HomeMy WebLinkAboutAssignment-SUBSubstitution Item RE.17 (File ID: 08-00742)- Municipal Bond Underwriting Services
ASSIGNMENT OF A PROFESSIONAL SERVE ,ES AGREEMENT
This Assignment to the Professional Services-,greement entered into as of the
day of , 20CE, by and between the C iy of Miam., a Florida
municipal corporation whose princip- addres 444 Southwest 2nd Avenue,
Miami, Honda 33130 (hereinafter referred to as "City"), and Bank of
America/Bank of Ai erica Sep ties, LLC, a North Carolina corporation
(hereinafter referred to as "Providl.
-TALS:
SUBMIirED lNtO THE
PUBLIC RECORD FOR
ITEM a e i, ON7-/-a.
WHEREAS, on October 26, 2006, the Purchasing Department issued Request
for Qualifications (RF )) No. 05-06-114 for Municipal Bond Underwriting Services.
WHEREAS, on December 6, 2006, the City received ten (10) responses for the
category of Senior Manager and Co -Senior Manager and twelve (".'') responses for the
category of Co -Managers.
WHEREAS, pursuant to RFQ No. 05-06-1 i the two highest ranked firms for the
category of Senior Manager and Co-Senio Manager, and the three highest ranked firms
for the oak ory of Co -Managers were to be selected.
WHEREAS, on January 30, 2007, the City tyynager appointed an
Evaluation/Selection Committee (Cr ;imittee) and members of said Committee met at a
later point in time.
WHEREAS, the Committee made the recommendation to the City Manager that
the highest ranked firms, UBS Securities, and JP Morgan, would serve the City, on
a rotational basis, as Senior Manager and Co -Senior Manager; and, Sun Trust Capital
Markets, - aymond James and LaSalle Financial Services as simultaneous Co-
. Aanage'
Page 1 of 3
08.00 VIZ- F)SS I3I mein" - SUC3
Substitution Item RE.17 (File . 3 08-00742)- Municipal Bond Underwriting Services
WHEREAS, the City Manager accepted the recommendation and recommended
same to the kTiami City Commission.
WHEREAS, on March 22, 2007, the Miami City Commission adopted the City
Manager's recommendation and passed Resolution Ho. R-07-0166.
WHEREAS, the Miami City Commission authorized the City Manager to
negotiate and execute a Professional Services Agreement (hereinafter referred to as
"PSA") for Municipal Bond Underwriting Services.
WHEREAS, LaSalle Financial Services and the City of Miami entered into a PSA
dated May 23, 2007, but effective May 25, 2007 (the "Original PSA").
WHEREAS, Bank of Am::,.ca/Bank of America Securities, LLC acquired LaSalle
Financial Services.
WHEREAS, Paragraph 18, "ASSIGNMENT", of the Original PSA allows for the
assignment of the Original PSA with the City's consent.
WHEREAS, Resolution ° o , adopted on July 10, 2008 authorized the
City Manager to accept the assignment of the G -iginal PSA om LaSh'e Financial
Services to Bank of America/Bank of America Securities, LLC effective until April 2,
``=-009, with options to renew foy :hree additional one year periods.
NOW, THEREFORE, in consideration of the covenants and agreements herein
contains and for other good and value :ale consideration, the receipt and sufficiency
whereof bf ing hereby acknowledged and intending to be legally bound, the parties
hereto an follows:
1. T „ foregoing recitals are true and correct and are hereby incorporated and
made a part of this Assignment of Agreement.
2. ASSIGNMENT: The City hereby agrees to accept the Provider as the
assignee of the Original PSA as of _ day of , 2008.
3. TERMS AND CONDITIONS: The terms and conditions contained in the
Original PSA shall continue to govern the `�hts and obligations of the parties
Page 2 of 3
Substitution Item RE.17 (File ID: 08-00742)- Municipal Bond Underwriting Services
and shall remain in full force and effect as stated therein and as such are
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herby ratified and reaffirmed. E d
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FEE
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NOW, THEREFORE, IN WITNESS WHEREOF, the parties hereto have a.
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caused this instrument to be executed by the--ypective oii- cials thereunto duly
authorized, this day and year first written above. z w
"Prov ir„ g 3
saw
ATTEST:
Bank of America/Bank of
America Securities, a North
Carolina corporation
By: By:
Print Name: Print Name:
Title: Title:
ATTEST: CITY OF MIAMI, a municipal
Corporation
By: By:
Priscilla A. Thompson, City Clerk Pedro G. Hernandez, City Manager
APPROVED AS TO FORM AND APPROVED AS TO INSURANCE
CORRECTNESS: REQUIREMENTS:
JULIE O. BRU
City Attorney
LEEANN R. BREHM
Risk Management Director
Composite Exhibit A- Agreement between LaSalle Financial Services and the City of
Miami
Composite Exhibit B- Corporate Resolution and Insurance Requirements and Evidences
of Coverages for Bank of America/Bank of America Securities, LLC.
Composite E.. hibit C- City's Legislative Package from Marc 22, 2007, including
authorizinc resolution.
'age 3 of 3
IRSTITITTFID
ASSIGNMENT OF A PROFESSIONAL SERVICES AGREEMENT
This Assignment to the Professional Services Agreement entered into as of the
day of , 2008, by and between the City of Miami, a Florida
municipal corporation whose principal address is 444 Southwest 2nd Avenue,
Mi t i, Forida 33130 (hereinafter referred to as "City"), and Bank of
America Bank of America Securities, LL(, a North Carolina corporation
(hereinafte eferred to as "Provider").
RECITALS:
WHEREAS, on js.:tober 26, 2006, the Purchasing Department issued Request
for Qualifications (RFQ) No. 06-114 for Municipal Bond Uric., vriting Services.
WHEREAS, on Decembe .6, 2006, the City received ten (10) responses for the
cater;
-v of Senior Manager and Co -''Senior Manager and twelve (12) responses for the
category of Co -Managers.
WHEREAS, pursuant to RFQ No. 05-(1-114, the two hi+ lest ranked firms for the
categc,r of Senior Manager and Co -Senior Mani=: _der, and the three highest ranked firms
for the category of Co -Managers were to be selected.'
WHEREAS, on January 30, 2007, the C ty Manager appointed an
Evaluation/Selection Committee (Committee) and members cf said Committee met at a
later point in time.
WHEREAS, the Committee made the recommendation to the' City Manager that
the highest ranked firms, UBS Securities, LLC and JP Morgan, would se':s e the City, on
a rotational basis, as Senior Manager and Co -Senior Manager; and, Sun Trast Capital
Markets, Raymond James and LaSalle Financial Services as simultaneo
Mar. 3rs.
WHEREAS, the City Manager accepted the recommendation and recommended
same to the Miami City Commission.
Page 1 of 3
WHEREAS, on March 22, 2007, the Miami City Commission adopted the City
Manager's recommendation and passed Resolution No. R-07-0166.
WHEREAS, the Miami City Commission authorized the City Manager to
negotiate and execute a Professional Services Agreement (hereinafter referred to as
") for Municipal Bond Underwriting Services.
HEREAS, LaSalle Financial Services and the City of Miami entered into a PSA
dated May 3, 2007, but effective May 25, 2007.
WHER. S, Bank of America/Bank of America Securities, LLC acquired LaSalle
Financial Service, . .
WHEREAS, Pa:agraph 18, "ASSIGNMENT", of the PSA dated May 23, 2007, but
effective May 25, 2007 also vs for the assignment of PSA with the City's consent.
WHEREAS, Resolution N
. - , adopted on July 10, 2008 authorized the
City Manager to accept the assign:lent of PSA from LaSalle Financial Services to Bank
of America/Bank of America Securities',, LLC effective April 2, 2009, with the options to
renew for three additional one year periocs:
NOW, THEREFORE, in consideration f the covenants and agreements herein
contains and for other good and valuable consi aeration, the receipt and sufficiency
when:? .'f r ..mg hereby acknowledged and intending 'to be legally bound, the parties
hereto agree as follows:
1. The foregoing recitals are true and correct and arc hereby incorporated and
made a part of this Assignment of Agreement.
)ARTIES: This Agreement is entered into this day of , 2008 by and
between the City of Miami, a municipal corporation of the St,. le of Florida
("City") and Bank of America/Bank of America Securities, LLC, a North
•;arolina corporation ("Provider").
TERMS AND CONDITIONS: The terms and conditions contained in
original PSA shall continue to govern the rights and obligations of the parties
Page 2 of 3
SUBSTITUTED
and shall remain in full force and effect as stated therein and as such are
herby ratified and reaffirmed.
NOW, THEREFf, IN WITNESS WHEREOF, the parties hereto have
c sed this instrument to be executed by the respective officials thereunto duly
auth Ized, this day and year first written above.
ATTEST:
"Provider"
Bank of America/Bank of
America Securities, a North
Carolina corporation
By: By:
Print Name: Print Name:
Title: Title:
"City"
ATTEST: CITY OF MIAMI, a municipal
Corporation
By By:
Priscilla A. Thompson, City Clerk Pedro G. Hernandez, City Manager
VAPPROVED AS TO FORM AND APPROVED AS TO INSURANCE
CORRECTNESS:
JULIE '�. BRU
City i torney
R UIREMENTS:
LEEANN` . BREHM
Risk Mana?lement Director
Composite Exhibit A- Agreement between LaS,n..le Financial Service-; and the City of
Miami
.mposite Exhibit B- Corporate Resolution and Insurance Requirements an Evidences
of Coverages for Bank of America/Bank of America Securities, LLC.
Comp- irte Exhibit C- City's Legislative Package from March 22, 2007, inc ding
authorizing resolution.
Page 3 of 3
SUBSTITUTED