HomeMy WebLinkAboutExhibitSECOND AMENDMENT TO
PARTICIPATION AGREEMENT
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THIS SECOND AMENDMENT (the "Amendment") to that certain Participation Agreement (as amended, supplemented, restated, or
replaced from time to time, the ("Participation Agreement") dated as of March 13, 2009, between JPMorgan Chase Bank, N.A. or one or
more of its Affiliates ("Bank") and City of Miami, a Florida municipal entity ("Participant") is made effective upon the City Manager's
signature on this Amendment (the "Second Amendment Effective Date").
WHEREAS, Participant is currently participating in the commercial card services Program under that certain Commercial Card Agreement
between Department of Off -Street Parking of the City of Miami d/b/a Miami Parking Authority dated as of July 9, 2008 (the "Commercial
Card Agreement"),
In consideration of the foregoing premises and the mutual agreements, provisions and covenants contained herein, Bank and Participant
agree to amend the Participation Agreement as follows:
1. Definitions. Capitalized terms used in this Amendment and defined in the Agreement shall be used herein as so defined, except as
otherwise provided herein.
2. Acknowledgement. The parties acknowledge and agree to the following extension term of the Participation Agreement:
"The parties acknowledge and agree to extend the term of the Participation Agreement from April 1, 2016
through March 31, 2017."
3. Continued Effect. Except to the extent amended hereby, all terms, provisions and conditions of the Participation Agreement, as it
may have been amended from time to time, shall continue in full force and effect and the Participation Agreement shall remain
enforceable and binding in accordance with its terms.
4. Counterparts. This. Amendment may be executed in any number of counterparts, all of which when taken together shall constitute one
and the same document, and each party hereto may execute this Amendment by signing any of such counterparts. Facsimile
signatures shall have the same force and effect as the original.
IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed by their duly authorized representatives as of the First
Amendment Effective Date.
JPMORGAN CHASE BANK, N.A.
By
Name
Title
Acknowledged and Approved`.
Participant Authorization: The undersigned is an officer, member, manager, director, managing partner, or general partner (or person
authorized to represent the foregoing), as applicable, of Participant, authorized to bind Participant to enter into and to perform its obligations
under this Amendment. The undersigned certifies to Bank that the governing body of Participant has adopted resolutions or other
appropriate and binding measures authorizing Participant to enter into and perform its obligations under this Amendment and that those
resolutions or other appropriate and binding measures were: (a) adopted in accordance with, as applicable, all requirements of law and
Participant's organizational or constituent documents, (b) have been entered into the minute books or company records of Participant, and
(c) are now in full force and effect. Participant shall provide to Bank immediately upon demand conclusive evidence of the authorizations
described above.
PARTICIPANT CITY OF MIAMI
By
Name Daniel J. Alfonso
Title City Manager, City of Miami
Date
Approved by City of Miami Commission, Resolution No.
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Participant Attestation: The undersigned, officer, member, manager, director, managing partner, or general partner (or person authorized
to represent the foregoing) of Participant, hereby certifies that the person signing above on behalf of Participant has been duly authorized to
bind Participant and to enter Into and perform its obligations under this Amendment and that the person signing above on behalf of
Participant, whose execution of this Amendment was witnessed by the undersigned, is an officer, member, manager, director, managing
partner, or general partner (or person authorized to represent the foregoing) of Participant possessing authority to execute this Amendment.
Participant shall provide to Bank immediately upon demand conclusive evidence of the authorizations described above.
ATTEST:
By
Name Todd B. Hannon
Title City Clerk, City of Miami
Date
Note: The person signing the attestation shall be someone different from the person signing above on behalf of Participant.
APPROVED AS TO LEGAL FORM AND CORRECTNESS:
VICTORIA MENDEZ
CITY ATTORNEY
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