HomeMy WebLinkAboutR-1995-177 Investments•
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RESOLUTION NO. 8-95-17 7
A RESOLUTION authorizing execution of a Safekeeping Agreement for
City Investments with Key Trust Company of the
Northwest.
WHEREAS, the City has operated under the Security Pacific
Safekeeping Agreement for City Investments, and
WHEREAS, Security Pacific Bank's successor, Key Bank has decided
to terminate all existing safekeeping agreements and adopt new agreements
in substantially unchanged form , now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
YAKIMA:
The Director of Finance & Budget of the City of Yakima is hereby
authorized and directed to execute the attached Agency Account Agreement
with Key Trust Company of the Northwest.
ADOPTED BY THE CITY COUNCIL this l94'day o")&e
1995
7(2
ATTEST:
Kale-,. i .A k % ) e t'r►
CITY CLERK
Legal/bd
Res/KeyBank
MAYOR
AGENCY ACCOUNT AGREEMENT
This agreement is entered into this 31st day of December, 1995, by and between City of
Yakima (hereinafter referred to as "Owner") and Key Trust Company of the Northwest, or its
successors or assigns, (hereinafter referred to as "Company") upon the following terms and
conditions.
WITNESSETH:
WHEREAS, the Owner desires that the Company hold certain assets as agent and perform
certain services; and
WHEREAS, Company is willing to act as agent of such assets and to perform these
services, subject to the terms and conditions of this agreement,
NOW, THEREFORE, for valuable consideration the parties hereto agree as follows:
1. Custody of Property. Owner hereby authorizes, appoints and directs Company to act as
agent and custodian of the assets described on Exhibit A, and as custodian and agent of
any other assets which Owner may hereafter deliver to Company, together with all
proceeds, substitutions and additions thereto. Company hereby agrees to hold these assets
and serve as custodian and agent of all securities and such other property as Owner may
from time to time deliver to it for the account of Owner.
2. Title to Securities. Title to the assets held in this agency account shall be held in bearer
form or registered in the name of the Owner or in the name of Company's nominee or
nominees as Company may elect.
3. Company's Duties Regarding Investments. The Company's investment duties will be as
follows:
Company shall have no responsibility for supervision or management of any
property at any time in the account. Company assumes no obligation to review the
securities or other property at any time held by it or to advise or recommend to Owner the
purchase, retention, sale, exchange or deposit in reorganization or otherwise of any
securities or other property. Company's responsibility with regard to the sale, purchase or
exchange of investments shall be limited to following the written orders of the Owner.
4. Collection of Income and Principal. Company shall collect income and principal becoming
due on the assets in the agency account but shall be under no responsibility or duty to
undertake collection efforts or to instigate or participate in any legal proceedings or to
retain counsel in an effort to accomplish such collection. Company shall advise Owner
within a reasonable time of any non-payment of principal or income. Any income received
shall be disposed of as follows:
Credit account of Owner number 090458371 with income
RFP/TJ Page 1
5. Instructions, Incompetency, Durable Power of Attorney. Instructions to Company may be
oral or written and employ any commonly used means of communication, including
telephone. Oral instructions shall be confirmed in writing by fasimile transmission.
Company shall have no liability for executing any instruction which PURPORTS to come
from Owner or Owner's authorized agent. All written instructions and directions for this
account must be signed either by Owner personally or by a person or persons duly
authorized to sign pursuant to Owner's signed authorization in such form as Company
may require. Specimen signatures of all persons to whom authority has been delegated
shall be furnished. In the event there are two or more Owners signatory to this
agreement, Company is authorized to accept the direction, approval or acknowledgment of
any one Owner and such direction, approval or acknowledgment of any Owner signatory to
this agreement shall bind all other owners without liability to Company for accepting and
acting upon such direction, approval or acknowledgment.
6. Accounting. The Company shall keep complete and accurate books of account showing all
receipts, disbursements and transactions and shall prepare and deliver to Owner a
monthly (unless otherwise requested) report summarizing the activity in this account.
Except as provided in paragraph 5 with regard to purchase and sale or securities, any such
report to which written objection is not made within three (3) months shall be deemed to
be correct. Unless otherwise agreed, Owner hereby acknowledges that he, she or it retains
the obligation to prepare and file all required state and federal tax reports and returns and
to pay any taxes due on income that Company collects for Owner or on any transaction
resulting in capital gains or other tax liability.
7. Withdrawal of Securities. Any and all securities, monies, and other property may be
withdrawn from Company at any upon written order or receipt signed by Owner.
Company will in such event, have reasonable time in which to deliver assets to the Owner,
which time shall not be less (and may be more) than 30 days.
8. Liability of Company. Company's liability as agent shall be only to use the same care and
prudence that an ordinary person would use in the conduct of his or her business affairs.
Company's responsibility with regard to investment of assets shall be solely to follow the
written instructions of the Owner unless Company has responsibility for management of
assets, in which event Company's duties with regard to the management of assets shall be
to use care and prudence which would be required of it if it were serving as trustee of such
assets. In the latter event, the laws of the State of Washington with regard to the duties
and protections afforded to trustees shall be applicable to the Company with regard to this
account.
9. Authority. Any person executing this agreement in a fiduciary or other representative
capacity represents that they have full power and authority to do so and that any
applicable or required court, partnership, corporate or other authority has been duly and
properly given and continues as of the date hereof.
10. Attorney -in -Fact. Owner hereby appoints Company as his, her or its attorney-in-fact to
execute Owner's name on any assignments or endorsements of certificates or other
documents necessary to accomplish the purpose and intent of this agreement and to
transfer and deliver any security held by Company pursuant to the terms of this
Agreement.
11. Fees and Costs. The Company shall receive compensation for its services hereunder,
exclusive of investment management services if elected under Paragraph 3 above, in
accordance with its schedule of fees attached hereto as Exhibit B, which schedule may be
amended from time to time by the mutual consent or Owner and Company. In addition to
suit fees, Owner agrees to pay all costs incurred by the Company in connection with the
account, including but not limited to costs and fees of third parties such as securities,
RFP/TJ Page 2
brokers or attorneys employed by Company. Company is authorized to deduct either from
gross income or principal of this account, its fees for services and costs charged or, in the
alternative, may bill such fees and costs to Owner at its election or as owner may request.
Any fee or cost so billed shall be payable at the time stated in the billing, but if no time be
stated, said fee shall be payable or demand.
12. Termination. This agreement may be altered at any time by letter or other written
instrument in such manner as may be mutually agreed upon by Company and Owner and
may be terminated at any time upon thirty days prior written notice either by Owner or
Company whereupon any money, securities, or other assets of every kind and nature still
held in the agency account shall be paid over, delivered or surrendered to Owner upon
written order or receipt and as soon as reasonably possible.
13. Applicable Law, Venue, Attorney's Fees. This agreement shall be interpreted pursuant to
the laws of the State of Washington and shall be binding upon Company, it successors and
assigns, and upon Owner and his or her heirs, distributes and legal representatives. In
the event of any dispute regarding this agreement, the parties agree that the venue of any
necessary action shall be King County and that the Company shall be entitled to such
costs and attorney's fees as the Court may adjudge reasonable. Company shall have all
the rights and privileges afforded Financial Institutions by Chapter 30.22, RCW with
respect to deposit accounts, and this account shall be deemed a deposit account for such
purposes.
14. Direct Communication by Securities Issuer with Owner. From time to time, Company may
receive requests from issuers of the securities held in this account for the name, address
and securities position of all beneficial Owner(s) of the securities. Issuers must use this
information exclusively for purposes of corporate communications, i.e., matters that are of
concern to beneficial owners as security holders. Use of the information for product sales
is not permitted. WITH RESPECT TO ACCOUNTS OPENED AFTER
COMPANY MUST DISCLOSE SUCH INFORMATION UNLESS THE BENEFICIAL
OWNER OBJECTS TO DISCLOSURE.
(Select one box): The undersigned, being authorized to determine voting of the securities
now or hereafter held in this account,
XX
DO OBJECT to disclosure of the above information to issuers requesting such
information.
DO NOT OBJECT to disclosure of the above information to issuers requesting such
information.
("Beneficial Owner" here refers to person or persons who have soles or shared voting
power. If there is more than one beneficial owner, the provision of the agreement
governing voting determine how many owners must sign (e.g., if agreement requires
unanimous consent, all beneficial owners must sign; if agreement requires majority
consent, only a majority need sign).
15. Special Instructions . The Company is specifically requested to follow the following special
instructions:
Company is authorized to transfer, credit, and charge Owner's Key Bank of Washington
account #090458371 for all Purchases, Sales, Claims, and Adjustments.
Owner and Company may allow lending of securities held by Company, provided that a
separate supplemental Securities Lending Agreement is executed between Owner,
Company and any other parties as would be appropriate.
RFP/TJ Page 3
IN WITNESSETH WHEREOF, the parties hereto have executed this Agreement as of the
date first above written.
OWNER
Name Jg R. Hanson Date
Title Director of Finance & Budget
COMPANY
bit,t,u,44
Name WV/flat- ,vJ \ Tf
Title 'K, II7f 0 f l
r r.•.rw+rr
K -q5-- 07
RFP/TJ Page 4
Date
EXHIBIT A
KEY BANK OF PUGET SOUND
Safekeeping Customer Statement
for the period 00-00-00 through 11-30-95
CItY OF YAKIMA ** Cust No. 1747
129 N 2ND ST Acct No. 0090458372
YAKIMA, WA 98901 Tax Id. 91-6001293
Attn: TIM JENSEN
REC'T DATE/
REC'T NUMBER
... SECURITY DESCRIPTIONS ....
11-02-95 CUSIP: 313398876 FHLB
950970 DTD:
RATE: 4.1950
MAT: 12-13-95
10-12-95 CUSIP: 313588QL2 FNMA
950901 DTD:
RATE:
MAT: 12-13-95 DISCOUNT NOTE
10-02-95 CUSIP: 3133840Z5 FHLB
950856 DTD:
RATE:
MAT: 12-26-95 DISCOUNT NOTE
09-08-95 CUSIP: 313396QZ9 FHLMC
950783 DTD:
RATE:
MAT: 12-26-95 DISCOUNT NOTE
10-06-95 CUSIP: 313384RH4 FHLB
950892 DTD:
RATE:
MAT: 01-03-96 DISCOUNT NOTE
10--30--95 CUSIP: 313384SF7 FHLB
950949 DTD:
RATE:
MAT: 01-25-96 DISCOUNT NOTE
02-09-94 CUSIP: 912827N57 UST NOTES
910058 DTD: 01-31-94
RATE: 4.0000
MAT: 01-31-96
02-28-94 CUSIP: 912827N99 UST NOTES
940094 DTD: 02-28-94
RATE: 4.6250
MAT: 02-29-96
Subtotal Par
Subtotal Shrs (
PAR VALUE/
(N0. SHRS)
1,000,000.00
1,000,000.00
900,000.00
1,000,000.00
1,000,000.00
1,200,000.00
1,000,000.00
2,500,000.00
9,600,000.00
0.0000)
KEY BANK OF PUGET SOUND
Safekeeping Customer Statement
Page 2
for the period 00-00-00 through 11-30-95
CITY OF YAKIMA **
REC'T DATE/
REC'T NUMBER ... SECURITY DESCRIPTIONS ....
09-05-95 CUSIP: 313384TS8 FHLB
950776 DTD:
RATE:
MAT: 02-29-96 DISCOUNT NOTE
03-09-95 CUSIP: 912794X58 UST BILLS
950222 DTD:
RATE:
MAT: 03-07-96
03-31-94 CUSIP: 912827P30 UST NOTES
940152 DTD: 03-31-94
RATE: 5.1250
MAT: 03-31-96
10-27-95 CUSIP: 313588VE2 FNMA
950943 DTD:
RATE:
MAT: 04-05-96 DISCOUNT NOTE
09-19-95 CUSIP: 313389HL5 FHLB
950806 DTD: 04-26-93
RATE: 4.3600
MAT: 04-25-96
CALL DT: 10-25-95 PRICE: 100.0000
05-01--95 CUSIP: 31331HEB9 FEDERAL FARM CREDIT BANK
990365 DTD: 0501-95 NOTE
RATE: 6.3800
MAT: 05-01-96
11-06-95 CUSIP: 88059EFD1 TVA STRIPS
950976 DTD:
RATE:
MAT: 05-01-96
05--31--94 CUSIP: 912827P97 UST NOTES
940234 DTD: 05-31-94
RATE: 5.8750
MAT: 05-31-96
06-08-94 CUSIP: 912827P97 UST NOTES
940242 DTD: 05-31-94
RATE: 5.8750
MAT: 05-31-96
Subtotal Par
Subtotal Shrs (
PAR VALUE/
(NO. SHRS)
1,300,000.00
1,000,000.00
215,000.00
1,140,000.00
150,000.00
1,000,000.00
1,000,000.00
500,000.00
500,000.00
6,805,000.00
0.0000)
REC'T DATE/
REC'T NUMBER
07-05-94
940278
07-01-94
940274
04-06-94
940157
09-30-94
940386
09-30-94
940385
09--30-94
940384
10-12-95
950801
1.0--30-95
950948
07-10--95
950570
KEY BANK OF PUGET SOUND
Safekeeping Customer Statement
Page 3
for the period 00-00-00 through 11-30-95
CITY OF YAKIMA **
CUSIP: 912827039
DTD: 06-30-94
RATE: 6.0000
MAT: 06-30-96
CUSIP: 912827039
DTD: 06-30-94
RATE: 6.0000
MAT: 06-30-96
CUSIP: 912827L75
DTD: 08-16-93
RATE: 4.3750
MAT: 08-15-96
CUSIP: 912827R38
DTD: 09-30-94
RATE: 6.5000
MAT: 09-30-96
CUSIP: 912827R38
DTD: 09-30-94
RATE: 6.5000
MAT: 09-30-96
... SECURITY DESCRIPTIONS ....
UST NOTES
UST NOTES
UST NOTES
UST NOTES
UST NOTES
CUSIP: 912827R38 UST NOTES
DTD: 09-30-94
RATE: 6.5000
MAT: 09-30-96
CUSIP: 313391WP5 FEDERAL HOME 'LOAN BANK
DTD: 07-13-95
RATE: 6.0900
MAT: 01-13-97
CUSIP: 313389L97 FHLB
DTD:
RATE: 4.7500
MAT: 01-13-97
CUSIP: 880591BG6 TENNESSEE VALLEY AUTHORITY
DTD: 01-23-92'
RATE: 6.0000x1
MAT: 01-15-97
Subtotal Par
Subtotal Shrs (
PAR VALUE/
(NO. SHRS)
500,000.00
500,000.00
1,000,000.00
500,000.00
500,000.00
500,000.00
385,000.00
1,050,000.00
573,000.00
5,508,000.00
0.0000)
REC'T DATE/
REC'T NUMBER
09-11-92
921227
02--15-94
940072
KEY BANK OF PUGET SOUND
Safekeeping Customer Statement
Page 4
for the period 00-00-00 through 11-30-95
CITY OF YAKIMA **
CUSIP: 313388F62
DTD:
RATE: 5.3000
MAT: 01-27-97
CUSIP: 912827N73
DTD: 02-15-94
RATE: 4.7500
MAT: 02-15-97
07--07--9 5 CUSIP: 313391VM3
950563 DTD: 06-30-95
RATE: 6.1000
MAT: 06-30-97
CALL DT: 12-30-95
07-12-95
950576
07-18-95
950602
CUSIP: 912827U34
DTD: 06-30-95
RATE: 5.6250
MAT: 06-30-97
CUSIP: 912827U34
DTD: 06-30-95
RATE: 5.6250
MAT: 06-30-97
... SECURITY DESCRIPTIONS ....
FEDERAL HOME LOAN BANK
UST NOTES
FEDERAL HOME LOAN BANK
DISCRETE CALL W/10 DAYS NOTICE
PRICE: 100.0000
UST NOTES
UST NOTES
09--28-95 CUSIP: 3133923B6 FHLB
950837 DTD: 09726-95
RATE: 5.7750
MAT: 09-26-97
03--24--94 CUSIP: 8126253V1 CITY OF SEATTLE GO
940138 DTD: 03-01-94
RATE: 5.8500
MAT: 10-01-97
1. , 1-- 1.0--95 CUSIP: 31364BMQ0 FNMA
950899 DTD: 10-11-95
RATE: 6.0000
MAT: 10-10-97
CALL DT: 10-10-96
PRICE: 100.0000
PAR VALUE/
(NO. SHRS)
1,000,000.00
3,475,000.00
500,000.00
500,000.00
500,000.00
1,000,000.00
700,000.00
1,000,000.00
Subtotal Par 8,675,000.00
Subtotal Shrs ( 0.0000)
REC'T DATE/
REC'T NUMBER
10-31--95
950958
10--20--93
930529
10-19--93
930491
10-15-93
930484
10-31-95
950959
11-02-95
950969
06--06-95
950471.
09 15-92
T21230
KEY BANK OF PUGET SOUND
Safekeeping Customer Statement
Page 5
for the period 00-00-00 through 11-30-95
CITY OF YAKIMA **
CUSIP: 912827H47
DTD:
RATE: 5.7500
MAT: 10-31-97
CUSIP: 912827M41
DTD: 09-30-93
RATE: 4.7500
MAT: 09-30-98
CUSIP: 912827M41
DTD: 09-30-93
RATE: 4.7500
MAT: 09-30-98
• CUSIP: 912827M41
DTD: 09-30-93
RATE: 4.7500
MAT: 09-30-98
CUSIP: 912827D74
DTD:
RATE: 6.3750
MAT: 01-15-99
CUSIP: 912827E81
DTD:
RATE: 7.0000
MAT: 04-15-99
CUSIP: 912827U26
DTD: 05-31-95
RATE: 6.2500;
MAT: 05-31-00
... SECURITY DESCRIPTIONS ....
UST NOTES
UST NOTES
UST NOTES
UST NOTES
UST NOTES
UST NOTES
UST NOTES
CUSIP: 313600064 FNMA
DTD:
RATE: 7.0500
MAT: 09-01-24
Subtotal Par
Subtotal Shrs
Total Par
Total Shrs (
PAR VALUE/
(NO. SHRS)
80,000.00
500,000.00
1,000,000.00
1,000,000.00
50,000.00
50,000.00
500,000.00
1,200,000.00
4,380,000.00
0.0000)
34,968,000.00
0.0000)
EXHIBIT B
INSTITUTIONAL CUSTODY FEE SCHEDULE
BASE ANNUAL FEE 5300.00
HOLDING FEES (per issue per year)
Federal Reserve book -entry items
Depository Trust Co. items
New York non- DTC items
Key Trust vault
Minimum annual holding fee
PROCESSING FEES (per transaction)
Federal Reserve book -entry items
Depository Trust Co. items
New York non -DTC items
Key Trust Company items
Repurchase transactions
Paydowns of mortgage pass-throughs
Interest/aividend distribution
521.00
521.00
521.00
535.00
5300.00
Free Receipt/
Purchase/Sale Delivery Maturity
$21.00 515.00 515.00
521.00 515.00 S15.00
521.00 515.00 515.00
525.00 520.00 525.00
521.00 52100
510.00 each
$5.50 each
ON-LINE ACCESS 5100.00/month (minimum) *
* Additional charges for software and hardware may apply, depending on comparability.
REORGANIZATIONS
Depository items 515.00
Physical items 525.00
EXPENSES INCLUDING, WITHOUT LIMITATION, DELIVERY CHARGES, NEW YORK
CORRESPONDENT BANK CHARGES AND FED WIRE CHARGES WILL BE BILLED IN
ADDITION TO THE ABOVE -REFERENCED FEES.
MONTHLY AND ANNUAL STATEMENTS OF HOLDINGS AND TRANSACTIONS ARE
PROVIDED AT NO CHARGE.
BASE ANNUAL FEES ARE PAYABLE IN ADVANCE. OTHER FEES QUOTED ABOVE WILL BE
BILLED ON A PERIODIC BASIS TO BE AGREED UPON. HOLDING FEES WILL BE PRORATED
FOR THE APPROPRIATE TIME PERIOD.
ADDITIONAL FEES MAY BE CHARGED FOR SERVICES NOT SPECIFIED ABOVE OR FOR
EXTRAORDINARY SERVICES PERFORMED.
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. ) b
For Meeting Of 12/19/95
ITEM TITLE: Resolution authorizing execution of a safekeepi reement for City
investments with Key Trust Company of the N. * hwe-t.
SUBMITTED BY: John R. Hanson, Director of Finance & Budg
CONTACT PERSON/TELEPHONE: Tim Jens e P7 , A•••u .nt 576-6639
SUMMARY EXPLANATION: Since the takeover of Security Pacific Bank by Key Bank of
Puget Sound in September, 1994, the City has operated under the Security Pacific
safekeeping agreement. In streamlining their operation, Key bank has decided they should
terminate all existing safekeeping agreements, move all accounts to one central location and
update the standard agreement. The new agreement is essentially unchanged, except for
modifications to incorporate modern advances in technology. Staff recommends passage of
the resolution authorizing execution of the agreement by the Finance Director.
Exhibit A referred to in the agreement is a specific list of holdings on the transfer day. Exhibit
A as attached is a list of holdings as of November 30th. A current list of holdings will be
supplied by Key Bank on the date of transfer, and will be confirmed by City Staff at that time.
Exhibit B is a schedule of fees and costs to be paid by the City for services rendered. As Key
Trust is consolidating operations, a modest cost savings should be realized by the City.
Resolution X Ordinance Contract _Other (Specify)
Funding Source
APPROVED FOR SUBMITTAL: (----\ --, \�
City Manager
STAFF RECOMMENDATION: Approve agreement as proposed.
BOARD/COMMISSION RECOMMENDATION:
COUNCIL ACTION: Resolution No. R-95-177
City Clerk
Dear Sirs:
You are hereby authorized and empowered to open and maintain an
account on your books in the name of The City of Yakima.
AUTHORIZED PERSONS
Any one of the following "authorized persons", to wit:
Timothy M. Jensen Accountant/Investment Officer
John R. Hanson Diretor of Finance & Budget
is hereby authorized to give written or verbal instructions by telephone
or facsimile or otherwise for the purchase, sale and settlement of
transactions effected in the account.
This authorization shall continue until written notice of amendment or
revocation, it shall continue effective as to transactions entered into
prior thereto.
This authorization shall inure to the benefit of your successors or assigns,
by merger, consolidation or otherwise.
We warrant that we have the authority to execute this agreement.
City Manager Dated
Director of Finance Dated
and Budget
TO: Key Trust Company of the Northwest
I, Karen S. Roberts, in my official capacity, hereby certify; that I am an
officer, namely City Clerk of the City of Yakima, a corporation duly
organized and existing under the laws of the State of Washington; that
the following chapters of the Municipal Code of the City of Yakima
specify the duties and responsibilities of the City Manager and Director
of Finance and Budget as relates to the investment activities of the City
of Yakima:
Title 1. Chapter 1.18.010 City manager -Powers and duties. The
city manager shall be the chief executive officer and head of the
administrative branch of the city government. He shall be responsible to
the council for the proper administration of all administrative affairs of
the city and shall have power and shall be required to:
(6) Administer all finance and fiscal matters of city and countersign
warrants and approve claims vouchers and authorize travel for
administrative personnel;
Title 1. Chapter 1.18.080 Department of finance and budget. Under
the general direction of the director of finance and budget, the following
offices shall perform the responsiblilities and duties generally described
as follows:
(2)(b) Be custodian of all city investments and bank collateral, investing
idle funds as may be prudent and lawful:
I further certify that the foregoing Municipal Code references are not
contrary to any provision in the charter or by-laws of this corporation,
that R. A. Zais, Jr. now is City Manager and John R. Hanson now is Director
of Finance and Budget of this corporation, and I have been duly
authorized to make to make this certificate on behalf of this corporation.
In witness whereof, I hereunto set my hand and affix the seal of this
corporation on this day of , 1995.
Karen S. Roberts