HomeMy WebLinkAboutITEM VIII-B-4CITY F
tfOBuiRN AGENDA BILL APPROVAL FORM
WASHINGTON
Agenda Subject: Date:
Resolution No. 4395 Au 25, 2008
Department: Attachments: Budget Impact:
Finance Resolution No . 4395 and Exhibit "A"
Administrative Recommendation:.
City Council adopt Resolution No. 4395.
Background Summary:
Resolution No. 4395 authorizes the Mayor and th e City Clerk of Auburn to enter into a contract with Key
Bank National Association for ongoing banking services.
N0902-1
A3.16.3, F1.7
Reviewed by Council & Committees: Reviewed by Departments & 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
Meeting Date: August 25, 2008 Item Number: VIII.B.4
AUBURN* MORE THAN YOU IMAGINED
RESOLUTION NO. 4 3 9 5
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF AUBURN, WASHINGTON, AUTHORIZING
THE MAYOR AND CITY CLERK TO EXECUTE A
CONTRACT FOR BANKING SERVICES WITH KEY
BANK NATIONAL ASSOCIATION
WHEREAS, the City of Auburn is in need of an ongoing banking services
relationship; and
WHEREAS, the Finance Director of the City has completed a competitive
process to select a bank in order for the City to provide a range of banking
services including the deposit of certain City funds, checking, short term
borrowing and other services; and
WHEREAS, based on a comparison of the proposals received by the City,
it has been determined that accepting the proposal submitted by Key Bank
National Association would be most advantageous to the City.
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.
Resolution No. 4395
August 20, 2008
Page 1
Section 3. That this Resolution shall take effect and be in full force
upon passage and signatures hereon.
Dated and Signed this . day of , 2008.
CITY OF AUBURN
PETER B. LEWIS
MAYOR
ATTEST:
Danielle E. Daskam,
City Clerk
APPROVED AS TO FORM:
Daniel B. Heid;
City Attorney
Resolution No. 4395
August 20, 2008
Page 2
General Banking Services Contract
00N.
KKeyBwlk
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 February 13, 2008, for the purpose of obtaining proposals for providing
banking services for the City of Auburn's Banking Services. KeyBank responded with a
proposal dated May 30, 2008 (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
a. 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 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.
Relative to the servicing of its accounts and products, the City is encouraged to contact
members of the City's KeyTeam. The Commercial and Business Banking Center 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:
Roy Davis
Vice President and Senior Relationship Manager
KeyBank Public Sector
601 -108th Avenue NE
P.O. Box 90027 (WA-31-18-0548)
Bellevue, WA 98009-9027
(425) 709-4584 -- voice
(425) 709-4547 -- fax
roy. h. davisCa-)_keyban k. com
Page 1 of 4
General Banking Services Contract
The City's Western Region Team Leader is currently identified as:
Kim Monson
Senior Vice President and Team Sales Leader
KeyBank Public Sector
601 -108th Avenue NE
P.O. Box 90027 (WA-31-18-0548)
Bellevue, WA 98009-9027
(425) 709-4541 -- voice
(425) 709-4547 -- fax
kim.s.monson@keybank.com
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.
Page 2 of 4
General Banking Services Contract
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.
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: if to the City, at:
KeyBank, National Association
Public Sector
Roy Davis
Mail Code: WA-31-18-0548
601-108th Avenue NE
P.O. Box 90027
Bellevue, WA 98009-9027
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 a semi-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 be for a period of four (4) years beginning November 1, 2008 with a
two year option to renew the agreement.
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
APPROVED
KeyBank National Association
Page 3 of 4
General Banking Services Contract
Date
Roy Davis
Vice President
Date
Page 4 of 4