft position throughout the course of the contract.
An overdraft is defined as a negative demand balance in the City accounts collectively, not by
individual account.
B. Terms
Should an overdra~ occur in the aggregate, the following stipulation shall apply:
1. The maximum number of days the overdraft will be allowed is 3
2. The maximum amount of the net overdraft to be allowed will be $ 100. ooo .
3. The interest rate charged for overdrafts will be _p_ri. me__r_~ per annum computed on an
actual day basis.
VIII. OTHER STIPULATIONS
A. Regulation Notices
The Bank will notify the City in writing within ten (10) days of any changes in Federal or State
regulations or laws that would thereafter affect the depository agreement. The Bank shall also
notify the City of any new services that become available to the City throughout the contract
period.
B. Wire Transfers
Notification of wire transfers shall be made within one hour of the transaction and a duplicate
copy furnished to the City within twenty-four hours.
C. Account Balances
The Bank shall have a means of contacting the City prior to 9:00 am each business day to give
the ending ledger balances for all accounts from the previous working day.
D. Bank Statements
· . s.~ven
Bank Statements shall be rendered w~th~miav~working days after the close of the calendar month.
The statement must include deposits made on the last day of the month. The accompanying
checks must be arranged in numerical order.
EXHIBIT B., con't
E. Right to Audit Records
The Bank's records relating to the City of Denton accounts shall be open to review by either City
staff members or City-appointed independent auditors during normal business hours.
F. Financial R~_vorts
The Bank will submit a copy of the last audited annual financial statements and the subsequent
quarterly supplements along with an annual year end uniform Bank Performance Report.
G. Term of the A~reement
The term of the contract period in Exhibit A will be for two years beginning October 1, 1995 and
ending September 30, 1997.
H. I0v~tment Extension Period
The Bank agrees to honor and continue any investments made during the term of the depository
contract that will mature after the expiration date of the depository agreement at the same rate
established before the expiration of the contract. The investment extension period will not exceed
ninety days.
I. Bank Failure
Should the Bank fail, close, or be forced into reorganization during the term of this contract, City
reserves the right to cancel the contract and re-bid for City's depository services.
IX. PROPOSAL INSTRUCTIONS
A. Date. Time. Location
Sealed proposals clearly marked "Proposal for Bank Depository Agreement" should be delivered
to the Purchasing Division located at the City's Service Center, no later than 2:00 p.m., June 29,
1995 to the attention of:
Tom Shaw
Purchasing Agent
901-B Texas Street
Denton, TX 76201
NO PROPOSAL WILL BE RECEIVI~D AFl"ER 2:00 P.M.
** BIDS ~K~.r~ TO BE R~rU~/~K~ IN DUPLICATE **
EXHIBIT B, con't.
B. Response to the Bid
The proposing Bank should use this Bid form to submit rates and to answer questions wherever
possible. However, any point that the Bank cannot agree with should be clearly noted with
attachments which explain this disagreement. Please reference the section and paragraph in these
cases. Also, please clearly restate the question when supplying answers on any supplemental
pages.
C. Additional Information
The City reserves the right to request additional information or to meet with representatives from
proposing organizations to discuss points in the proposal before and after submission, any and
all of which may be used in forming a recommendation.
D. Right to Reject Bids
The City reserves the right to reject any and all proposals.
X. OTHER MISCELLANEOUS
A. Periodic Review
The City of Denton shall require a review meeting at least once every six months to evaluate the
working relationship between the City and the depository Bank. The objective will be to address
any problems and to seek a responsible solution. More frequent meetings may be called if
necessary.
B. City Council Action
The final appointment of a depository Bank will be made by the City Council of the City of
Denton.
C. Bid Advertisement
This Bid will be duly advertised and is being offered for consideration to all financial institutions
inside the corporate limits of the City of Denton, as permitted by state laws.
D. Designation of Individuals
Upon being awarded the contract, the depository bank shall designate, in writing, an individual
to be the official contact person for all correspondence. The City of Denton shall do the same.
The Depository Bank shall be responsible for training and communicating the terms of this
contract to Bank employees.
EXHIBIT B, con't.
XI. SUBMISSION CHECK
A. "Bid" with fill-in-the-blank format
B. Sample bank statement
C. Availability of funds schedule
D. Money Market Fund prospectus if applicable
E. Sample monthly collateral report
F. Sample safekeeping agreement with the Federal Reserve Bank for collateral
G. Sample safekeeping agreement with the Depository Bank for the City's investment securities
H. Sample controlled disbursement agreement Not appl±cable
I: Sample wire agreement
J. Sample stop payment agreement
K. Sample account analysis statement
L. Annual financial statement of the bank along with the last two quarterly FDIC call reports
-13-
TEL No.8173812804 Sep 8,95 14:53 No.010 P.O1
--. EXHIBIT B, con't.
Post-It" Fax Note 7671 6ate~pages-I # o! b
FIRST STATE BANK ~'"%/7 -5~'~A~ ~a~,
OF TEXAS 3
Scptcmb~r g, 1995
Mr. Flarlan JclTerson
Director of Fiscal Opcrations
City of Dm~ton.Dcpatlmcnt of Fi.ance
215 E, McKinncy
Dcnton, TX 76201
Dear ltarlan:
This letter will serve as an addendum to First Slate Bank's bid for bank depository services for the Cily of
Denton for 1995-1997. The price for unenoaded items deposileA will be $.05 per item. Should the Ci~
begin to encode their owe items, the pric~ for encoded items deposited will be $.02 per item. As we have
disct~ssed, this lower price cannot be implemented until all deposits made by the Cily ere pre-enoaded_
Let me know if you need further informatio~L
Sincerely,
Deborah B. Wilkinson
Vice Presiden! and CommBcr
EXHIBIT C
REQUEST FOR APPLICATION FOR
BANK DEPOSITORY SERVICES
CITY OF DENTON, TEXAS
MAY 1995
BID ~ 1768
OPEN DATE: JUNE 29, 1995
BIDS NEED TO BE RETURNED IN DUPLICATE **
EXHIBIT C, con't.
NOTICE TO BIDDERS
Sealed bid proposals will be received by the City of Denton,
Texas at the office of the Purchasing Agent prior to 2:00 p.m.
J~ 29, 1995 then publicly 'opened to
?,r~h~, the following listed items as
per bid instructions and specifications.
BID # 1768 - REQUEST FOR APPLICATION FOR BANK DEPOSITORY SERVICES
Qualified prospective bidders may obtain copies of the bid
invitaticn with information to bidders, bid proposals, plans
and/or specifications at the office of the Purchasing Agent,
located at 901-B Texas Street, Denton, Texas in the
Purchasing/Warehouse portion of the Service Center complex.
The City of Denton, Texas reserves the right to reject any and
all bids and to waive defects in bids.
Ko officer or employee of the City of Denton shall have a
financial interest, direct or indirect, in any contract with
the City of Denton.
Minority and small business vendors or contractors are
encouraged to bid on any and all City of Denton projects.
CITY OF DE~0N, TEXAS
(817) 383-7100
TOM D. SHAW, C.P.M.
PURCHASING AGE~
This advertisement to run JUNE 6 and JUNE 17, 1995
009.DOC
Rev. 5/15/90
EXHIBIT C, con't.
?ABLE OF CON?EN?S
PAGE
I. Introduction ............................................... 1
II. Calendar of Events .......................................... 2
III. Criteria for Evaluation ........................................ 2
IV. Bank Questionnaire .......................................... 3
V. Account Descriptions ......................................... 3
A. General ............................................... 3
B. Services and Fees ......................................... 4
C. Automatic Payroll Deposit ................................... 6
D. Sweep Accounts and Money Market Fund .......................... 6
E. Other Services ........................................... 6
F. Payment for Services ....................................... 7
G. Collected Funds Definition ................................... 7
H. Super NOW Rates ........................................ 7
VI. Collateral Requirements ....................................... 7
A. Securities-Pledged ........................................ 7
B. Reporting Requirements ..................................... 8
C. Safekeeping l~equirements ................................... 8
D. Collateral Substitutions ..................................... 9
E. Maximum Amount Offered ................................... 9
F. City to Handle Investments ................................... 9
G. Safekeeping/Wire Servic .es_ ................................... 9
H. Interest Rates Paid - Certit~cates of Deposit ......................... 9
I. Interest Rate Calculations .................................... 9
VII. Overdrafts ............................................... 10
A. Definition ............................................. 10
B. Terms ............................................... 10
VIII. Other Stipulations .......................................... 10
A. R.eguFation Notices ....................................... 10
B. Wire Transfers ......................................... 10
C. Account Balances ........................................ 10
D. Bank Statements ......................................... I0
E. Right to Audit Records .................................... 11
F. Financial Reports ........................................ 11
G. Term of the Agreement .................. ' .................. 11
H. Investment Extension Period ................................. 11
I. Bank Failure ........................................... 11
IX. Proposal Instructions 11
A. Date, Time, Locati~']]i]]il]]iil]il]il]]]]]iil]iiil]il]]i 11
B. Response to the Bid ...................................... 12
C. Additional Information .............................. - ....... 12
D. Right to Reject Bids ...................................... 12
X. Other Miscellaneous ........................................ 12
A. Periodic Review ......................................... 12
B. City Council Action ...................................... 12
C. BiflAdvertisement ....................................... 12
D. Designation of Individuals .................................. 12
×I. Submission Checklist ........................................ 13
XII. Alternate Bid-Lockbox Services ................................. 14
Exhibit A Depository Contract ......................................... 16
. , EXHIBIT C, con't.
I. INTRODUCTION
The City of Denton is seeking applications from eligible financial institutions ("Bank") to be the banking
services depository for public funds of the City. This agreement will not cover any investment
transaction activities other than safekeeping services and possible purchase of certificates of deposit within
a pre-defined limit. The City plans to manage its own investment portfolio. The contract period will be
two years beginning October 1, 1995 and ending September 30, 1997. At the outset, the City wishes to
communicate the primary objectives of the depository agreement, an important component of the overall
treasury and debt management program of the City of Denton:
o To seek a Bank that is both capable of providing banking services and willing to be attentive
to the City's money matters;
o To maximize the total dollars earned by the City on invested monies in order to be prudent
and effective custodians of the taxpayers' financial resources;
o To maintain a good working relationship with the depository Bank; and
o To adequately compensate the depository Bank for services provided to the City and to allow
a reasonable profit to be earned, subject to competitive forces in the market place.
This Request for Proposal incl{]ding the Depository Contract and Depository Pledge Agreement attached
as Exhibit A (Bid) is intended to serve as the proposal form for the depository agreement. There are
several blanks to fill in and questions to be answered. Any alterations, changes, or deletions to this Bid
may be reason for the City to disregard and reject the proposal. Ail points outlined and materials
requested will be incorporated into the bidder's reply to be considered for evaluation. Attachments will
be appropriate in order to answer some of the enclosed questions.
Questions regarding this Bid may be addressed to: Harlan L. Jefferson, Director of Fiscal Operations,
c/o City of Denton - Department of Finance, 215 E. McKinney, Denton, TX 76201; 817/566-8224.
AAA0328C
EXHIBIT C, con't.
Il. CALENDAR OF EVENTS
Target Date Description of Events
.June 5, 1995 Bid sent to all banks located in Denton and those outside the city limits.
that requested a copy
,JUNE 6 ti 17, 1995 Advertise Bank depository notice in local newspaper
June 29, 1995 Receive proposals from interested banks
August 1, 1995 Review recommendation with the Investment Committee
August 8, 1995 Review recommendation with the City Council and receive direction
August 15, 1995 City Council to award contract
October 1, 1995 New Bank depository contract period begins
III. CRITERIA FOR EVALUATION
The City staff will review the submitted proposals carefully. The recommendations will be based on the
proposal determined to be best on behalf of the City and the taxpayers. The following areas will be
considered in the evaluation of the proposals:
CRITERIA WEIGHTED PERCENTAGE
· Ability to perform the requested services 30%
· Agreement to points outlined in this Bid and Contract 10°7o
· Cost of banking services 25%
· Rates paid on Super NOW accounts 10%
· Financial stability of the Bank 15%
· Safekeeping agreements accepted
· Quality of all reports requested 5%
AAA0328C -2-
EXHIBIT C, con't.
IV. BANK QUESTIONNAIRE
The Bank is requested to thoroughly answer the following questions. Additional pages may be appended
if space is inadequate.
1. How is the bank chartered?
2. What percent of current loans are classified as non-performing?
3. Does the Bank have any significant problems noted by regulatory agencies in the past twenty-four
months? If "yes", please explain.
4. Indicate the Bank's capital to assets ratio for the last five years.
5. What was the Bank's 1994 return on assets (ROA)?
6. Attach copies of the Bank's most recent FDIC (UPBR) call reports.
V. ACCOUNT DESCRIPTIONS
A. General
The City intends to establish the following Bank accounts:
Account Name Type
Employees Claims Account Zero-Balance Account
Operating Account Zero-Balance Account
Sinking Account Zero-Balance Account
Payroll Account Zero-Balance Account
Industrial Development Authority Super Now
Rehab Account Zero-Balance AccOunt
Concentration Account Super Now
Insurance Account Zero-Balance Account
Electric Distribution Account Zero-Balance Account
Clordie Account Super Now
CDBG Account Zero-Balance Account
Contractual Obligation Super Now
Ray Roberts Lake Account Super Now
Public Properties Super Now
Security Account Super Now
The City reserves the right to open or close any number or type of accounts throughout the
period if necessary although no changes are anticipated.
AAA0328C -3-
EXHIBIT C, con't.
B. Services and Fees
The services which should be made available to the City.include but are not limited to the
following:
TOTAL
FEE CHARGED/ ESTIMATED MONTHLY
PER UNIT VOLUME CHARGE DESCRIPTION OF SERVICE
1. 15 accounts Account Maintenance
2. 15 accounts a) First original bank statement
per account
20/month b) Balance inquiries by phone
20/montl~ c) Balance reporting (daily
computer reporting system
which lists previous and current
day balances, d~bits, credits,
averages, and check
presentments for all accounts)
3. 80/month Deposit tickets (credit posting)
4. 25,000/month Items deposited (encoding)
5. 3,200/month Checks Paid (debit posting)
1,700/month a) Payroll checks
1,500/month b) General disbursement checks
50/month c) Other debit posting
6, 60/month Wire services
20/month a) Incoming transfers
40/month b) Outgoing (excludes activities in
safekeeping account)
25/month 1) Repetitive by computer
5/month 2) Repetitive by phone
5/month 3) Free-form by computer
5/month 4) Free-form by phone
15/month 5) ACH transfers
7. 5/month Stop payment request
3/month a) Written request
2/~nonth b) Automated request by terminal
8. 5 boxes of Coin wrappers furnished type/
each coin month
9. 85/month Deposit slips printed
/LAA0328C -4-
EXHIBIT C, con't.
TOTAL
FEE CHARGED/ ESTIMATED MONTHLY
PER UNIT VOLUME CHARGE DESCRIFrlON OF SERVICE
10. 6 bags/year Large vault cash bags
11. 35 bags/year Plastic drawstring check bags
12. I/box Safe deposit boxes (10xl0)
13. 4 hrs./month Research hours
14. $300,000 on Cost of collateral pledged by the
average for 15 bank (quote cost per million
accounts pledged)
15. 1 account Controlled Disbursement service
charge
16. 8 account Zero balance automatic transfers
17. 50/month a) Return items
120/month b) Return items recleared
2/month c) Return item telephone advice
18. 15 accounts FDIC insurance cost
19. 1 account Securities clearing and safekeeping
a) Maintenance charge
13/month b) Receipts deposited
12/month e) Receipts withdrawal
2/month d) Coupon collections
$90 million e) Safekeeping of assets, per
receipt
8/month t) Book-entry security transfers
via Federal Reserve, per
transaction
1/year g) Audit confirmations
20. Bi-weekly Fees for direct deposit services for
payroll employees (900 employees, total
payroll = $650,000)
a) Tape charge
b) ACH settlement
c) Stop payment orders
d) Credit/debit posting
e) Other (list each specific charge)
EXHIBIT C, con't.
21. List any other applicable bank charges:
NOTE:
Under a straight fee arrangement with the bank, analysis charges would be debited to the control
concentration account and an analysis fee statement will be mailed to the City each month.
Under a compensating balance method, all accounts would be tied to a main account and collected
balances would be maintained to offset service charges. Also note, that estimated volume above
are projections based on current annual volumes.
C. Automatic Payroll Deposit is a service the City offers its 900 employees. The bank would be
required to produce bi-weekly payroll transfers from a magnetic tape furnished by the City in
ACH format for transfer of funds directly to the employee bank, savings and loan, or credit union
account. Please state the bank's procedure for this service and list appropriate cut-off times that
would apply. The City's net payroll is approximately $650,000 each pay period. State whether
the bank would offer any type of special checking, money market, or loan account for the City'
employees.
D. Does the bank offer any type of sweep account where excess city funds could be invested at a
higher rate overnight than in a Super Now account arrangen~ent? Does the bank have money
market funds consisting of treasuries, agencies, prime commercial paper, prime domestic bankers
acceptances and collateralized or insured certificates of deposit, that the City could utilize daily
as an investment alternative? If so, please explain the fund's parameters and interest earnings
history or attach a separate prospectus.
E. Other Services
Please specify any other services available to the City of Denton which may be thought to be
beneficial or that may apply to the City. State all related fees.
EXHIBIT C, con't.
F. Payment for Services
The City intends to pay for all account services provided by the Bank as set fourth in Section V.
B-E. The method expected to be used for the payment of these services is the direct payment
method. The Bank should debit the appropriate account on a monthly basis. The City will
require an account analysis each month which will clearly show volume counts, fees charged, and
total price for servicing the account. The account analysis should also show average ledger
balances, average uncollected funds, and average collected balances, interest rates, and the amount
of interest paid or credited to the account. These fees are not subject to change for the length
of this contract. Please submit a sample of the monthly account analysis statement that will be
provided to the City of Denton. Safekeeping fees for the City's investments shall also be set up
on an account analysis and paid monthly. Please submit a sample of the safekeeping account
analysis.
G. Collected Funds Definition
The City desires to receive same day credit for all funds deposited by 3:00 p.m. The funds
should be investable for any investment transactions that can be executed. If not invested, the
funds should earn interest at the rate being paid for Super NOW accounts. Please attach
proposed availability schedule. Use a separate attachment if necessary.
H. Super NOW Rates
Please provide a detailed explanation of the Bank's policy and methodology used in the setting
of rates paid on Super NOW accounts. Also, provide a schedule of all rates paid on Super NOW
accounts since January 1, 1994. Specifically indicate if the rates are applied to ledger balances
or collected balances. Indicate when the rates change and if they are based on a market rate such
as T-Bill discount or yield rate. If the Bank proposes to pay the City a different rate on its Super
NOW accounts, indicate that proposal.
VI. COLLATERAL REQUIREMENTS
A. Securities Pledged
As security for the deposits of the City of Denton, the Bank shall pledge to the City securities
equal to the largest total balances the City of Denton maintains in the Bank. Certificates of
deposit and other evidences of deposit shall be collateralized at 102% of market, for U.S.
Treasury Bills, Notes, and Bonds with a remaining maturity of three years or less and at 102%
of market for other securities. The securities so pledged, the amounts thereof and the time for
pledging same must satisfy the requirements of Article 2560 Tex. Rev. Civ. State. Ann.
The City will accept as collateral for its certificates of deposit and demand deposits only those
securities identified by the Public Funds Investment Act as eligible investments. Additionally,
U. S. Treasury securities shall be the primary securities accepted as collateral. The maximum
levels needing to be collateralized are estimated to be the maximum amounts for the Super NOW
accounts and certificates of deposit estimated to be $3,000,000.
EXHIBIT C, con't.
These items constitute the only acceptable means of collateralizing the City's deposits. The
securities must be held in safekeeping by the Federal Reserve Bank of Dallas or another third
party financial institution pursuant to a safekeeping agreement signed by the Depository Bank and
the City. Repurchase agreements are not acceptable as collateral to the City of Denton.
B. Reporting Requirements
The Bank shall provide the City a report of securities pledged on a monthly basis or at any time
requested by the City Manager, Executive Director of Finance, Director of Fiscal Operations,
or a designated representative. This report should reflect the following information as of the end
of each month and be delivered to the City by the 10th of each month.
Total pledged securities itemized by:
o Name
o Type/Description/Cusip Number
o Par Value
o Current Market Value
o Maturity Date
o Moody's or Standard & Poors Rating (both, if available)
C. Safekeeping Requirements
The securities pledged shall be held in safekeeping by a separate and different Bank other than
the depository Bank. The original copy of all safekeeping receipts shall be filed with the Director
of Fiscal Operations of the City of Denton. The City will reimburse the depository Bank for any
safekeeping charges, if any. Specify the safekeeping charges that will apply:
The City, Depository Bank, and the Safekeeping Bank shall operate in accordance with a master
safekeeping agreement signed by all three parties. The safekeeping agreement must clearly state
that the Safekeeping Bank is instructed to release the collateral securities to the City if the City
has determined that the Depository Bank has failed to pay on any accounts, or is in default of this
agreement, or the City has determined that the City's funds are in jeopardy for whatever reason
including involuntary closure or change of ownership, and if the instructions for release have
been formally requested by the City Council by ordinance or resolution.
A copy of the safekeeping agreement and the name of the safekeeping bank to be used in the
event you are awarded the Bank Depository Agreement must be submitted with the proposal.
EXHIBIT C, con't.
D. Collateral Substitutions
Any substitutions of the securities or reductions in the total amount pledged may be made only
by and with proper written authorization approved by the City Manager, the Executive Director
of Finance, Director of Fiscal Operations, or his designated representative. In the case of a
reduction, the Bank must provide in writing that collateral will be available when needed to meet
normal City balance increases throughout the year. The City must approve all securities pledged.
Any state or local government bonds pledged must have a rating of at least A or A1 or better by
Moody's Investor Services or Standard & Poors Corporation.
E. Maximum Amount Offered
Please state the maximum amount, if any, of pledged securities which the Bank is willing or able
to commit for collateralized Super NOW accounts throughout the contract period above the
$500,000 minimum requirement. $
F. City to Handle Investments
The City of Denton will be responsible for handling the investment bidding process. The
Depository Bank, along with any eligible financial institution shall be included in the bidding
process as deemed appropriate and in accordance with the City's investment policies.
G. Safekeeping/Wire Services
The third-party safekeeping bank must be a subscriber to the Federal Security Wire System. In
addition to the safekeeping account in which pledged collateral is held, the City must have access
to a safekeeping account to which Federal securities can be delivered via the Federal Reserve
book entry system for a customer account.
H. Interest Rates Paid - Certificates of Deposit
The City may choose to invest in certificates of deposit in the depository Bank or any other
eligible financial institution. The depository Bank agrees to accept time deposits from the City
for investment purposes in the form of certificates of deposits in varying amounts and maturities
at rates determined by the depository's competitive bid as submitted in accordance with periodic
competitive bid solicitations conducted by the City.
What is the shortest maturity length in days that the Bank will accept for certificates of deposit
in amounts of $100,000 or greater? __
I. Interest Rate Calculations
Interest on all certificates of deposit shall be computed on an actual day basis (365), and the
interest will be paid to the City on the maturity date. Interest calculations will include the first
day in the investment period but will not include the day of maturity. Payment will be made by
crediting the Bank account.
AAA0328C -9-
EXHIBIT C, con't.
VII. OVERDRAFTS
A. Definition
The City does not intend to have a net overdraft position throughout the course of the contract.
An overdraft is defined as a negative demand balance in the City accounts collectively, not by
individual account.
B. Terms
Should an overdraft occur in the aggregate, the following stipulation shall apply:
1. The maximum number of days the overdraft will be allowed is
2. The maximum amount of the net overdraft to be allowed will be $
3. The interest rate charged for overdrafts will be per annum computed on an
actual day basis.
VIII. OTHER STIPULATIONS
A. Regulation Notices
The Bank will notify the City in writing within ten (10) days of any changes in Federal or State
regulations or laws that would thereafter affect the depository agreement. The Bank shall also
notify the City of any new services that become available to the City throughout the contract
period.
B. Wire Transfers
Notification of wire transfers shall be made within one hour of the transaction and a duplicate
copy furnished to the City within twenty-four hours.
C. Account Balances
The Bank shall have a means of contacting the City prior to 9:00 am each business day to give
the ending ledger balances for all accounts from the previous working day.
D. Bank Statements
Bank Statements shall be rendered within five working days after the close of the calendar month.
The statement must include deposits made on the last day of the month. The accompanying
checks must be arranged in numerical order.
EXHIBIT C, con't.
E. Right to Audit Records
The Bank's records relating to the City of Denton accounts shall be open to review by either City
staff members or City-appointed independent auditors during normal business hours.
F. Financial Reports
The Bank will submit a copy of the last audited annual financial statements and the subsequent
quarterly supplements along with an annual year end uniform Bank Performance Report.
G. T~rm of the A~reement
The term of the contract period in Exhibit A will be for two years beginning October 1, 1995 and
ending September 30, 1997.
H. Inve${;ment Extension Perio(l
The Bank agrees to honor and continue any investments made during the term of the depository
contract that will mature after the expiration date of the depository agreement at the same rate
established before the expiration of the contract. The investment extension period will not exceed
ninety days.
I. Blink Failure
Should the Bank fail, close, or be forced into reorganization during the term of this contract, City
reserves the right to cancel the contract and re-bid for City's depository services.
IX. PROPOSAL INSTRUCTIONS
A. Date. Time, Location
Sealed proposals clearly marked "Proposal for Bank Depository Agreement" should be delivered
to the Purchasing Division located at the City's Service Center, no later than 2:00 p.m., June 29,
1995 to the attention of:
Tom Shaw
Purchasing Agent
901-B Texas Street
Denton, TX 76201
NO PROPOSAL WILL BE RECEIVED AFl'ER 2:00 P.M.
** BIDS NEED TO BE RETURNED IN DUPLICATE **
EXHIBIT C, con't.
B. Response to the Bid
The proposing Bank should use this Bid form to submit rates and to answer questions wherever
possible. However, any point that the Bank cannot agree with should be clearly noted with
attachments which explain this disagreement. Please reference the section and paragraph in these
cases. Also, please clearly restate the question when supplying answers on any supplemental
pages.
C. Additional Information
The City reserves the right to request additional information or to meet with representatives from
proposing organizations to discuss points in the proposal before and after submission, any and
all of which may be used in forming a recommendation.
D. Right to Reject Bids
The City reserves the right to reject any and all proposals.
X. OTHER MISCELLANEOUS
A. Periodic Review
The City of Denton shall require a review meeting at least once every six months to evaluate the
working relationship between the City and the depository Bank. The objective will be to address
any problems and to seek a responsible solution. More frequent meetings may be called if
necessary.
B. City Council Action
The final appointment of a depository Bank will be made by the City Council of the City of
Denton.
C. Bid Advertisement
This Bid will be duly advertised and is being offered for consideration to all financial institutions
inside the corporate limits of the City of Denton, as permitted by state laws.
D. Designation of Individuals
Upon being awarded the contract, the depository bank shall designate, in writing, an individual
to be the official contact person for all correspondence. The City of Denton shall do the same.
The Depository Bank shall be responsible for training and communicating the terms of this
contract to Bank employees.
EXHIB.IT C, con't.
XI. SUBMISSION CHECK
A. "Bid" with fill-in-the-blank format
B. Sample bank statement
C. Availability of funds schedule
D. Money Market Fund prospectus if applicable
E. Sample monthly collateral report
F. Sample safekeeping agreement with the Federal Reserve Bank for collateral
G. Sample safekeeping agreement with the Depository Bank for the City's investment securities
H. Sample controlled disbursement agreement
I. Sample wire agreement
J. Sample stop payment agreement
K. Sample account analysis statement
L. Annual financial statement of the bank along with the last two quarterly FDIC call reports
- 13 -
EXHIBIT C, con't.
XII. ALTERNATE BID-LOCKBOX SERVICES
The City of Denton is seeking applications from eligible financial institutions bidding on the main Request
for Proposal (Bid) to include an alternate bid for Lockbox services.
The contract period will be the same as the main Bid, beginning on October 1, 1995 and ending
September 30, 1997 or thereafter until the successor Depository shall have been duly selected and
qualified according to state laws.
The City of Denton requires a lockbox account for the purpose of collecting and processing the City's
utility bills and property tax revenues. The volume of utility bills the City currently receives through the
mail is estimated to be 20,000 pieces per month. Tax revenues received in the mail are heaviest during
the months of December and January and average 8,000 pieces per month. During the remainder of the
year, tax revenues mailed in are approximately 200 pieces per month. These volume estimates are based
on fiscal year ended September 30, 1994 totals.
The City separates utility bill collections and tax collections into two divisions because of their unique
needs and record keeping constraints. Each division would require a separate tape returned for input to
the City's system. The Utility Division matches the account number, the name of the payor, and the
address on the coupon and check. It does not matter if the amount on the check does not match the
amount owed on the coupon. The City's system will automatically include the past due amount on the
next billing. All coupons must be returned for reference in handling customer inquiries.
The Tax Division matches the account number, and the amount. They also require a printout of who the
payor on each account number is. If the amounts of the coupon and the check do not match, this must
be separately accounted for on a different tape or printout. The Tax Division would need either a copy
of each check returned or easy and timely access to check copies on a request basis as well as coupons
returned with the tape or printout.
Attach a step by step explanation of the mail collection and remittance processing procedure that the bank
follows. Bid the cost of services based on the options listed below:
1. Lockbox collection and processing with separate computer printouts for Tax and Utility
Divisions returned to the City each day.
2. Lockbox collection and processing with a magnetic tape returned to the City each day.
Format specifications of the bank given to the City for internally programming the interface
needed for inputting the tape directly into the City's system.
3. Lockbox collection and processing with a magnetic tape returned to the City each day. Bank
supplies format based on the City each day. Bank supplies format based on the City's
system specifications. City uses this format to program the interface for the magnetic.
4. Lockbox collection and processing with a magnetic tape returned to the City each day. Bank
does all programming necessary to convert City's system to capability of handling the
magnetic tape.
Explain the procedure the bank follows for the record keeping of checks and stubs. Does the bank put
checks and stubs on microfiche as part of the procedure?
-14-
EXHIBIT C, con't.
Explain the procedure and cost of processing returned checks. The City requires that returned checks
be sent through twice before returning them to the City.
Attach a cash analysis of the dollar savings and efficiency the City would achieve by having the lockbox
service. (Example: take an average deposit of $150,000 which is currently received by the City and
processed one day before the deposit is made to the bank. Checks are currently encoded by the bank
instead of in-house and are delivered to the bank by courier each afternoon at 2:00 pm. The City does
not process checks on Saturdays, Sundays, or holidays. The City is closed for business days during the
calendar year in recognition of holidays. Deposit size increases during tax collection time which occurs
November through January. Deposits as large as $1,000,000 could be made during these months with
an average Deposit size of approximately $350,000 per day.)
List any additional services connected with the lockbox initiation procedure that the bank would provide.
Printing of coupons with bar code
Printing of envelopes with bar code
Other
List any additional fees not previously addressed in this bid.
All fees bid shall remain the same for the length of the contract period and no additional fees shall be
added after this proposal is accepted.
Please return this sealed alternate bid along with main bid to the office of the following person by
2:00 pm., June 29, 1995:
Tom Shaw, Purchasing Agent
City of Denton
901-B Texas Street
Denton, Texas 76201
NO BID SHALL BE RECEIVED AFTER 2:00 P.M. AND SHALL BE RETURNED
UNOPENED.
The City reserves the right to request additional information or to meet with representatives from
proposing organizations to discuss points in the proposal before and after submission and may reject any
and all options in this proposal.
** BIDS NEED TO BE RETURNED IN DUPLICATE **
· ' -15-
AAA0328C
EXHIBIT C, con't.
Exhibit A
DEPOSITORY CONTRACT
CITY OF DENTON §
ARTICLE I.
Bank of Texas, hereinafter referred to as "Depository," located at
, Denton, Texas, Denton County, State of Texas, a bank located
in the state of Texas and the deposits of which are insured by the Federal Deposit Insurance Corporation,
was duly selected in compliance with the terms and provisions of Tex. Loc. Govt. Code §131.903 and
Tex. Tax Code 6.09, by the City Council of the City of Denton located in Denton County, Texas
hereinafter referred to as "City" to serve as the depository of the funds of City. The action of the City
Council was duly taken and the Depository is to serve pursuant to this contract for a period of two years,
beginning , and ending , and until its successor shall have been duly
selected and qualified thereafter, unless sooner terminated by Depository's failure to adhere to all
requirements of this contract. Said action was a result of a proposal dated
ARTICLE II.
A. The Depository shall pledge to the City and deposit in safekeeping and trust with another
bank acceptable to the City, or with District, approved securities as defined or referred to in Texas Local
Government Code 116.051, in an amount of market value sufficiently adequate to protect all funds of
City on deposit with Depository during the terms of this contract; provided further that:
1. The approved securities shall be of the kind defined or referred to in Texas Local
Government Code 116.051 and acceptable to the City, and the amount pledged shall be in a total market
value as directed at any time by the City Council in accordance with standards acceptable to the City
Council.
2. The conditions of the pledge of approved securities required by this contract are the
Depository shall credit the account(s) of City with the full amount or all State of Texas Warrants
presented to Depository for the account of the City no later than the banking day next following the day
of Depository's receipt of such warrants; that Depository shall faithfully perform all duties and obligations
devolving upon Depository by law and this contract, including specifically the duty to collect with due
diligence checks, drafts, and demands for money deposited with Depository; pay upon presentation all
checks or drafts drawn on order of the City in accordance with its orders duly entered according to the
laws of Texas; pay upon demand any demand deposit of City in Depository, pay any time deposit or
certificate of deposit of City in Depository upon maturity or after the period of notice required, and
faithfully keep, account for as required by law; and faithfully pay over, at maturity or on demand, as City
may elect, to any successor depository all balances of funds the City then has on deposit with Depository.
Page I of 3
EXHIBIT C, con't.
3. The pledge of approved securities required by this contract shall be a continuing pledge,
ceasing only upon the later of the termination of this contract or the fulfillment by Depository of all of
its duties and obligation arising out of this contract, (and a continuing security interest in favor of City
shall attach immediately upon any such pledge to all proceeds of sale and to all substitutions,
replacements, and exchanges of such securities, and in no event shall such continuing security interest
be voided by any act of Depository); but notwithstanding the foregoing Depository shall have the right,
with the consent of City, to purchase and sell and substitute or replace, any and all of the approved
securities pledged pursuant to this contract with other approved securities, provided that all of the other
conditions of this contract are adhered to by Depository, and such pledge shall be in addition to all other
remedies available in law to City.
4. This contract shall become binding upon City and Depository only upon approval by the City
Council of the contract and the proposal attached hereto. To the extent of conflict, if any there be,
between this contract and the proposal, the terms of this contract shall control.
5. Upon execution, Depository shall immediately furnish or cause to be furnished to City original
and valid safekeeping or trust receipts issued by the bank holding the approved securities pledged
pursuant to this contract, marked by the holding bank on their face to show the pledge and market value
as required above, and City shall promptly furnish two executed copies of this contract, photocopies of
all such receipts, and photocopies of new receipts for substitutions and additions and written notice of
deletion, when made, to Depository.
6. On the execution date of this Depository Contract the depository bank agrees to pledge an
amount that is equal to funds anticipated to be on deposit from day to day.
7. Any closing or failure of Depository, or any event deemed by City to constitute a closing or
failure of Depository, shall be deemed to have vested full title to all approved securities pledged pursuant
to this Depository Contract in City, and City is hereby empowered to take possession of and sell any and
all of such pledged approved securities, to the extent not forbidden by law, whether in safekeeping at
another bank or in possession of City, and City is specifically so empowered by Depository.
ARTICLE III.
Subsequent to the execution date of this contract, should the amount of deposit exceed that which is
initially pledged, said amount will be increased, and the safekeeping receipts of the additional securities
will be provided in accordance with Paragraph A(5) of Article II herein.
ARTICLE IV.
This contract is executed by the City and the Depository in three copies, all of which shall be deemed
originals.
AGREED AND ACCEPTED on behalf of Depository this the __ day of ,
1995.
Page 2 of 3
EXHIBIT C, con't.
BUYER:
City of Denton
By: Date:
Name (Prin0:
Title:
Address: City of Denton
215 E, McKinney
Denton, TX 76201
AGENT:
By:. Date:
AUTHORIZED SIGNATURE
Name (Print):
Title:
Page 3 of 3
EXHIBIT C, con't.
DEPOSITORY PLEDGE AGREEMENT
Whereas, city of Denton (hereinafter called "Depositor") has
selected , a bank chartered by the
State of Texas, (hereinafter called the "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
Operating Account Public Funds Checking
Utility sinking Fund Public Funds Checking
Payroll Account Public Funds Checking
Rehabilitation Commission Public Funds Checking
Transportation Grant Public Funds Checking
CDBG Commercial Development
Block Grant Public Funds Checking
Control Concentration Public Funds NOW Checking
City of Denton Public Funds NOW Checking
Cloride Branch Public Funds Money Market
Security Account Public Funds Money Market.
Industrial Development
Authority Public Funds Checking
Denton Retirement & Nursing Center Finance
Authority Public Funds Checking
and such additional accounts as Depositor may from time 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 continuously secured by a valid pledge to
Depositor of certain securities (being herein called the "Approved
Securities"). Approved Securities shall mean all securities which
under the laws of the State of Texas, can be used to secure the
deposits of Depositor. The aggregate market value of the Approved
Securities shall at all times be, exclusive of accrued interest,
equal to or in excess of the total funds of Depositor on deposit
with the Bank, to the extent that said funds are not insured by the
Federal Deposit Insurance Corporation.
Page i
EXHIBIT C, con't.
NOW, THEREFORE, for value received and in consideration of the
mutual promises and covenants herein contained, Depositor and the
Bank agree as follows:
1. Depositor deposits shall be secured and Bank hereby
grants a security interest to Depositor in all Approved Securities
held in safekeeping at (the "Safekeep-
ing Institution"). Except as provided in paragraph 6 of such
Approved Securities shall be subject only to the joint instructions
of both (a) authorized individuals appointed by Depositor, and (b)
specifically authorized officers of the Bank. The Depositor shall
provide to the Bank written notice and specimen signatures of
authorized representatives of Depositor on Addendum A of this
document for the purposes hereof, and thereafter written notice of
the removal from or addition to the existing names of such
authorized representatives. The Bank shall provide to the Board of
Directors of Depositor or its authorized representatives written
notice and specimen signatures of authorized officers of the Bank
on Addendum B of this document for the purposes hereof, and
thereafter written notice of addition to or removal from the
existing list of names of such officers.
2. The Bank may make additions to or substitutions of
Approved Securities from time to time and may withdraw excess
Approved Securities, with the amount and character of the new
and/or remaining securities 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 Securities shall thereafter be subject to all the terms
and conditions of this Pledge Agreement as fully as if originally
incorporated herein.
3. Contemporaneously with the execution of this agreement
and at the time of the substitution or release of any of the
Approved Securities, the Bank shall execute and deliver to
Depositor a Memorandum describing the Approved Securities deposited
to or withdrawn from the securities held pursuant to this Agree-
ment.
4. The Bank shall not be obligated to accept interest
bearing time deposits of Depositor in excess of $20,000,000 (twenty
million dollars), but may choose to accept such deposits at its
discretion.
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 it by the duly authorized representatives of
Page 2
EXHIBIT C, contr.
Depositor against collected funds of Depositor on demand deposit,
and shall at the expiration of the term for which it has been
chosen as depository of Depositor turn over to its successor all
funds, property and things of value coming into its hands as
depository.
6. Upon default of any of the Bank's obligations hereunder
or upon insolvency of the Bank or upon the appointment of a
receiver of the Eank 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 indebtedness caused by virtue of said default. This right is
in addition to 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.
7. The Safekeeping Institution named herein hereby agrees to
hold all Approved Securities deposited with it pursuant to the
terms of this Agreement and to deliver them in 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 herein 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.
9. All applicable provisions and requirements of the laws of
the State of Texas governing depositories for Depositor shall be a
part of this Agreement.
WITNESS the execution hereof this day of ,
1995.
ATTEST: DEPOSITOR:
BY: BY:
NAME: NAME:
TITLE:
Page 3
EXHIBIT C, con't.
ATTEST: BANK:
A Bank Chartered by the
BY: State of Texas
NAME:
BY:
NAME:
TITLE:
ATTEST: SAFEKEEPING INSTITUTION:
A Bank Charted by the State
BY: Texas
NAME:
BY:
NAME:
TITLE:
Page 4
EXHIBIT C, con't.
ADDENDUM A
The following designated individuals are authorized representatives
empowered to direct , a bank
chartered by the State of Texas ("Bank") and
("Safekeeping Institution") selected under Item 1 of the Depository
Pledge Agreement in regard to collateral pledges, releases and
substitutions in the joint safekeeping account. Such pledges,
releases, and substitutions shall follow procedures set forth in
the Depository Pledge Agreement.
Authorized officer's Signature Name and Title
ACCEPTED:
NAME:
TITLE:
EXHIBIT C, con't.
ADDENDUM B
, a bank chartered by the State of
Texas ( "Bank" ) has designated the following officers as
specifically authorized to instruct City of Denton ("Depositor")
and ("Safekeeping Institution")
selected under Item I of the Depository Pledge Agreement in regard
to collateral pledges, releases and substitutions in the joint
safekeeping account. Such pledges, releases and substitutions
shall follow procedures set forth in the Depository Pledge
Agreement.
Authorized officer's Signature Name and Title
EXHIBIT C, con't.
CERTIFICATE OF SECRETARY OF
THE SENIOR LOAN AND DISCOUNT COMMITTEE OF
A BANK CHARTERED BY THE STATE OF TEXAS
The undersigned, being the duly appointed Secretary of the
Senior Loan and Discount Committee (the "Committee") of
, a bank chartered by the State of
Texas (the "Bank"), hereby certifies that:
(1) In accordance with the authority granted to it by the
Board of Directors of the Bank, on , 1995 the
Committee approved the pledge of collateral, as required by
the depository contract with the City of Denton (the "City"),
to secure the Bank's obligations with respect to deposits
maintained at the Bank by the city.
(2) The Committee approval has not been amended, modified or
repealed in any respect, and is in full force and effect on
the date hereof; and
(3) The minutes of the Committee meeting held on ,
1995, will be maintained as part of the permanent records of
the Bank.
Date:
BY:
NAME:
TITLE:
EXHIBIT C, con't.
CERTIFICATE OF SECRETARY OF
THE BOARD OF DIRECTORS OF
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, hereby certifies that
attached hereto is a true and correct copy of a resolution of the
Board adopted at a meeting held on , 1995, and
such resolution has not been amended, modified, or repealed in any
respect, and is in full force and effect on the date hereof.
Date:
BY:
NAME:
TITLE:
EXHIBIT C, con't.
RESOLUTION GRANTING CERTAIN CORPORATE AUTHORITY
TO LOAN AND DISCOUNT COMMITTEE
RESOLVED, that the Senior Loan and Discount Committee is
hereby granted the corporate authority to approve on behalf of
("BANK") such security agreements
and other agreements related to the deposit of funds in this BANK
by any governmental entity as such Senior Loan and Discount
Committee shall deem in the best interests of this BANK from time
to time.
DEPOSITORY CONTRACT
STATE OF TEXAS
COUNTY OF DENTON §
ARTICLE I.
First State Bank of Denton, Texas, hereinafter referred to as
"Depository," at 101 First State Bank Building, P. O. Box 100,
Denton, Texas, Denton County, State of Texas, a bank located in the
state of Texas and the deposits of which are insured by the Federal
Deposit Insurance Corporation, was duly selected in compliance with
the terms and provisions of Tex. Loc. Govt. Code §131.903 and Tex.
Tax Code 6.09, by the City Council of the City of Denton located in
Denton County, Texas hereinafter referred to as "City" to serve as
the depository of the funds of City. The action of the City
Council was duly taken and the Depository is to serve pursuant to
this contract for a period of two years, beginning October 1, 1995,
and ending September 30, 1997, and until its successor shall have
been duly selected and qualified thereafter, unless sooner
terminated by Depository's failure to adhere to all requirements of
this contract. Said action was a result of a proposal dated June
28, 1995.
ARTICLE II.
A. The Depository shall pledge to the City and deposit in
safekeeping and trust with another bank acceptable to the City
approved securities as defined or referred to in Texas Local
Government Code 105.031 and the Collateral for Public Funds Act,
Chapter 2257 of the Texas Government Code, in an amount of market
value sufficiently adequate to protect all funds of City on deposit
with Depository during the terms of this contract, but not less
than that required by Chapter 105 of the Texas Local Government
Code, §2257.022 of the Texas Government Code, the City's Investment
Policy, and all other applicable laws and Depository shall execute
the Depository Pledge Agreement attached to this contract as
Exhibit "A" and made a part hereof as if written word for word
herein. All deposits, including accrued interest, are to be fully
collateralized in accordance with the above terms. Depository will
be responsible for determining daily if the collateral is suffi-
cient in accordance with this contract, the Depositories for
Municipal Funds Act, the Collateral for Public Funds Act and all
other laws. pledged securities will be listed as an addendum to
the Depository Contract in Exhibit "A". Pledged securities will be
held by the Federal Reserve Bank in joint custody with the City and
the Depository. Provided further that:
1. The approved securities shall be of the kind defined or
referred to in Texas Local Government Code 105.031 and acceptable
to the City, and the amount pledged shall be in a total market
value as directed at any time by the City Council in accordance
with standards acceptable to the City Council and as required by
applicable laws.
2. The conditions of the pledge of approved securities
required by this contract are that the Depository shall credit the
account(s) of City with the full amount or all State of Texas
Warrants presented to Depository for the account of the City no
later than the banking day next following the day of Depository's
receipt of such warrants; that Depository shall faithfully perform
all duties and obligations devolving upon Depository by law and
this contract, including specifically the duty to collect with due
diligence checks, drafts, and demands for money deposited with
Depository; pay upon presentation all checks or drafts drawn on
order of the City in accordance with its orders duly entered
according to the laws of Texas; pay upon demand any demand deposit
of City in Depository, pay any time deposit or certificate of
deposit of City in Depository upon maturity or after the period of
notice required, and faithfully keep, account for as required by
law; and faithfully pay over, at maturity or on demand, as City may
elect, to any successor depository all balances of funds the City
then has on deposit with Depository.
3. The pledge of approved securities required by this
contract shall be a continuing pledge, ceasing only upon the later
of the termination of this contract or the fulfillment by Deposito-
ry of all of its duties and obligation arising out of this
contract, (and a continuing security interest in favor of City
shall attach immediately upon any such pledge to all proceeds of
sale and to all substitutions, replacements, and exchanges of such
securities, and in no event shall such continuing security interest
be voided by any act of Depository); but notwithstanding the
foregoing Depository shall have the right, with the consent of
City, to purchase and sell and substitute or replace, any and all
of the approved securities pledged pursuant to this contract with
other approved securities, provided that all of the other condi-
tions of this contract are adhered to by Depository, and such
pledge shall be in addition to all other remedies available in law
to City.
4. This contract shall become binding upon City and Deposito-
ry only upon approval by the City Council of the contract and the
proposal attached hereto. To the extent of conflict, if any there
be, between this contract and the proposal, the terms of this
contract shall control.
5. Upon execution, Depository shall immediately furnish or
cause to be furnished to City original and valid safekeeping or
trust receipts issued by the bank holding the approved securities
pledged pursuant to this contract, marked by the holding bank on
their face to show the pledge and market value as required above,
and City shall promptly furnish two executed copies of this
contract, photocopies of all such receipts, and photocopies of new
Page 2
receipts for substitutions and additions and written notice of
deletion, when made, to Depository.
6. On the execution date of this Depository Contract the
depository bank agrees to pledge an amount that is equal to funds
anticipated to be on deposit from day to day.
7. Any closing or failure of Depository, or any event deemed
by City to constitute a closing or failure of Depository, shall be
deemed to have vested full title to all approved securities pledged
pursuant to this Depository Contract in City, and City is hereby
empowered to take possession of and sell any and all of such
pledged approved securities, to the extent not forbidden by law,
whether in safekeeping at another bank or in possession of City,
and City is specifically so empowered by Depository.
8. Depository agrees that it will act, and the City hereby
designates Depository as its primary depository, with both parties
agreeing that all funds herein shall be deposited and invested in
compliance with all applicable local, state, and federal laws
including, but not limited to, the Depository for Municipal Funds
Act, Chapter 105, §105.001-105.092 of the Texas Government Code
(V.A.T.C.S.); the Collateral for Public Funds Act, Chapter 2257,
§2257.001-2257.083 of the Texas Government Code (V.A.T.C.S.); the
Public Funds Investment Act, Chapter 2256, §2256.001-2256.104 of
the Texas Government Code (V.A.T.C.S.); the City Charter and Code
of Ordinances of the City of Denton, Texas as amended; and the
Investment Policy adopted by the City. It is also the intention of
the parties hereto, in conformance with the above-mentioned laws,
that the City shall remain at maximum flexibility to invest its
funds prudently to earn the highest rate of return consistent with
the City's Investment Policy and all other applicable requirements
of the law.
9. Depository shall, in return for the City depositing its
funds in the Depository, provide professional banking services as
an independent contractor for the charges as set forth in the
Depository's proposal dated June 28, 1995, which proposal is
attached hereto as Exhibit "B" and made a part of this contract for
all purposes.
10. Depository shall perform all those banking services set
forth in its proposal attached hereto as Exhibit "B" and the City's
Request for Application for Bank Depository Services, City of
Denton, Texas, May 1995, bid number 1768, which is attached hereto
as Exhibit "C" and made a part of this contract for all purposes.
Provided, however, in the event of any conflicts, this contract
shall control over any conflicts between Exhibits "B" and "C", and
Exhibit "C" shall control over any conflicts between it and Exhibit
Page 3
ARTICLE III.
Subsequent to the execution date of this contract, should the
amount of deposit exceed that which is initially pledged, said
amount will be increased, and the safekeeping receipts of the
additional securities will be provided in accordance with Paragraph
A(5) of Article II herein.
ARTICLE IV.
This contract shall be non-exclusive and the City reserves the
right to designate secondary or additional depositories and to, if
necessary, enter into Depository Agreements for other City funds
with other banks in Denton County or adjacent counties whenever the
interests of the City may demand. The City also reserves the right
to contract with other financial institutions under separate
contract if the City determines that additional financial services
are necessary in the administration, collection, investment, and/or
transfer of municipal funds.
ARTICLE V.
Depository and its officers and employees performing services
hereunder agree that in the performance of these professional
services, they shall be responsible to the level of competency and
shall use the same degree of skill and care as presently maintained
by other practicing professionals performing the same or similar
types of work in the State of Texas.
ARTICLE VI.
Depository shall indemnify and hold harmless the City, its
officers, agents, and employees from loss, damage, liability, or
expenses on account of any claims, damages, or injuries, whatsoever
to all persons including employees of Depository and City, which
may arise from any negligence, error, or omission in the perfor-
mance of this contract on the part of Depository or any breach of
their obligations or duties under this contract, and shall defend,
at its own expense, any suits or other proceedings brought against
the City, its officers, agents, and employees, and shall pay any
expenses to satisfy all judgments which may be incurred or rendered
against them or the City.
ARTICLE VII.
Ail exhibits attached to this contract are considered to be
integral parts of same, and Depository will fully comply with the
terms and conditions of same.
ARTICLE VIII.
For purposes of determining venue and the law governing this
Page
contract, services performed under this contract are performed in
the City and County of Denton, Texas. Any dispute regarding this
contract shall be decided and settled in a court of competent
jurisdiction sitting in Denton County, Texas.
ARTICLE IX.
This contract may be executed in any number of counterparts, and
each such counterpart shall be deemed for all purposes to have the
same effect as if all parties to this contract had signed one and
the same signature page of this contract.
ARTICLE X.
The City and Depository shall, as a matter of right without
necessity of default on the part of City or Depository, terminate
this contract at any time by giving the City or Depository ninety
(90) days prior notice in writing. Should Depository default in
any of its obligations to City under this contract, City shall give
Depository notice of default in writing, and Depository shall have
thirty (30) days from receipt of the notice to correct the default.
If Depository fails to remedy default within this time, City, at
its sole option, may cancel this contract and Depository shall be
fully responsible to pay City any and all damages caused by its
default. Depository shall be paid for all services satisfactorily
performed in accordance with this contract up to the date of any
termination hereunder. Depository's filing of a petition in
bankruptcy or being declared insolvent by a federal bank regulatory
agency shall be considered a material breach of this contract.
Nothing herein shall deprive City of any other remedies in law and
equity to enforce the terms, conditions, and obligations of this
contract including, but not limited to, instituting suit for
damages or, in the alternative, specific performance of this
contract.
ARTICLE XI.
All notices required under this contract must be given by certified
mail or registered mail, addressed to the proper party, at the
following addresses:
CITY: DEPOSITORY:
City Manager Deborah Wilkinson
City of Denton Vice President and Controller
215 E. McKinney First State Bank
Denton, Texas 76201 P.O. Box 100
Denton, Texas 76202
Either party may change the address to which notice is sent by
giving the other party notice of the new address in the manner
provided in this section.
Page 5
ARTICLE XII.
Depository shall not assign any interest in this contract and shall
not transfer any interest in this contract (whether by assignment,
novation, or otherwise) without the prior written consent of the
City thereto.
ARTICLE XIII.
This contract shall be binding upon and enure to the effect of the
parties hereto and their respective heirs, executors, administra-
tors, legal representatives, successors, and assigns where
permitted by this contract.
ARTICLE XIV.
This contract and the attached exhibits constitute and express the
entire agreement between the parties and shall not be amended or
modified except by written instrument signed by both parties.
ARTICLE XV.
Depository hereby does represent to the City that its officer or
officers who have executed this contract have full and complete
capacity and authority to execute a binding Depository Contract
which is effective, for all purposes, as to all services to be
provided and all terms and obligations under this contract.
ARTICLE XV.
This contract is executed by the City and the Depository in three
copies, all of which shall be deemed originals.
A~~TE~D on behalf of Depository this theC~~-ay of
~ , 1995.
CITY OF DENTON:
By:~ Date:__
Nam
Address: City of Denton
215 E. McKinney
Denton, TX 76201
Page 6
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
APPROVED AS TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORN/EY
FIRST STATE BANK:
AUTHORIZED SIGNAT~E
Name (Print): ~'xX<(m~
E: \WPDOCS\K\FIRST · ST
Page 7