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HomeMy WebLinkAbout2013-04-23 Workshop & Regular Meeting PacketCITY COUNCIL MEETING SIGN IN SHEET DATE: Please sign -in as a record of attendance. All persons desiring to address the council are requested to sign below and fill out an Opinion/Speaker Registration Form. Please hand the Opinion/Speaker Registration Forin to the City Secretary prior to the start of the City Council Meeting. NAME ADDRESS Welcome to the city corrancif meet€rig.. Yoi.rr preserTcE and part1cfpatforT are appreciate . -feu may make your opinfon knowin on an issue andfor register to - speak to the Mayor and City Council-. Rease tum €Ms form In at the staff-tabie,fo he ferwarc[ed to the Mayor. Please step to the pn6um as szorr as you are reoog€ ized by the Mayor- and state ynur name and address before h"eg umn.g your presentation, If you have wrt` n notes or other mate6 I you wish €€�- present the to Mayor and Gounoff, please €urn(sh are extra c9py for the offcfai files_ A i arrre: address: C/7J/4) Af 4r/ G4 ielep�€�rca i��r�h�r �s�: Regardr`r�g �ge�da ltetrt t��. �o�"oil fVt"eetir�� Via: E � nor t�tr�er�fis_ �� E�aoi€ i� r�aoessa€� .l v�is� fo adcira�s the l�tia�ar ar�d Cif �otrncii. (PLEASE LIMIT COMMENTS TO 3 MINUTES) I l de not wish to address the Mayor and City Council, but do- Wish fa. reg[ster Y{OUR.} HOMETOW N CITY OF ANNA AGENDA NOTICE -CITY COUNCIL WORKSHOP Apri123, 2013 6:30 p.m. —Anna City Hall Administration Building The City Council of the City of Anna will meet in Workshop Session at 6:30 p.m., April 23, 2013, at the Anna City Hall Administration Building, located at 111 North Powell Parkway (Hwy 5), regarding the following items. 1. Call to Order 2. Roli Call and Establishment of Quorum. 3. CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter 551, the City Council may enter into closed session to discuss any items listed or referenced on this agenda under the following exceptions: a. consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071). b. Discuss or deliberate personnel matters (Tex. Gov't Code §551.074); discussion regarding City Attorney Annual Review. The council further reserves the right to enter into executive session at any time throughout any duly noticed meeting under any applicable exception to the Open Meetings Act. 4. Consider/Discuss/Action on any items listed on posted agenda for April 23, 2013 City of Anna City Council Regular Meeting or any Closed Session occurring during this Workshop, as necessary. 5. Adjourn. 1. The Council may vote and/or act upon each of the items listed in this agenda. 2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. 3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924- 3325 two working days prior to the meeting so that appropriate arrangements can be made. 04-2343 CC Regular Meeting Agenda.doc 1 Posted 04-19-13 This IS to certify that I, Natha Willcison, City Secretary, posted this agenda at a place readily accessible to the public at the Anna City Hall and on the City Hall bulletin board at or before 5*00 p.m., April 19, 2013. 14 WW"J" Natha Wilkison, City Secretary 1. The Council may vote and/or act upon each of the items listed in this agenda. 2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. 3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924- 3325 two working days prior to the meeting so that appropriate arrangements can be made. 04-23-13 CC Regular Meeting Agenda.doc 2 Posted 04-19-13 �w Y{OUR,} HOMETOW N CITY OF ANNA AGENDA NOTICE —CITY COUNCIL REGULAR MEETING April 23I 2013 7:30 p.m. —Anna City Hall Administration Building The City Council of the City of Anna will meet in Regular Session at 7:30 p.m., Apri123, 2013, at the Anna City Hall Administration Building, located at 111 North Powell Parkway (Hwy 5), to consider the following items. Welcome to the City Council Meeting. Please sign the Sign -In -Sheet as a record of attendance. If you wish to speak on an open -session agenda item please fill out the Opinion/Speaker Registration Form and turn it in to the City Secretary before the meeting starts. 1. Call to Order. 2. Invocation and Pledge of Allegiance. 3. Citizen comments. Citizens are allowed 3 minutes to speak. The Council is unable to respond to or discuss any issues that are brought up during this section that are not on the agenda, other than to make statements of specific factual information in response to a citizen's inquiry or to recite existing policy in response to the inquiry. 4. Receive reports from Staff or the City Council about items of community interest. Items of community interest include: expl essions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen (but not including a change in status of a person's public office or public employment); a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; and announcements involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. 1. The Council may vote and/or act upon each of the items listed in this agenda. 2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. 3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924- 3325 two working days prior to the meeting so that appropriate arrangements can be made. 04-23-13 CC Regular Meeting Agenda.doc 3 Posted 04-19-13 5. Consent Items. These items consist of non -controversial or "housekeeping" items required by lam. Items may be considered individually by any Council member making such request prior to a motion and vote on the Consent Items. a. Approve City Council Regular Minutes of April 9, 2013. b. Proclamation declaring May 2013 Motorcycle Safety and Awareness Month, 6. Consider/Discuss/Action adopting an Ordinance ordering a June 15, 2013 Special Election to Fill a Vacancy, Place 6. (City Council) 7. Consider/Discuss/Action approving a Resolution awarding and authorizing execution of a new Primary Bank Depository Service Contract. (Clayton Fulton) 8. Consider/Discuss/Action regarding an Ordinance amending the Anna City Code of Ordinances by amending Part II, Article 49, Section 2.06; Rereading Meters. (Clayton Fulton) 9. Consider/Discuss/Action regarding a Resolution approving Change Order No. 1 and Change Order No. 2 to the contract with Quality Excavation for the FM 455 Utility Relocation Project. (City Manager) 10. Briefing/Discussion regarding financial credit ratings. (Clayton Fulton) 11. Briefing/Discussion regarding needs for City facilities and office space. (City Manager) 12. Briefing/Discussion regarding construction status of Slayter Creels Park, Phase II. (Maurice Schwanke) 13. CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter 551, the City Council may enter into closed session to discuss any items listed or referenced on this agenda under the following exceptions: a. consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071). b. Discuss or deliberate personnel matters (Tex. Gov't Code §551.074); discussion regarding City Attorney Annual Review. I. The Council may vote and/or act upon each of the items listed in this agenda. 2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. 3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924- 3325 two working days prior to the meeting so that appropriate arrangements can be made. 04-2343 CC Regular Meeting Agenda.doc 4 Posted 04-19-13 The council further reserves the right to enter into executive session at any time throughout any duly noticed meeting under any applicable exception to the Open Meetings Act. 14. Consider/Discuss/Action on any items listed on posted agenda for April 23, 2013 City of Anna Workshop Session or any closed session occurring during this Regular Meeting, as necessary. 15. Adjourn. This is to certify that I, Natha Wilkison, City Secretary, posted this agenda at a place readily accessible to the public at the Anna City Hall and on the City Hall bulletin board at or before 5:00 p.m. April 19, 2013. Natha Wilkison, City Secretary I. The Council may vote and/or act upon each of the items listed in this agenda. 2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meeting Act. 3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924- 3325 two working days prior to the meeting so that appropriate arrangements can be made. 04-23-13 CC Regular Meeting Agenda.doc 5 Posted 04-19-13 Council Meeting: April 23, 2013 Account Code #: N/A Budgeted Amount: N/A AGENDA SUBJECT: SUMMARY: RECOMMENDATION: Call to order. Item No. I City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Philip Sanders Date Prepared: 4-18-13 Exhibits: ❑Yes ❑ No Council Meeting: Apri123, 2013 Account Code #: N/A Item No. 2 City Secretary's use only City of Anna City Council Agenda ALL U Staff Contact: Philip Sanders Date Prepared: 4-18a13 Budgeted Amount: N/A Exhibits: ❑Yes AGENDA SUBJECT: Invocation and Pledge of Allegiance. SUMMARY: RECOMMENDATION: ❑ No Council Meeting: April 23, 2013 Account Code #: N/A Budgeted Amount:, 1:1 Item No. 3 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Philip Sanders Date Prepared: 4-18-13 Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Citizen Comments. Citizens are allowed 3 minutes to speak. The Council is unable to respond to or discuss any issues that are brought up during this section that are not on the agenda, other than to make statements of specific factual information in response to a citizen's inquiry or to recite existing policy in response to the inquiry. SUMMARY: RECOMMENDATION: Council Meeting: April 23, 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 4 City Secretary's use only City of Anna City Council Agenda all Report Staff Contact: Philip Sanders Date Prepared: 4-18-13 Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Receive reports from Staff or the City Council about items of community interest. Items of community interest include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary )r salutary recognition of a public official, public employee, or other citizen (but not including a change in status of a person's public office or public employment); a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; and announcements involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Meeting: Apri123I 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 5 a - b City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Philip Sanders Date Prepared: 4-18�13 Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Consent Items. These items consist of non -controversial or 'housekeeping" items required by law. Items may be considered individually by any Council member making such request prior to a motion and vote on the Consent Items. a. Approve City Council Regular Minutes of April 9, 2013. b. Proclamation declaring May 2013 Motorcycle Safety and Awareness Month. RECOMMENDATION: Staff recommends approval of the consent items. MINUTES OF CITY OF ANNA AGENDA NOTICE -CITY COUNCIL WORKSHOP April 9, 2013 6:30 p.m. —Anna City Hall Administration Building The City Council of the City of Anna met in Workshop Session at 6:30 p.m., April 9, 2013, at the Anna City Hall Administration Building, located at III North Powell Parkway (Hwy 5), regarding the following items. 1. Call to Order. Mayor Mike Crist called the meeting to order at 6:30 pm. 2. Roll Call and Establishment of Quorum. Mayor Mike Crist and Council Members James T. Cook, John Geren, Nathan Bryan and Becky Glover were present. Council Member Lauren Lovato arrived 6:55 pm. Council Member John Hopewell was absent. Council Member Geren made the motion to enter closed session at 632 pm. Council Member over seconded the motion. Motion passes. AYE 5 NAY 0 ABSTAIN 0 Formatted: Justified Formatted: Justified 3. CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter 551, Formatted: Justified Lite City Council may enter into closed session to discuss any items listed or referenced on this agenda under the following exceptions: a. consult with legal counsel regarding pending or contemplated• litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071); discussion regarding legal aspects of a contract for park improvements, b. discuss or deliberate personnel matters (Tex. Gov't Code §551.074); Discussion regarding filling Public Works Director Position. Formatted: Justified, Indent: Left: 1", Tab stops: 1.2s". Left +Not at 1" The council further reserves the right to enter into executive session at Formatted: Justified, Indent: Left: 0.7s", any time throughout any duly noticed meeting under any applicable First line: o°, Tab stops: os^, Left + Not at exception to the Open Meetings Act. Council Member Geren made the motion to return to open session at 7:08 pm. Mayor Crist seconded the motion. Motion passes. 04-09-13 CC Regular bteeting Minutes.doc 1 04-09-13 4. Consider/Discuss/Action on any items listed on posted agenda for April 9, Formatted: Justified 2013 City of Anna City Council Regular Meeting or any Closed Session occurring during this Workshop, as necessary. Council Member Geren made the motion to take no action. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 5. Adjourn. Formatted: Justified Mayor Crist made the motion to adjourn at 7:09 pm. Council Member Bryan seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 ATTEST: APPROVED: Natha Wilkison, City Secretary Mike Crist, Mayor Formatted: Justified 04-09-I3 CC Regular Meeting Minutes.doc 2 04-09-13 MINUTES OF CITY OF ANNA AGENDA NOTICE —CITY COUNCIL REGULAR MEETING April 9, 2013 7:30 p.m. — Anna City Hall Administration Building The City Council of the City of Anna met in Regular Session at 7:30 p.m., April 9, 2013, it the Anna City Hall Administration Building, located at 111 North Powell Parkway (Hwy 5), to consider the following items. Yl�elcome to the City Coiaicil d�teeting. attendance. If you ivish to speak on an Opinion/Speaker Registration Form an meeting starts. 1. Call to Order. Please sign the Sign-br-Sheet cis a record of open -session agenda item please f /I out the d turn it in to the City Secretary before the Mayor Mike Crist called the meeting to order at 7:30 pm. 2. Invocation and Pledge of Allegiance. Mayor Crist gave the invocation. 3. Citizen comments. Citizens are allowed 3 mirirites to spealr. The Council is unable to respond to or discuss any issues that nre brought irp during this section that are not on the agenda, other than to make statements of specific factual information in response to a citizen's inquiry or to recite avisting policy in response to the inquiry. Tom Miller thanked City Staff for taking care of pot holes and for addressing Daft to clean up around their tracks. 4. Receive reports from Staff or the City Council about items of community interest. Ue»is of community interest include: expressions of thanlrs, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen (but not including a change in status of a person Is public office or public eniployment); a reminder about an upcoming event organized or sponsored by the governing body; inforiation regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a meinber of the governing body or an official or eniployee of the inunicipality, and announcements involving an imminent threat to the public Health and safety of people in the municipality that has arisen after the posting of the agenda. None 04-09-13 CC Regular D4eeting Minutes.doc 3 04-09-13 5. Consent Items. These ite»rs consist of norr-controversial or "housekeeping" items required by law. Items may be considered indiwdually by any Council member making such request prior to a motion and vote on the Consent Items. a. Approve City Council Regular Minutes of March 26, 2013. b. Approve North Pointe Amenity Site and Landscape Plan. (Maurice Schwanke) c. Approve McDonalds Site and Landscape Plan. (Maurice Schwanke) d. Proclamation regarding Click It or Ticket. (Chief Jenks) Council Member Cook made the motion to approve. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 6. Consider/Discuss/Action regarding approval of Oalc Hollow Phases 6/7 Preliminary Plat. (Maurice Schwanke) Maurice Schwanke, Director of Planning and Development presented the item to council and answered questions. Council Member• Glover made the motion to approve. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 Formatted: Indent: Left: 0.75", No bullets or 7. Consider/Discuss/Action approving a Resolution regarding the awarding numbering of a contract for Phase lof the Surface Water Blending Project. (City Manager) Philip Sanders, City Manager presented the item to council and answered questions. Council Member Glover made the motion to approve. Council Member Bryan seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 8. Consider/Discuss/Action approving a Resolution regarding Greater Texoma Utility Authority (GTUA) Indemnity Agreement. (City Manager) Philip Sanders, City Manager presented the item to council and answered questions. Council Member Geren made the motion to approve. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 04-09-13 CC Regular Meeting Minutes.doc 4 04-09-13 9. Consider/Discuss/Action app►oving a Resolution authorizing purchase of park property on FM 455. (City Manager) City Manager, Philip Sanders presented the item to council and answered questions. Council Member Glover made the motion to approve. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 10. Consider/Discuss/Action adopting an Ordinance authorizing the City to place a lien against an owner's property for delinquent bills for municipal utility service to the property. (Clayton Fulton) Clayton Fulton, Director of Finance presented the item to council and answered questions. Mayor Crist made the motion to approve. Council Member Bryan seconded the motion. AYE 5 NAY 1 (CM Cook) ABSTAIN 0 11. Consider/Discuss/Action regarding the resignation of City Council member, Place 6. (City Council) Mayor Crist presented the item to council. Council Member Geren made the motion to accept. Council Member Lovato seconded the motion. Motion passes. AYE 3 NAY 2 (CM Cook &Bryan) ABSTAIN 0 12. Presentation to Council Member Glover for her years of service on An City Council. (City Council) Mayor Crist presented a certificate of appreciation for her service on City Council. Council did not enter closed session at this time. 13. 14. 15. Second reading of a Resolution authorizing the Anna Community Development Corporation to undertake a project including a funding reimbursement agreement Nvith Anna 455 Commercial LP for the temporary funding of certain improvements and reimbursement of said funding. (Jessica Perkins) 16. Consider/Discuss/Action regarding a resolution authorizing the Anna Community Development Corporation to undertake a project including a 04-09-13CCReaularMeetingMinutes.doc 5 04-09-13 Formatted: Indent: Left: 0.75", No bullets or numbering —� Formatted: Indent: Left: 0.75", No bullets or I numbering I funding and reimbursement agreement with Anna 455 Commercial, LP for the temporary funding of certain improvements and reimbursement of said funding. (Jessica Perkins) 17. (a) Public Hearing: To consider public comments regarding an amendment to Anna's Master Thoroughfare Plan/Comprehensive Plan on areas commonly known as "Anna Town Center". (Maurice Schwanke) (b) Consider/Discuss/Action regarding an ordinance amending Anna's Master Thoroughfare Plan/Comprehensive Plan along areas commonly known as "Anna Town Center". (Maurice Schwanke) 18. (a) Public Hearing: To consider public comment on a request by Bobby L. Samuel III, representative for the "Anna Town Center No. 5/HSLT, LTD" requesting an amendment to Zoning Ordinance No. 129-2004, changing the zoning from SF-72 (Single Family Residential) to C4 (Restricted Commercial). The tract contains approximately 10 acres. The entire property is generally located East of South Powell Parkway and North of County Road 422. (Maurice Schwanke) (b) Consider/Discuss/Action regarding an ordinance amending Zoning Ordinance No. 129-2004, changing the zoning from SF42 (Single Family Residential) to C4 (Restricted Commercial). The tract contains approximately 10 acres. The entire property is generally located East of South Powell Parkway and North of County road 422. (Maurice Schwanke) 19. Review Draft Budget Calendar. (Clayton Fulton) 20. Consider/Discuss/Action regarding a Resolution authorizing the donation of a Anna Fire Department vehicle to Helping Hands. (Chief Gothard) 21. Consider/Discuss/Action regarding an appointment to the Anna Fire and Rescue Auxiliary Association. (Chief Gothard) 22.13. CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter 551, the City Council may enter into closed session to discuss any items listed or referenced on this agenda under the following exceptions: a. consult with legal counsel regarding pending or contemplated• litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071); discussion regarding legal aspects of a contract for park improvements. 04-09-13 CC Regular Meeting Minutes.doc 6 04-09-13 Formatted: Numbered + Level: 2 + Numbering Style: a, b, c, ... +Start at: 1 + Alignment: Left +Aligned at: 1.06" +Tab after: 1.31" + Indent at: 1.31" a.b. Discuss o►• deliberate personnel matters (Tex. Gov't Code §551.074); Discussion regarding filling Public Works Director Position.. The council further reserves the right to enter into executive session at Formatted: Indent: Left: 0.75" any time throughout any duly noticed meeting under any applicable exception to the Open Meetings Act. 23.14. Consider/Discuss/Action on any items listed on posted agenda for April 9, 2013 City of Anna Workshop Session or any closed session occurring during this Regular Meeting, as necessary. Council Member Glover made the motion to take no action. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 24.15. Adjourn. Council Member Glover made the motion to adjourn at 8:00 pm. Mayor Crist seconded the motion. Motion passes. AYE 6 NAY 0 ABSTAIN 0 ATTEST: APPROVED: Natha Wilkison, City Secretary Mike Crist, Mayor 04-09-13 CC Regular Ivfeeting Minutes.doc 7 04-09-13 Item No. 5 (b) City Secretary's use only i City of Anna City Council Agenda an Report 3iOMETOWN Council Meeting: Apri123, 2013 Staff Contact: City SecretarX Account Code #: N/A Date Prepared: 4-18-13 Budgeted Amount: N/A Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Proclamation declaring May 2013 Motorcycle Safety and Awareness Month. SUMMARY: I was contacted by Jeffery Henzler who asked for the Mayor's blessing to have Anna proclaim May as Motorcycle Safety Awareness month. Their goal is to ensure that the citizens are made aware that the motorcycle population is growing at a phenomenal rate and they wish to boost the community's awareness of motorcycles. CITY OF ANNA, TEXAS PROCLAMATION MOTORCYCLE SAFETYAND AWARENESS MONTH WHEREAS, today's society is finding more citizens involved in motorcycling on the roads of our country; and WHEREAS, motorcyclists are roughly unprotected and therefore more prone to injury or death in a crash than other vehicle drivers; and WHEREAS, campaigns have helped inform riders and motorists alike on motorcycle safety issues to reduce motorcycle related risks, injuries, and, most of all, fatalities, through a comprehensive approach to motorcycle safety; and WHEREAS, it is the responsibility of all who put themselves behind the wheel, to become aware of motorcyclists, regarding them with the same respect as any other vehicle traveling the highways of this country; and it is the responsibility of riders and motorists alike to obey all traffic laws and safety rules; and WHEREAS, urging all citizens of our community to become aware of the inherent danger invohved in operating a motorcycle, and for riders and motorists alike to give each other the mutual respect they deserve; NOW, THEREFORE I, Mike Crist, Mayor of the City of Anna, Texas do hereby proclaim the month of May, as Motorcycle Safety and Awareness Month in this city. Further, I urge all residents to do their part to increase safety and awareness in our community. IN WITNESS WHEREOF, I have set my hand and caused the Seal of the City to be affixed this 23rd day of April in the year 2013. Mike Cr°ist, Mayor° Y{ovat �ioMa�zowx Council Meeting: Apri123, 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 6 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: City Council Date Prepared: 4-18-13 Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Consider/Discuss/Action adopting an Ordinance ordering a June 15, 2013 Special Election to fill a vacancy, Place 6. (City Council) SUMMARY: With the resignation of Council Member Glover a Special Election to fill a vacancy, Place 6 will need to be ordered. We have 120 days to order and hold the special election according to the election code. The County Elections Administration will be holding their Run-off elections from the May 11, 2013 General Elections on June 15, 2013. We can hold our Special Election during this Run-off Election period. Joining with them will help reduce the cost of running the election. The specifics of the election are spelled out in the attached ordinance. RECOMMENDATION: Staff recommends approval of the ordinance ordering a June 15, 2013 Special Election to sill a vacancy, Place 6. CITY OF ANNA, TEXAS ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, CALLING A SPECIAL ELECTION FOR JUNE 159 20139 TO ELECT ONE COUNCIL MEMBER TO FILL THE UNEXPIRED TERM CREATED BY THE VACANCY IN THE OFFICE OF COUNCIL MEMBER PLACE 6; DESIGNATING POLLING PLACE; APPOINTING THE EARLY VOTING CLERK; AND PROVIDING FOR NOTICE AND PUBLICATION OF THE ELECTION, WHEREAS, the Texas Constitution and the City of Anna, Texas Home -Rule Charter ("Charter"), as adopted on May 7, 2005, and amended on November 4, 2008 and May 12, 2012, requires that a special election be called and held within 120 days to fill a vacancy created by a vacancy on the City Council; and, WHEREAS, City Council Place 6 became vacant when the Place 6 incumbent resigned at the end of the April 9, 2013 City Council Meeting of the City of Anna, Texas; and WHEREAS, the Texas Constitution and the Charter require that one Council member be elected by the qualified voters for the remainder of the unexpired term of Council Place 6; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS: SECTION 1. That a special election is hereby ordered to be held on Saturday, June 15, 20135 between the hours of 7:00 a.m. and 7:00 p.mo in accordance with the applicable provisions of the Texas Election Code, and the Charter, as amended. SECTION 2. That an election be held for the purpose of electing a person to fill City Council Place 6 for an unexpired term ending on May 8, 2016, as prescribed by the Charter. SECTION 3. That candidates for City Council Place 6 position may file for the position beginning April 25, 2013 after the adoption of this Ordinance and until 5:00 p.m. on May 15, 2013. SECTION 4. That the City of Anna City Administration Building, 111 N. Powell Parkway, Anna, Texas is hereby designated as the early voting polling place for said election. Ord. -2013 Ordering Special Election June 15, 2013 to Fill a Vacancy Place 6.doc 1 04-23-13 SECTION 5. That the City of Anna City Administration Building, 111 N. Powell Parkway, Anna, Texas is hereby designated as the election day polling place for said election. SECTION 6. That the method of voting to be used in the special election on Saturday, June 15, 2013, be touch screen devices with Diebold's ACCUVOTE TS R6v.4.6.4 direct recording devices (DRE's) for early voting and election day and paper ballots for early voting by mail. SECTION 7. That the City of Anna, Texas City Secretary is hereby appointed Early Voting Clerk for the purpose of conducting early voting for the special election. SECTION S. That early voting by personal appearance be conducted on weekdays that are not legal holidays beginning Wednesday, May 29, 2013 and shall close on Tuesday, June 11, 2013. During the lawful early voting by personal appearance period the City Secretary shall keep the designated early voting polling place open for early voting as follows: Wednesday May 29, 2013 8:00 a.m. to 5:00 p.m. Thursday, May 30, 2013 8:00 a.m. to 5:00 p.m. Friday May 31, 2013 8:00 a.m. to 5:00 p.m. Monday June 3, 2013 8:00 a.m. to 5#00 p.m. Tuesday June 452013 8*00 a.m. to 5:00 p.m. Wednesday June 5, 2013 8:00 a.m. to 5:00 p.m. Thursday June 6, 2013 8:00 a.m. to 5:00 p.m. Friday June 7, 2013 8:00 a.m. to 5:00 p.m. Monday June 10, 2013 7:00 a.m. to 7:00 p.m. Tuesday June 11, 2013 7900 a.m. to 7900 p.m. SECTION 9. That the official canvass, by the City Council, will be held, if feasible on Tuesday, June 25, 2013 in the Council Chamber, or another date that is not earlier than the third day after the election or later than the llth day after the election. SECTION 10. That this Ordinance shall be published at least one time, not more than 30 days nor less than 10 days before the election in the McKinney Courier Gazette. SECTION 11. That a copy of this Ordinance be posted on the bulletin board used for posting notices of the meetings of the City Council at least twenty-one (21) days before election day. SECTION 12. That a copy of this Ordinance be delivered to the Collin County Cleric not later than the 60t1' day before Election Day. Ord. -2013 Ordering Special Election June 15, 2013 to Fill a Vacancy Place 6.doc 2 04-23-13 SECTION 13. All election materials shall be printed in both English and Spanish to the extent required by law. PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, ON THIS THE 23rd DAY OF APRIL, 2013. ATTEST: Natha Willcison, City Secretary APPROVED: Mike Crist, Mayor Ord. -2013 Ordering Special Election June 15, 2013 to Fill a Vacancy Place 6.doc 3 04-23-13 a� n Item No. 7 City Secretary's use only City of Anna City Council Agenda all Report Council Meeting: Apri123, 2013 Staff Contact: Clayton Fulton Account Code #: N/A Date Prepared: 4/17/13 Budgeted Amount: N/A Exhibits: Q Yes ❑ No AGENDA SUBJECT: Consider/Discuss/Action approving a Resolution awarding and authorizing execution of a new Primary Bank Depository Services Contract. SUMMARY: The contract for the City of Anna's Primary Banlc Depository Services Contract with Independent Bank expires on June 1, 2013. The City retained the services of Valley View Consulting to advertise for and evaluate applications for a new Primary Bank Depository Services Contract. With the help of Valley View consulting, the City advertised a request for applications to banks within 7 miles from City Hall. This action resulted in 4 banks being invited to bid (Independent Bank, Texas Star Bank, Landmark Bank, First National Bank of Trenton). Only one bank, Independent Bank, submitted an application. Landmark Bank provided an official letter of declination. Texas Star Bank and First National Bank of Trenton did not provide any official response. Although only one bank responded, staff believes the process provided a competitive environment. This is evidenced by the quality of the application received from Independent Bank. Details of the evaluation are available in the attached report from Valley View. However, the primary reasons for recommending Independent Bank are listed below: • No fee contract with no minimum balance • Broader services are included within the scope of the application • Higher potential interest earnings o Currently the accounts earn 0.45%, the highest tier of the Index Fund Money Market Account o Independent Bank proposed keeping that rate plus an additional 0.15% o While the highest tier Index Fund rate is variable, the 0.15% rate is fixed. • We have a known relationship with Independent Bank Item No. 7 City Secretary's use only • The City can avoid the time and expense another round of applications and transiting to a new bank RECOMMENDATION: Staff recommends that, subject to approval of the form by the City's legal counsel, the Council approve the Resolution awarding the Primary Bank Depository Services Contract to Independent Bank and authorizes the City Manager to execute the same CITY OF ANNA, TEXAS RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANGER TO ACT ON THE CITY'S BEHALF IN EXECUTING A CONTRACT FOR PRIMARY BANK DEPOSITORY SERVICES WITH INDEPENDENT BANK WHEREAS, the State of Texas Local Government Code: Chapter 105 Municipal Depository Act; Chapter 176 Conflict of Interest Act; Chapter 2256 Public Funds Investment Act; and Chapter 2257 Public Funds Collateral Act established the process for selecting a depository bank; and, WHEREAS, resolution 2013-02-06 of the City of Anna (City) authorized bids to be received from financial institutions located outside the City; and, WHEREAS, the City received only one proposal from Independent Bank; and, WHEREAS, staff has reviewed the proposal submitted by Independent Bank in concert with Valley View Consulting and recommends that the contract be awarded to Independent Bank; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS THAT: Section 1. Recitals Incorporated The recitals set forth above are incorporated herein for all purposes as if set forth in full. Section 2. Approval and Authorization of Contract The City Council hereby approves the Contract attached hereto as Exhibit 1, subject to approval as to form by the City Attorney, for Primary Bank Depository Services and authorizes the City Manager's execution of same. The City Manager is hereby authorized to execute all documents and to take all other actions necessary to finalize, act under, and enforce the contract. PASSED by the City Council of the City of Anna, Texas, on this 23rd day of April, 2013. ATTEST: Natha Wilkison, City Secretary APPROVED: Mike Crist, Mayor Res. 2013-04- Awarding Bank Depository Contract.doc PAGE 1 OF 1 04-23-13 DEPOSITORY SERVICES CONTRACT THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS. COUNTY OF COLLIN § The following provisions shall constitute an agreement (hereinafter referred to as this Contract") between the City of Anna, Texas, a municipal corporation (hereinafter referred to as "the City"), and Independent Bank of Anna (hereinafter referred to as "the Bank"), which shall hereby serve as primary bank depository for the City for the period of June 1, 2013 through May 31, 2015. WITNESSETH: 1. The Bank shall act as the primary depository of the City. The Bank must, during the term of this Contract, provide sufficient security for all funds deposited by the City with the Bank, as required under the provisions of V.T.C.A., Local Government Code, Section 105.031, et. seq. and Texas Government Code, Chapter 2257 and in accordance with the Tri-Party Safekeeping Agreement Between the City of Anna, Independent Bank, and Independent Banker's Bank (hereinafter referred to as the "Tri- Party Agreement"), which is attached hereto as Exhibit 1. The Bank must fully execute and cause the Custodian to fully execute the TrkParty Agreement and deliver same to the City as a condition of this Contract. 2. As the depository of the City, the Bank shall: (a) keep the municipal funds covered by this Contract; (b) perform all duties and obligations imposed on the Bank by law, under this Contract, and under the Tri-Party Agreement; (c) pay on presentation all checks drawn and properly payable on a demand deposit account with the Bank; (d) pay all transfers properly payable as directed by the designated officer of the City; (e) provide and maintain security at the level required by law; and (f) account for municipal funds and collateral as required by law. 3. Additionally, the Bank shall maintain receipts, expenditures, and balances of all of the City's accounts with the Bank, and shall prepare for the City a monthly report of such accounts and any individual fund balances not later than the tenth day of the following month. The Bank shall also provide the City with periodic reconciliation reports. 4. Reference is hereby made to the Bank's March 18, 2013 proposal for contract (hereinafter referred to as "the Bank's Proposal"), which is attached hereto as Exhibit 2 and made a part of this Contract for all purposes. However, to the extent of any conflict between any of the provisions of the Bank's Proposal and this Contract, the conflicting provisions of this Contract shall prevail. Further, to the extent of any conflict DEPOSITORY SERVICES CONTRACT Page 1 of 3 between any of the provisions the Banks Proposal and the Tri-Party Agreement, the conflicting provisions of the Tri-Party Agreement shall prevail. To the extent of any conflict between any of the provisions this Contract and the Tri-Party Agreement, the conflicting provisions of the Tri-Party Agreement shall prevail. 5. This Contract may not be changed, varied, or altered except by an instrument in writing, duly executed on behalf of the City and the Bank. Any suit brought in connection with this Contract shall be tried in Collin County, Texas, and every obligation arising from this Contract shall be performable in Collin County, Texas. 6. Upon expiration of the original two-year term of this Contract, the parties may renew this Contract for subsequent one-year terms up to a maximum of three years after the expiration of the original term. Such one-year renewals shall occur provided that the City gives notice to the Bank of such renewal within 90 days of the expiration of the original term (or within 90 days of the expiration of any subsequent term) and the Bank does not terminate this Contract in accordance with the applicable termination provisions of this Contract or the Tri-Party Agreement. IN TESTIMONY WHEREOF, the instrument, in duplicate originals of equal force, has been executed on behalf of the Bank on this the day of 2013, and has been executed on behalf of the City by its City Manager, and attested by its City Secretary, pursuant to authorization by resolution of its City Council on the day of 2013. ATTEST: Natha Wilkison, City Secretary CITY OF ANNA, TEXAS By: Philip Sanders, City Manager DEPOSITORY SERVICES CONTRACT Page 2 of 3 INDEPENDENT BANK By: ATTEST: Jan Webb, Executive Vice President Johnny Bratcher, President DEPOSITORY SERVICES CONTRACT Page 3 of 3 TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK This Tri-Party Safekeeping Agreement Between the City of Anna, Independent Bank, and Independent Banker's Bank (this "Agreement"), is made and entered into on this day of 2013 by and among the City of Anna, Texas, a home -rule municipality duly incorporated under the laws of the State of Texas (hereinafter referred to as "the City"), Independent Bank, a State banking association, duly organized and authorized by law to do banking business in the State of Texas (hereinafter referred to as "the Bank"), and TIB — The Independent Banker's Bank, a State banking association duly organized and authorized by law to do banking business in the State of Texas (hereinafter referred to as "the Custodian"), with all three of said parties sometimes referred to collectively herein as the "Parties." The City and the Bank have entered into a Depository Service Contract. The City hereby designates the Bank as a depository for certain accounts in the name of the City, and such accounts shall be opened by the City designating the accounts and making deposits therein and the Bank accepting said deposits. The City shall have the right and power to determine and designate the character and amount of all funds on deposit with the Bank. Deposits of the City shall never be the subject of any garnishment or attachment and the Bank shall not recognize any attempt to garnish or attach same or be a party to such action. The rights of the Bank set forth herein are not exclusive, and the City has and reserves the right to select and use such other depositories as the City may in its sole discretion decide. Bank statements, canceled checks, check registers, deposit slips, debit and credit notices, reconciliations, notices of interest earned, and any other related documentation, or images thereof, shall be retained by the Bank for a period of seven years after the date of receipt of the items or such longer period of time as may be required by applicable law, rule, or regulation. The Bank shall maintain separate, accurate and complete records relating to all deposits and transactions of the City (including all deposits of money and other assets, the collateral or substitute collateral pledged to secure such deposits and all transactions relating to the collateral or substitute collateral), and shall make available to the City at any reasonable time during the term of this Agreement all records, books, and supporting documents, or images thereof, pertaining to the City 's accounts and transactions made with or through the Bank or with the Bank's assistance. The Custodian shall maintain separate, accurate and complete records relating to all securities received on behalf of the City or the Bank pursuant to this Agreement, as well as all transactions related to such securities. The City shall have the right to examine, audit, inspect, or make copies of any and all of such records, books, documents, and images held by or for the Bank or the Custodian at any reasonable time. II. The Bank and the City, by execution of this Agreement, hereby designate the Custodian, an independent third -party bank, to hold in trust, according to the terms and conditions of this Agreement, any necessary collateral and substitute collateral, which may be required under this Agreement and the Custodian by execution of this Agreement hereby accepts such designation. Such collateral and substitute collateral shall be held in an account maintained by the Custodian in the name of the Bank and subject to the control of the City, all in accordance with the terms and conditions of this Agreement, any security agreement, and any other agreement mutually agreed to with the Custodian to document such relationship. TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 1 of 7 The Bank shall cause the Custodian to accept the said collateral and hold the same in trust for the purposes herein stated, in a separate joint safekeeping account with the Custodian, the City, and the Bank, to be managed in accordance with the terms hereof, any applicable laws, and any security agreement between the City, the Custodian, and the Bank. All funds on deposit with the Bank to the credit of the City in the amount above the Federal Deposit Insurance Corporation (or its successor) ("FDIC") insurance limit shall be secured by collateral (or substitute collateral) as provided for in the City's Investment Policy and the Public Funds Collateral Act (Texas Government Code Chapter 2257), as the same may be amended or superseded, in the Charter or ordinances of the City and in other applicable law, and upon which the City shall have first and prior lien, and the City shall have a perfected security interest in such collateral (or substitute collateral). The Bank, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby grants a security interest in and a pledge and assignment of: (a) any and all collateral or substitute collateral from time to time held by the Custodian, delivered by the Bank to the Custodian pursuant to this Agreement the collateral or substitute collateral to be identified on the Custodian's books as held for the account of the City or jointly for the account of the Bank and the City, together with (b) the products and Proceeds of the foregoing and any substitutions or replacements, therefore, whenever acquired and wherever located to the City, in order to secure the payment when due, of the Deposits pursuant to this Agreement. For purposes hereof: (a) "Proceeds" means any principal or interest payments or other distributions made in connection with collateral, substitute collateral and anything acquired upon the sale, lease, license, exchange, or other disposition of same, and (b) "Deposits" means all Deposits by the City in the Bank, including all accrued interest thereon, that are available for uses generally permitted by the Bank to the City for actually and finally collected funds under agreement between the City and the Bank and the Bank's policies. Collateral or substitute collateral shall consist only of Eligible Securities. "Eligible Securities" shall include: (1) obligations of the U.S. Government, its agencies and instrumentalities, including mortgage - backed securities but only those that pass the bank test; and (2) obligations of the State of Texas or agencies, counties, cities, or other political subdivisions in the State of Texas rated at least AA as to investment quality by at least two nationally recognized rating agencies. The said collateral or substitute collateral shall be kept and retained by the Custodian in trust in an account maintained in the name of the Bank or jointly for the account of the Bank and the City and subject to the control of the City, so long as the depositor relationship between the Bank and the City shall exist hereunder, and thereafter so long as any portion of any deposit made by the City with the Bank hereunder shall have not been properly paid out by the Bank to the City or on its order. IV. The total market value of the collateral (which includes accrued interest or income) securing the City's Deposits will be in an amount at least equal to 102% of such Deposits plus the amount of any accrued interest thereon and less the amount that such Deposits are insured by FDIC (the "Required Collateral Value"). The Bank will be liable for the monitoring and maintaining of the required collateral levels at all times. The Bank will be liable for the monitoring and maintaining of Required Collateral Value levels at all times. The market price on such collateral will be provided by the Custodian. But the City, at its expense, may at anytime obtain its own evaluation from an independent, generally recognized pricing source. The final determination of such market value shall be at the discretion of the City, whose decision shall be final and binding so long as the market value comes from a pricing source widely accepted in the banking industry. TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 2 of 7 If the aggregate market value of collateral or substitute collateral held by the Custodian at any time does not equal or exceed the Required Collateral Value, the Bank shall provide Eligible Securities within that business day to bring the total aggregate market value equal to the Required Collateral Value and shall notify the City in writing within that same period of the additional collateral. The Bank may substitute Eligible Secues for any of the Eligible Securities held by the Custodian at any time by providing the Custodian with a withdrawal notice signed by an authorized representative of both the Bank and the City, provided that the market value of the collateral following such substitution would equal or exceed the Required Collateral Value. Substitutions require the City's written consent and new collateral shall be received by the Custodian before existing collateral is released. To the extent that consent is required, the City agrees that it shall not be unreasonably withheld so long as the substitution would equal or exceed the Required Collateral Value. The City will notify the Bank as soon as is practicable if large deposits are going to be made so that sufficient collateral may be pledged on a timely basis. The City will also notify the Bank as soon as is practicable if large withdrawals are going to be made that would reduce the amount of collateral pledged and will not unreasonably withhold the release of the collateral. V. The Custodian shall permit the City or its independent auditors) to examine the collateral or substitute collateral in the presence of the appropriate official of the Custodian at any time during normal business hours. If the City or its independent auditor(s) examine the collateral (or substitute collateral) more frequently than two times during the City's fiscal year, the City must reimburse the Bank reasonable costs and expenses associated with having appropriate officials attend the additional examination(s) and the cost of making the collateral and records related thereto available for examination as to each examination after the fourth annual examination. VI. If the Bank shall desire to sell or otherwise dispose of any one or more of such collateral so deposited with the Custodian, it may, with prior written approval of the City, substitute for any one or more of such collateral other collateral of the same market value and of the character authorized herein, which said right of substitution shall remain in full force and be exercised by the Bank as often as it may desire to sell or otherwise dispose of any such collateral; provided, however, that at all times the initial aggregate amount of such collateral or substituted collateral deposited with the Custodian shall always be such that it meets the Required Collateral Value. If at any time the aggregate amount of such collateral so deposited with the Custodian is less than the Required Collateral Value, then in that event, bank shall immediately deposit with the Custodian additional collateral as may be necessary to meet the Required Collateral Value. VII. If at any time the market value of said collateral shall be or become more than 102% of the total amount of City funds on deposit with the Bank, the Bank through its authorized representative may request in writing approval from the City that certain collateral be released from the pledge to bring the total to 102%. Approval shall not be unreasonably withheld. All substitutions, releases, and additional pledges of collateral pursuant to the terms hereof of any security agreement shall be completed at the earliest time possible. Approval may be provided by the City Manager or his or her written designee. TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 3 of 7 vul. The Custodian shall promptly provide the City with safekeeping or trust receipts covering all collateral and substitute collateral and clearly marked that said collateral is "Pledged to the City of Anna, Texas." The Bank shall also maintain records relating to all such collateral held for the benefit of the City, and shall provide monthly, and more frequently if requested by the City, a complete report with an itemized list of the City's deposits and of the collateral and the value thereof. IX. Should the Bank fail at any time to pay immediately and satisfy upon presentation any check, draft, or voucher lawfully drawn upon any demand deposit, or fail at any time to pay and satisfy, when due, any check, transfer, maturity or interest, draft or voucher lawfully drawn against or due the City regarding any other deposits or holding, or in case the Bank becomes insolvent or is closed (for any reason other than a normal business practice) or in any material manner breaches its agreements with the City, it shall be the duty of the Custodian upon demand of the City (supported by proper evidence of any of the above listed circumstances), to surrender the collateral to the City, which may sell all or any part of such collateral and out of the proceeds therefrom recover all damages and losses sustained by it, together with all expenses of any kind and every kind incurred by the City on account of such failure or insolvency, or sale, accounting to the Bank for the remainder, if any, of said proceeds or collateral remaining unsold. X. The Bank shall send to the City, on an annual basis, audited financial statements including a letter as to its "fair representation" of the City. For the term of the Agreement, the City designates the City Manager or his or her written designees) as authorized to represent and act for the City in any and all matters pertaining to this Agreement, Which individuals may be modified by the City Manager or the City Council. It is the intention of the Parties that the covenants and agreements, terms and conditions hereof shall extend to the entire period and any optional renewal periods, during which the Bank shall act as depository for the City. Either the Bank or the City shall have the right to terminate this Agreement at any time and for any reason, prior to the expiration hereof, by giving at least 60 days prior written notice to the other party of its election to do so. When the relationship of the City and the Bank shall have ceased to exist, and when the Bank has paid out all deposits of the City to the City, the Custodian shall, upon notification by the City, which shall be promptly given, release all collateral to the Bank. Notwithstanding the foregoing or any other provision of this Agreement, if the Bank shall sell, assign, transfer, pledge, or otherwise convey (together, "Conveyance") the Agreement or any of its rights, duties, or obligations hereunder, the City, at its sole election, shall have a period of 45 days from and after the City's receipt from the Bank or other person or entity of written notice of such Conveyance to terminate this Agreement; if the City elects to terminate this Agreement within such period, such termination shall be effective upon delivery of written notice without the giving of further or additional notice. TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 4 of 7 XIII. The Bank makes the following material representations of fact: (a) The Bank is the sole legal and actual owner of the securities or of a beneficial interest in the securities utilized to collateralize deposits, and such securities will be pledged to the City and held by the Custodian in accordance with this Agreement; (b) Other than the security interest granted to the City herein, no other security interest has been, nor will be, granted in the securities utilized to collateralized the City's deposits; (c) All of the City's accounts are and will continue to be insured to the regulatory limits by the FDIC; (d) This Agreement has been approved by the Bank in accordance with the Financial Institutions Reform Recovery and Enforcement Act of 1989, as amended, to the extent same applies to this Agreement, and in accordance with customary bank practices for the approval of such accounts, in this case by a Resolution of the Bank's Board of Directors or by the Bank's Loan Committee with the power to approve such depository accounts, and such approval is binding on the Bank; (e) The Custodian is an entity wholly independent of the Bank and is not —and during the term of this Agreement shall not become —owned in whole or part by the Bank's holding company, and; (f) Within 10 business days of any Conveyance, the Bank shall provide written notice to the City of same. XIV. This Agreement is binding on the Parties, their successors and assigns. Within 10 business days after its execution of this Agreement, the Bank shall deliver to the City: (1) a certified copy of excerpts from the minutes of a meeting of the Loan Committee and/or Board of Directors of the Bank, properly authorizing the Bank to enter into this Agreement and the Depository Service Contract; (2) a certified copy of the resolution or resolutions of the Bank's Board of Directors or the Bank's Loan Committee that authorized the Bank's officer(s) that signed this Agreement and the Depository Service Contract to bind the bank to said instruments; and (3) a certification that this Agreement, the Depository Service Contract, and the above -referenced resolution(s) and minutes of the Board of Directors or of the Loan Committee of the Bank, as applicable, have been placed (and will continuously be maintained) in and among the official records of the Bank. XV. Notwithstanding any of the provisions hereof, the City shall have and does hereby retain the right to utilize other depositories and the right to terminate this Agreement pursuant to the terms of article XII herein and with notice required thereunder, whenever, in its judgment the interest of the City may demand. XVI. If any clause or provision of this Agreement is for any reason held to be invalid, illegal, or unenforceable, such holding shall not affect the validity, legality, or enforceability of the remaining clauses or provisions of this Agreement. TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 5 of 7 In the event of any action under this Agreement, venue for all causes of action shall be instituted and maintained in Collin County, Texas. The Parties agree that the laws of the State of Texas shall govern and apply to the interpretation, validity and enforcement of this Agreement; and with respect to any conflict of law provisions, the Parties agree that such conflict of law provisions shall not affect the application of the law of Texas (without reference to its conflict of law provisions) to the governing, interpretation, validity and enforcement of this Agreement. The failure by either party to exercise any right, power, or option given to it by this Agreement, or to insist upon strict compliance with the terms of this Agreement, shall not constitute a waiver of the terms and conditions of the Agreement with respect to any other or subsequent breach thereof, nor a waiver by such party of its rights at any time thereafter to require exact and strict compliance with all the terms hereof. The rights or remedies under this Agreement are cumulative to any other rights or remedies, which may be granted by law, in equity, or otherwise. Any rights and remedies either party may have with respect to the other arising out of this Agreement shall survive the cancellation, expiration or termination of this Agreement, except as otherwise expressly set forth herein. For purposes of this Agreement, notices provided for herein shall be in writing, addressed as provided hereinafter to the party to whom the notice or request is given, and shall be either (i) delivered personally, (ii) sent by United States certified mail, postage prepaid, return receipt requested, or (ii) placed in the custody of Federal Express Corporation or other nationally recognized carrier to be delivered overnight. Notice shall be deemed given: when received if delivered personally; 48 hours after deposit if sent by mail; and 24 hours after deposit if sent by Federal Express or other nationally recognized carrier. Address for Notice to the City: Attn: City Manager City of Anna 111 N. Powell Parkway Anna, Texas 75409 Address for Notice to the Bank: Independent Bank Attn: Johnny Bratcher P.O. Box 37 Anna, TX 75409-0037 Address for Notice to the Custodian: TIB -The Independent Banker's Bank Attn: Safekeeping Department P.O. Box 560528 Dallas, TX 75356-0528 The Bank and the Custodian shall operate as independent contractors and not as agents of the City and nothing herein shall be construed to create a partnership, joint venture, joint enterprise, or agency relationship between them. TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 6 of 7 For purposes of this Agreement, "includes" and "including" are terms of enlargement and not of limitation or exclusive enumeration, and any use of the terms does not create a presumption that components not expressed are excluded. Except as provided for herein, the provisions of this Agreement are solely for the benefit of the Parties hereto and are not intended to create or grant any rights, contractual or otherwise, to any third person or entity. Executed this day of By: Johnny Bratcher, Executive Vice President FOR THE CITY OF ANNA: Philip Sanders City Manager FOR THE CUSTODIAN: TIB-THE INDEPENDENT BANKER'S BANK By: Printed name Title 2013, by the undersigned authorized officers. ATTEST By: Jan Webb, Executive Vice President ATTEST: Natha Wilkison City Secretary ATTEST: Its: Printed Name Title TRI-PARTY SAFEKEEPING AGREEMENT BETWEEN CITY OF ANNA, INDEPENDENT BANK, AND INDEPENDENT BANKER'S BANK Page 7 of 7 CITY OF ANNA, TEXAS REQUEST FOR APPLICATIONS - The City of Anna, Texas, the Anna Community Development Corporation, and the Anna Economic Development Corporation are jointly soliciting sealed applications from qualified banking institutions to provide Bank Depository Services. The initial contract period will begin June 1, 2013 and end May 31, 2015. At the option of the City, the contract may be extended for three additional 12-month periods under the same terms and conditions. Sealed applications will be accepted until 3:00 P.M. on Thursday, April 4, 2013 in the Office of the City Secretary, City of Anna, 111 North Powell Parkway, Anna, TX 75409. Application envelopes shall be sealed and designate on the front lower left hand corner the following: Subject: 2013 Bank Depository Services RFA Submission Deadline: Thursday, Apr•i14, 2013 — 3:00 PM CDT Note: Applications received after this deadline cannot be considered. The sealed application submission shall include the following: 1. One original (so marked) and three (3) complete bound copies of the application. 2. One complete copy of the application response as a PDF file on a CD-ROM or Flash Drive; and, 3. The MS -Excel Fee Schedule on a CD-ROM or Flash Drive, 4. The bid bond check. The application shall be accompanied by a bid bond, in the form of a cashier's check, in the amount of $5,000 made payable to the City of Anna, which shall be returned to each applicant upon final acceptance and execution of a contract with the successful applicant. Any applications received after the time and date stated above, regardless of delivery, will not be considered. All prospective applicants are encouraged to attend a pre -application conference at the address shown above on Wednesday, March 13, 2013 at 11:00 AM. Questions concerning this RFA or requests for a copy of the RFA documents should be directed to Clayton Fulton, Finance Director, at 972.924.3325 or via e-mail at cftrlton@annatexas.gov. Page 1 of 44 Table of Contents INTRODUCTION....................................................................................................................................................................... 3 REQUESTFOR APPLICATION............................................................................................................................................. 4 CALENDAROF EVENTS........................................................................................................................................................ 4 APPLICATION REQUIREMENTS........................................................................................................................................ 5 APPLICATION SUBMITTED BY.......................................................................................................................................... 7 CRITERIA FOR EVALUATION............................................................................................................................................. 8 ACCOUNTACTIVITIES.......................................................................................................................................................... 9 REQUIREDSERVICES...........................................................................................................................................................10 SERVICES THAT MAYBE CONSIDERED......................................................................................................................15 INFORMATION REQUESTS...............................................................................................................................................16 COLLATERALREQUIREMENTS.......................................................................................................................................17 INVESTMENTACTIVITIES.................................................................................................................................................19 OVERDRAFT PROVISIONS.................................................................................................................................................21 OTHERSTIPULATIONS.......................................................................................................................................................22 MISCELLANEOUS..................................................................................................................................................................24 EXHIBIT1.................................................................................................................................................................................25 Bank Transactions by Account....................................................................................................................................25 EXHIBIT2.................................................................................................................................................................................27 Bank Depository Services Agreement.......................................................................................................................27 BANK SERVICES FEE SCHEDULE....................................................................................................................................31 RESPONSEATTACHMENTS..............................................................................................................................................37 INVESTMENTPOLICY.........................................................................................................................................................38 Page 2 of 44 INTRODUCTION The City of Anna (the "City"), the Anna Community Development Corporation (the "CDC"), and the Anna Economic Development Corporation (the "EDC") collectively described as the "CITY", pursuant to Chapter 105, Texas Local Government Code are jointly requesting applications from eligible and qualified financial institutions to provide the CITY the banking services as described below. The services provided will be in accordance with this Request for Application (the "RFA") and attachments. It is CITY'S intent that a Bank Depository Services Agreement detailing the services to be provided will be duly executed between the City of Anna, the CDC and the EDC and the selected financial institution. Note: The Cit}� Council has approved a resolution that permits Applications for bank depositor y services to be submitted from financial institutions that have a physical location ivithin a seven mile radius of the Anna City Hall. Any and all charges and fees associated with the Bank Depository Services Agreement must be clearly and accurately included in the RFA response. The charges and fees represented in the RFA response shall overrule any and all previous bank service or other agreements between CITY and the financial institution, as they relate to the accounts and services included herein. CITY will not be obligated by any charges and fees not clearly and accurately presented in the RFA response. Services initiated after consummation of the Bank Depository Services Agreement shall carry charges and fees mutually agreed to, in writing, by CITY and the financial institution. Regardless of time delay, the financial institution shall refund or credit CITY for any erroneous charges and fees not agreed to in writing. The philosophy incorporated into this RFA is to solicit applications for banking services currently utilized or being considered by CITY. CITY intends to manage its funds to minimize service charges and optimize investment income as authorized by policy and permitted by State law. Depending upon market conditions, future collected funds balances may be reduced and invested in other available investment alternatives. The new agreement period will be for atwo-year period of June 1, 2013 through May 31, 2015, with a provision for tluee one-year extensions under the same terms and conditions of the contract, at the option of CITY. The agreement will also provide for a transition period not to exceed ninety (90) days for migration to a new bank at the end of the term. CITY reserves the right to open or close any number or types of accounts, as it deems necessary throughout the term of the agreement. Any fee charged for services not listed but later requested by CITY will be mutually agreed upon in writing. All fees, rates, and conditions shall be fixed for the entire contract period. The Bank Depository Services Agreement is an important component of the treasury and cash management system of the CITY. From this perspective, CITY is seeking a financial institution that is: • Capable of providing the services required by CITY, • Willing to be attentive and responsive to CITY'S financial matters, and • Financially sound and meets CITY'S requirements. Page 3 of 44 REQUEST FUR APPLICATION Pursuant to Chapter 105 of the Local Government Code, this RFA is intended to serve as the application form for the Bank Depository Services Agreement. There are multiple blanks to fill in and questions to be answered. The evaluation of the applications will be based on the responses included herein. Exceptions, conditions, or qualifications to the provisions of CITY'S specifications or requirements must be clearly identified as such, with the reasons therefore, and alternate language proposed by respondent, if any, clearly stated and inserted in the appropriate place in the application submission. Each of these exceptions, conditions, or qualifications to CITY'S specifications may be included, as appropriate, in the contract documents, Items and matters not explicitly excepted in this manner shall be deemed to be in conformance with CITY'S specifications. The RFA also requests certain information to be attached and specifically labeled. Responses must be complete, address all aspects of the RFA, and include all requested information to receive full consideration by CITY in the selection process. CITY may choose to waive any irregularities in any responses received and reserves the right to reject any and all applications. CITY desires to enter into a contract of mutual party benefit and will answer all questions pertaining to this RFA. In this regard, CITY will hold a pre -application conference at the City's administrative offices prior to the deadline for submission of applications. Attendance at the pre -application conference is not mandatory but encouraged. Please note the following calendar of events for the dates and times of key elements in the application process. As defined in Section 105.015 (c), each respondent shall comply with the conflict of interest provision of Section 131.903 of the SLates Local Government Code in regards to the selection of the depositories. Monday, February 25, 2013 RFA distributed to prospective financial institutions Thursday, March 7, 2013 Pre -application conference at City Hall (11:00 AM) Monday, March 11, 2013 Deadline for Questions/Requests for Additional Information Monday, March 18, 2013 Responses due to City Secretary at City Hall. (3:00 PM) Friday, April 12, 2013 Recommendation finalized. Tuesday, April 23, 2013 City Council consideration of conh•act award Saturday, June 1, 2013 New Bank Depository Services Agreement period begins Page 4 of 44 APPLICATION REQUIREMENTS One original (so marked) and three complete copies of the application, the bid bond check, and one CD- ROM or Flash Drive containing the completed MS —Excel Fee Schedule and the PDF of the complete application, sealed and clearly marked "2013 Bank Depository Services RFA", shall be delivered to the City Secretary by 3:00 PM, on Monday, March 18, 2013 and addressed: Clayton Fulton Finance Director City of Anna 111 N. Powell Parkway Anna, TX 75409 972092403325 NO APPLICATION SHALL BE RECEIVED AFTER 3:00 P.M. ON THE DATE DUE. The proposing institution shall use this RFA as the Official Response Form. Submitted prices, rates, conditions, and answers shall be included in final contract form. The signed, submitted response should include printed copies of all completed worksheets and will be deemed the respondent's official response. To reduce errors and increase the ease of both response and evaluation, CITY is providing a CD-ROM of the RFA in MS -Word format and Fee Schedule in MS -Excel format. The RFA is included as a Word document to enable the applicant to respond to the questions and incorporate comments into the RFA. It is important that any additions to, exceptions to, and changes of the RFA be highlighted or italicized. It is not necessary to include the Word document RFA on the CD-ROM or Flash Drive being returned to the City. The MS —Excel worksheet of the Fee Schedule is to provide unit prices for the bank service items listed and be extended for the activity volume indicated for each item, to arrive at a total service cost. It is this fee schedule information and the PDF of the complete application that are required to be returned on a CD-ROM or Flash Drive with the application. CITY reserves the right to request additional information or to meet with representatives from responding organizations to discuss points in the application before and after submission, any and all of which may be used in forming a recommendation. CITY reserves the right to reject any and all applications, and to accept the application it considers in its best interest based upon the requirements and descriptions outlined in this RFA. Applicant must qualify under current Texas law as a State or national bank to serve as a municipal depository bank. Applicant shall have a physical banking facility (minimum of one bank branch) located within 7 miles from the City Hall of the City of Anna. Applicant shall supply a bid bond of $5,000.00. The bid bond shall be in the form of a cashier's check made payable to the City, and shall be returned to each unsuccessful applicant immediately following contract award and to the successful applicant upon final acceptance and execution of the contract. Should the institution selected as the successful applicant by CITY fail to become a bank service provider, for whatever reason, the bid bond will be forfeited to the City as liquidated damages. Page 5 of 44 Transfer of finds will commence at such time the successful applicant has provided CITY with all required forms and supplies necessary to insure uninterrupted day4o-day operations. The successful applicant commits its "best efforts" to complete the execution of documentation and transfer of funds by the June 1, 2013 contract period start date. Failure to complete by the start date, at the discretion of CITY, could be considered grounds for bid bond forfeiture and alternative bank selection. The successful applicant, upon termination of this contract, agrees to cooperate with a new bank for transfer of funds. There will be no reading of the applications or other details provided when the sealed applications are opened following the application submission deadline. Upon written request, non -confidential information on the accepted application will be available after the City Council selects the successful applicant. Any questions concerning this RFA should be directed to: Clayton Fulton Finance Director City of Anna 111 North Powell Parkway Anna, TX 75409 972.924.3325 Email: cfulton@annatexas.gov Page 6 of 44 APPLICATION SUBMITTED BY This Application is being submitted to CITY by the following person duly authorized to act on behalf of this financial institution. Independent Bank Name of Financial Institution Address of Financial Institution FDIC Certificate # HQ: 3090 Cram Dr McKinney TX 75070 Anna: 1427 West White Street Anna TX 75409 Telephone Number 972-924-3361/972-782-6181 Email Address Officer Name &Title (Printed) Officer Signature Date: jbratcher@independent-bank.com Johnny Bratcher, EVP March 18, 2013 Page 7 of 44 CRITERIA FOR EVALUATION CITY shall carefully review the submitted applications. The evaluation of the applications will be made based on, but not limited to, the following criteria, in no particular order of priority: 1. Ability to perform and provide the required and requested services; 2. Physical location within acceptable distance; 3. Reputation of applicant and quality of services; 4. Cost of services; 5. Funds availability; 6. Interest paid on interest bearing accounts and deposits; 7. Earnings credit calculation on account balances; 8. Completeness of application and agreement to points outlined in the RFA; 9. Convenience of locations; 10. Previous service relationship with CITY; 11. Financial sh•ength and stability of institution. CITY reserves the right, at its sole discretion, to accept the application which it considers most favorable to CITY' S interest. CITY reserves the right to negotiate with any and all applicants regarding their applications, and to request oral presentations and/or demonstrations from any one or all respondents. CITY reserves the right to accept or reject any qualified applications, to reject any and all applications, and to waive minor informalities. ACCOUNT ACTIVITIES The City anticipates establishing an account configuration that consists of the following bank accounts: The Primary Operating Account serves as the master account. It is an interest -bearing commercial checking account into which wires and ACH funds transfers are received, ACH credits are deposited for direct debiting of accounts, and bank deposits are made. From this account, wire and ACH transfers are initiated, returned checks and deposit corrections are posted, and bank services account analysis fees are debited. Investment activity of purchases and sales are made from this account. The City has approximately a 57-person payroll paid bi-weekly from the Primacy Operating Account with an approximate amount of $130,000 per month. The City offers its employees direct deposit of payroll with all employees utilizing direct deposit. The ACH file is prepared and transmitted on Wednesday for employee payment receipt on Friday. The accounts payable checks are generally issued weekly, typically on Friday, from the Primary Operating Account. On average, the number of checks per month is 202, totaling approximately $530,000. The City also maintains 41 accounts, 2raon-interest bearing, and the remainder interest bearing accounts of mostly limited transactions and amounts, which are designated for specific purposes. The EDC and the CDC each maintain two interest bearing accounts utilized for specific purposes and with limited bank transactions. The activity for• December 2012 with balance information for these accounts is tabulated in Exhibit 1 and reflected on the Fee Schedule. Actual activity and balances could vary significantly. Page 9 of 44 REQUIRED SERVICES The following services are required to be provided as described and/or be provided in an alternative form that results in essentially the same outcome or capability. 1. On -Line Banking Services —CITY requires on-line banking services accessible through the internet that at a minimum include balance reporting, initiation of ACH debits and credits and wire transfers, and placement of stop payments on checks. Additional capabilities should include the ability to reprint statements and export information to MS -Excel. The minimum balance reporting information should be for intra-day and previous business day and include: ledger balance, collected balance, one day float amount, two day float amount, total credits, total debits, and detail debits and credits, and should allow transaction search capability. Historical information should be maintained on-line and accessible for a minimum of two months. ❑Yes, can provide as requestedh•equired. Comment: ®No, cannot provide as requestedh•equired. Independent Banic's Online Banking service 1»•ovides all requested functionality with the exception of collected balances, one day and two day float information, and a total of debits and credits per day. However, Independent Bank is offering interest bearing accounts free of charge; therefore, there is no cost for utilizing and/or monitoring uncollected funds. 2. Positive Pay and Account Reconciliation Service -CITY requires positive pay and frill account reconciliation services on the Primary Operating Account. CITY would electronically transmit the issued check file to the Bank. The Bank would only honor those checks issued by CITY that are pre -authorized through the positive pay system. Payment verification criteria will be date, check number, amount, and payee name. Positive Pay files will be transmitted electronically. ❑ Yes , can provide as requested/required. Comment: ®No, cannot provide as requested/required. With Positive Pay services from Independent Banle, the City is able to upload their issued check files through Online Banking. The City can make pay or no pay decisions on any suspect items. However, Independent Bank's Positive Pay service does not utilize a payee match at this time. The City may send the Bank an Excel, Text or Notepad file and we will snap the upload to your specifications. With Account Reconciliation services from Independent Bank, the City can download transactions directly into its accounting software or print check items reports from the Positive Pay Online Banking module. 3. Reverse Positive Pay Service -CITY requires reverse positive pay on the other check issuing accounts because of their limited and infrequent issuance. The Bank would notify CITY of the checks being presented for payment and CITY would select the items to be honored. ®Yes, can provide as requested/required. ❑No, cannot provide as requestedh•equired. Page 10 of 44 Connnent: Independent Bank will allow the City to utilize positive pay services in reverse. Rather than submitting an issued check file, all items clearing will be suspect/exception items and should be worked by the City as they occur. The City can receive suspect/exception notification by email. 4. Direct Debit — As an additional service to its patrons, the City requires the capability to direct debit customer accounts for certain charges. Currently, the City allows and encourages this option to its utility customers. Approximately 200 transactions are processed this way per month reflecting approximately $20,000. The City anticipates expanding this function to include other services in the direct debit system, and transaction volume to increase. ®Yes, can provide as requestedh•equired. Comment: ❑No, cannot provide as requested/required. Independent Banlc's ACH Origination: Collections service is provided through Online Banking. 5. ACH Debit Blocking —CITY requires ACH debit blocking capabilities on its accounts, with the ability to selectively permit specified ACH debits on certain accounts and restrict all ACH debits from certain accounts. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Independent Banlc offers ACH Blocking for both Credit and Debit transactions. The service also allows for authorized entries to process against the account provided the City furnishes the authorized Originator information. 6. Post No Checks —CITY requires the fraud protection feature or service that prevents checks being presented for payment to be posted to the accounts from which checks are not issued. ®Yes, can provide as requested/required Comment: ❑No, cannot provide as requestedhequired. This protection is provided through Positive Pay services. 7. Funds Availability -CITY requires, at a minimum, same day credit for all transactions submitted before 4:00 PM, subject to the banlc's availability schedule. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Page 11 of 44 8. Employee Check Cashing -CITY requires the bank to cash checks issued to employees (with proper identification) without service charges or fees to the employee or CITY and without requiring the employee to open an account with the bank. ®Yes, can provide as requested/required Comment: ❑No, cannot provide as requested/required. The City and their employees would have convenient access to our branch network. Independent Bank will cash checks drawn on the City at any of our nearby branches in Van Alstyne, Celina, McI{inney, Howe, Whitewright and Anna which offer check cashing services (with proper identification) free from charge. We may also consider cashing checks not drawn on the City's accounts with Independent Banlc without charge, following normal check cashing procedures of the Bank. Furthermore, employees of the City are not required to open personal checking accounts with Independent Bank. However, the City's employees would have the opportunity to open personal checking and saving accounts. Independent Bank offers a variety of accounts designed to meet the individual needs of every accountholder. 9. Returned Check Reprocessing —CITY requires deposited checks to be processed for collection at least twice before making non -paid checks available for pick-up by CITY within two business days of the final rejected presenhnent. CITY requires same day notification of all returned items in excess of $5,000.00. ®Yes, can provide as requestedh•equired Coynment: ❑No, cannot provide as requested/required. Independent Bank can facilitate notification of returned items by whichever method is preferred: email, fax, or phone. 10. Account Analysis —CITY requires account analysis statements by individual account and at group level, which will reflect average ledger balance, average uncollected funds, average collected balance, reserve requirement, average available balance, rate and amount of earnings credit, detail of services provided with quantities and unit fees for each, and total service cost, delivered to CITY on a monthly basis. This is also a requirement for "No Fee" or "Fee Waiver" applications. ®Yes, can provide as requested/required. Cop�ment: ❑No, cannot provide as requested/required. Non -interest bearing analyzed accounts are available from Independent Bank; however, the Bank proposes interest bearing non -analyzed depository accounts for the City of Anna free from service charges. The depository accounts shall be NOW Checking Accounts which will earn our highest tier on our Index Fund Money Market account plus 15 basis points. Rate as of March 18, 2013: 0.45% + 0.15% = 0.60%. Therefore the Bank will not ask the City to direct pay or compensate with balances. A traditional analysis statement is not applicable as Independent Bank is not applying an earnings credit rate or charging the City for services. Independent Banlc will work Page 12 of 44 with the City to create an account analysis report for the City's monthly review, if desired. 11. an Statements — CITY requires that Statements be rendered within five (5) working days after the close of the calendar month. Accounts shall not be placed in dormant mode for inactivity. The statement shall include debits and credits made on the last day of the period and the detail items. Bank statements should be received on a monthly basis, even if there is no activity for the account. In addition to standard paper statements, CITY expects a CD-ROM containing the statements, checks, and deposit slips electronically imaged. ❑Yes, can provide as requestedh•equired Comment: ®No, cannot provide as requestedhequireda The Bank's monthly statement cutoff date is the last day of every month. We allow 3 to 5 days for processing and mailing of paper statements. E-statements containing the same information are available the day after statements are processed. Alternatively, a CD-ROM may be provided upon request. For control purposes accounts with no activity in a twelve month period are automatically updated to a Dormant status. Dormant accounts may easily be re -activated by conducting a transaction or contacting the Bank. Dormant funds in the City's accounts would not be escheated to the state. 12. Payment for Services —CITY intends to pay for all services provided by the earnings credit amount generated by account balances, or by direct payment, or a combination of both. ®Yes, can provide as requested/required. Corrznrerrt: ❑No, cannot provide as requested/required. Not applicable: Independent Bank proposes interest bearing non -analyzed depository accounts to the City free from service charges and therefore will not ask the City to direct pay or compensate with balances. 13. Account Settlement —Settlement of the excess/deficient condition as reflected by the group level account analysis is required to occur on a quarterly basis. If deficient, settlement is to be made by direct debit to CITY'S Primary Operating Account. ®Yes, can provide as requested/required. Comrnerrt: ❑No, cannot provide as requested/required. Not applicable: Independent Bank proposes interest bearing non -analyzed depository accounts to the City free from service charges and therefore will not require a settlement of excess or deficient condition. 14. Research —CITY requires that all research requests are responded to within three business days of the request. ®Yes, can provide as requested/required. ❑No, cannot provide as requestedhequired. Page 13 of 44 Comment: 15. Bank Errors — Bank errors resulting in lost interest to CITY will be reimbursed by the Bank to CITY. The Bank and CITY will agree upon the method of reimbursement. ®Yes, can provide as requestedh•equired. Comment: ❑No, cannot provide as requestedhequired. 16. Safekeeping —CITY requires that the bank provide safekeeping services for the securities owned by CITY. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requestedhequired. Independent Bank will assist the City of Anna with safekeeping their securities through our correspondent bank, The Independent Banker's Bank (TIB). 17. Sweep Account —Please provide description of the proposed sweep investment options and confirm their compliance with the Public Funds investment Act, Chapter 2256, Texas Local Government Code, and CITY' S Investment Policy. ®Yes, can provide. Comment: ❑No, cannot provide. Independent Bank offers general sweep account services should the City wish to maintain target balances in their accounts. 18. AUDIT CONFIRMATIONS —Bank will provide Account Balance Audit Confirmations to CITY'S audit firm annually at no charge. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Page 14 of 44 The following services may be considered; please indicate the Bank's ability to provide the services as described and the associated set-up, maintenance and/or per item processing charges: 1. Controlled Disbursement —The City may consider the use of a controlled disbursement account. The controlled disbursement presentment notification should also be accessible through On -Line Banking. This information should be available and accessible by 10:00 A.M. local time. ❑Yes, can provide as requested/required. Comment: ®No, cannot provide as requestedh•equired. Controlled Disbursement services are not currently available. However, depending upon the needs and objectives of the City of Anna, we are prepared to explore and offer other services which may accomplish the same goals in terms of fraud deterrence and cash management optimization. 2. CONSUMER BILL PAY Processing -The City may consider consumer bill pay processing service that consolidates consumer online bill payments into one daily electronic deposit transmission with remittance information for updating accounts receivable records. . ❑Yes, can provide as requested/required Continent: ®No, cannot provide as requested/required. Consumer Bill Pay Processing, also known as electronic bill payment processing services, are not currently available. However, depending upon the needs and objectives of the City of Anna, we are prepared to explore options for offering the service to the City. One possibility could be the MasterCard RPPS electronic bill payment processing services which now has a relationship with Independent Bank's core processor. Another possibility could be the use of a lockbox from our Lockbox provider. 3. Zero Balance —The City may consider the use of zero balance accounts if it establishes an Accounts Payable Disbursement Account, which would be funded by the Primary Operating Account. The Bank teller function would identify the account as a ZBA to ensure honoring of employee presentments made at the Bank. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Page 15 of 44 The following services are not considered part of this RFA, however, the City is interested in the products that you offer for possible future consideration. Where appropriate please indicate whether it is a Bank branded product or a third party offering: 1. Procurement Card — ®Yes, can provide. Comment: ❑No, cannot provide. Independent Bank has partnered with The Independent Banker's Bank (TIB) to offer business credit cards including Procurement Cards. Please note, TIB may assess charges depending on the card program selected separate from this bid pricing. Independent Bank will negotiate favorable pricing for the City. 2. Lockbox Processing — ®Yes, can provide. ❑No, cannot provide. Comment: Independent Banlc has partnered with BancTec to offer Lockbox Processing services. Please note; Independent Bank will negotiate favorable pricing and any fees for this service will be assessed to the City. 3. Merchant Bank Services — ®Yes, can provide. ❑No, cannot provide. Comment: Independent Bank has partnered with TransFirst to offer Merchant Bank Services. Please note; TransFirst will bill the City of Anna separately from this bid pricing. Independent Bank will negotiate favorable pricing for the City. 4. On -Line Payments Acceptance — ®Yes, can provide. Comment: �No, cannot provide. Independent Bank has partnered with TransFirst to offer online payments acceptance. Please note; TransFirst will bill the City of Anna separately from this bid pricing. Independent Bank will negotiate favorable pricing for the City. Page 16 of 44 COLLATERAL REQUIREMENTS l . Collateralization —The successful applicant shall pledge collateral to satisfy the requirements of the Public Funds Collateral Act, Chapter 2257, Texas Local Government Code, and the CITY'S Investment Policy which represents the EDC and the CDC. Ledger Balance shall determine the total balance level. The bank shall pledge collateral equal to or in excess of the required level on a same day basis. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Independent Bank will secure deposits in excess of FDIC coverage by way of pledging securities or by issuance of a Letter of Credit by the Federal Home Loan Bank (FHLB). 2. Collateral Amount —CITY anticipates utilizing interest bearing accounts or an overnight sweep investment option. In the event interest -bearing accounts are utilized, the maximum ledger balances could exceed $20,000,000 in the aggregate. Historically, the average balances are less than $8,000,000. Please clearly explain any collateral limitations or fees. CITY reserves the right to maximize or minimize bank balances regardless of historical patterns. It is expected that the successful applicant will monitor the collateral adequacy on a daily basis and provide additional collateral to secure balances as required. ®Yes, can provide as requested/required. Comment: �No, cannot provide as requestedh•equired. Independent Bank will not assess a fee for Collateralization of the City's deposits; howeverI the collateral cap is $20,000,000.00. 3. Custody/Safekeeping —The pledged securities shall be held in safekeeping at an independent custodian acceptable to both CITY and the successful applicant. The original copy of all pledge receipts shall be filed with the City's Finance Director. Please provide the name of the proposed independent custodian as well as any related fees. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required, Independent Bank may use The Independent Banker's Bank (TIB) or Federal Home Loan Bank (FHLB). Independent Bank will not access the City a fee. 4. Collateral Substitution —Any substitutions of the pledged securities or reductions in the total amount pledged shall be made only by and with the proper written authorization of an authorized CITY signatory. CITY shall approve, in advance, all proposed collateral. In the case of reduction requests, the bank shall provide in writing that collateral shall be available when needed to meet balance increases throughout the Agreement period. Page 17 of 44 ®Yes, can provide as requested/required, Comment: ❑No, cannot provide as requested/required. 5. Collateral Report —The successful applicant and the custodial bank shall provide CITY a monthly pledged securities report or additional reports at any time requested by CITY. The report should describe the total pledged securities by: Name Type / Description CUSIP Par Value Current Face Value Market Value Maturity Date Rating by Moody's or Standard & Poor's ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Please reference Attachment 6 for a sample safekeeping report. 6. Board Resolution —The Board of Directors or designated committee of the successful applicant will be required to provide a resolution of certification approving the award of the Agreement and commitment for delivery of the collateral to the custodian not later than five days before the commencement of the Agreement period. ®Yes, can provide as requestedh•equired. Comment: ❑No, cannot provide as requestedhequired. Page 18 of 44 The Public Funds Investment Act in conjunction with CITY'S Investment Policy shall govern CITY'S investment activity and the successful applicant will be required to provide services within the constraints of both. 1. Direct Investment Alternative — CITY'S direct investment activities may take place in any and all CITY accounts. CITY shall have the right, at its sole discretion, to direct investment of its funds. The successful applicant will be required to provide clearing and safekeeping services for CITY investment activity. The Investment Policy outlines CITY'S options for investing. The policies are subject to annual review and revision by the City Council, CDC, and EDC Boards. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. 2. Certificates of Deposit —Certificates of Deposit (CD's) purchased for CITY shall be non- negotiable and shall be registered in the name of CITY. The CDs must be fully insured by the F.D.I.C. or collateralized in accordance with the RFA requirements. Proof of collateral must be supplied to CITY prior to CD settlement. Extension of CDs —The successful applicant agrees to honor and continue any CD made during the term of the Agreement that will mature after the expiration date of the Agreement at the same rate established at the time of placement. ®Yes, can provide as requestedh•equired. Comment: ❑No, cannot provide as requested/required. 3. Certificates of Deposit $250,000 (or more): Please provide the basis or formula for determining the interest rate. Comme�rt: With Certificate of Deposits, any term 30 days or less should be deposited into a transaction accomit. Other terms have the following formula for determining the interest rate: 31 days to 1 yr: The greater of (1) Independent Banlc Posted Rate plus 10 basis points or (2) Most recent 26 week T-Bill auction investment rate plus 10 basis points Over 1 yr to 2 yrs: The greater of (1) Independent Bank Posted Rate or (2) Most recent 52 week T-Bill auction investment rate plus 10 basis points Over 2 yrs: The greater of (1) Independent Bank Posted Rate or (2) Most recent 52 week T-Bill auction investment rate plus 15 basis points Page 19 of 44 Rates below are calculated with Independent Banlc's Posted Rate and are current as of March 18, 20130 Term Rate Minimum $ Maaimum $ 7 to 29 days N/A — to be deposited in transaction account 30 to 59 days .25% $250,000 Negotiated at Opening 60 to 89 days .25% $250,000 Negotiated at Opening 90 to 119 days .25% $250,000 Negotiated at Opening 120 to 149 days .30% $2505000 Negotiated at Opening 150 to 179 days .30% $2505000 Negotiated at Opening 180 to 269 days .30% $2505000 Negotiated at Opening 270 to 364 days .30% $250,000 Negotiated at Opening I to 2 years .40% $25000 Negotiated at Opening 2 to 3 years .70% -1.00% $250,000 Negotiated at Opening Rates below are calculated with Treasury Direct T-Bill Rates and are current as of March 14, 2013. Term Rate Minimum $ Maaimum $ 7 to 29 days N/A — to be deposited in transaction account 30 to 59 days .217% $25000 Negotiated at Opening 60 to 89 days .217% $250,000 Negotiated at Opening 90 to 119 days .217% $2505000 Negotiated at Opening 120 to 149 days .252% $250,000 Negotiated at Opening 150 to 179 days .252% $250,000 Negotiated at Opening 180 to 269 days 252% $250,000 Negotiated at Opening 270 to 364 days .252% $250,000 Negotiated at Opening 1 to 2 years 252% $2505000 Negotiated at Opening 2 to 3 years .302% $25000 Negotiated at Opening Page 20 of 44 OVERDRAFT PROVISIONS 1. Net overdraft defined —CITY does not intend to have a net overdraft poson occur during the course of the Agreement period. A net overdraft shall be defined as a negative balance in the CITY' S accounts collectively, not by individual account. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. 2. Notification — In the event a check or checks shall be presented for payment where there is insufficient finds in CITY'S collective accounts, the successful applicant agrees to promptly notify the Finance Director or other signatory person, by telephone or other means, of the overdraft condition, and to provide CITY a period not exceeding one business day to respond and rectify the condition. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. 3. Stipulations — Should a net overdraft condition occur, the following shall apply: Maximum number of banking days the overdraft shall be allowed Maximum amount of the overdraft: Interest rate per annum computed on the overdraft: 5 days $ decided on a case by case basis 5.0 % on overdrafts continuinb past 5 days Page 21 of 44 OTHER STIPULATIONS 1. Notifications —The successful applicant shall notify CITY in writing within ten (10) days of any changes in Federal or State regulations or laws that would affect the Agreement. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. 2. Notification of incoming wire transfers shall be made by telephone, fax, or email to the Finance Director within one hour of the transaction and a written confirmation mailed to CITY the same day of the transaction. ®Yes, can provide as requestedh•equired. Comment: ❑No, cannot provide as requested/required. 3. Right to cancel under Federal or State Law rulings — In the event it would be ruled illegal under the provisions of any Federal or State laws or regulations for the successful applicant to comply with the requirements of the Agreement, then CITY expressly reserves the right and privilege to cancel the Agreement and to re -solicit applications. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requestedhequired. 4. Access to Bank Records —The successful applicant's records relating to CITY'S accounts shall be open for review during normal business hours by designated CITY staff members or appointed independent auditors. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. 5. Right to Open &Maintain other accounts —CITY reserves the right to open and maintain one or more demand accounts at financial institutions not affiliated with the successful applicant. ®Yes, can provide as requested/required Comment: ❑No, cannot provide as requested/required. 6. Right to terminate —CITY expressly reserves the right to terminate the Agreement with or without cause at any time by providing ninety (90) days written notice to the successful applicant to close its accounts. ❑Yes, can provide as requested/required Comment: ®No, cannot provide as requested/required. Page 22 of 44 Independent Bank agrees the City has a right to terminate the Agreement by providing ninety (90) days written notice as long as the City also agrees that the Bank reserves the same right. 7. Fees fixed —All fees, rates, and conditions shall be fixed for the entire Agreement period, including any and all continuations. ®Yes, can provide as requested/required Comment: ❑No, cannot provide as requested/required. Independent Bank agrees to set fees, rates, and conditions for the term of the Agreement. However, those rates offered may be floating, variable, or negotiated during any extension term(s). Independent Banlc proposes depository accounts be NOW Checking Accounts which will earn our highest tier on our Index Fund Money Market account plus 15 basis points. Rate as of March 18, 2013: 0.45% + 0.15% = 0.60%. 8. One relationship officer —CITY requests one relationship manager to coordinate the successful applicant's efforts directly responsible for facilitating all CITY/applicant interaction: Description Name Title Phone Relationship Officer Johnny Bratcher EVP 972-782-6181 Note: Valley View Consulting, L.L.C. is assisting CITY with the preparation of this RFA and the evaluation of applications received. Page 23 of 44 MISCELLANEOUS 1. Semi-annual meeting —CITY shall require a review meeting at least once every six months to evaluate the working relationship between CITY and the successful applicant. The objective shall be to address any problems and to seek solutions as well as keeping abreast of changes, new services, or new requirements. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requested/required. Independent Bank recommends asemi-annual meeting with the City to discuss overall depository banking relationship success, best practices, and new products if available. 2. Formal Agreement Required —The final appointment of the successful applicant shall be made by Agreement award of the City of Anna City Council, Anna CDC, & Anna EDC. The successful applicant shall be required to enter into an Agreement that incorporates all of the requirements of their submitted RFA as the OFFICIAL RESPONSE FORM, along with the accompanying related schedules and materials as called for in this RFA. Additional Agreement attachments include: collateral custodial agreement, FIRREA bank certification, and PFIA investment provider certification. Proposed Agreement form is found as Exhibit 4. ®Yes, can provide as requested/required. Comment: ❑No, cannot provide as requestedh•equired. 3. Advertisement acknowledged —This RFA has been duly advertised and is being offered for consideration to financial institutions as permitted by State law and CITY policy. ® Acknowledged Comment: This Request for Application is being offered by the following person duly authorized to act on behalf of CITY. Clayton Fulton, Finance Director Page 24 of 44 00 N 0\ DO oo [� f N N 01 %0 Vl Vl �o O .--� N 00 %o d' O [� t� M [� l� 0 00 qzO M .-� - 0\ M M h N l0 vi d' \ oo v� t� vi d� d� C) O a1 a n � .-� � cn N Cn � d %�p N N t� C1 oo cn N dam' Vim• N N 0 O O O oo O 0 O l� 0� 01 'd' O M O �40 O O M - O O d' '� O (V CO VO d h 01 i cn M G1 ' D; h V1 01 kn tn CDvl 00 .-� O C\ N cn �0 N �O rt oo d' N -+ 01 � 00 O C> 0� a ^ O N M �O dw �o \O C�4 01 t� C, �--� �i' �D M M ri Y 7r b w O bi)� Y a 0 0 Cd88 H� owx O O O ca a J ¢• d ai N '+ '+ '= .'� r7l � •� W N � .N ''� Y � Cd Cql +f� O � o w � v, rn a. � � o •bn •on •on o w U 0 0 0 cd w O U d a H ai U W O ai ai c o .J o `d U) C7 �q U_ U U U . r dJi a ❑ oC7'" i N o00 U rs U U W U d V] U U Q ti U W U N (� N O(V N N d' 00 .-+ N' d' W) N• t� N• V) 00 N %�O t� N N r-+ 00 O\ M N• -+ N' d' kn �40 oo �40 O O O N• tr) W) 00 00 kf) M N Itt 00 00 M O M V1 O 00 O M� N cn �O a �O t` .-� 00 M O �O N• N' � M �O Vl �0 00 M h O C\ '-+ M M o N� [� .-� t` [� N t n cn .--� � d, a, .-• c� OMi � � ONO^ d, dM• M m 00 cn Vi l� cn N d d; t� o N N %ko kn N r h �%0 N cn W) �%O d\ Lr) N%c �c Mkn N N O M N• N M M N M �� rQn 6n 65 01 00 �O O O O O �0 N M H 1%0 �z [� 00 00 l n rN" ti 00 \0 o0 00 o 69 E N N 00 V) 1%0 O N' M C� p C1 M -+ Net M 1%0 1%0 O CO p cn cn V) V1 O O N O: r O t . kn kn �. V) O O N c� C� N' �%O r� N• N' N p0 00 l� O t N � �0 00 O .--� .--� .--� m '-+ Vl N N O 00 t� �--r �--i .•-� p O ON 00 00 N N N N N N" r b9 69 69 in N cn O 00 �kc M M1%0 O t� O N Cn M N• O '4O 'O 41 O 'n N vi Vi cn O O M N O (0; �c �,O 00 o0 N ' ' N O .-� `"� N• �--� \O t� �O V) M V1 V1 O N' N' �%0 N' p a0 M 00 O �O �O M V1 00 M O\ N rt t� t� N %%0 00 00 00 N 00 Vi Vi [� cn N N• O; h o N N d' a; ON N M N .-i N M V) N .-� .�. \0 \0 N Cl N re) M 6R ~ 69 ~ 69 y U d o w w w N on ° a a F Cd > Y. to O s Rs W U 3 o 3 to w� 3 cn .� a> % v 'v '� `�✓ to ;' :? n 0 o U o U U U U a a U � A: d U Q Q d W Q A c ;U oUww y s~ � F MF" E" a (Ai i o o o c G a FO to 3a raw 33 3 zz�DwN d¢¢� dd EXHIBIT 2 BANK DEPOSITORY SERVICES AGREEMENT THIS BANK DEPOSITORY SERVICES AGREEMENT hereinafter called the "Agreement", is made and entered into on the date last herein written by and between the City of Anna, Texas, the Anna Community Development Corporation, and the Anna Economic Development Corporation pursuant to the Local Government Code of the State of Texas, hereinafter collectively called the "CITY", and a banking association, organized under the law of the United States and authorized by law to do banking business in the State of Texas, hereinafter called the "Bank", and provides as follows: 1. Designation of Depository. The City, tlnough action of the City Council, on hereby designates Bank as a primary depository bank for the period beginning and continuing through , with the option for three (3) one-year extensions under the same terms and conditions. 2. General. All services rendered to CITY by Bank under this Agreement shall be performed in accordance with accepted commercial banking standards for public fund organizations and under the overall direction and instructions of CITY pursuant to Bank's standard operations, policies, and procedures. 3. Scone of Services. Bank agrees to provide those services as described in the "Request for Application for all Depository Services" submitted by all (hereinafter referred to as the "RFA") in response to the City of Anna Bank Depository Services RFA released February 25, 2013. The Request for Application is incorporated herein by reference. Bank acknowledges that all such services shall be performed by Bank subject to the approval of CITY. 4. Representatives. During the term of this Agreement, CITY will, through appropriate action of its City Council and Boards, designate the officer, or officers, who singly or jointly will be authorized to represent and act on behalf of CITY in any and all matters of every kind arising under this Agreement and to (a) appoint and designate, from time to time, a person or persons who may request withdrawals, orders for payment or transfer on behalf of CITY in accordance with the electronic funds or funds transfer agreement and addenda, and (b) make withdrawals or transfer by written instrument. 5. Entire Agreement. The entire agreement between Bank and CITY shall consist of this Agreement, the City's RFA (except to the extent Bank took specific exceptions in the Bank's Application), the Bank's Application, Custodial Agreement with Bank's Service Descriptions, Bank's Acceptance of Service, Bank's` Master Agreement for Treasury Management Services, Bank's Commercial Account Agreement, Bank's User Guides and Bank's Set-up forms for each Service (together, the "Banking Agreements"), each incorporated by reference as they presently exist and each listed in governing order of precedence in the event of conflict among the documents. This Agreement supersedes any and all prior representations, statements, and agreements, whether written or oral. The terms and provisions of this Agreement may not be amended, altered, or Page 27 of 44 waived except by mutual agreement evidenced by a written instrument signed by duly authorized representatives of both parties. 6. Custodian Fees. Any and all fees associated with the services performed by Bank under the Custodial Agreement with for holding of collateral for the benefit of CITY will be paid by Bank and CITY will have no liability therefore. 7. Consideration. The Banking Agreements are executed by the parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is forever confessed. 8. Counterparts. The Banking Agreements may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. A facsimile signature will also be deemed to constitute an original if properly executed. 9. Authority to Execute. The individuals executing the Banking Agreements on behalf of the respective Parties below represent to each other and to others that all appropriate and necessary action has been taken to authorize the individual who is executing the Banking Agreements to do so for and on behalf of the party for which his or her signature appears, that there are no other parties or entities required to execute the Banking Agreements in order for the same to be an authorized and binding on the party for whom the individual is signing and that each individual affixing his or her signature hereto is authorized to do so, and such authorization is valid and effective on the date hereof. 10. Default. Should Bank fail at any time to pay and satisfy, when due, any check, draft, or voucher lawfully drawn against any deposits and the interest on such deposits or in any manner breach the Banking Agreement with CITY shall give written notice of such failure or breach to the Bank, and the Bank shall have one (1) business day to cure such failure or breach. 11. Successors. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. Whenever a reference is made herein to either party, such reference shall include the party's successors and assigns. 12. Compensation. CITY and Bank agree that any compensation for the performance of all duties and services is set forth in the Application accepted by CITY. Except as may otherwise be provided in the Banking Agreements, said compensation shall constitute full payment for all services, liaison, products, materials, and equipment required to provide the professional banking services, including services, materials, training, equipment, travel, overhead, and expenses. Fees, rates, and conditions shall be fixed for the term of the Banking Agreements, including all extensions. 13. Governing Law and Venue. This Agreement shall be governed by the laws of the State of Texas. Collin County will be the venue for any lawsuit arising out of this Agreement. 14. Notices. Except as may otherwise be specified in the applicable service -level agreements and/or set- up forms, any demand, notice, request, instruction, designation, or other communication(s) required in writing under this Agreement shall be personally delivered or sent certified mail, return receipt requested, to the other party as follows: Bank: , Texas City: , City Manager Texas Changes to notice information may be made by either party with written notification to the other party. 15. Severability. If any provision of this Agreement is held to be illegal, invalid, or unenforceable by a court of competent jurisdiction, the parties, shall, if possible, agree on a legal, valid, and enforceable substitute provision that is as similar in effect to the illegal, invalid, or unenforceable provision as possible. The remaining portion of the Agreement not declared illegal, invalid, or unenforceable shall remain valid and in full force and effect for the term remaining. 16. Binding Commitment. Bank hereby acknowledges itself duly and firmly bound for the faithful performance of all the duties and obligations required by applicable law, including the Texas Government Code and Texas Local Government Code, such that all fiends deposited with it as depository shall be faithfully kept by it and accounted for according to law. 17. Continuation. Unless this Agreement is terminated sooner, Bank's designation as the primary CITY Depository will remain continuously in effect through ,subject to execution of the extension options. Executed by the undersigned duly authorized officers of the parties hereto: ,TEXAS Page 29 of 44 BY: ATTEST: BY: ATTEST: Page 30 of 44 NOTE: Please include UNIT PRICE for each listed item, even if no ACTIVITY is listed. Also, highlight changes to item descriptions or measurement units in written and electronic responses. (Monthly Activity primarily from December 2012 &includes the EDC &CDC) Account Services Account maintenance DDA Account maintenance -interest bearing Account maintenance ZBA Banking Center Services Depository Services Monthly Statement fee Branch Credits Posted Branch Deposit Verification Commercial Check Cashing Credits Posted Checks on Us Non -On Us Checks Checks Local City Checks Local RCPC MONTHLY MONTHLY ESTIMATED # UNITS/ UNIT MONTHLY ACTIVITY PRICE CHARGE 2 $0 40 $0 0 $0 42 $0 $0 $0 $0 250 $0 1550 $0 $0 $0 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Page 31 of 44 Checks in District City $0 0.00 Checks in District RCPC $0 0.00 Checks in District Country $0 0.00 Checks in National FRB City $0 0.00 Checks in National FRB Other $0 0.00 Checks Encoded 11800 $0 0.00 Return Items Returned 7 $0 0.00 Return Redeposit Reclear 1 $0 0.00 Disbursement Services Checks/Debits Posted 256 $0 0.00 Check Photocopy Retrieval $0 0.00 Stop Payment Automatic Renewal 1 $0 0.00 Check Image Maintenance 221 $0 0.00 Funds Transfer Services Electronic Outgoing Repetitive Wire 1 $0 0.00 Phone Outgoing Wire $0 0.00 Incoming Wire 3 $0 0200 Mail Advice $0 0.00 Intra-bank Account Transfers 2 $0 0.00 General ACH Services ACH Debits Originated 200 $0 0.00 ACH Credits Originated 104 $0 0.00 ACH Debits Received 8 $0 0200 ACH Credits Received 61 $0 0.00 Page 32 of 44 ACH Return Fax Notification $0 0.00 ACH File Processing 6 $0 0000 ACH Maintenance 1 $0 0000 ACH Authorized ID $0 0900 ACH per Item Charge (two day) $0 0600 On -Line Reporting Services Account Charge 42 $0 0.00 Current Day Maintenance 1 $0 0800 Previous Day Maintenance 1 $0 0000 Transaction Detail 500 $0 0900 Additional Account Maintenance $0 0000 Full Account Reconciliation Monthly Maintenance/Account 1 $0 0000 Output/Input Files Transmission 6 $0 0000 Per Item Charges 213 $0 0.00 Partial Account Reconciliation Monthly Maintenance/Account 4 $0 0.00 Output/Input Files Transmission 4 $0 0600 Per Item Charges 25 $0 0.00 CD-ROM Per CD-ROM 1 $0 0900 Check Images per Item 221 $0 0.00 CD-ROM Software (onetime) 1 $0 0000 Page 33 of 44 "Post No Checks" Maintenance 13 $0 0.00 Positive Pay Maintenance 1 $0 0200 Per Item 213 $0 0400 Per Transmission 6 $0 0800 Reverse Positive Pay Maintenance 25 $0 0.00 Per Item 8 $0 0200 Per Transmission 0 $0 0.00 ACH Debit Blocking Maintenance 42 $0 0.00 Block All 41 $0 0200 Filters 1 $0 0.00 Branch Teller Services Branch Order - Rolled Coin $0 0600 Branch Order - Per Strap of Currency $0 0500 Cash Deposit Processing $0 0500 Coin Deposit Processing $0 0000 Vault Services Deposit $0 0.00 Deposit Dollars $0 0200 Page 34 of 44 Deposit Standard Strap Notes Deposit Non -Standard Strap Notes $0 0.00 Deposit Standard Coin Bag $0 0.00 Activity Report - Faxed $0 0.00 Adjustment $0 0.00 Other Monthly Collateral Fee (based on maximum balances) 20,000,000 $0 0.00 Collateral Account Maintenance 1 $0 0.00 FDIC Insurance -per $1,000 Ledger 61000 $0 0.00 Security Clearance/Safekeeping Security Clearance Charges/Trade $0 0.00 Security Clearance Charges/Trade/Fed 1 $0 0.00 Security Clearance/Trade/DTC $0 0.00 Safekeeping Charges/Month 1 $0 0.00 Safekeeping Charges/Security/Month/Fed 4 $0 0.00 Safekeeping Charges/Security/Month/DTC $0 0.00 Monthly Total Estimated Fees (ex. one time charges) C1I� T Night Depository Bags (one time charge) Large Safe Deposit Box (annual charge) Small Safe Deposit Box (annual charge) Endorsement Stamps (one time charge) Checks & Deposit Slips 0.00 $0 0.00 $0 0200 $0 0.00 $0 * 0.00 Page 35 of 44 ACH Software Charge $0 Other Fees for Contract term (inc. one time charges) 0.00 (* Checks and deposit slips purchased through Independent Bank's provider will be free of charge.) Collected Balances/Earnings Credit Formula N/A Current Rate Average Collected Balance 6,0001000 Less Reserve Requirement (%) Investable Balance Estimated Earnings Credit per Month Checking/Sweep Account Interest Rate Formula IF Rate Current Rate 0.60% Average Collected Balance 61000,000 Estimated Monthly Earnings N/A Less Sweep Fee $0 Plus 15 bps 0.45W/o + .15W/o Net Estimated Monthly Earnings $2,959 Page 36 of 44 RESPONSE ATTACHMENTS (PLEASE ATTACH IN THE ORDER LISTED) 1. Account Analysis —Monthly account analysis statement that will be provided to CITY, and indicate any capability to provide the information electronically. 2. Rate Basis —Explanation of the institution's policy and methodology used in setting rates paid on interest bearing accounts and account analysis earnings credit. Indicate if they are based on a market rate such as T-Bill discount or yield rate, or the federal finds rate, etc., and when the rates are changed. Also, please provide a historical schedule of rates paid. 3. Sample Collateral Agreement. 4. Security Measures —Information describing the institution's security measures to prevent fraud and unauthorized electronic and non -electronic transfers, and protect the integrity of computer banking services and internal computer systems. 5. Technology Specs —Technology specifications for use of all proposed electronic systems and services. 6. Sample Safekeeping Report —Sample safekeeping report of the information CITY shall receive monthly from the Custodian. 7. Sweep Account Information — Information on the sweep/overnight investment account recommended for use by CITY. 8. Summary Business continuity plan —Summary of the institution's business continuation plans as they pertain to the City's ability to perform normal banking functions during natural and un- natural bank operation disruptions, including a Statement of Commitment to provide CITY continuous and ongoing bank depository services to the best of the financial institution's ability. 9. References —List of Comparable References and Current Texas Public Funds Clients. 10. Financial hiformation —Provide link to the Banks most recent filings with the FDIC and other regulatory agencies. Page 37 of 44 INVESTMENT POLICY CITY OF ANNA INVESTMENT POLICY A component part of the overall financial management of the City of Anna, Texas is an effective cash management plan. Many factors determine the amount of funds on hand during any fiscal year, but these funds are an important revenue source for the City budget. It is imperative that these funds be managed in such a way as to be responsive to the public need and consistent with a conservative cash management plan. To provide this framework for effective cash management, an Investment Policy and a Statement of Investment Strategy have been prepared. Purpose: The Investment Policy is authorized by the City Council of the City of Anna in accordance with Chapter 2256, Texas Government Code, also known as the Public Funds Investment Act (PFIA). The Policy addresses the methods, procedures and practices that must be exercised to ensure effective and judicious fiscal management of City funds. All such funds will be managed within the guidelines of this Policy with the exception of the Deferred Compensation Agency (TMRS) fund. Bond funds, in addition to this Policy, shall be managed in accordance with their issuing documentation and all applicable state and federal law. In addition to the Policy, the Statement of Investment Strategy, also approved by the City Council, provides a separate written investment strategy for each of the City's funds. Each investment strategy describes the investment objectives for each particular fund according to the following priorities: 1) Investment Suitability 2) Preservation and Safety of Principal 3) Liquidity 4) Marketability Prior to Maturity of each Investment 5) Diversification 6) Yield. Annual Review: The Investment Policy and the Statement %J Investment Strategy will be reviewed on an annual basis by the City Council. Revisions and/or amendments will be approved and documented by the City Council. Investment Objectives: The investment of funds will be governed by the following investment objectives, in order of priority: 1. Preservation and Safety of Principal a. Preservation of capital is the foremost objective of the City. Each investment transaction shall seek first to ensure that capital losses are avoided, whether they are from securities defaults, erosion of market value, or other risks 2. Liquidity b. The City's investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements that can be reasonably anticipated. Liquidity will be achieved by matching investment maturities with forecasted cash flow requirements 3. Yield c. The investment portfolio of the City shall be designed to attain a market rate of return throughout budgetary and economic cycles taking into account risk constraints and liquidity needs. Return on investment, while important, is of less importance than safety and liquidity. Authorized Investments: While the Public Funds Investment Act allows a wide range of eligible securities, the City has chosen to allow only the following securities, which are somewhat more conservative and more restrictive than some of the other investments permitted under the PFIA: 1. Direct obligations of the United States government with a maturity not to exceed two years from the date of purchase. 2. Fixed rate or discount notes with a maturity not to exceed two years from the date of purchase by, guaranteed by, or for which the credit of any of the following Federal Agencies and Instrumentalities is pledged for payment: Federal National Mortgage Association (FNMA), Federal Home loan Bank (FHLB), Federal Farm Credit Bank (FFCB), Student loan Marketing Association (SLMA), and Federal Home loan Mortgage Corporation (FHLMC). The City may not invest more than 25% of the City's previous month's average balance of liquid financial assets in instruments covered under this paragraph (2). 3. Bonds or other interest bearing obligations having a stated final maturity of two years or less of which the principal and interest are guaranteed by the full faith and credit of the United States Government. 4. FDIC insured Certificates of Deposit issued by national banks domiciled in Texas with a stated final maturity of two years or less. Certificates of Deposit balances exceeding FDIC insurance limits will be fully collateralized by securities listed in I and 2 above. Collateral will be held by the City's third -party custodian. 5. Repurchase agreements collateralized with U.S. Treasury securities at a minimum market value of 102 percent of the dollar value of the transaction, with any accrued interest Page 39 of 44 accumulated on the collateral included in the calculation. The City may not lend securities but only invest excess cash against receipt of appropriate collateral. Repurchase agreements will be entered into only with primary government securities dealers (as defined by the Federal Reserve) who have executed a City -approved Master Repurchase Agreement. Collateral will be delivered to and held by an AAA rated (as raged by Fitch, Moody's or Standard & Poor's) third party safekeeping agent approved by the City and held in the City's name. The maximum term for direct repurchase agreements will be limited to 90 days or less. The City may not invest more than 10% of the City's previous month's average balance of liquid financial assets in repurchase agreements. 6. SEC -registered, AM -rated (as rated by Fitch, Moody's or Standard & Poor's), no-load money market mutual funds with a dollar -weighted average portfolio maturity of 90 days or less. Assets will consist exclusively of those securities listed as authorized investments in this section. The investment objective of the fund must be to maintain a stable dollar net asset value of USD 1.00. The maximum stated maturity of any single security in the fund will be 13 months, and the dollar weighted average portfolio maturity will be 90 days or less. The City may not invest funds under its control in an amount that exceeds 10% of total assets of any individual money market mutual fund. The City may not invest more than 10% of the City's previous month's average balance of liquid financial assets in any single money market funds. Cumulatively, the City may not invest more than 25% of the City's previous month's average balance of liquid financial assets in money market funds. A fund prospectus shall be reviewed for compliance with policy prior to depositing monies. 7. State or local investment pools organized under the Interlocal Cooperation Act and authorized by the City Council. The investment pool must be rated AM -rated (as rated by Fitch, Moody's or Standard & Poor's) and have a dollar -weighted average portfolio maturity of 60 days or less. Assets will consist exclusively of those securities listed in this section D. The investment objective of the pool must be to maintain a stable dollar net asset value. All securities owned in the pool will have a stated remaining maturity of 13 months or less. The City may not invest more than 10% of the City's previous month's average balance of liquid financial assets in a single investment pool. Cumulatively, the City may not invest more than 55% of the City's previous month's average balance of liquid financial assets in investment pools in aggregate, nor more than 25% in anyone pool. Prohibited Investments: The City is expressly prohibited from entering into options trading or futures contracts, hedging or purchasing any security that is not authorized by Texas State law, or any direct investment in asset backed or mortgage -backed securities. The City expressly prohibits the acceptance of Interest -only (10) and Principal -only (PO) Collateralized Mortgage Obligations (CMOs) as collateral for bank deposits or repurchase agreements. "No transactions may be entered for speculation. No transaction may be entered using leverage." Page 40 of 44 Protection of Principal: The City shall seek to control the risk of principal loss due to the failure of a security issuer or grantor. Such default risk shall be controlled by investing only in the safest types of securities as defined in the Policy, by collateralization as required by law, and through portfolio diversification by maturity and type. The purchase of individual securities shall be executed by "delivery versus payment" (DVP) method through the City's safekeeping agent. By so doing, City funds are not released until the City has received, through the safekeeping agent, the securities purchased. Exceptions would be deposits made to investment pools and mutual funds. Diversification by Investment Type: Diversification by investment type shall be maintained by ensuring an active and efficient secondary market in portfolio investments and by controlling the market and opportunity risks associated with specific investment types. Undue concentrations of assets in a specific maturity sector shall be avoided. Bond proceeds may be invested in a single security of investment if it is determined that such an investment is necessary to comply with Federal arbitrage restrictions or to facilitate arbitrage record -keeping and calculation. Diversification by Investment Maturity: In order to minimize risk of loss due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the funds. Maturity guidelines by fund are as follows: Operating Funds: The weighted -average days to maturity for the operating fund portfolio shall be fewer than 270 days and the maximum allowable maturity shall be two years. Construction and Capital Improvement Funds: The investment maturity of construction and capital improvement funds shall generally be limited to the anticipated cash flow requirement or the "temporary period" as defined by Federal tax law. During the temporary period bond proceeds may be invested at an unrestricted yield. After the expiration of the temporary period, bond proceeds subject to yield restriction shall be invested considering the anticipated cash flow requirements of the funds and market conditions to achieve compliance with the applicable regulations. The maximum maturity for all construction or capital improvement funds shall not exceed the expected final expenditure date for the bond proceeds. Debt Service Funds: Debt Service Funds shall be invested to ensure adequate funding for each consecutive debt service payment. Investments will be made in such a manner as not to exceed an "unfunded" debt service date with the maturity of any investment. An unfunded debt service date is defined as a Page 41 of 44 coupon or principal payment date that does not have cash or investment securities available to satisfy said payment. Debt Service reserve funds shall have as the primary objective the ability to generate a dependable revenue stream with a low degree of volatility. Purchased securities for reserve funds will have a stated final maturity of three years of less. Ensuring Liquidity: Liquidity shall be achieved by analyzing and anticipating cash flow requirements, by investing in securities with active secondary markets and by investing in eligible money market mutual funds and local government investment pools. A security may be liquidated for the following reasons: 1. To meet unanticipated cash requirements 2. To re -deploy cash into other investments expected to outperform current holdings 3. To otherwise to adjust the portfolio. Depository Agreements: The City will selectand designate a qualified bank depository for a three to five year period. Consistent with the requirements of state law, the City will require that all deposits be federally insured or collateralized with eligible securities. If deposits are collateralized, they will be held by the City's safekeeping agent. The depository will be required to sign a Safekeeping Agreement with the City and the City's safekeeping agent. The Agreement shall define the City's rights to the collateral in case of default, bankruptcy, or closing and shall establish a perfected security interest in compliance with Federal and State regulations. It shall further address any concerns in relation to acceptable collateral, levels of collateral, substitution and addition of collateral, and reporting and monitoring of collateral. Safekeeping and Custody: Securities purchased for the City's portfolios will be delivered in book entry form and will be held in third party safekeeping by a Federal Reserve member financial institution designated as the City's safekeeping and custodian bank. The City will execute Safekeeping Agreements prior to utilizing the custodian's safekeeping services. The safekeeping agreement must provide that the safekeeping agent will immediately record and promptly issue and deliver a safekeeping receipt showing the receipt and the identification of the security, as well as the City's interest. All securities owned by the City will be held in a Customer Account naming the City as the Customer. Competitive Bidding: It is the policy of the City to require and document at least three competitive bids or proposals for all security purchases and sales except for: 1. Transactions with money market mutual funds and local government investment pools; 2. New agency securities purchased at issue through an approved broker/dealers or 3. Overnight "sweep" transactions with the City depository bank. Page 42 of 44 Authority to Invest: Management responsibility for the investment program is assigned to the City Manager by the City Council. As such, the City Manager shall oversee and approve any deposit, withdrawal, investment, transfer, documentation, and otherwise manage City funds according to this policy. Any limitations placed on this authority will be specifically stated. No person may engage in an investment transaction or the management of funds except as provided under the terms of the Investment Policy, the Statement of Investment Strategy, and other operational procedures established by the City Manager. The Finance Director shall be considered the Investment Officer for the purposes of this policy. Within twelve (12) months after taking office or assuming duties, each Investment Officer shall attend a training session relating to his/her investment responsibilities and receive not less than ten (10) hours of instruction. On an ongoing basis, all Investment Officers shall receive not less than ten (10) hours of instruction in each subsequent two-year period. Training must include education in investment controls, security risks, strategy risks, market risks and compliance with the Public Funds Investment Act, Prudent Investment Management: The designated Investment Officer shall perform his/her duties in accordance with the adopted Investment Policy and internal procedures. In determining whether an Investment Officer has exercised prudence with respect to an investment decision, the investment of all funds over which the Investment Officer had responsibility, rather than the prudence of a single investment, shall be considered. Investment Officers acting in good faith and in accordance with these policies and procedures shall be relieved of personal liability. Standard of Care: The standard of care used by the City shall be the "prudent investor rule" and shall be applied in the context of managing the overall portfolio within the applicable legal constraints. The Public Funds Investment Act states: "Investments shall be made with judgment and care, under circumstances then prevailing, that a person of prudence, discretion, and intelligence wozrld exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived " Standard of Ethics: The designated Investment Officer shall act as custodian of the public trust avoiding any transaction which might involve a conflict of interest, the appearance of a conflict of interest, or any activity which might otherwise discourage public confidence. The Investment Officer shall refrain from personal business activity that could conflict with proper execution of the investment program, or which could impair his/her ability to make impartial investment decisions. Additionally, the Investment Officer shall file with the Texas Ethics Commission and the City a statement disclosing any personal business relationship with an entity seeking to sell Page 43 of 44 investments to the City or any relationship with the second degree by affinity or third degree of consanguinity to an individual seeking to sell investments to the City. Internal Controls: The City Manager will establish a system of internal controls that shall be designed to prevent losses of public funds arising from fraud, employee error, and misrepresentation by third parties, unanticipated changes in financial markets, or imprudent actions by investment officials. Controls deemed most important would include, but not be limited to: 1. Control of collusion 2. Separation of duties 3. Separating transaction authority from accounting and record -keeping 4. Custodial safekeeping 5. Avoidance of bearer4orm securities 6. Clear delegation of authority 7. Written confirmation of telephone transactions 8. Minimizing the number of authorized investment officials 9. Documentation of transactions Marked to Market The City's complete investment portfolio will be marked to market monthly with pricing information coming from reliable and generally accepted sources. Should the price of a particular security not be available from reliable and generally accepted sources, the price may be estimated but the City Manager and City Council must be informed immediately of such action. Investment Committee &: Reporting To review strategies, policies and investment results under the City's Investment Policy, an investment committee comprised of the City Manager, City Finance Director, Investment Xficer(s), and the Finance Supervisor will meet on a quarterly basis. The Investment Committee will prepare a brief report for the City Council as appropriate but at a minimum every quarter. Page 44 of 44 Attachment 1 Account Analysis Non -interest bearing analyzed accounts are available from Independent Bank; however, the Bank proposes interest bearing non -analyzed depository accounts for the City of Anna free from service charges. The depository accounts shall be NOW Checking Accounts which will earn our highest tier on our Index Fund Money Market account plus 15 basis points. Rate as of March 18, 2013: 0.45% + 0.15% = 0.60%. Therefore will not aslc the City to direct pay or compensate with balances. Independent Bank will work with the City to furnish detail of activity and services provided. A traditional analysis statement is not applicable as Independent Bank is not applying an earnings credit rate or charging the City for services. Attachment 2 Rate Basis The competitive interest rate that will be paid on all transaction accounts and certificates of deposit are below. All rates are set and subject to change at the Banl<'s discretion depending upon current market conditions and the Banlc's needs. The depository accounts shall be NOW Checking Accounts which will earn our highest tier on our Index Fund Money Market account plus 15 basis points. Rate as of March 18, 2013: 0.45% + 0.15% _ 0.60%. With Certificate of Deposits, any term 30 days or less should be deposited into a transaction account. Other terms have the following formula for determining the interest rate: 31 days to 1 y, : The greater of (1) Independent Bank Posted Rate plus 10 basis points or (2) Most recent 26 week T-Bill auction investment rate plus 10 basis points Over 1 yr to 2yrs: The greater of (1) Independent Banlc Posted Rate or (2) Most recent 52 week T-Bill auction investment rate plus 10 basis points Over 2 yrs: The greater of (1) Independent Banlc Posted Rate or (2) Most recent 52 week 1-Bill auction investment rate plus 15 basis points Rates below are calculated with Independent Banh's Posted Rate and are current as of March 18, 2013. Term Rate Minimum $ Maximum $ 7 to 29 days N/A — to be deposited in transaction account 30 to 59 days .25% $250,000 Negotiated at Opening 60 to 89 days .25% $2503000 Negotiated at Opening 90 to 119 days .25% $250,000 Negotiated at Opening 120 to 149 days .30% $250,000 Negotiated at Opening 150 to 179 days 30% $250,000 Negotiated at Opening 180 to 269 days .30% $250,000 Negotiated at Opening 270 to 364 days .30% $2505000 Negotiated at Opening I to 2 years .40% $250,000 Negotiated at Opening 2 to 3 years .70% -1.00% $250,000 Negotiated at Opening Attachment 3 Samale Collateral A51eements Please reference The Independent Banker's Banl< Tri-Party Safekeeping Agreement and Federal Home Loan Bank Agreement. Attachment 4 Security Measures Independent Bank employs a number of security measures to prevent fraud and unauthorized electronic and non -electronic transfers, and protect the integrity of computer banking services and internal computer systems. Our system brings together a combination of industry -approved security technologies to protect data for the Bank and the City. It features password -controlled authorization, multi -factor authentication, a VeriSign digital ID for the Bank's server, Secure Socket Layer (SSL) protocol for data encryption, and a router loaded with a firewall to regulate the inflow and outflow of server traffic. Secure Access and Verifying User Access: to begin a session with the Banl<'s server, the online banking user must key in a Login ID and a password. Our system uses a "3 strikes and you're out" lock -out mechanism to deter users from repeated login attempts. After three unsuccessful login attempts, the system locks the user out, requiring either a designated waiting period or a phone call to the bank to verify the password before re-entry into the system. Upon successful login, we authenticate the user's identity and establish a secure session with the user. Secure Data Transfer: once the server session is established, the user and the server are in a secured environment. Because the server has been certified as a 128-bit secure server by VeriSign, data traveling between the user and server is encrypted with SSL protocol. With SSL, data that travels between the Bank and the City's user can only be decrypted with the public and private pair key. In short, the Bank's server issues a public key to the end user's browser and creates a temporary private key. These two keys are the only combination possible for that session. When the session is complete, the keys expire and the whole process ends and requires the user to make a new server session for the next login attempt. Router and Firewall: requests must filter through a router and firewall before they are permitted to reach the server. A router, a piece of hardware, works in conjunction with the firewall, a piece of software, to block and direct traffic coming to the server. The configuration begins by disallowing ALL traffic and then opens holes only when necessary to process acceptable data requests, such as retrieving web pages or sending user requests to the Bank. Using the above technologies, the City's transactions are secure. Attachment S Technoloey Specs Independent Bank's Online Banking service can be supported by the minimum requirement of 128 bit SSL. And Independent Bank's Online Banking and Remote Deposit Capture services can be supported by the following operating system and browser recommendations. Recommended Operating System: Windows 7/2000/XP Recommended Online Browser: Internet Explorer 8 or 9 Future Enhancement: Attachment 6 Sample Safekeepina Report Please reference the Sample Safekeeping Report. Attachment 7 Sweea Account Information Although Independent Bank does offer sweep account services, we recommend using the proposed NOW Checking account to maximize the City's deposit balances. NOW Checking Accounts which will earn our highest tier on our Index Fund Money Market account plus 15 basis points. Rate as of March 18, 2013: 0.45% + 0.15% = 0.60%. Attachment 8 Summary of Business Continuity Plan Business cWiltinuity/disaster recovery planning is vitally important and in the best interest of Independent Bank. It is an executive management issue with top-level involvement and commitment. Therefore it is the policy of Independent Bank to develop and maintain a contingency plan known as a Business Continuity Plan which provides this institution with every opportunity to withstand a catastrophic event, be it accidental, man-made or natural, and continue/resume total operation in a swift, efficient, and effective manner. It is expected that, with this plan in place, management will be able to provide the swift and decisive leadership that will be necessary for a successful recovery. Also, because of the guidance provided by the plan, it is expected that employees will be able to efficiently and effectively carry out their tasks and responsibilities for the benefit of our customers. This plan is designed to reduce the risks to our ability to operate successfully in the face of various crisis situations. It is recognized that the probability of a catastrophic event is low; however, this plan is considered vital should an emereencv occur. An identification of the risks to which the assPts of the Bank might be subjected has been made, and those risks have been analyzed. The plan has been developed so that it is applicable regardless of when a catastrophic even might occur. It applies to and addresses the safety of both customers and employees should the even occur during normal business hours. Each employee is instructed (on an annual basis) in the proper responses that are expected in such an event. Different emergencies dictate different initial responses. Customers who are in our offices when a crisis strikes may create potential problems. Because the customers will not have had prior instruction and may be confused and more apt to panic, our employees must demonstrate strong, decisive leadership when dealing with such customers. Every effort will be made to protect vital records, valuables, and institution property, including computer systems. The dependency on electronic data processing for operational support results in a corresponding risk, so that a lengthy loss of this resource could seriously affect overall performance and our ability to continue operations. Therefore, the ultimate goal of this plan is to continue/resume essential business operations and data processing as quickly as possible so that there is little or no inconvenience to customers. Our ability to do so will be impacted by the type and severity of the crisis. However, our goal is to resume operations immediately and we have worked to ensure this by funding and building state-of-the-art offsite disaster recovery site that concurrently runs our systems and houses additional bank servers with up-to-the-minute account data. Attachment 9 References The references below are comparable and current Texas Public Fund clients with Independent Bank. Howe ISD Julie Snapp, 105 W Tutt Howe TX 75459, 903-532-5518, Depository Services, Client since Apri11984 Town of Little Elm Alan Dickerson, 100 W Eldorado Pkwy Little Elm TX 75068, 214-975-0415, Depository Services, Client since March 2005 Princeton ISD Holly Osborne, 321 Panther Parkway Princeton TX 75407, 469-952-5400 x 3519, Depository Services, Client since July 2007 Town of Prosper Matthew Garrett, PO Box 307 Prosper TX 75078, 972-569-1019, Depository Services, Client since March 2005 ProsperlSD Rusty Craig, 605 E Seventh Street Prosper TX 75078, 469-219-2010, Depository Services, Client since August 2009 Attachment 10 Financial Information Call Report &Uniform Banl< Performance Report http://www2.fdic.�ov/idasp/confirmation outside.asp?inCert1=3076 Vallc View Consulting, L.L.C. April 10, 2013 Mr. Clayton Fulton Finance Director City of Anna 111 North Powell Parkway Anna, TX 75409 Dear Mr. Fulton: Thank you for the opportunity to assist the City of Anna (the "City") with this Bank Depository Services Request for Applications (the "RFA") project. This service was provided to the City as a function of the Investment Advisory agreement. The objective of this engagement was to select a primary depository bank following the expiration of the current contract which ends May 31, 2013, with no remaining options for extension. The project scope was expanded to include the Anna Community Development Corporation and the Anna Economic Development Corporation in the joint solicitation process. Procedure The primary depository bank project proceeded as follows: The project began with the establishment of a Calendar of Events to ensure that the required project steps were performed in a timely and sequential manner. The process for selecting a depository bank is governed by the State of Texas Government Code and Local Government Code: Chapter 105 Municipal Depository Act; Chapter 176 Conflict of Interest Act; Chapter 2256 Public Funds Investment Act; and Chapter 2257 Public Funds Collateral Act, hi addition to complying with these State statutory requirements, it was necessary to understand and comply with the City's financial and purchasing policies and Investment Policy. The RFA procedure was conducted as follows: 1. Analyzed historical bank service usage and balance records. 2. Reviewed the minimum banking services and potential additional services. 3. Developed a list of potential financial institutions located within municipal boundaries: a. Independent Bank b. Texas Star Bank 2428 Carters Mili Road, Huddleston, VA 24104-4003 540.297.3419 Vcalbay V; Am Constiltin , L.L.C. Page 2 of 3 4. Prepared a Resolution for Council approval authorizing the solicitation of financial instihrE ons located outside municipal boundaries as permitted by Chapter 105, limiting the expanded area to a seven mile radius of City Hall which included: a. First National Bank of Trenton, Melissa b. Landmark Bank, Van Alstyne 5. Contacted the financial institutions to confirm distribution information, describe process, and identify the designated recipient. 6. Drafted the RFA for City staff review and approval. 7. Advertised as required. 8. Distributed the RFAs to the identified and receptive financial institutions. 9. Contacted each financial institution to ensure RFA receipt, confirm the date and time of the pre - application conference, and the deadline for receipt of applications. 10. Held a non -mandatory pre -application conference that was attended by representatives of: a. Independent Bank 11. No additional RFA requests were received as a result of the advertisement. 12. By the deadline, one application was received: a. Independent Bank b. Landmark Bank provided an official letter of declination This process provided a competitive environment even though only one bank responded. The evaluation oI the application was based on, but not limited to, the following criteria, in no particular order of priority: 1. Ability to perform and provide the required and requested services, 2. Physical location within an acceptable distance 3. Reputation of applicant and quality of services, 4. Cost of services, 5. Funds availability, 6. Interest paid on interest bearing accounts and deposits, 7. Earnings credit calculation on account balances, 8. Completeness of application and agreement to points in the RFA, 9. Convenience of locations, 10. Previous service relationship with the City, and 11. Financial strength and stability of the institution. Response Analysis The analysis began with an overall review of the responding bank's general financial strength and ability to provide the bank services necessary to meet the City's current and future service needs. The responding bank exhibited acceptable financial strength and adequately passed the bank service test. Attached is the Bank RFA Analysis. 2428 Carters MiII Road, Huddleston, VA 24104-4003 540.297.3419 Fees Independent Bank offered to provide the required and requested services for "no fee" with no minimum balance requirement. The services to be included within the scope of this application are broader than the services currently utilized, also under a "no fee" contract, and includes the fraud protection tools of Positive Pay and ACH Debit Blocking. Earnings Independent Bank proposes to compensate the City for its balances on deposit with "hard dollar" interest, with the rate based on the highest tier of the Index Fund Money Market Account currently at 0.45%, subject to change at the Bank's discretion, plus 0.15% fixed for the term of the contract, including all extensions. This rate is subject to change and could rise or fall based on market conditions and the Bank's discretion. Based on this current rate of 0.60%, and the City's average deposit balance of $6,000,000, the City's projected earning over the initial two year contact term will approximate $72,000. Over the full five year potential contract term, the projected earnings will be $180,000. Recommendation While the City only received a single application, it is a very good one. It has no fees, greater scope of services available, and the proposed interest rate is better than the current one. And with Independent Bank, the incumbent, the City has a known relationship and will avoid the time and expense of a transition. Based on the City's evaluation criteria listed above and the attached analysis, we concur with staff s findings that hndependent Bank represents the "best value" to the City. The contract term is two years, commencing June 1, 2013, with three additional one-year extension options at the City's discretion. Please contact Tom or me to discuss any questions or additional information needs. Thank you for this opportunity to serve the City. Sincerely, William J Koch Valley View Consulting, L.L.C. 972.682.6900 (direct) Attachment 2428 Carters Mill Road, Huddleston, VA 24104-4003 540.297.3419 Y{OUR)HOMETOWN Council Meeting: Apri123, 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 6 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Clayton Fulton Date Prepared: 4/17/13 Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Consider/Discuss/Action regarding an Ordinance amending the Anna City Code of Ordinances by amending Part II, Article 49, Section 2.06; Rereading Meters, SUMMARY: Part II, Article 49, Section 2.06 of the Anna Code of Ordnances deals with meter rereads and testing for accuracy. The language currently indicates that meters are to be taken out in order to be tested. This language is somewhat problematic as it does not allow the water customer to witness the meter test and it does not reflect current practices when testing meters. The amendment before the Council will strike the language stating that the meter will be taken out. RECOMMENDATION: Staff recommends the Council approve the Ordinance amending the Anna City Code of Ordinances by amending Part II, Article 49, Section 2.06; Rereading Meters. CITY OF ANNA, TEXAS AN ORDINANCE OF THE CITY OF ANNA, TEXAS, AMENDING THE ANNA CITY CODE OF ORDINANCES BY AMENDING PART II, ARTICLE 49, SECTION 2.06; REREADING METERS, PROVIDING FOR SAVINGS, SEVERABILITY, AND REPEALING CLAUSES; PROVIDING FOR AN EFFECTIVE DATE; AND PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF. WHEREAS, the City of Anna, Texas ("the City") has previously adopted ordinances, rules and regulations governing the testing of municipal water meters for accuracy; and WHEREAS, the City of Anna, Texas City Council has investigated and determined that it would be advantageous and beneficial to the City and its citizens to amend Part II, Article 49, Section 2.06 of The Anna City Code of Ordinances ("Anna Code") by striking the language stating that meters shall be taken out for testing; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT. Section 1. Recitals Incorporated. The above -referenced recitals are incorporated herein as if set forth in full for all purposes. Section 2. Amendment. In accordance with Part II, Article 1, Section 9 of Anna, the following amendment is made to Part II, Article 49, Section 2.06: Any municipal utility meter shall be reread upon complaint of the Customer and when the meter is found to have been correctly read originally, the complaining Customer shall pay a fee in the amount set forth in Anna Code, Part IV, Article 7, Section 7. Any municipal water meter shall be taken out tested upon request if, upon test, the meter is not within 3% of being repaired or replaced and the water bill adjusted maximum of three months. If upon test the meter 3% of accuracy the Customer shall pay a fee of it in Anna Code Part IV, Article 7, Section 7. Section 3. Savings, Severability and Repealing Clauses. of the Customer and accurateit shall be , appropriately up to a is found to be within the amount set forth CITY OF ANNA, TEXAS ORDINANCE NO. PAGE 1 OF 2 All ordinances of the City in conflict with the provisions of this ordinance are repealed to the extent of that conflict. If any provision of this ordinance shall be held to be invalid or unconstitutional, the remainder of such ordinance shall continue in full force and effect the same as if such invalid or unconstitutional provision had never been a part hereof. The City declares that it would have passed this ordinance, and each section, subsection, clause, or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, and phrases be declared unconstitutional or invalid. Section 4. Publication of the Caption Hereof and Effective Date. This ordinance shall be in full force and effective from and after its passage and upon the posting and/or publication, if required by law, of its caption and the City Secretary is hereby directed to implement such posting and/or publication. PASSED by the City Council of the City of Anna, Texas, this 23d day of April, 2013. ATTESTED: City Secretary, Natha Wilkison Mayor, Mike Crist CITY OF ANNA, TEXAS ORDINANCE NO. PAGE 2 OF 2 Item No. 9 City Secretary's use only City of Anna City Council Agenda Staff Report Y{OUii} 7iOMETOWN Council Meeting: A ri123 2013 Account Code # FM 455 Utility Relocation Project Amount: $222 734.75 Staff Contact: Ci Manager Exhibits: X Yes ❑ No AGENDA SUBJECT: Consider/Discuss/Action regarding a Resolution approving Change Order No. 1 and Change Order No. 2 to the contract with Quality Excavation for the FM 455 Utility Relocation Project. SUMMARY: Change Order #I # Work on the FM 455 Utility Relocation projected started about one month ago. During the course of construction we have identified several changes that need to be made to the project, including the addition of a number of valves, hydrants, and connections that were not included in the original construction plans. The cost of these changes (Change Order No. 1) will be $152,905.50. Of this amount, the project engineer estimates that TxDOT will reimburse the City for 51.65% of the cost making the City responsible for $73,925.31. Collin County has agreed to contribute funds (not to exceed $800,000) to cover 50% of the total project costs. We anticipate that the City's cost for Change Order No. 1 will be covered by the financial contribution from Collin County. Change Order #2: The construction of the Oak Hollow sound wall will require the City to relocate a water line adjacent to this subdivision. The relocation of this water line (Change Order No. 2) will cost $69,829.25. We have been advised by the project engineer that TxDOT will reimburse the city 100% of the cost of the Change Order No. 2. The combined total cost of Change Order No. 1 and Change Order No. 2 is $222,734.75. RECOMMENDATION: Staff recommends approval of the attached Resolution approving Change Order No. 1 and Change Order No. 2. CITY OF ANNA, TEXAS j����I�1�I:�P►��.C�a A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING AND AUTHORIZING THE CITY MANAGER TO ACT ON THE CITY'S BEHALF IN EXECUTING AND APPROVING CHANGE ORDER NO. 1 AND CHANGE ORDER NO. 2 TO THE CONTRACT WITH QUALITY EXCAVATION, LTD. FOR THE FM 455 UTILITY RELOCATION PROJECT WHEREAS, on October 23, 2012, the City of Anna, Texas (the City) award a contract to Quality Excavation, Ltd. for the FM 455 Utility Relocation Project (the "Project"), and; WHEREAS, during the course of construction City Staff has identified several changes that need to be made to the Project (including the addition of a number of valves, hydrants, and connections that were not included in the original construction plans), and the cost of these changes (Change Order No. 1) will be $152.905.50, and; WHEREAS, the project engineer estimates that TxDOT will reimburse the City for 51.65% of the cost of Change Order No. 1 making the City responsible for $73,925.31, and; WHEREAS, Collin County has agreed to contribute funds (not to exceed $800,000) to cover 50% of the total project costs, and the City Staff anticipates that the City's cost for Change Order No. 1 will be covered by the financial contribution from Collin County, and; WHEREAS, the construction of the Oak Hollow sound wall will require the City to relocate a water line adjacent to this subdivision, and the cost of this water line relocation (Change Order No. 2) will be $69,829.25, and; WHEREAS, the project engineer has advised the City that TxDOT will reimburse the city 100% of the cost of Change Order No. 2; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: Section 1. Recitals Incorporated. The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Approval of Change Order No. 1 and Change Order No. 2. The City Council hereby approves Change Order No. 1 and Change Order No. 2 to the contract with Quality Excavation, Ltd., attached hereto as Exhibit 1 and Exhibit 2 respectively; and authorizes, ratifies and approves the City Manager's execution of same. The City Manager is hereby authorized to execute all documents and to take all other actions necessary to finalize, act under, and enforce the Change Orders. PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 23�d day of April, 2013. CITY OF ANNA, TEXAS RESOLUTION NO. PAGE 1 OF 2 io0 ATTEST: Natha Wilkison, City Secretary APPROVED: Mayor, Mike Crist CITY OF ANNA, TEXAS RESOLUTION NO. PAGE 2 OF 2 4141 Blue Lake Circle, Suite 240 Dallas, Texas 76244 972 392002 To: CC: Philip Sanders From: Danny Everett, P.E. Date: 4/18/2013 Re: FM 455 Utility Relocations Philip, This memo concerns the FM 455 Utility Relocations revisions. Dannenbaum has prepared revised sheets and the City has approved the design. These revised sheets must now go to TxDOT for their approval. Dannenbaum will be incorporating those design changes into two TxDOT reimbursement agreements. The first TxDOT reimbursement agreement will be for the additional valves, hydrants, connections etc requested by the City that was not picked up by the TxDOT aerial survey provided to Dannenbaum six years ago. Additionally, there has been development along the corridor resulting in connections as well. This portion of the additional work will be sent to TxDOT as a supplemental to the EXISTING reimbursement agreement that was approved earlier this year. The total amount of this change order is $152,905.50. Of this amount based on the estimated TxDOT reimbursement percentage of 51.65% the City of Anna would be responsible for only $73,925.31 of that total. The second change order Dannenbaum will be sending to TxDOT will actually be a separate reimbursement agreement to cover the relocation of the water line in the vicinity of the proposed sound wall at Oak H011ow. This will be prepared separately due to this line being fully reimbursable by TxDOT. In meeting with TxDOT, they felt it more expeditious if a separate agreement were prepared because it was under the dollar threshold that would need to be sent to Austin for approval. Therefore, this agreement, which is 100% reimbursable to the City, can be approved more quickly at the TxDOT District level. The total cost of this change order is $69,829.25, again, 100% of which is reimbursable to the City of Anna. Both of these change orders result in an overall project increase of $222,734.75 and a total overall cost of $1,649,360.04 including engineering, design and inspection. If you have any questions please let me know. Sincerely, Daniel W. Everett, P.E. CITY OF ANNA FM455 WATER AND SANITARY SEWER RELOCATIONS ENGINEER'S OPINION OF PROJECT COST WITH NOISE WALL CHANGES TxDOT REIMBURSEMENT AGREEMENT - ELIGIBILITY NOISE WALL CHANGES-100°/D REIMBURSABLE DEC Project No= 445"1 ITEM NO. I DESCRIPTION UNIT TOTAL gUANTITY UNIT PRICE TOTAL AMOUNT gUAN71TY FOR NOISE WALL TOTAL AMOUNT (NOISE WALL Water Improvements t IdobOzadon, DmobSaalion, Bonds, Insurance LS i s 37 W 00 $ 37,20000 0 2 Tra6ic CenScl LIO 6 $ 2,16667 13.000 DO 0 3 Stamm Water Pollubon Preventlon Plan EA 1 5 32MW 3 00.00 0 4 Erosion Control FacHlres LS f 9 oo 9,500.00 0 r AER->�. „Total "';�b25➢O.00i NO irC-900 DR18 Class 150 PVC Water Met LF 61195 $ 3500 216,82500 915 S 32.G25.00 I 20'Other Than Open Cut Steel Encasement far 12'C-90o PVC Water Pia LF 579 $ 282.00 16327800 0 5 103 Connect To Existing 12'Water Une EA 13 $ 2,2MM 29,51000 0 5 IN Canned To Existing 8'Waler Line EA 4 5 IAMW 7AW.00 2 $ 3,70000 105 Conned To Existing 6' Water Line EA 1 5 IS0000 I f So0.00 a $ 106 Dudde Iron Pi Pains TONS 1021 5 b 00 1 66.365 Do 02765 $ 1,797.25 107 Fire Hydrant Asserniaty EA I $ 2,50000 2500.00 3 S 7.500.00 Ias 12'Gate Valve and Valve Box EA 19 $ 2 Oa00 41,600.00 7 $ 15.400,00 109 8' Gate Valve and Valve Box EA 4 $ 135000 54W CO 0 5 Ito 6' Gata Valve and Vahe Box EA 2 5 I oo000 2,000 00 3 $ 3.000.00 III 2' Gate Valve and Valve Box EA 3 $ Mao 2,100.00 0 $ 112 2' Water Servke EA 1 $ 27mod 2,70000 0 S III 2'C*qxrellon Stop EA 2 $ 228.00 456.00 0 $ 114 VWater Service EA 17 5 1001100 17,000.Go 0 S I IS Concrete E+wasernenl LF 114 5 3&W 44104.00 0 $ Its StabB¢ed SaclSE CY 765 5 25.00 19,62500 0 $ it7 PW �Dnting Water LIM EA 3 5 727.00 2,181.00 0 $ 118 Remove & Salvors ExisSn Eke H Nrant For Reuse EA 2 5 220.00 440.00 3 5 660.00 119 Ifternove Duane valve a Valve Box EA 10 $ 27G00 2,760.00 3 $ 82800 120 Remove Exhth Pau EA 1 5 345A0 345.00 0 $ 121 Remove Eanting Water Lim LF 5578 5 8.0o 44.62400 0 5 122 Remo" Existing 30'Rep LF 20 5 Man 56000 0 $ 123 Remove Exhfing Headwall EA 1 $ Man 33400 0 $ 124 Te a Pavement Retrain r LF Tell 5 3900 31,04400 0 $ 125 Seed SY 12,540 $ 1.0a 12.N000 0 $ 126 Testi LF 6253 $ 1.00 6n:I.W 0 $ 127 Trench Safety Protecbon LF 6 53 $ 1.So 6253.oe 0 $ 128 Flush Valve EA $ 2So000 0 5 In Embedment LS 5 572L00 0 i AER Total -689E97<CO - 64SID25 200 8'C900 DR18 Liass 150 PVC Water LF 447 5 350o 15,64500 49 5 1,715.00 201 16'OMar Than Open Cut Steel Encasemnt for 8'G900 WC Water Prea LF 359 $ 214.00 76.62600 0 $ 202 Conned To Exis 8'Water Une EA 2 5 SA%co 3,700.00 0 $ 2M conned To Eaisling TWater Line EA 2 $ IS co 3,000.00 o $ 204 6' Gate Valve and Vahe Box EA 2 5 1,35a00 2,700.00 2 S 2,700.00 205 DucVe iron Fill TONS I'm $ 65moo 7102000 0 $ 206 Rug Eahting Water Une EA 5 $ 727.00 3635.00 0 5 207 Seedi SY 600 5 IM 60000 0 $ 2W Testing LF 806 $ I'M MW 0 S 209 Trench Safety Protection LF 806 S 1,0) 60600 0 $ Total ;,,n ;, •AUJW-0D ...... ,., ,,, .,e. .�_. ,. "4'16YI0' 101 64G900DRISC!ass i50PVCWater Pi LF 58 $ 2100 121800 24 $ SO4.00 107 Fire ttydiantArsornbly EA 4 $ 2,S 00 loo0.o0 0 $ 110 6' Gate Valve and Valve Box LF 4 5 I,0oacto 4,000.00 0 $ lie Remove & Salvage Exis' Eke Hydrant For Reuse EA 4 $ 22dw 880.00 0 S AER.. Total 36.09800 Water Totals $ 883,633.00 $ 69,82926 Sewer Relocations t Mobe¢aEon, DemobBizatlon, Bonds insurance LS i $ 24000oo S 24,00000 0 2 Traffic Control LS 3 $ 2,16667 6.500.00 0 3 Erosion Control FaoTNes LS i $ 7 W 7SOOM 0 - AER=� "'Tblal --36400.00 300 12*SDR26PVC Sanm Sewer Line LF 1,125 5 Sam 56.250.00 0 5 M 20'5leel Encasemenlfor 12'Sanha SaverLMe LF 209 $ 29300 61,237.00 0 $ 302 4RDlammetarhlanholo-Aa De lhs EA 5 $ 32aaoo 16.00000 0 $ 303 4R Diaroter Drop Manhole -A]I De the EA 2 5 3,SMW 7,M0.00 0 $ 304 Conned To Existing Sanitary Sewer Uns EA 6 5 2Satoo 15,000.00 0 S 305 4'SS SeMce EA 7 $ M00 3.850.SO 0 $ 306I Remese B Distrase of Existing SS Main LF 1 157 $ am 1 56.00 0 $ 307 Rem ow B Dispose of Eris" SS Manhole EA 4 5 5R.00 2283,00 0 $ 308 Cut Rod &Abandon Existing Sanitary Saver Uo EA 7 5 727.00 5089.o0 0 $ US Te ga o Pavernt Repair LF 47 $ 3900 I'lln.00 0 $ 310 seeding SY 11590 5 1.00 1,590.00 0 $ 311 Testing LF 14125 5 1.00 1,125.00 0 $ 312 Trench Sarety Protection LF 1,125 $ 1.00 1,125.00 0 $ "AER -Total ,'IIM343,00 .. 400 8'SDR26 PVC Santa Serer LMo LF 224 5 4400 9.856.00 0 401 VV Steel Encasement for 84Sanota Server Lew LF IDS 2416800 0 $ 4o2 4RDlaroter Manhole -Alba EA 2 IS 32MM 6.400.00 0 $ an ConmdTO&Isgn Santa SevmtltbMokb Cori EA 2 5 1,4MM 2,800.00 0 $ 404 Rerrove a Dislaose of Existing SS Main LF 1 $ &W 8to 0 $ 405 Cut, Rug &Abandon EaisE sanitag Sever Uo EA 2 $ 727.00 IAN,00 0 5 406 Seed SY 315 $ 1.00 31500 0 $ 407 Testin LF 224 $ 1.010 22400 a $ 4M Trench Safety Protection LF 224 $ 1.00 22400 0 5 . `AER . ,.. 2 .. .,, .. ,?otai77777777777777UPFN 500 6' SDR26 PVC Sontag Serer Line LF 4W $ 32W 15.456.00 0 S 501 12'Steel Encasementfor It'Sanitag Sauer Lire LF 104 12500 13,000.00 a $ 502 4 R Dlarneter Manhole - Ail Deaths EA 5 $ 320100 16000.00 0 S 503 4R Otaneter Drop Manhole - All Deaths EA i 3elIM00 3,850.00 0 $ 504 Conned To ExisantgSancta SewerlkMokb Cod EA 1 $ I,40100 1,4000) 0 $ 505 Cut, R 8 Abantlon ExisE sanitarysewer Une EA 3 $ 717.00 2,181.00 0 S 505 Remove A Dis se of Existing SS Main LF 261 $ am 2,08800 0 S 507 Temporary Pavement Repair LF 45 $ 390) 1,755.00 0 $ 506 Start"SY 620 $ am 620.00 0 $ She Testing LF 4W $ L03 483.00 0 $ 510 Trench Safety Protection LF 4M I.00 48300 0 $ Lift Station Abandonment S00 5 R Dianrokri.lanhole wth Eccenbk Cone 30-inchopening) EA 1 $ SA0a00 5,800.00 0 S 601 Remove & Us se of Ealsfing SS Wehw® EA 1 $ 5,1mot 5,10000 0 $ 602 Remove & Dis se or IDusfing SS Valve Vault EA 1 $ ] 25600 1 5e.ce 6 $ 603 Correct To ExisEn Sanitary Sever Une EA 4 $ 35oa0a 10,000.00 0 $ 604 Seedi SY no 1.00 20000 0 $ ,,AER rotor Sewer Totals S 337,864,00 $o. Total Probable Cost (Overall) $ 1,221a497.00 $69,829,25 Total Project Eligibility Ratio (Overall) 100.00% ESTIMATED CITY RESPONSIBILITY FOR CHANGES (0.001/6) $0,00 P-1 CITY OF ANNA FM455 WATER AND SANITARY SEWER RELOCATIONS ENGINEER'S OPINION OF PROJECT COST WITH CITY CHANGES TXDOT REIMBURSEMENT AGREEMENT - ELIGIBILITY CITY CHANGES- 51.65% REIMBURSABLE mcl irk: el 9 l ITE61 tNl. DESCRIPTION UNIT TOTAL pUANTitt UNIT I TOTAL QUANTItt REQUESTED BY OYMER TOTAL AMOUNT(REQUESTS) TOTALAMOUNT (WITH CHANGES Water firwrovementrits vn. Ocmml®bn. Banco LS ts17awilo a 37MOW 0 Tra+k Car#cl 6 s WOW 0 EA 32W 00 EmsonC Fallli s 0 IN IYC-," will Class 1N wManuppe IS 61915 s 15 co 216 an W 32 S I INN a 21796500 - lF 579 s 12951000 N 5 564200 5 I"918W - FA 13 rxtToE S'Wag Lrli 17A 4 s 115im 74WW 0 S 5 _ �Finnio E TONS 1012t 66k�.5W p6i 4a49W S M414W 107 FraN 1Aa TV s s W s Nwam EA it s 2=40 41 WOGJ 15 S IN A 110 6' Geg Vahean.IValeB s 5 S 500000 lit EA 3so0w 210300 0 3 \2ow EA 5 27W W 1 5 Vooco 113 Y 0 S 114 Vwasrr�ico EA 1 170O1W 3 S its �n�hr � 114 116 9.abSzc4B _Vn s 25,00 19UNO 0 S 117 P+. Ea< gilw.a s 181On 0 5 its oral Far Rev EA 5 mow 5 13NW EA 70M 4 a 1 IGIM S 388400 IN RaTrne EIA I s 245M 345N 0 5 F 5578 u56000 0 $ f22 In Renas E' s 0 S 3104400 t25 SiIa 162ST0 too 12540W in Te s 0 5 -.0 BaI=. F.rc- LF 62M s 0 S In FlurliVarm flik 1 S 129 EmeadM L6 8 721W 87210 -I R % Trial: 557W W21410 NO - 9310W 5 2493500 OVzr Ranpazn CU S'_—'_I Ereasrrdkr 6'GWO a'aP LF M9 $ )37mw W S N2 s a S N3 [anrxtTo E.x 6'Vherlge 30W W 0 3 - aro EA 2 $ 27WW 67ww S 945000 N5 0. ebonP s 70NW 0 S N5 EA 5 $ 727.00 3N5W 0 S 6W 0 No in Sak Prag.-ea, 0 S 1AER '?cam . 114new Nearer Assassin 1216W 42 5 107 1013)DU3 0 S - to star 4s 8 Etrni F FA 0 5 ANI rose -:le -. '6d200 GiMt9 Water Totals $ 883,633.00 8 Ia7a78 50 S 590,71150 Sevrer Relocallons Aytrb n M..e sra!'an Bends lonr Ls t $ 2400000 0 i AER% Trott m iTSOR26Plc San Saner Lme 1f I.1N w S 245W00 S wl N'Sxl Fxas-nxdror IT tY 2N s 293W 61 T37W 131 S W2 dFt D-une'�a,1MJ.a.Pf1 16WIN 2 U EA 1T0 E.s dar Sane Lra FA 1385eW 0 5 W5 4'BSSanm s a4ENsSS Wan Lf 157 $ 307 EA 4 5 Moo CMa .don Ers s 520d9W 0 3 47 $ 39,00 lamw 0 5 310 15 0 311 e4m 0 $ Ta„en saFr P� tF 1 a s =F82 TWd , .3TA.. ,. e53261eD ". li} 4W AnRM PVC Strata Se s 9855W 42 S WI i6'S[xlEwasenzrcrore'S�a 12 L4WW 6 3 x'_-r N.vsNa-Pe _ EA 5 3Hg40 S ie Frti, Sa s 260 0 S AN 4N Rrn e8ns am BW 0 S cut E S 100 slow 0 S 224 W 0 S ?8 NiF 4.x 545 eat it .suR ro.ssanTta x..:. L=.a -ia s mOIN uae O do s,nz•.e.v rx'a c eA o s N5 EamMan Sar nor tke EA 3 Trim 0 5 W 5 8 20od40 Pac-ment Rapof LF 45 s 0 5 S 6N 5 IM moo 0 5 510 Trento SrIrti 11r•1aetM LF 0 5 Tabs 5T9165} . 453 Lit Station Abandonment NG wN 600W WI Rcmaa60. SS\4xtwtla EA 0 5 602 Pxmaeaa GE t SS Won Vaul EA s Ini5co 0 5 OWUW OS Trdal TtYRW - Swann Totals 8 337,BWA0 S45aPW $3".lKn.Ot Total Probable Cost (Overall) $ 11221A97,00 $162*905.60 6 1,374,402.60 Total Pto)ect ElIgIbllity Rallo (Overall) 51,65% ESTIMATED CITY RESPONSIBILITY FOR CHANGES (48.35%) $73,926,31 Engineering Fee (from Pre -Design Estimate) Design 8 Bid Phase 6 134,900.00 ConsWcbon Phaset $ 30,000,00 Total Engineering Fee 6 164,900.00 Cvlssrmn Plate sx,ceswTw e_d on an lw cox asrc —Irtbe rnJ ra amovxwaw,rtwean awnwva" TOTAL PROJECT COSTS NOISE WALL CHANGES 6 69,829.26 ESTIMATED PROJECT COST (TOTAL PROBABLE COST + ENGINEERING) $ 1,609,131,75 INSPECTION FEE (2.5%) $ 400228.29 TOTAL ESTIMATED PROJECT COST 6 1,649,360.04 TOTAL CITY. PROJECT RESPONSIBILTIY.(48,36%) $ ': 7972465,68. PI CHANGE ORDER 1 Date of Issuance: 04/18/2013 Effective Date: 04/24/2013 Owner: City of Anna, TX Project: FM 455 Utility Relocations Contract changes are approved as follows: Description of changes: Addition of valves, hydrants, fittings and connections of water line. Reason for Change Order: Original TxDOT survey was an aerial survey and did not pick up all existing valves and hydrants. Development also occurred since the original survey was performed 7 years ago. Attachments: Memo to the City Manager CONTRACT PRICING Original Contract Amount including Add/Alternates: $ 11226,676600 Net Increase from Previous Change Orders: $ 0.00 Contract Price Prior to this Change Order: $ 1,226,676.00 Net Increase/Decrease of this Change Order: $ 152,905050 Contract Price with All Approved Change Orders: $ 11379,581 s50 City of Anna, TX By: Date: Quality Excavation, LTD Philip Sanders, City Manager By: Please sign both copies; c/o Philip Sanders PO Box 776 Anna, TX 75409-0776 Date: City of return one copy to: Anna, TX CHANGE ORDER 2 Date of Issuance: 04/18/2013 Effective Date: 04/24/2013 Owner: City of Anna, TX Project: FM 455 Utility Relocations Contract changes are approved as follows: Description of changes: Relocation of approximately 900 feet of water line that is in conflict with the proposed noise wall construction adjacent to the Oak Hollow Subdivision. Reason for Change Order: TxDOT is constructing a noise wall along the ROW adjacent to the Oak Hollow subdivision as required by the environmental documentation. Attachments: Memo to the City Manager CONTRACT PRICING Original Contract Amount including Add/Alternates: $ 11226,676000 Net Increase from Previous Change Orders: $ 152,905.50 Contract Price Prior to this Change Order: $ 1,379,581050 Net Increase/Decrease of this Change Order: $ 69,829.25 Contract Price with All Approved Change Orders: $ 1,449,410.75 City of Anna, TX By: Philip Sanders, City Manager Date: Please sign both copies; return one copy to: c/o Philip Sanders PO Box 776 Anna, TX 75409-0776 Quality Excavation, LTD By: Date: City of Anna, TX Page 1 of 1 Y{OUH} HOMETOWN Council Meeting: Apri123I 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 10 Ciry Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Clayton Fulton Date Prepared: 4/17/13 Exhibits: Q Yes ❑ No AGENDA SUBJECT: Briefing/Discussion regarding financial credit ratings SUMMARY: The City has recently undergone a credit rating with Moody's Investors Service of the 2012 CO a re -rate with Fitch Ratings of the 2006 CO and 1976 GO. Moody's and Fitch employ a different rating system; however, each rating agency rated Anna's debt as investment grade. Investment grade ratings indicate a low risk of default and also keep our borrowing costs low. Moody's rated the 2012 CO as an "A1"and did not provide an outlook; this is one notch higher than the Fitch rating. According to the Moody's Rating Symbols and Definitions guidebook, this rating is "above average creditworthiness relative to other domestic issuers". Our financial advisors also indicated that a Moody's rating is more desirable but also a more difficult process than Fitch. Additionally, our financial advisors indicated that the ratings analyst was impressed with the City's management characteristics and expects the rating to improve with current management practices and as the City continues to grow. Moody's specifically listed the following strengths and challenges: • Strengths o Healthy General Fund balance as a percentage of revenues o Location in Collin County position for long term economic growth • Challenges o Future population growth could drive need for significant debt issuance Fitch affirmed their rating the 2006 CO and 1976 GO as "A" with a stable outlook. While this is one notch lower than the Moody's rating, it is still a high rating indicating high credit quality. The Fitch Definitions of Ratings guide book states "A" ratings "denote expectations of low default risk. The capacity for payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable Item No. 10 City Secretary's use only to adverse business or economic conditions than is the case for higher ratings". The Fitch rating highlighted the following key rating drivers: • Solid financial position achieved through conservative budget practices, operating surpluses, and health fund balance levels • Growing but limited economic foundation primarily fueled by the housing industry • Resumed development that is boosting the tax base but also presents new service and infrastructure challenges • High overall debt burden due primarily to overlapping debt of the local school district. Although Fitch believes the debt load currently is manageable due to reasonable prospects for continued expansion of the tax base. Both rating agencies cited our strong financial position and management practices as a key strength to our rating. The investment grade rating helps the City keep and maintain low borrowing costs and reflects upon all aspects of the City. Each rating begins with the analysts reviewing past budgets and audits then preparing list of specific and detailed questions relating to the overall health and operations of the City. The agency then schedules a call with the City Manager and Finance Director; each call lasted over an hour. While on the call, the City reported on the questions and the analysts asked follow up questions to gain additional insight and understanding of complete health and strength of the City. The Moody's rating was issued in November of 2012 and the Fitch rating was issued this month (April). Each agency's press release is attached to this report. Fitch Ratings � Press Release Page 1 of 3 ion Fitch Affirms Anna, TX's LTGOs and COs at'A'; Outlook Stable Ratings Endorsement Policy 12 Apr 2013 11:24 AM (EDT) Fitch Ratings-Austin-12 April 2013: Fitch Ratings has affirmed the 'A' rating on the following city of Anna, Texas (the city) obligations: --$1.975 million combination tax and limited surplus revenue certificates of obligation (COs), series 2006; --$15,000 general obligation (GO) water bonds, series 1976. The Rating Outlook is Stable. SECURITY The GO bonds and COs are secured by a pledge of ad valorem taxes levied annually within the limits prescribed by law against all taxable property in the city. The COs are further secured and payable from a limited pledge (not to exceed $1,000) of surplus net waterworks and sewer system revenues. {�7�[�ti7i �►�L�;3 SOLID FINANCIAL POSITION: Despite growth pressures, Anna has maintained a sound financial position through conservative budgeting practices, as evidenced by regular operating surpluses and healthy fund balance levels. GROWING BUT LIMITED ECONOMIC FOUNDATION: The local economy is primarily fueled by the housing industry, which has been impacted by the recession but is showing signs of recovery. DEVELOPMENT RESUMES: After a recessionary drop development activity reportedly is accelerating. A return to the rapid growth pace of previous years would boost tax base growth but also present new service and infrastructure challenges. HIGH OVERALL DEBT BURDEN: The city's overall debt burden is high, due primarily to the overlapping debt of the local school district. Fitch believes the debt load currently is manageable due to the reasonable prospects for continued expansion of the tax base. RATING SENSITIVITIES Maintenance of solid financial reserves, given Anna's sales tax exposure, is a key to maintaining credit quality. CREDIT PROFILE The city is located 40 miles north of Dallas in the relatively affluent Collin County (the county). Easy access to Dallas from U.S. Highway 75 and affordable land make this former farm community an attractive location for many first time homebuyers. Officials estimate that approximately 85% of the city's 9,200 residents commute outside the city for work. The city experienced dramatic growth in its population base during the last decade, increasing at an average annual rate of 21 %between 2000 and 2010 and making it one of the fastest growing cities in the region. Significant commercial and retail development followed. http://www.fitchratings.com/creditdeslc/press_releases/detail.cfm?print=l&pr_id=788467 4/15/2013 Fitch Ratings � Press Release Page 2 of 3 With the onset of the recent recession, the city's expansion slowed down considerably. Single-family residential building permits, which annually exceeded 500 in 2003 and 2004, dropped precipitously to a low of 6 in 2009. Recent permits have improved dramatically, with 100 issued in 2011 and 350 in 2012 and expectations for continued growth in new single- family housing construction over the near to medium term. Taxable assessed values (TAV) softened slightly since the recession, decreasing by an average annual rate of 1.4%since 2009. Positively, TAV registered a 3.7%increase for fiscal 2013, driven by renewed growth in the housing sector. The city's top 10 taxpayers represent a modest 7.4% of total TAV and include a mix of retail and commercial concerns. Property tax rates are above average relative to other cities in the county. The city's current rate of $0.65 per $100 of TAV represents a 12%rate hike since fiscal 2009. Wealth levels are mixed. Market value per capita is average at $51,000. Per capita money income is 90% of the Texas average and 82% of the U.S. average, but median household income is roughly 120% of the state and national averages. The unemployment rate in the county has trended downward after spiking in 2010. The county's January 2013 rate of 6% was well below both the Texas (6.9%) and U.S. averages (8.5%) for the month. STABLE FINANCIAL PROFILE; HIGH RESERVE LEVELS The city has managed to meet the service demands of a growing population while maintaining a sound financial profile. The city continues to maintain very high levels of general fund reserves, well above the council -adopted policy of maintaining 90 days operating reserves. The city's revenue sources are diverse, with property taxes comprising 57% and economically sensitive sales taxes comprising 14% of total general fund revenues. Public safety constitutes the largest and fastest growing spending item. The city's 1%sales tax experienced rapid growth during the period of dramatic population growth, even showing double- digit annual growth throughout most of the recent recession. Fiscals 2011 and 2012 each ended with a modest surplus, boosting the 2012 general fund balance to $2.6 million, or 71% of spending. The fiscal 2013 adopted budget was balanced, and another modest operating surplus is now anticipated due to better than expected sales tax collections. Given past practices and results, Fitch believes management will continue its proactive financial planning practices and budgetary oversight in order to maintain its sound financial position. HIGH OVERALL DEBT LEVELS; LOW PENSION FUNDING While the city's direct debt levels are modest, overall debt levels are very high at approximately $8,100 per capita and 15.8% of fiscal 2013 TAV. The high debt burden is mainly driven by substantial overlapping borrowing by the Anna Independent School District (not rated by Fitch). The pace of city debt retirement is average at 56% in 10 years. Most of the city's outstanding debt consists of obligations issued for its waterworks and sewer system. The city plans to restructure both its tax -supported and water and sewer debt within the next few years in order to smooth out debt service requirements, which are scheduled to rise significantly in 2018. No additional tax -supported bonds are planned for the foreseeable future. Anna's employees participate in an agent multiple employer defined benefit pension plan administered by the Texas Municipal Retirement System (TMRS). The city routinely funds 100% of its annual required contributions; however, funding levels are low at 59% assuming a 7%investment rate of return as of Dec. 31, 2011, up modestly from 53%the prior year. Other post -employment benefits (OPEB) are also provided by the city through TMRS, but limited to group -term life insurance benefits, which may be terminated by city council, resulting in no unfunded liability. Carrying costs related to long-term debt, pension and OPEB liabilities were manageable at 17.5% of fiscal 2012 governmental spending less capital outlays. Contact: Primary Analyst Steve Murray Senior Director +1-512-215-3729 Fitch Ratings, Inc. 111 Congress Ave, Suite 2010 Austin, TX 78801 http://www.ftchratings.com/creditdeslc/press_releases/detail.cfm?print=l&pe_od=�88467 4/15/2013 Fitch Ratings � Press Release Page 3 of 3 Secondary Analyst Rebecca Meyer Director +1-512-215-3733 Committee Chairperson Doug Scott Managing Director +1-512-215-3725 Media Relations: Elizabeth Fogerty, New York, Tel: +1 (212) 908 0526, Email: elizabeth.fogerty@fitchratings.com. Additional information is available at'www.fitchratings.com'. The ratings above were solicited by, or on behalf of, the issuer, and therefore, Fitch has been compensated for the provision of the ratings. In addition to the sources of information identified in Pitch's Tax -Supported Rating Criteria, this action was additionally informed by information from Creditscope, University Financial Associates, S&P/Case-Shiller Home Price Index, IHS Global Insight, National Association of Realtors, Underwriter, Bond Counsel, Underwriter Counsel, and the Municipal Advisory Council of Texas. Applicable Criteria and Related Research: - 'Tax -Supported Rating Criteria' (Aug. 14, 2012); —'U.S. Local Government Tax -Supported Rating Criteria' (Aug. 14, 2012). Applicable Criteria and Related Research Tax -Supported Rating Criteria U.S. Local Government Tax -Supported Rating Criteria ALL PITCH CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS AND DISCLAIMERS. PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK: HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS. IN ADDITION, RATING DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S PUBLIC WEBSITE 'WWW.FITCHRATINGS.COM'. PUBLISHED RATINGS, CRITERIA AND METHODOLOGIES ARE AVAILABLE FROM THIS SITE AT ALL TIMES. PITCH'S CODE OF CONDUCT, CONFIDENTIALITY, CONFLICTS OF INTEREST, AFFILIATE FIREWALL, COMPLIANCE AND OTHER RELEVANT POLICIES AND PROCEDURES ARE ALSO AVAILABLE FROM THE'CODE OF CONDUCT' SECTION OF THIS SITE. PITCH MAY HAVE PROVIDED ANOTHER PERMISSIBLE SERVICE TO THE RATED ENTITY OR ITS RELATED THIRD PARTIES. DETAILS OF THIS SERVICE FOR RATINGS FOR WHICH THE LEAD ANALYST IS BASED IN AN EU-REGISTERED ENTITY CAN BE FOUND ON THE ENTITY SUMMARY PAGE FOR THIS ISSUER ON THE FITCH WEBSITE. Copyright ©2013 by Fitch Ratings, Inc., Fitch Ratings Ltd. and its subsidiaries. http:Uwww.�tchratings.com/creditdesk/press_releases/detail.cfm?print=l &pr_id=788467 4/15/2013 Moom' INVESTORS, SERVICE New Issue: IVloody'a assigns initial Al rating to City of Anna's (TX) $4.21 million Combination Tax and Revenue Certificates of Obligation, Series 2012 Global Credit Research -19 Nov 2012 ANNA (CITY OF) TX Cities (including Towns, Villages and Townships) TX Moody's Rating ISSUE RATING Combination Tax and Revenue Certificates of Obligation, Series 2012 Al Sale Amount Moody's Outlook NOO Opinion $4,210,000 NEW YORK, November 19, 2012--Moody's Investors Service has assigned an initial Al rating to the City of Anna's (TX) $4,210,000 Combination Tax and Revenue Certificates of Obligation, Series 2012. The city has $4.1 million in outstanding parity debt not rated by Moody's. SUMMARY RATINGS RATIONALE The bonds are secured by an ad valorem tax levied within the limits prescribed bylaw on all taxable property within the city as well as a pledge of surplus revenues (not to exceed $1,000) of the ciry's waterworks and sewer system. Assignment of the Al rating reflects the city's relatively small yet stable tax base that is positioned for significant growth over the long term. Additionally, the Al rating reflects healthy and stable financial operations and a manageable debt burden. STRENGTHS Healthy General Fund balance as a percentage of revenues Location in Collin County positioned for long term economic growth CHALLENGES Future population growth could drive need for significant debt issuance DETAILED CREDIT DISCUSSION NEW DEVELOPMENT GAINING MOMENTUM The city is located in far northern Collin County (general obligation rated Aaa), approximately 40 miles north of Dallas (Aa1/stable outlook) along state highway 75. The population of the City of Anna increased a staggering 573.4% between the 2000 and 2010 Census years from 11225 to 8,249. Population is currently estimated to be 9,226. Location and affordable pricing are two primary factors encouraging strong demand for housing in Anna. The city is conveniently located to employment centers in Plano (Aaa), Richardson (Aaa/stable outlook), and Sherman. After experiencing strong growth rates on the tax base prior to 2009, the full valuation declined by 1.5% in 2010, 3.5% in 2011 and 0.6% in 2012. New construction was not able to offset declines on existing values. However, fiscal 2013 existing values stabilized and the new construction expanded the tax base by 3.7% over the prior year yielding a total full valuation of $377 million. The largest taxpayers comprise a minor 7.6% of the total tax base and are stable. According to the American Community Survey, the city's 2010 per capita income was equal to 86% of the US and 94% of the State. The Al rating reflects the city's stable tax base the is likely to experience significant growth over the long term given its favorable location in the Dallas/Fort Worth Metroplex, PRUDENT FISCAL MANAGEMENT SUPPORTS HEALTHY GENERAL FUND RESERVE The city has a formally adopted policy to maintain 25% of appropriations in the General Fund reserve which is a credit strength. Management demonstrates conservative budgeting which has resulted in annual year end surpluses. Additionally, management has been able to accommodate population growth using technology and outsourcing to manage payroll and benefit costs. As a result, the General Fund has increased from $1.9 million in fiscal 2009 to $2.4 million in fiscal 2012 (unaudited) and it has remained over 64% of General Fund revenues during that time. General Fund operations are supported primarily by property taxes which comprised 54% of revenues in fiscal 2012. Sales taxes provided 14% of revenues. In fiscal 2012, officials budgeted $460,000 but actual sales tax revenues totaled $522,000 and they have again conservatively budgeted for $500,000 collection for fiscal 2013. The historical trend of conservative budgeting and the strong General Fund balances are key factors in the Al rating assignment. DEBT BURDENS MITIGATED BY WATER AND SEWER SYSTEM REVENUES The cit�ls debt burdens are 3.4% on a direct basis and 16.3%overall when including all outstanding debt. When excluding debt supported by the water and sewer system, the direct debt burden is a more manageable 1.2% on a fiscal year 2013 full valuation. However, the overall debt burden remains a high 14.1 % given the large amount of overlapping debt from the Anna Independent School District (Al), which has issued significant debt amounts to keep up with enrollment growth. The city has no immediate plans for debt although they maintain a ten year CIP and update it frequently to keep pace with population growth. As growth continues and accelerates, debt issuance could be needed for the construction of larger road projects although for now, the city is able to maintain roads with a budget appropriation of approximately $100,000 annually. WHAT COULD MAKE THIS RATING GO UP Trend of significant new development Improvement in socioeconomic profile WHAT COULD MAKE THE RATING GO DOWN Trend of tax base declines Use of General Fund reserves and weakened liquidity position KEY STATISTICS 2012 Estimated Population: 9,226 2013 full valuation: $377 million 2013 full value per capita: $40,817 Direct debt burden (net of self-supporting contributions): 1.2% Direct debt burden (without self-supporting contributions): 14.1% Rate of principal repayment (10 Years): 50.5% FY 2012 General Fund balance (unaudited): $2.5 million (67.9% of General Fund revenues) Post -sale parity debt outstanding: $12.8 million The principal methodology used in this rating was General Obligation Bonds Issued by U.S. Local Governments published in October 2009. Please see the Credit Policy page on www.moodys.com for a copy of this methodology. 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Item No. 11 City Secretary's use Only City of Anna City Council Agenda Staff Report Y{OUIi} HOATETOW iV Council Meeting: A ri123 2013 Staff Contact: City Manager Account Code # Amount: Exhibits: ❑ Yes ❑ No AGENDA SUBJECT: Briefing/Discussion regarding needs for City facilities and office space. SUMMARY: Staff will brief the Council regarding facilities and new office space that are needed in the short term. iiOME'i`aWN Council Meeting: Apri123I 2013 Account Code #: N/A Item No. 12 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Maurice Schwanke Date Prepared: 04/18/13 Budgeted Amount: N/A Exhibits: ❑Yes ■ No AGENDA SUBJECT: Briefing/Discussion regarding construction status of Slayter Creek Park, Phase II. SUMMARY: Significant Progress is being made at Slayter Park. 1) The skate park element has been completed. 2) Baseball/softball fields - The largest element is the construction of the baseball and softball fields. The fields fencing and dugouts are now under construction. The infield clay surface should be installed within the next two weeks. The field irrigation construction is taking place now. Sprigging of the ball fields will begin when sprigs become available. 3) Lighting for the ball fields has been completed and are operational. 4) Tennis Court lighting has been installed. The final electrical connection has not occurred. 5) The multi -purpose field has been graded and will have irrigation installed in the next several weeks. Additionally, sprigging of the field cannot occur until sprigs are available. 6) 7.5 acres of irrigated surface outside of the ball fields is underway. The irrigation supply line has been installed and now the individual stations are ready for installation. 7) All parking lot concrete has been poured. Stripping and cleaning has not occurred at this time. 8) A pre -construction meeting for the Splash Pad occurred on 4/17/13. Construction should start soon with the removal of 4' of dirt and replacement with 4' of select fill. 9) Disc Golf — The Disc Golf Course elements have been installed except for one tee box. Tree trimming and tree planting as well as some ADA requirements still require attention. 10) Gazebo — We are working with an architect to prepare plans and cost estimates for the gazebo. 11) Cultural resource signage and other necessary park signage is under design at this time. RECOMMENDED ACTION: None Council Meeting: April 23I 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 13 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Philip Sanders Date Prepared: 4-18-13 Exhibits: O Yes ❑ No CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter 551, the City Council may enter into closed session to discuss any items listed or referenced on this agenda under the following exceptions: a. consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071). b. discuss or deliberate personnel matters (Tex. Gov't Code §551.074); discussion regarding City Attorney Annual Review. The council further reserves the right to enter into executive session at any time throughout any duly noticed meeting under any applicable exception to the Open Meetings Act. IiOMETOV7N Council Meeting: April 23, 2013 Account Code #: N/A Budgeted Amount: N/A Item No. 14 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Philip Sanders Date Prepared: 4-18�13 Exhibits: ❑Yes ❑ No AGENDA SUBJECT: Consider/Discuss/Action on any items listed on posted agenda for April 23, 2013 City of Anna Special Meeting or any Closed Session occurring during this Regular Meeting, as necessary. SUMMARY: RECOMMENDATION: iiOMETOWN Council Meeting: April 23I 2013 Account Code #: N/A Budgeted Amount: N/A AGENDA SUBJECT: Adjourn. SUMMARY: Item No. 15 City Secretary's use only City of Anna City Council Agenda Staff Report Staff Contact: Philip Sanders Date Prepared: 4-18�13 Exhibits: ❑Yes ❑ No RECOMMENDATION: Staff recommends a motion to adjourn.