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R96-52 11-11-96 RESOLUTION NO. R96-52 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING AND APPROVING AN AMENDED PARTICIPA- TION AGREEMENT WITH TEXPOOL, FOR PURPOSES OF INVESTING PUBLIC FUNDS. WHEREAS, the City of Pearland is an agency or political subdivision of the State of Texas (the "Participant") and is empowered to delegate to a public funds investment pool the authority to invest funds to act as custodian of investments purchased with local investment funds; and WHEREAS, it is in the best interest of the Participant and its inhabitants to invest local funds in investments that yield the highest possible rate of return while providing necessary safekeeping and protection of the principal; and WHEREAS, the Comptroller of Public Accounts acting by and through the Texas Treasury Safekeeping Trust Company (the "Trust Company") operates "TEXPOOL", a public funds investment pool to effectuate the goals of providing investments at the highest possible yield and maintaining complete safety of the funds of the Participant; and WHEREAS, the current Participation Agreement must be updated and revised to reflect recent amendments to the Public Funds Investment Act and the recent merger of the State Treasury and the Comptroller of Public Accounts; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That the City of Pearland continue its account with the Trust Company's Public Funds Investment Pool, "TexPool", for the purpose of transmitting local funds for investment by the Trust Company in TexPool. RESOLUTION NO. R96-52 Section 2. That the following individuals are officers or employees of the Participant and are each hereby authorized to transmit funds to the Trust Company for investment in TexPool and are each further authorized to withdraw funds from time to time, to issue letters of instruction, and to take all other actions deemed necessary or appropriate for the investment of local funds: NAME: PAUL GROHMAN SIGNATURE' ' '~,,~ NAME: GLEN ERWIN NAME: JANET EASTBURN TITLE: CITY MANAGER TITLE: ASSISTANT CITY MANAGER TITLE: CHIEF ACCOUNTANT Section 3. 'Ft:~t certain Participation Agreement, which is annexed hereto as Exhibit "A", is incorporated herein for all purposes. Section 4. That this' Resolution and its authorization shall continue in full force and effect until amended or revoked by the Participant and until the Trust Company receives a copy of any such amendment or revocation, until such time the Trust Company is entitled to rely on same. RESOLUTION NO. R96-52 PASSED, APPROVED, AND ADOPTED this //Z~ day of~ A.D., 1996. TOM REID MAYOR ATTEST: YCL/ANDA C. BENITEZ CITY SECRETARY APPCVED AS TO FORM: CITY ATTORNEY 3 00-133 Exhibit "A" ~ Texas Local Government Investment Pool Participation Agreement PREAMBLE This participation agreement (the "Agreement") is made and entered into by and between the Comptrol- ler of Public Accounts (the Comptroller ), acting by and on behalf of the Texas Treasury Safekeeping Trust Company (the Trust Company ), Trustee of the Texas Local Government Investment Pool (TexPool); and (the "Participant"). WHEREAS, the Participant may have been a party to an earlier participation agreement with the Texas State Treasurer (the Treasurer ); WHEREAS, the Treasurers office was abolished on September 1, '1996 pursuant toActs 1995, 74th Leg. S.J.R. No. 1 and the adoption of a constitutional amendment to Article IV, § I of the Texas Constitution adopted by the voters on November 7, 1995; WHEREAS, the Participant and the Comptroller desire to enter into this Agreement to replace and supersede any prior participation agreement to properly reflect changes in the Public Funds Investment Act, the abolition of the Treasurer s office and other matters; WHEREAS, the Interlocal Cooperation Act, TEX. GOV'T CODE ANN. ch. 791 and TEX. GOV'T CODE ANN. ch. 2256 (the "Acts") provide for the creation of public funds investment pools to which any local government may del- egate, by contract, the authority to hold legal title as custodian and to make investments purchased with local investment WHEREAS, the Trust Company is a limited purpose mast company authorized pursuant to TEX. GOV'T CODE ANN. § 404.103 to receive, mmsfer and disburse money and securities belonging to state agencies and local political subdivisions of the state and for which the Comptroller is the sole officer, director and shareholder; WHEREAS, TexPool is a public funds investment pool, which funds are invested in certain eligible investments as more fully described hereafter; WHEREAS, the Participant has determined that it is authorized under the Acts and other applicable law to enter into this Agreement; and WHEREAS, in an effort to ensure the continued availability of an investment pool as a vehicle for investment of local government funds and simultaneously provide for potential enhancement in services and potential decreases in man- agement and administrative fees, Participant and Trust Company desire to provide in this Agreement for the Trust Company to obtain professional private management services and/or a potential assignment of the Trust Company s managerial obligations relative to TexPool. NOW THEREFORE, for and in consideration of the mutual promises, covenants and agreements herein con- tained, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree with each other as follows: Section 2.03. Genera,,,dministration. (a) The Trust Company shall establish and maintain the Investmen! Policy specifically identifying the Authorized Investments consistent with the Investment Act and the general policy and investment goals for TexPool. (b) The Trust Company shall establish and maintain the Operating Procedures, describing the management and operation of TexPool and providing for procedures to be followed for the establishment of, deposits to, and withdrawals from the Accounts and such other matters as are necessary to carry out the intent of this Agree- ment. (c). The Trust Company shall have the power to take any action necessary to carry out the purposes of this Agree- ment, subject to applicable law and the terms of the Agreement. Section 2.04. Ownership Interest. Each Participant shall own an undivided beneficial interest in the assets of TexPooi in an amount proportional to the total amount of such Participant's Accounts relative to the total amount of all Participants' Accounts in TexPool, computed on a daily basis. Section 2.05 Independent Audit. TexPool is subject to annual review by an independent auditor consistent with the Investment Act. In addition, reviews of TexPool are required to be conducted by the State Auditor's Office and by the Internal Auditor of the Complxoller s Office. The Trust Company may obtain such legal, accounting, financial or other professional services as it deems necessary or appropriate to assist TexPool in meeting its goals and objectives. Section 2.06. Liability. Any liability of the Comptroller, the Comptroiler's Office, the Trust Company, represen- tatives or agents of the Trust Company, any Comptroller employee, or any member of the Board for any loss, damage or claim, including losses from investments and transfers, to the Participant shall be limited to the full extent allowed by applicable laws. The Trust Company's responsibilities hereunder are limited to the management and investment of TexPool and the providing of reports and information herein required. ARTICLE HI. PARTICIPATION REQUIREMENTS Section 3.01. The Participation Agreement. The Participant must execute this Agreement and provide a Resolu- tion authorizing participation in TexPool and designating persons to serve as Authorized Representatives of the Participant and any other documents as are required under, and substantially in the form prescribed by, the Operating Procedures before depositing any funds into TexPool. Section 3.02. Openting Procedures. (a) The Participant acknowledges receipt of a copy of the Operating Procedures. The Operating Procedures describe in detail the procedures required for the establishment of accounts, deposits to and withdrawals from TexPool, and related information. (b) The Operating Procedures may be modified by the Trust Company as appropriate to remain consistent with established banking practices and capabilities and when such modification is deemed necessary to improve the operation of TexPool. (c) The Participant hereby concurs with and agrees to abide by the Operating Procedures. ARTICLE IV. INVESTMENTS Section 4.01. Investments. All monies held in TexPool shall be invested and reinvested by the Trust Company or Authorized Representatives of the Trust Company only in Authorized Investments in accordance with the Agreement, the Investment Policy and the Investment Act. Participant hereby concurs with any such investment so made by the Trust 3 ARTICLE Vl. MISCELLANEOUS Section 6.01. Notices. Any notices, Letters of Instructions or other information required or permitted to be given hereunder shall be submitted in writing and shall be deemed duly given when deposited in the U.S. mail postage prepaid or successfully transmitted via facsimile addressed to the parties as follows: To the Participant: Participant Name: Address: City, State, Zip: Telephone: To the Trust Company: Texas Treasury Safekeeping Trust Company Attn: TexPool P.O. Box 12608 Austin, Texas 78711- 2608 Telephone No. (512) 463-2950 FAX No. (512) 463-0823 Fax~ The Participant and the Trust Company agree to notify the other of any change affecting this information and agree that unless and until so notified, the other party shall be entitled to rely on the last information provided. Section 6.02. Taxpayer Identification Number. The Participant's taxpayer identification number assigned by the Internal Revenue Service is: The Participant hereby agrees to notify the Trust Company of any change affecting this Taxpayer Identification number and agrees that unless and until so notified, the Trust Company shall be entitled to rely on same in providing any and all reports or other information necessary or required by the Federal tax laws as amended from time to time. Section 6.03. Severability. If any provision of this Agreement shall be held or deemed to be in fact illegal, inopera- tive or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatsoever. Section 6.04. Execution of Counterparts. This Agreement may be simultaneously executed in several separate counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 6.05. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. Venue for any dispute under this Agreement shall be in Travis County, Texas. Section 6.06. Captions. The captions or headings in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions, articles or sections of this Agreement. Section 6.07. Amendments. (a) The Trust Company shall advise the Participant in writing of any amendments to this Agreement no less than 45 days prior to the effective date of such amendment. The Participant may ratify the proposed amendment of this Agreement by letter to the Trust Company. In the event the Participant elects not to ratify the amendment, the Participant may terminate this Agreement in accordance with Section 6.08. In the event the Participant fails to respond in writing to a notice of amendment prior to the effective date of such amendment, this Agreement shall be deemed amended. (b) The Trust Company may periodically revise the Operating Procedures from time to time as it deems necessary for the efficient operation of TexPool. The Participant will be bound by any amendment to the Operating Procedures with respect to any transaction occurring subsequent to the time such amendment takes effect, provided, however, that no such amendment shall affect the Participant's right to cease to be a Participant.