THIS PROFESSIONAL SERVICES CONTRACT, made and entered into this 1st day of August, 2020 (the “Contract”), by and between the CITY OF TEMPE, ARIZONA, hereinafter referred to as the “City”, and PFM ASSET MANAGEMENT LLC, hereinafter referred to as the “Consultant”.
WHEREAS, Arizona Revised Statutes Sections 11-952 and 41-2632 allow public agencies to engage in cooperative purchasing agreements and intergovernmental agreements and contracts; and
WHEREAS, the Consultant heretofore entered into a City of Mesa Contract No. 2015006 Investment Management Services, Pursuant to Solicitation, dated as of July 29, 2015 (as amended from time to time, the “City of Mesa Contract”), with the City of Mesa, Arizona (the “City of Mesa”) pursuant to a procurement process conducted by the City of Mesa through a request for proposals; and
WHEREAS, the City of Mesa Contract permitted the Consultant to grant other governmental agencies access to the City of Mesa Contract for cooperative purchasing; and
WHEREAS, on or about September 15, 2015, the City requested, and the Consultant consented to, the City’s participation in the City of Mesa Contract; and
WHEREAS, in connection therewith, the Consultant performed investment advisory services for the City of the type specified in the City of Mesa Contract, and the City compensated the Consultant in accordance with the fee schedule set forth in the City of Mesa Contract; and
WHEREAS, the City of Mesa Contract by its original terms expires on July 31, 2020; and
WHEREAS, the Consultant heretofore entered into an AGREEMENT FOR SERVICES, Agreement No. 2018-1302-0228 MUNIS #319000154, dated as of June 21, 2018 (the “Original Town of Xxxxxxx Agreement”), with the Town of Gilbert, Arizona (the “Town of Xxxxxxx”) pursuant to a procurement process conducted by the Town of Xxxxxxx through a request for proposals; and
WHEREAS, the Town of Xxxxxxx Agreement permits the Consultant to grant other governmental agencies access to the Town of Xxxxxxx Agreement for cooperative purchasing; and
WHEREAS, the Town of Xxxxxxx and the Consultant have entered into a RENEWAL OF XXXXXXX CONTRACT 2018-1302-0228 Munis 319000154, dated as of May 14, 2020 (the “First Amendment,” and with the Original Town of Xxxxxxx Agreement, the “Town of Xxxxxxx Agreement”) extending the term of the Town of Xxxxxxx Agreement through June 30, 2022; and
WHEREAS, the City has requested, and the Consultant consented to, the City’s participation in the Town of Xxxxxxx Agreement, effective August 1, 2020; and
NOW THEREFORE, in consideration of the mutual promises and obligations set forth herein, the parties hereto agree as follows:
1 CONTRACT DOCUMENTS
The Town of Xxxxxxx Agreement is hereby incorporated by reference into this Contract. References in the Town of Xxxxxxx Agreement to “Xxxxxxx” shall be deemed to refer to the City. Where the terms of this Contract and the Town of Xxxxxxx Agreement are at variance, the provisions of this Contract shall prevail.
2 SERVICE DESCRIPTION
The Consultant shall perform discretionary investment management services, as more described on Exhibit A hereto.
3 FEE SCHEDULE
Consultant shall be paid according to the schedule attached hereto as Exhibit B.
Billing shall be on a monthly basis on the average assets under management for the month. Monthly invoices shall be sent to the City for approval, and the fees will be deducted from the portfolio custodial account.
Amounts indicated in this Section 3 represent the entire amounts payable under this Contract. Any additional charges must be approved by the City prior to payment.
4 TERM AND TERMINATION
The term of this Contract shall commence on the date hereof and shall continue through June 30, 2022, unless terminated, cancelled or extended in accordance with the provisions set forth in the Town of Xxxxxxx Agreement. Thereafter, the City shall be able to renew its contract with the Consultant for one additional two (2) year renewal term, effective July 1, 2022 through June 30, 2024, predicated upon the Town of Xxxxxxx exercising such available two (2) year renewal option under the Town of Xxxxxxx Agreement, specifically Subsection 1.5. Agreement Term; Renewal.
5 ENTIRE AGREEMENT
This Contract (which, for the avoidance of doubt, includes the Town of Xxxxxxx Agreement) constitutes the entire understanding of the parties and supersedes all previous representations, written or oral, with respect to the services specified herein. This Contract may not be modified or amended except by a written document, signed by authorized representatives of each party.
Any amendment, modification or variation from the terms of this Contract shall be in writing and shall be effective only after approval of all parties signing the original Contract.
Services covered by this Contract shall not be assigned or sublet in whole or in part without the prior written consent of the City.
All notices or demands required to be given pursuant to the terms of this Contract shall be given to the other party in writing, delivered by hand or registered or certified mail, at the addresses set forth below, or to such other address as the parties may substitute by written notice given in the manner prescribed in this paragraph.
In the case of the Consultant:
Xxxxxxx Xxx Managing Director
PFM Asset Management LLC 0000 Xxxx Xxx Xxxx Xxxxxxxx, XX 00000
In the case of the City:
Xxxxx, XX 00000
Notices shall be deemed received on date delivered, if delivered by hand, and on the delivery date indicated on receipt if delivered by certified or registered mail.
This Contract may be executed in one or more counterparts, and each originally executed duplicate counterpart of this Contract shall be deemed to possess the full force and effect of the original.
The captions used in this Contract are solely for the convenience of the parties, do not constitute a part of this Contract and are not to be used to construe or interpret this Contract.
If any term or provision of this Contract shall be found to be illegal or unenforceable, then notwithstanding such illegality or unenforceability, this Contract shall remain in full force and effect and such term or provision shall be deemed to be deleted.
12 RATIFICATION AND CONFIRMATION
The performance by the Consultant of investment advisory services for the City under the provisions of the City of Mesa Contract any the payment by the City for such services are hereby ratified and confirmed.
IN WITNESS WHEREOF, the parties below have executed this Contract as of the date first written above.
CITY OF TEMPE
PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF TEMPE, ARIZONA, this
day of , 20 .
Xxxxx X. Xxxxx, Mayor
Xxxxx X. Xxxxx, City Clerk
APPROVED AS TO FORM:
Xxxxxx X. Xxxxxxx, City Attorney
PFM ASSET MANAGEMENT LLC
Xxxxxxx Xxx, Managing Director
TOWN OF XXXXXXX AGREEMENT
AGREEMENT FOR SERVICES, Agreement No. 2018-1302-0228 MUNIS #319000154, dated as of June 21, 2018, as amended by a RENEWAL OF XXXXXXX CONTRACT 2018-1302-0228
Munis 319000154, dated as of May 14, 2020
COMPENSATION / FEE SCHEDULE