HomeMy WebLinkAboutITEM VIII-B-4* '
CITY OF
AUB~J~.N
WASHINGTON
AGENDA BILL APPROVAL FORM
Agenda Subject: Date:
Resolution No. 4304 Janua 28, 2008
Department: Attachments: Budget Impact:
Finance Resolution No. 4304 and Exhibit "A"
Administrative Recommendation:.
City Council adopt Resolution No. 4304
Background Summary:
Resolution No. 4304 authorizes the Mayor and th e City Clerk of Auburn to enter into a contract extension
for banking services with Key Bank National Association for the City's banking needs. The City will be
going through a competitive selection process for future banking services. In the interim Key Bank will be
providing banking services for the City's needs.
N0204-1
F1.6
Reviewed by Council & Committees: Reviewed by Departments 8~ Divisions:
^ Arts Commission COUNCIL COMMITTEES: ^ Building ^ M&O
^ Airport ®Finance ^ Cemetery ^ Mayor
^ Hearing Examiner ®Municipal Serv. ^Finance ^ Parks
^ Human Services ^ Planning & CD ^ Fire ^ Planning
^ Park Board ^Public Works ^ Legal ^ Police
^ Planning Comm. ^ Other ^Public Works ^ Human Resources
^ Information Services
Action:
Committee Approval: ^Yes ^No
Council Approval: ^Yes ^No Call for Public Hearing _/_/_
Referred to Until _/_/
Tabled Until _/_/_
Councilmember: Backus Staff: Coleman
Meetin Date: Februa 4, 2008 Item Number: VIII.B.4
AUBURN ~ ~~~~ THAN YOU IMAGINED
RESOLUTION NO. 4 3 0 4
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF AUBURN, WASHINGTON, AUTHORIZING
THE MAYOR AND CITY CLERK TO EXECUTE A
CONTRACT EXTENSION WITH KEY BANK
NATIONAL ASSOCIATION
WHEREAS, the City of Auburn is in need of ongoing banking services;
and
WHERAS, the City will be going through a competitive selection process
for future banking services; and
WHEREAS, the Finance Director has determined that Key Bank National
Association has made a proposal to the City to provide ongoing banking services
during the interim period of time, which includes the deposit of certain City funds,
checking, short term borrowing and other services.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, HEREBY RESOLVES as follows:
Section 1. That the Mayor and the City Clerk are authorized to execute
an agreement in substantial conformity with the Agreement attached hereto,
marked as Exhibit "A" and incorporated herein by this reference.
Section 2. That the Mayor is authorized to implement such administrative
procedures as may be necessary to carry out the directives of this legislation.
Section 3. That this Resolution shall take effect and be in full force
upon passage and signatures hereon.
Resolution 4304
January 28, 2008
Page 1
Dated and Signed this day of , 2008.
CITY OF AUBURN
PETER B. LEWIS
MAYOR
ATTEST:
Danielle E. Daskam,
City Clerk
APPROVED AS TO FORM:
niel B. eid,
City Attorney
Resolution 4304
January 28, 2008
Page 2
General Banking Services Contract ~~~
~~
City of Auburn
25 West Main Street
Auburn, WA 98001-4998
BANKING SERVICES AGREEMENT
1. CONTRACTING PARTIES
This AGREEMENT is entered into by and between City of Auburn, hereinafter referred to
as the "City," and KeyBank National Association, fully qualified under the terms and
conditions outlined by the Washington Public Deposit Protection Commission and
licensed to conduct business in the state of Washington, and hereinafter referred to as
the "Bank".
2. HEREBY WITNESSETH
The City, acting by and through the Finance Department, issued a Request for Proposal
(RFP), dated in August of 1997, for the purpose of obtaining proposals for providing
banking services for the City of Auburn's Banking .Services. KeyBank responded with a
proposal dated August 27, 1997 (the "Proposal"). The RFP and the Proposal are
attached hereto and incorporated by reference herein, are together with this document
and its other attachments, referred to below as the "Agreement".
The City hereby awards to KeyBank National Association, the Agreement for banking
services, hereinafter referred to as the "Service", as described in the RFP for the City of
Auburn Banking Services and in the Proposal, attached hereto at the prices stated therein
and subsequently modified and attached hereto.
3. ADDITIONAL SERVICES
The Bank agrees to bid on credit services that are requested by the City and appropriate
for the Bank's portfolio.
b. Third-party fees and charges are not to be considered any part of this Agreement and are
the responsibility of the City. The Bank will not become involved in the negotiation for,
payment for, or procurement of third-party services including, but not limited to:
• Check, warrant, or deposit slip printing;
• Lockable or disposable deposit bags or other banking supplies;
• Safekeeping services -fees and charges;
• Merchant services- fees and charges; and
• Corporate bankcard-fees and charges.
c. Relative to the servicing of its accounts and products, the City is encouraged to contact
members of the City's KeyTeam which includes a Client Manager for day-to-day requests.
Corporate Client Services ("CCS") at 800-821-2829 may also be utilized for routine
requests. The relationship manager ("RM") will be available to you to mobilize the full
depth and breadth of the Bank's capabilities to formulate innovative financial solutions
that are consistent with the City's objectives. The City's RM is currently identified as:
Kim Monson
Vice President and Senior Relationship Manager
KeyBank Public Sector
601 -108~h Avenue NE
P.O. Box 90027 (WA-31-18-0548)
Bellevue, WA 98009-9027
(425) 709-4541 -- voice
(425) 709-4547 -- fax
Page 1 of 3
General Banking Services Contract
kim_s_monson@keybank.com -email
4. CONSIDERATION
In consideration whereof, the mutual promises made to each other, as hereinafter set
forth, the parties further agree as follows:
Indemnification. The City shall defend indemnify and hold the Bank harmless from
any and all liabilities, losses, damages, costs, and expenses of any kind (including,
without limitation, the reasonable fees and disbursements of counsel) which may be
incurred by the Bank relating to or arising out of this Agreement or any Service
Agreement(s) caused by the City's sole negligence, bad faith, or willful misconduct;
provided, however, that the Bank shall have no right to be indemnified hereunder for its
own negligence, bad faith, or willful misconduct as determined by a court of competent
jurisdiction.
The Bank shall defend indemnify and hold the City harmless from
any and all ACTUAL liabilities, losses, damages, costs, and expenses of any kind
(including, without limitation, the reasonable fees and disbursements of counsel) which
may be incurred by the City relating to or arising out of this Agreement or any Service
Agreement(s) DIRECTLY caused by the Bank's sole negligence, bad faith, or willful
misconduct; provided, however, that the City shall have no right to be indemnified
hereunder for its own negligence, bad faith, or willful misconduct as determined by a court
of competent jurisdiction.
Limitation of Liability; Disclaimer of Warranties. Except to the extent required by
law, the Bank's duties and liabilities will be limited to those set forth herein. The Bank's
liability shall be limited to actual damages sustained by City and only to the extent such
damages are a direct result of the Bank's willful misconduct. The liability of the Bank in all
these instances shall not exceed the recovery of funds erroneously processed or not
processed. The Bank shall not be liable for damages caused by any act or omission of
any third party, whether or not such party was chosen by the Bank, or for any charges
imposed by any third party. In no event shall the Bank be liable for special, incidental,
punitive or consequential loss or damage of any kind including, but not limited to, lost
profits (whether or not the Bank has been advised of the possibility of such loss or
damage). Bank shall have no liability hereunder to any third party. The Bank shall be
relieved of liability where the Bank performs any Service in accordance with any Service
Agreement(s), and the Bank may rely on the accuracy of any information set forth in the
Service Agreement(s).
BANK HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE.
City's Duty to Inspect. City must inspect all Service(s) performed and notify the Bank
within fourteen (14) days after receipt of the material containing the error or of a report or
statement reflecting the error. Except to the extent required by law, failure to notify the
Bank of errors within this time will relieve the Bank of any and all liability.
Financial Condition and Credit Limits. The City agrees to provide financial statements
(the quality of which to be defined by the Bank) for any time period requested by the
Bank. In the event the Service(s) selected by City result in unacceptable credit exposures
to the Bank or affect the amount of capital required or expected to be maintained by the
Bank or its parent under any law, regulation, guideline, or request from any central bank
or governmental authority; or if the City fails to provide the Bank with any credit, financial
or other information the Bank may require from time to time, the Bank may, in its
discretion, .immediately cancel the Services contemplated herein, or limit City's
transaction volume or dollar amount.
Page 2 of 3
General Banking Services Contract
Any notice or demand which under this Agreement or applicable law must or may be
given by the Bank, or City shall be in writing, properly addressed and, as an alternative to
personal delivery, made by U.S. Mail,
if to the Bank, at:
KeyBank, National Association
Public Sector
Kim Monson
Mail Code: WA-31-18-0548
601-108'h Avenue NE
P.O. Box 90027
Bellevue, WA 98009-9027
if to the City, at:
City of Auburn
Shelley Coleman
Finance Director
25 West Main
Auburn, WA 98001-4998
The City and the Bank agree that the Agreement is the complete and exclusive statement
between the parties that supersedes all proposals or prior agreements, oral or written,
and all other communications between the parties relating to the subject matter of this
Agreement.
5. PAYMENT FOR SERVICES
The Bank will be compensated for services performed in accordance with the current
pricing schedule. Prices for services not implemented at the time of the contract will be
determined at the time the service is implemented.
Fees may be paid for through balances, directly, or a combination thereof.
Accounts with cash management services must be on account analysis. Accounts on
account analysis will receive an Earnings Credit Allowance, which may be used to offset
some or all of the monthly service charges.
The City will be on asemi-annual settlement period. If fees exceed the Earnings Credit
Allowance for the period, the City will be invoiced for the difference.
Excess earnings credits will not be carried forward from one period to the next.
6. TERM
This Agreement shall become effective immediately upon execution by all parties and be
in effect until October 31, 2008.
Either party may terminate this Agreement at any time upon 90-days written notice to the
other party.
In Witness Whereof: The City and Bank have executed the Agreement as of the date and year
written below.
APPROVED
City of Auburn, Washington
Shelley Coleman
Finance Director
Date
APPROVED
KeyBank National Association
Kim Monson
Vice President
Date
Page 3 of 3