R08-150
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1 I RESOLUTION NO. R08- '50
2
3 A RESOLUTION OF THE CITY COMMISSION OF THE
4 CITY OF BOYNTON BEACH, FLORIDA, APPROVING
5 AND AUTHORIZING EXECUTION OF AGREEMENTS
6 TO DESIGNATE ADDITIONAL DEPOSITORY
7 INSTITUTIONS FOR THE CITY OF BOYNTON BEACH;
8 AMENDING THE SIGNATURE RESOLUTION FOR ALL
9 CITY ACCOUNTS; AND PROVIDING AN EFFECTIVE
10 DATE.
11
12 WHEREAS, the City of Boynton Beach is experiencing declining interest rates on its
13 investments over the past year where current money market rates so the financial staff
14 members along with the City's Financial advisor solicited alternate authorized investments
15 under the City's Investment Policy considering safety, liquidity and yield, in that order; and
16 WHEREAS, RBC Bank (USA), TD Bank, N.A., 1st Community Bank of America and
17 CNLBank have Certificates of Deposit with rates of 2.65 - 2.95% for a "laddered" duration
18 of six (6) to twenty-four (24) months; and
19 WHEREAS, the City Commission of the City of Boynton Beach approved Resolution
20 No. R08-00 1, designating specified individuals as authorized signatories on City accounts at
21 Bank of America; and
22 WHEREAS, due to the hiring of Tim Howard, Deputy Director of Financial Services
23 and Anthony Davidson, Assistant to the Director of Financial Services, it is necessary to add
24 hem as authorized signatories on all City accounts; and
25 WHEREAS, the City Commission of the City of Boynton Beach, hereby deems it to
26 e in the best interests of the citizens and residents of the City of Boynton Beach, to approve
27 d authorize the execution of Agreements and have them certified by the City Clerk to
28 esignate RBC Bank (USA), TD Bank, N.A., 1 st Community Bank of America and CNL Bank
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1 as additional depository institutions for funds for the City of Boynton Beach and to approve
2 Mayor Jerry Taylor, Kurt Bressner, City Manager, E. Barrett Atwood, Sr., Director of
3 Financial Services, Tim Howard, Deputy Director of Financial Services and Anthony
4 Davidson, Assistant to the Director of Financial Services as authorized representatives and
5 signatories for all the City's bank institutions.
6 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
7 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
8 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
9 being true and correct and are hereby made a specific part of this Resolution upon adoption
10 hereof.
11 Section 2. The City Commission of the City of Boynton Beach, hereby approves
12 and authorizes the execution of Agreements and have them certified by the City Clerk to
13 designate RBC Bank (USA), TD Bank, N.A., 1 st Community Bank of America and CNL Bank
14 as additional depository institutions for funds for the City of Boynton Beach
15 Section 3. Resolution No. R08-001, is hereby amended to provide that the
16 following individuals are designated as authorized signatories on all City accounts:
17 Mayor Jerry Taylor
18 Kurt Bressner, City Manager
19 E. Barrett Atwood, Sr., Director of Financial Services
20 Tim Howard, Deputy Director of Financial Services
21 Anthony Davidson, Assistant to the Director of Financial Services
22
23 Section 4. This Resolution shall become effective immediately upon passage.
24
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1 PASSED AND ADOPTED this ~ day of December, 2008.
2
3 CITY OF BOYNTON BEACH, FLORIDA
4 ~?Jii~
5
6
7
8
9 ~ROdrig
10
11
12 Commissioner - Ronald We}
13 !d "f 1L
14 ..~,
15 4L/~
16 ~.....".
17
18 Commissioner - Marlene Ross
19 ATTEST:
20 'tn. ~
21
22 M. Prainito, CMC
23 Clerk
24
25
26 (Corporate Seal)
27
28
:\CA\RESO\Agreements\Adding Despositories and Authorizing Signatories. doc
. RBC Bank'" [(.08- '50
Resolution And Agreement
For DefXJsit Account and Bank/Corporate Services
This Resolution and Agreement is submitted by City of Boynton Beach
(hereinafter referred to as the "Customer") designating RBC Bank (USA) as a depository institution for the Customer.
o If checked here, the Customer also operates under or is usually identified by a trade name, as follows:
The Customer is duly organized and operates as a: Public Funds
BE IT HEREBY RESOLVED, AUTHORIZED AND AGREED THAT RBC Bank (USA) (hereinafter "Bank") be, and it hereby
is, designated as a depository institution for the funds of the Customer.
1. FURTHER RESOLVED, that any and all types of deposit accounts, including without limitation checking, savings,
time, certificate receipts and certificates of deposit, and any other accounts may be opened in the Customer's name with the Bank
in accordance with the applicable rules and regulations for such accounts.
2. FURTHER RESOLVED, that anyone of the persons named below in this paragraph 2 (hereinafter referred to as
"Authorized Representatives") is HEREBY AUTHORIZED, on behalf of the Customer and in its name or trade name, if
applicable, to sign checks, drafts, notes, bills of exchange, acceptances, certificate receipts, certificates of deposit or other orders
for the payment of money relating to any account(s) in the Customer's name for which they have also signed the deposit
agreement and/or signature card; to endorse checks, notes, bills, certificate receipts, certificates of deposit or other instruments
owned or held by the Customer for deposit with the Bank or for collection or discount by the Bank relating to any account(s) in
the Customer's name for which they have also signed the deposit agreement and/or signature card; to accept drafts, acceptances
and other instruments payable at the Bank; to place orders with the Bank for the purchase and sale of foreign currencies on behalf
of the Customer to deliver, cash, negotiate, obtain payment on or present any check, note, bill, draft or other instrument made or
drawn to or endorsed by the Customer, and to waive presentment, demand, protest, notice of protest or notice of dishonor of any
check, note, bill, draft or other instrument made or drawn to or endorsed by the Customer; to initiate or cause the initiation of
electronic fund transfers through any access device (e.g., debit card, credit card, code) issued by the Bank or authorized by the
Bank relating to any account(s) in the Customer's name for which they also signed the deposit agreement and/or signature card.
TlUS SECTION MUST BE COMPLETED, (Please print or type.)
Names of Authorized Representatives Title
.;Terry Taylor M?-yor
Kurt Bressner City Manager
E. Barrett Atwood Sr. Director of Finance
Tim Howard Deputy Director of Finance
Anthony Davidson Assistant to the Director of F inanc~
(These Authorized Representatives most also sign a deposit agreement andlor signature card.)
3. FURTHER RESOLVED, that Bank may payor honor any of the instruments described in paragraph 2 above cashed,
drawn against or deposited to any account in the Customer's name or otherwise charged against the Customer by any or all
individuals whomsoever, whether authorized or unauthorized, who shall make use of a sample or other facsimile signature or
endorsement bcarin t e Customer' name or trade name, if applicable, and indicated on the signature card or below:
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4. J!1JRTHER RESOLVED, that, the Bank may cash checks, drafts or money orders payable to cash or to the Customer
(irrespective of any special or restrictive endorsement thereon) when endorsed by an Authorized Representative in his or her
individual capacity or representative capacity, and, further, that any Authorized Representative may from time to time designate
in writing to Bank any other officers, employees, agents or persons who are authorized to cash checks payable in or to initiate
electronic fund transfers in the Customer's name or trade name, if applicable, which authorization, unless limited by its terms,
shall remain in effect until a written notice signed by any Authorized Representative is received by the Bank at the same office to
which the original authorization was delivered.
5. FURTHER RESOLVED, that the Bank be, and it hereby is. authorized to honor, receive, certify or pay all instruments
signed in accordance with the foregoing resolutions or electronic fund transfer initiated in accordance with the foregoing
resolutions, even though drawn to cash, drawn or endorsed to the order of an Authorized Representative signing the same, or
tendered by him or her for cash, in payment of the individual obligation of such Authorized Representative or for deposit to his
or her personal account, and the Bank shall not be required or be under any obligation to inquire as to the circumstances of the
issuance or use of any instrument signed in accordance with the foregoing resolutions or electronic fund transfer initiated in
accordance with the foregoing resolutions, or the application or disposition of such instrument or the proceeds of such instrument
or electronic fund transfer.
6. FURTHER RESOLVED, that, any Authorized Representative is authorized to execute a Safe Deposit Agreement, the terms
of which are hereby incorporated by reference, by and between the Customer and the Bank,
7. FURTHER RESOLVE!), that, any Authorized Representative is authori7.ed to execute a Night Depository Agreement, the
terms of whiCh are hereby incorporated by reference, by and between the Customer and the Bank and is authorized to appoint
agents to receive. open and process the contents of night depository bags and to revoke the appointment of such agents.
Cl'<.'RESOLF. (2(Xl7n2)
8. FURTHER RESOLVED, that, in connection with electronic nmd transfers authorized in the foregoing resolutions, any
Authorized Representative is authori2:ed to execute an Electronic Funds Tl'3Dsfer Agreement, if required or otherwise requested
by Bank,the terms of which a."'e hereby incorporated by reference, by and between the Customer and the Bank and is Itllhorl%ed
\0 designate" Authorized Age:llS" thCt'eUnder on Authorization Forms supplied by the Bank, FURTHER RESOLVED, that in
connection with electronic fund U'lIIISfers, the Bank may from time to time (i) issue a <lebil card or other lICCtaS device to any
Authorized Representative, such debit card or other access <levice to be in the name of the Customer and have printed thereon the
name of the Authorized Representative, (ii) designate an Authorized Representarive as the person authorized to ICCesll any funds,
redeem any points or other rewarda Which may be earned and pooled under the Custol11Cl'" name from time to tUne as a result of
elcctrQnic fund transfen through use of debit carda and other access devices issued by the Bank to Authorized Repraentatives,
and (iii) undertake or refrain ft'Om undenaking an)' and all other acts Of actions with respect to electronic fund transfers
authorized under the resolutions as the BUlk may deem necessary or approprlate.
9, fURTHER RESOLVED, that, any Authorized Representative is authorized to execute a Casb Management Agm:rnent,
Master Repurthase Agreement, and Sweep Service Agreement, the terms of which agn:ement(s) is/are hereby incorponted by
reference, by and between the Customer and the Bank.
10. FURTHER RESOLVED, that, any Authorized Reptesentative, or such other persons as may be named by an Authorized
Representative by wrinen notice to the Bank, are authorized to place verbal orders for the purChase of RBC BllIk (USA)
commercial paper, pursuanl to the terms and conditioll3 of the RBe Bank (USA) Unsecured Muter Notes Terms Set fonh on
each Confirmation, which terms are incorporated herein by reference, or putcllase of Repurthase ApeeIlIet1l1 for the account of
the Customer, Unless limited by its terms, the authorization of other persons 10 act under this plll1lgnpb 10 sball remain in effect
until a written notice signed by any Authorized Representative is received by the Bank at the same office to which the original
authorization was delivered.
1/, F1JRTHER RF..50LVED, that, any Authorized Representative is authorized to execute the Bank's Indemnity Agreement or
other agreement required by thc Bank to induce Bank to replace a lost check, instrument or security as describecf tberein.
12. F1JRTHER RES01.VEO, that the Bank is authorized to obtain information from OlexSystems or any otb.ct PartY conterning
the Customer's previous b1Inlong depollit relatiooships. and the Bank may provide information 10 such services collCeI1ling the
Customer's 1ICC0ums with the Bank.
13. FURTlUi:R RF..50LVED , that, any Authorized Representative is authorized to execute a RBe Bank: Online Money
Management Enrollment Agreemcut or other agreement for the use of either Quicktn. MicrolOft Moneye or Quickbooo-
software, or for use of any other internet, web banking at other online service offered from time to time by the Bank, including,
without limitation, online transfers, online bill payment and online ICCOWlt aggregation. Customer acltnowledgC$ that paymetlts
and transfers of funds may be made electronically through an online netWOrk to whicb personal computer(s) will be connected
and that one or more access passwords aDdIor personal identification numbers (PINs) will be provided to or selected by an
Authorized Representative in order to control access and provide security to Customer's accounts and to the netWOrk system.
Further distribution and security of the access passwords and PINs will be the responsibility of that Authorized Representative,
FURTIlER RESOLVEO, that Customer IISSUJI1eS all responsibility for security of aoftware, access passwords and PINs and
agrees to protect them from use by unauthorized pcl'llODa, and that Customer agrees to illl1emnify and hold Bank harmless from
any and all damages and costs and expense&, including without limitation rellliODable anomey's fees, incurred or tJCTCCivcd to be
incurred resulting from unauthorized internet, web banking or other online use of any of CuscoJl1er's accoWlts.
14. FURTHER RESOLVED, that this Resolution and Agreement, and each resolution herein, shall be continuing in DlltUrC and
is within the scope and powers provided in the Customer's governing documents (wfIetl1er they be articles of incorporation,
by-laws, partnership agrmncnt or other agn!ementJ or roles governing the Customer); that if any material change therein shall
occur or if any change in owncrsl1.ip or organization of the O1Stomer shall occur, or if tbert shall be 8 change in any of !be
Authorized Representatives D8I\1ed above, the Secmary or an Aasistant Secretary (if the Customer is 8 corporation) or a manager
or managing partlleT, apllt or repreaentative (if the Customer is other than a corporalion) sbaU immediately certify such d1Il\geS
to the Bank by submission of a new Resolution and Agreement and deposit agreement and/or sigMNn: car<! for any WXOUIIt(S)
thereby affected; that the Bank shall be fully protected in relying on such certifications and shall be indemnified and lIVed
hannless from any claims. demands, expensC$. loss or damage, including without limitation reasonable attorney's fees, resulting
from, or growing out of, honOring such certifications or refusing to honor any notice not properly cerrified; that receipt of such
certification shall not affect any aaion taken by lhe Bank: prior thereto in reliance on thia Resolution and Agreement; and thaI in
the event of any dispute pertaining to any account(a) of the Customer, the Bank's records sball govern,
15. FVR'THER JUlSOl,VED. r.hat, if the Customer is a corporation, the Secretary or an Assurant Secretary be, and hereby is,
authorized and directed to cenify thcsc resolutions to the Bank and further to cenify that the provisiolll hereof arc in confonnity
to the Customer's chancr and by.laws, APPROVED AS TO FORM:
"\ C.
!
CITY AlTORNEy
FOR SOLE PROPRIETORS, VNlNCORPORATED ASSOCIATIONS AND OTHER TYPES
I hereby certify tbat I am the owner or a managing agent, representative or trustee Qf the Customer named .oove
in this Resotution and Ag~ment; that the abo\'e is a true copy of resolutions duty adopted by myself or the govetUlng
body of the Customer in accordance with procedures which have been duly adopted to govern the Customer; and that
such resolutions are in full forc~ and effect and have not been amended or rescinded.
In witnCS$ whereof, I have hereunto set my hand and seal (on behlllf of the Customer;f not an individual), this
day of -
(SEAL)
Title:
The City of Boynton Beach
City Clerk's Office
100 E BOYNTON BEACH BLVD
BOYNTON BEACH FL 33435
(561) 742-6060
FAX: (561) 742-6090
e-mail: prainitoj@ci.boynton-beach.fl.us
www.boynton-beach.org
MEMORANDUM
TO: Barry Atwood
Finance Director
FROM: Janet M. Prainito
City Clerk
DATE: December 29, 2008
SUBJECT: R08-1S0 - RBC Bank Resolution and Agreement for Deposit
Account and Bank/Corporate Services
Attached for your handling is the fully executed oriqinal agreement mentioned above
and a copy of the Resolution. Since the document has been fully executed, I have
retained one copy for Central File.
Thank you.
~Yn. p~
Attachments (2)
c: Central File
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