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HomeMy WebLinkAboutResolution - 5192 - Interlcoal Agreement-Local Government Investment Cooperative-Directors, Policies - 05_23_1996RESOLUTION NO.5192 May 23, 1996 Item #19 RESOLUTION A RESOLUTION APPROVING AND AUTHORIZING EXECUTION OF AN INTER - LOCAL AGREEMENT FOR PARTICIPATION IN A PUBLIC FUNDS INVESTMENT COOPERATIVE (THE "COOPERATIVE"), DESIGNATING THE BOARD OF DIRECTORS OF THE COOPERATIVE AS AN AGENCY AND INSTRUMENTALITY TO SUPERVISE THE COOPERATIVE, APPROVING INVESTMENT POLICIES OF THE COOPERATIVE, APPOINTING AUTHORIZED REPRESENTATIVES AND DESIGNATING INVESTMENT OFFICERS. WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code, as amended (the "Interlocal Act"), permits any "local government" to contract with one or more other "local governments" to perform "governmental functions and services," including investment of public funds (as such phrases are defined in the Interlocal Act); WHEREAS, the Interlocal Act authorizes the contracting parties to any interlocal agreement to contract with agencies of the State of Texas, within the meaning of Chapter 771 of the Government Code; WHEREAS, the Act permits the contracting parties to any interlocal agreement to create an administrative agency to supervise the performance of such interlocal agreement and to employ personnel and engage in other administrative activities and provide other administrative services necessary to execute the terms of such interlocal agreement; WHEREAS, the Public Funds Investment Act, Chapter 2256 of the Texas Government Code, as amended (the "PFIA"), authorizes the entities described in Subsection (a) of the PFIA to invest their funds in an eligible public funds investment pool, and the intends to become and remain an eligible public funds investment pool, under the terms and conditions set forth in PFIA; WHEREAS, the City of Lubbock, Texas, (the "Government Entity") desires to enter into that certain Interlocal Agreement (the "Agreement"), a copy of which is presented with this Resolution and is incorporated herein by reference, and to become a participant in a public funds investment pool created thereunder and under PFIA, to be known as Local Government Investment Cooperative (the "Cooperative"); WHEREAS, the Government Entity is a Government Entity as defined in the Agreement; and WHEREAS, the Government Entity desires to cause administration of the Cooperative to be performed by a board of directors (the "Board"), which shall be an administrative agency created under the Interlocal Act; and 5N7 WHEREAS, the Government Entity desires to designate the Board as its agency and instrumentality with authority to supervise performance of the Agreement, employ personnel and engage in other administrative activities and provide other administrative services necessary to execute the terms of the Agreement; WHEREAS, each capitalized term used in this Resolution and not otherwise defined has the same meaning assigned to it in the Agreement; NOW THEREFORE: NOW THEREFORE, BE IT RESOLVED: 1. The Agreement is hereby approved and adopted and, upon execution thereof by an Authorized Representative (defined below) and receipt of the Government Entity's application to join the Cooperative by the Administrator, the Government Entity shall become a Participant in the Cooperative for the purpose of investing its available funds therein from time to time in accordance with its terms. 2. The Board is hereby designated as an agency and instrumentality of the Government Entity, and the Board shall have the authority to supervise performance of the Agreement and the Cooperative, employ personnel and engage in other administrative activities and provide other administrative services necessary to execute the terms of the Agreement. 3. The investment policies of the Cooperative, as set forth in the document entitled Investment Policies, as summarized in the Information Statement, and as may be amended from time to time by the Board, are hereby adopted as investment policies of the Government Entity with respect to money invested in the Cooperative, and any existing investment policies of the Government Entity in conflict therewith shall not apply to investments in the Cooperative. Notice of any amendment to the investment policy, operating procedures or bylaws which the Board determines materially affects the Government Entity shall be sent to the Government Entity at least 30 days prior to the effective date thereof. The Government Entity may withdraw its funds from the Cooperative on any business day by means of phone, fax or computer communication prior to 10 a.m. 4. The following officers, officials or employees of the Government Entity are hereby designated as "Authorized Representatives" within the meaning of the Agreement, with full power and authority to: execute the Agreement, an application to join the Cooperative and any other documents required to become a Participant; deposit money to and withdraw money from the Government Entity's Cooperative account from time to time in accordance with the Agreement and the Information Statement; and take all other actions deemed necessary or appropriate for the investment of funds of the Government Entity: 2 Signature: � 4---P- pe. ,�.,...., \j Printed Name: JIMMY RODRIGUEZ Title: ASSISTANT TREASURER Signature: Printed Name: BETSY BUOY Title: FINANCE MANAGER Signature: Printed Name: ANNA MOSQUEDA Title. DIRECTOR OF MANAGEMENT SERVICES In accordance with Cooperative procedures, an Authorized Representative shall promptly notify the Cooperative in writing of any changes in who is serving as Authorized Representatives. 5. In addition to the foregoing Authorized Representatives, each Investment Officer of the Cooperative appointed by the Board from time to time is hereby designated as an investment officer of the Government Entity and, as such, shall have responsibility for investing the share of Cooperative assets representing funds of the Government Entity. Each depository and custodian appointed by the Board from time to time are hereby designated as a depository and custodian of the Government Entity for purposes of holding the share of Cooperative assets representing funds of the Government Entity. �1ql PASSED AND APPROVED this 23rd day of May , 1996, Betty M.-Johnson, City Secretary APPROVED AS TO CONTENT: Betsy Bucy, finance Mana0 er APPROVED AS TO FORM: D ld G. Vandiver, First Assistant City Attorney DGV:da/ccdocs/pfinvest. res May W 1996 4 InterloW Agreement THIS DMRLOCAL AGREEMENT (together with any amendments and supplements, referred to as this 'Agreement') dated as of April 4. 1994 is made and entered into by and among each of dKw government entities initially examiting this Agreement and any other government entity that is eligible sad becomes a party bw to (aollectivdy, the 'Participants'. WMEAS, the Intedocal Cooperation Act, Chapter 791 of the Texas Government Code, w amended (the 'Intedocai Act'). permits any 'local government' to contract with one or mote other 'local governments' to perform 'governmental fuoetione and services,' including investment of public funds (as such phrases are defined is the Act); WHEREAS, the Interlocal Act authorises the contracting parties to any interlocal agreement to contract with agencies of the State of Texas, within the meaning of Cbapaw 771 of the Government Code; WHEREAS, the h adocal Act permits the contracting prtim to any intedlocal agreement to create as sdminid»vvs ageasy so supervise. the performance of snuck interlocai agreement and to employ pereoond and engage in other adimant rahve activities and provide other administrative services aaosesary to execute the termr of such intedocal agreement; WHEREAS, the Public Funds Investment Ad, C3apter 2256 of the Texas Government Code, as amended (the 'PFIA) authorizes the entities dearcribad in Subawtion (a) of the PFIA to invest their funds its an eligible public funds investment pool; WHEREAS, each of the Participants qualifies as a government entity under this Agreement; WHEREAS, the Participants desire to edabluih and maintain a public funds investment pool for tha pu xm of pooling their local (sub for joint investment to accordance with flue Interlocal Act and PFIA and the terms hereof and pmviding assistance to each other an investment altaaatives sad on other issues of concern to the Participaatr, WHBt AS, the Paticipob desire that the public fimde inveetumeest pool be entitled Local Government Invert east Ckaoperative (the 'C000pwative' and the Cooperative be managed and operated by a board of directors, whicb shall be an administrative agency steered under the Iatesiocd Ac4 WHERF.AS. each of tba Participants bas duly taken ail offmial action necessary and appropriate to become a party m this Agreement, including the adoption of a rewhdion; tow, THEREFORE, in omaideration of the premises and the mutual covenants and agreements contained besvin, the Participants mutually agree as follows: ARTICLE I Definitions and Rulers of Coushssction Seniors LOL Ddhddons. Except as otherwise provided in this Agreement, the capitalized terms used hernia shall heve the following meanings unless the contest otherwise requires: Amount - any account eutablisbed by a Participant Additional Party Agreement - a document substantia.Hy in the form attached hereto as an Appendix which, when attacbed to a copy of this Agreement and executed by an Authorized Representative of a Government Entity, constitutes a valid and binding counterpart of this Agreement and results in the Government Entity becoming a party to this Agreement. Adminislrator - The Trust Company of Texas, or any other person. farm or organization approved by the Board sad tinder contract to provide administrative assustance in connection with the management and operatim of the Cooperative. Advis w -The registered investment advisor or advisers selected by or at the direction of the Board to provide advice regarding investment of Cooperative assets purnuamt to this Agreement sad subject to applicable law. Authorized Invesamtmta - those investments which are authorized from time to time to be pwchasc+d, sold and invested in uadea PFIA or other applicable law mad hi Cher defined is the Investment Policies_ Aid mined Represeatadve - an individual authorized to execute documemts mad UU other necessary actions, p usumt to this Agreement, ea behalf of a Government Entity or other pearseo, farm or orgtmizttion, as evidenced by a duly adopted resolution or bylaw of the governing body of such Government Entity or other parson, farm or organization, a certified copy of which is on file with the Administrator. In the case of a Governamsst Entity that is a combination of political subdivisions tmder the Act, the Authorized Representatives of nay administrative agency appointed by such combination of political subdivisions shall be deemed to be Authorised Repmomtatives for such Government Entities. Board - the governing body of the C.00pemtive, )mows as The Board of Directors of Local Government Investment Cooperative. Bylam - with respect to the initial Participants, the proposed bylswa of the Board pea zaed to thaso, and sfkw cmatica of the Board, its bylaws, ss the same any be .mended from time to lima, subject to the roquireaaft of this Agreement. Cooperative - the public finds investment cooperative created pursuant to this Agreement. C.udodan - the m-ms selected by or at the direction of the Board to bave custody of all money, iavestrneota and otbar &sets of the Cooperative pursuant to this Agreement and abject to applicable law. Gen" Manager - Southwest Securities Group, Inc., or any other person, firm or organization which has contracted with the Board to provide gmerd managemmt services to the Board. Gowntrtmt Entity - a local government of dw State of Texas, as defined is the Iatarloat Act a a state agency, as defused in Section 771.002 of the Government Coda, including but not limited to in incorporated city of town. a county, a public school district, a district or authority crested under art.. M. SeWca 52(bXl) or (2) of the Taus Constitution, or art. XVI, Section 59 of the Texan Constitution, an institution of higher educstioe ss def zed by Section 61.003 of the Education Code, a hospital district, or a fresh water apply district - Information Stsdammt - the information statement or my other document distributed to Participants and potential Participants to provide them with a description of the manageaaeot and operation of the Cooperative, as the same troy be amended from time to time, subject to the requirements of this Agnsetneat_ WLerlocal Ad - the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code, as the maze may be amended from time to time. Investment OfTicer - one or more offices or employees of the Board designated as investaamt officers by the Board. Investment Policies - the written Investment Policies adopted mad approved by the Board sovernins investment and management of Cooperative ass is of different Portfolios, as the same may be amended from time to time, subject to the requirements of this Agreement. 'Marketing Representative' - Broker Transaction Services, Inc. or any other pecan, firm or organizadoo authorized by the Board to promote the Cooperative. Partkipamts - the Government Entities that are the initial parties to this Agreement and the Govo mment Entities which subsequently become parties to this Agreement. FFU - the Public Funds Investment Ad, Chapter 2256, Tana Government Coda, as the same may be amended !roam lima to time. Portfolio - a portfolio of assets in the Cooperative which are held separate from other assets of the Cooperative and which are invested with a defined investment objective which may be different from other Portfolios in the Cooperative, and in which a Participant may elect to invest its funds. State - the State of Teas. Units - equal propoi: ovate units of undivided beneficial interest in the assets of the Cooperative or of any Portfolio of the Cooperative from time to time, including factions of units as well as whole units. Sedioa 1.02 General Rules of Consbv ction- (a) Whenever in this Agreement the contest requires: (1) a reference to the singular number shall include the plural and vice vela; and (2) a word denoting sender shag be construed to include the masculine, feminine, and neuter. (b) The titles given to any article or secdoo of this Agreement are far coavenimce ally and are not intended to modify the article or awtion. ARTICLE It Crauioa of the Coopmative; Purpoee and Objective Section 2.OL Creation of the Board. (a) The initial Participants hereby agree to jointly invest their funds in a public funds inveestmant pool. to be known as local Government Investment Cooperative (the 'Cooperative') mnd to crams and establish a board of directors of the Cooperative (the •Board'). as an administrative agency pursuant to the Interioeal Ad, to supaavise the Cooperative. (b) The participants delegate to the Cooperative through its Board, the authority to hold legal title to and manage aH money. investmeats and other assets transferred to or acquired by the Cooperative pursuant to the laterlocal Act and this AQracment. (c) As an agency and iastrumeatality of the Participants, the Board shall have the authority to employ permonnal, engage in other administrative activities and provide other administrative services necessary to accomplish the purpose of this Agreemtat. Section 2.02. Purpose and Objective. (a) The first purpose of the Cooperative is to provide Government Entities with a variety of invaMocne vehicles to best suit their investment needs, with each Portfolio tailored to meet a specific investment need. (b) Tba seeaond purpose of the Cooperative is to provide Government Entities with a forum for dimussion of, and to provide edueatioo conowniag, investments and odier issues of caooers is public finance. In all cases, however. the Coopwative will bave tan Endowing ummommot objectives m ceder of priority: safety of pnompai: liquidity is accord== with the operating requiremtats of the Participants: and theIighest rate of return. (c) In order to accomplish the Cooperative's objective, each Participant agrees that tar money transf+arr d to a Portfolio within the Cooperative will be comminsled with other money trsntkrred to the Portfolio by otitis Participaatt: for the purpose of malvag Autbodud Investmeats, subject to the terms of this Agreemmt, the lovestment Policies and appbcabk law, thereby talaog advantage of leaves[meat opportunities and cost beocfits avasuas to Urger mvestom ARTICLE III Cooperadve Administration Section 3.OL The Board and the Bylaws (a) The business and affairs of the Cooperative shall be managed by the Board as governing body of the Cooperative. (b) The Board is =horito adopt Bylaws which d ail act foetb, among other things. the initial Board mashem the psvoadures goveraiiag the selection of the metabers of the Board, the pramdure for holding meetings, the election of officem mod other mutters mmmuy or desirable for governance by the Board, and the right of the Board, the General Mmmgw, and other cooaWtsats to be mda=fied for damages arising from their actions in amuctioa with the C',00pwatiw. By awafing this Aft, the Participant 000seots ao the Bylaws. By maintaining Rends in the Ccopeeratiw Afar say ameodmemt to the Bylaws bsaoaus effective, the Participant comments to the Bylaws. as amieadOL The Beard boa the right to amend any berm or provision of the Bylaws, provided that modes is no to each Participant at least 30 days prior to the effective date of any change which, is the opinion of than Board, is a material change to the Bylaws. Section 3.02. Powers and Duties of the Board. (a) Subject to applicable law and the terms of this Agreement, the Board shall have full and complem power to take all actions, do all things and execute all instruments sa it deems necessary or desirable in order to carry out, promote or advance the investment objective, interests and purposes of the Cooperative to the same exteert as if the Board was the aole and absolute owner of the Cooperative, (b) Tbs Board shall adopt and maintain Investment Policies, consistent with the general objective of the Cooperative, which shall provide more detailed guidelines for investment and management of Cooperative assets. By executing this Agreement, the initial Participants consent to the proposed Investment Policies, and the subsequent Participants e msew to the Investment Policies they in effect By VMintsir g farads in the Cooperative after my amendment to the Investment Policies becomes affective, the Part=pemt has consented to the Investment Policies, as amended. The Board shall. subjed to the terms of this Agreement, have the authority to amend soy term or provision of the Investmew Policies, provided that notices is soot to each Participant at least 30 days prior to the effective date of any change which, in the opinion of the Board, will have a material efTed an such Participant's investment in the Cooperative. (c) The Board shall adopt and maintain Operating Procedures. which shall provide morn detailed information oo the procedures for depositing and withdrawing foods from the Cooperative. By exeacutiag this Agreement, the initial Participants consent to the proposed Operating Procedures, and the mbsegtumt Particip uds eoosent to the Operating Procedures then in effect. By maintaining farads in the Cooperative agar any amendment to the Operating Procedures becomes of ectivee, the Participant has consented to the Operating Procedures. as amended. The Board shad. subject to the terms of this Agreement. have the authority to &mead say term or proviisioo of the Operating Proco&ww provided that notice is soot to mch Participant at least 30 days prior to the affective date of any change which, in the opWoo of the Board, will have a material effect oa such Participant's investment in the C.00peratim (d) The Board shall "pate one or moro Investmeat Officas for the Cooperative who shall be responsible for the investment of Cooperative assets, provided tW no person who is m officer of employee of a regional plrmaing commission, ooemcil of governments or sameLr rt gioad planing agency created pursuant to 391 of the Government Entity Code of the Stab shah be eligible to serve u an Investment Officer. (e) Tba Board shall prepare, of direct the pnpustion of as Wormatien Statement that describes beaw the Cooperauve will operate l aocordaaoe with the terms of this Agreement and the Investment Policies. Subject to the terms of this Agreement and the Investment Policies, the Information Statement may be amended or supplemented, notice of which wW be provided to Participants in accordance with the disclosure requirements of PFIA. (f) The Board albs!!. subject to the limitations eatsblisbed in the Umstmew Policies, have full and complete powers and authority to appoint a general manager and any other service providers deemed necessary or helpful in the operation of the Cooperative. (Y) The Board ,ball provide. dvougb peer review, seminars, computer mail syneau, or other means, information and educational opportunities to Participants on investing and on other issues in the area of public finance. (b) 'The Board ehall have full and complete power to use, or direct the use of, Cooperative aoeh for the following Purposes: (1) incur and pay any expenses which. is its opinion. are naxaauy or iaeidem41 to or proper for parrying out any of the purpoem of this Agrecamol; (2) reimburse others for the payment thereof; (3) pay appropriate compensation or fees to persons with whom the Cooperative has cowracted or transacted businew and (4) charge a Participant's Account for any special fees or expenses relatad specifically to tsaasectioos in such Account (i) The Board :ball have full power to compromise, arbitrate, or otherwise adjust claims is favor of or against this Cooperative. The Board shall cam financial statements to be prepared and maintained for the Cooperative and for such statemmlm to be audited anmully by as iadepeodent certified public accotenting firm- (k) The Berard may appoint a Genaal Manager to perform managerial services for the Cooperative, provided that then Board shall continue to overage the operation and management of the Cooperative and shad have the autbority to direct the General Manager to take or not take specific action on behalf of the Cooperative. (i) The anomendion of soy specific power or authority herein shall not be construed as limiting the geaeral power sad authority of the Boad over the Cooperative. Section 3.03. Liability. (a) Neither !ba Board. the Investment Officers, nor may officers, wployaw or board members of any of the forgoing shs9 be held liable for any action cc omission to ad on behalf of the Cooperative or the Participants uales caused by such persoa'a willful mimaduct. Mw C.00pernibm d" indemnify wid bold harmless (either directly or dirouA bon-mce) troy petsctn mfarod to in dais Secdm, to the extent permitted by law, for any and all litigation, claims or other proceedinp, including but not limited to ream" attorney fees. costs, judgments, aeaknW paymeW and Penalties arising out of tbs monagammt and operadcss of the Cooperative, unless the litiptim claim or other proosediag reatlted !from the willful misconduct of W& Psaoa. (b) Neither the General Manager, the Marl:ating Rgwwantstive. " Adminisiratax. the Adviaw, the Subadvim, the C ustodima, nor their affiliatesofficers, amployees or board members u1baU be bdd liable for any action or omission to act on behalf of the Cooperative at the Participants ualeas such y 1 failed to meet the standard of errs required undw its apeament relating to the Cooperative or acted with wWfisl—iwooduct.. The C.00perat ve shsU indemnify and hold harmless (either dii a4y or dmlb wwrimce) any pass referred to in this Section„ to the =tow permitted by law, for say sad aU litigation, claims or other proceedings, including but not limited to reasonable attorney fees. cover, Judgments, tettkonat Payments sad peasldes arising out of the management and operation of the Cooperative, unless do litigation, claim, at other procaedwS is adjudicated to hwm resulted from such pegonflaam to meet the standard of cars required under its agreement gelatin= to the Cooperative or its willful misconduct 10 (c) The iode ification provisions are described in more detail in the Bylaws. ARTICLE ry PbrticipatiAoa in the Cooperative Section 4.01. Eligibility. In order for a Government Entity to become a Participant and transfer money into the Cooperative, each of the following condition must be satisfied: (a) The Goverament Entity must adopt a resolution (1) authorizing it to become a Participant and approving this Agreement, (2) establishing the Board as an agency and inatrumemality of the Participant to supervise the Cooperative, (3) approving the investment policies of the Cooperative (as ameadod from time to time by the Board) and directing that coy conflicting local investment policies d all not apply to Cooperative investments of the Participant, (4) designating Authmized Representatives of the Participant, (5) designating the Investment Offwws appointed from time to time by the Board as the Participant's investment officers who shall be naspo m-z& for investing the Mara of Cooperative assets representing local funds of the Participant, and (6) designting the depository and custodian appointed from time to time by the Board as the Government Entity's depository and custodian for purposes of holding the share of Cooperative assets repeating funds of the Government Entity; and (b) The Government Entity must become a party to this Agreement by oxacutiag an Addidoaa[ Party Agreement and delivering the same to the Cooperative, together with a certified copy of the resolution referred to in aubaection (a) of this Section, an application in form and a stance satisfactory to the Board, and such other information as may be required by the Board. (c) No entity except a Government Entity may be a Participant. Mn Board shall have sole discretion to determine whether a Goverarnew Entity is eligible under Texas law to be a Participant and to designate categories of Government Entities eligible to be Participants in any Portfolio of the Cooperative. Secdoo CUL Pyarticipsat Ar+d =tt. (a) Mule available local lands of Participants may be commingled for purposes of common investment and operational efficiency, one or more separate Accounts for escb Participant in each Portfolio is the Cooperative dougnated by the Participant will be established in accordance with the Participant's application to join the Cooperative and maintained by tbs Cooperative. (b) Eml Participant shaU own an undivided beneficial interest is the assets in dw Portfolios in which it invests, cdcWated as described is the Investment Policies. (c) 'Loa Participant agrees that aU Cooperative fees sbaU be directly and automaaticaby assessed and charged against the Participant's Amount. The basic services fee shall be calculated as a raduciian in the daily income earned and only do net imam shaU be credited to the Pardcipsat's Account. Fens for special services @hall be cbwgad to each Participant's Mow= ss they in insured or performed. Use of Cooperative ascots for fees shall be made !morn Barre a revenues available to the Participant. Section 4.43. Reports. Mw Cooperative dmU submit a written report a Leas outs per montb to each Participant.. Sucb report will iadicte: (1) the balance in each Account of a P"aipaw as of the date of such repot, (2) yield information. (3) all account activity since the previous report, and (4) other information required by PFIA- Section 4.04. Termination. (a) A Participant may withdraw all funds from an Account in u000rdance with the Investment Policies and Ong Procedures. A Participant may cases to be a Participant under this Agreenwat, with or without cause, by providing written notice to the Cooperative at Lead 10 days priof to such termination. (b) The Board may terminate a Pasticipaw's participaum in this Agreement upon at leas 30 days notice if Texas Law changes so that such Participant is no longer entitled to join in an eligsble public Reds investment pool tinder PFIA, the Interlocal Act, or other applicable law. (e) Upon the vote of a majority of its full membership, the Board may order the taerminstion of this Agreement by directing that all outstanding operating iapames of the Cooperative be paid and remaining assets of the Cooperative be distnbtted to Participants in accord&= with their respective pro rats interests. ARMCLE V Competitive Assets Sectitm S.OL Cooperative its. Cooperative assets shall be invested end reinvested by the Cooperative only in Atthorimd Investments in axordw= with the Investment Policies. Section 5.01 Custody. All money. investments and assets of the Cooperative sha11 be held in the possession of the Custodian. AR71CiE VI Section f.OL S"Subt7ity. (a) If any pnwision of this Agreement shall be held at demod to be Moo, inoperative at iroenfonaabie, the same dwW not affect any other provisiaos 000tsined herein or render the acme inv bd, inoperative or unenforceable to any eatant wbateoever. (b) Any participation is this Agreement ot bznafar of assets to rho Cooperative mat a not qualified fix say reason shalt not terminate this Agreement at the participation of other Participants or otherwise adversely affba the Cooperative Section COL I.hni edw of Rkhts. 'Ibis Agrownwt does not txeass any right, title or interest far any peraod ether than the► Participants and any parson rrbo has a oontrad to provide servic a to the Cmperative, and nod=$ is or to be implied from this Agreement is intended or shall be cm an to give any other person any kVW of equitable right, resmady or claim under this Agreement. 12 Sadion 6.03. Examdon of Counterparts. This Atr ement may be executed in several separate oormte<pW, iodudinS by Additional Party Agreement, each of which shall be an original and all of whicb :ball canstitate one and the same instrummt. Section 6.04. Applimble Law. 'Ibis Agnwmeat dmU be governed by and construed in accordance with the laws of the State. Serxion 6.0S. Term. This Agreeroeat shall have an initial trim beginning with the effective date ant North below and ending March 31, 1995 and tball be automaticaUy renewed for one year on such date and each anniversary of such date, except with respect to any Government Entity that may have terminated itself m a Participant or as otherwise provided in Section 4.05. Section 6.06. Notices. Any notices or other infortmWoo required or permitted to be given bermum r shaU be mart: (a) to the Caoperativo as net forth in the Information Statement, and (b) to a Participant as ad forth is its application to become a Participant or as otherwise provided by written notice to the Administrator. Section 6.07. Entire Agrtemot; Aateadmarts. This Agreement rept+aa mm the entire agreement and understanding of the Participants. This Agreement may be amended with the approval of a msyority of the full nmdmship of the Bard, provided that notice of any much amendment is seas to aU Participants at leant 60 days prior to the effective date thereof. IN 'WITNESS V41EREOF the initial parties bereto bave caused this Agreement to be executed. Fort Bend Caumty Name of Government Entity By: Is/ Kadky H Attthori2md Repraaaatative Kathy 'RDM. Camty Treasurer Printed Name and Title &I -.II.! f By: Id rm Ben3ea Authorized Repremeotative —Jim Berzina. Call Manager Printed Name and Title Additional Party Agreement The Government Entity of the State of Texas named below, acting by and through the undersigned Authorized Repre=tative, hereby agrees to become a party to that certain Interlocal Agreement to which this page is attached, and thereby become a Participant in the Local Government Investment Cooperative, subject to all of the terms and provisions of such Agreement. The undersigned hereby represents that it is a Government Entity as defined in such Agreement. Executed this day of , 19_. Local Government Investment Cooperative By: LOGIC Administrator Printed Nance and Tale Name of Government Entity By: Authorized Representative Printed Name and Title 14 InterOffice Memo To: Betty Johnson, City Secretta��ryyy,, From: Robert Massengale r� Date: May 15, 1995 Subject: Relationship with LOGIC Betty, This memo is to document that I have a relationship with LOGIC (Local Government Investment Corporative) for referrals fees on certain assigned accounts. The City of Lubbock is not an assigned account to me, and I will not participate in referral fees on the agreement that is proposed with the City of Lubbock and will be considered on the agenda for May 23, 1996. cc: Bob Cass City Manager RECEIVED � MAY 17 1996 CITY SECRG?;, iRY 7001 Preston Road Suite 300 Dallas, Texas 75205 Telephone: 800-TX-LOGIC (800-893-6442) Fax:214-522-7667 May 20, 1996 Betty Johnson City Secretary City of Lubbock P.O. Box 2000 Lubbock, Texas 79457 Dear Ms. Johnson: This letter is to confirm that Mr. Robert Massengale has a relationship with LOGIC (Local Government Investment Cooperative) to be paid referral fees for assisting local governments in the enrollment of LOGIC as an investment alternative. In the event that the City of Lubbock participates in the LOGIC program, Mr. Massengale will not receive a referral fee due to his existing relationship with the City of Lubbock. Sincerely, Patrick Shinkle Vice President cc: Bob Cass City Manager [-14-EC,tIVED MAY 2 2 996 I CtTjr SCI-14-i11\:Y LUBBOCK, I D(AS Managed by Southwest Securities Group, Inc.