LINKED DEPOSIT PARTICIPATION AGREEMENT
THIS AGREEMENT is entered into between the Kansas State Treasurer (Treasurer), the Pooled Money Investment Board (PMIB), and the participating lending institution (Participant) for the purpose of providing state funds to facilitate low interest loans to eligible borrowers for various linked deposit programs established by the Kansas Legislature.
1. ELIGIBLE PARTICIPANTS: In order to participate in this Program, a Participant
must have its home office or a branch located within the State of
2. APPROVAL OF ELIGIBLE BORROWERS: Participants shall be responsible for reviewing each borrower’s application to determine the borrower’s credit worthiness and eligibility for the program’s lending criteria. Lending criteria for various linked deposit programs are attached as Attachment A. If the Treasurer discovers at any time that a borrower or the terms of the loan offered by the Participant to the borrower do not meet the Program’s criteria, the Treasurer may immediately withdraw any State deposits linked to that loan.
3. INITIAL DEPOSIT AND DURATION: Upon receipt of an approved loan package from the Participant, the Treasurer shall certify to the PMIB the amount required for the linked deposit and its duration. The amount and duration of the linked deposit shall be no greater than the amount and duration of the Participant’s loan to the eligible borrower.
4. ALLOCATION OF AVAILABLE FUNDS: The total amount of available funds for each linked deposit program shall be distributed on a first come first served basis based upon the date and time approved loan packages are received by the Treasurer. When funds become available, loan packages will be processed from the waiting list in the order they were received.
5. FUNDING: The PMIB will forward deposits to the
Participant after certification by the Treasurer. (See Attachment B for Wire Transfer
Instructions form.) Upon receipt of funds, Participant will provide
to the PMIB a Certificate of Deposit (CD) for the amount of funds received for
each borrower. The CD will be deposited with the Treasurer and held until the loan
matures or is paid in full, at which time it will be returned to Participant.
6. INTEREST RATE: The interest rate for each linked deposit shall be based upon the market rate determined by the PMIB pursuant to K.S.A. 75-4237 on the date that the linked deposit amount is certified by the Treasurer to the PMIB. The deposit rate shall be 2% below the market rate. The loan rate shall be no more than 4% greater than the deposit rate. The interest rates shall be adjusted based upon the market rate on the first business day following January 1 and July 1 of each year.
7. INTEREST PAYMENTS: Interest shall be remitted by ACH transfer
initiated by the PMIB on the first banking day (for settlement the next banking
day) following June 30 and December 31 of each year. The Treasurer will notify the Participant of
the estimated amount to be transferred at least ten (10) business days prior to
the transfer. (See Attachment C for Automated
Clearing House information form.)
8. REPAYMENT OF PRINCIPAL: The Participant shall immediately forward any payment of principal by the eligible borrower to the Treasurer to reduce the outstanding principal of the Participant’s linked deposit. The Participant shall confirm each borrower’s outstanding principal balance as of December 31 on the first banking day following January 1 of each year.
9. RECERTIFICATION: On the first banking day following January 1 every odd-numbered year, the Participant shall forward to the Treasurer a renewed Borrower’s Certification of Eligibility wherein each borrower with an outstanding loan balance recertifies that the borrower continues to meet the program’s criteria. (The Treasurer will provide a listing of all loans requiring recertification not less than 15 days prior to the recertification date.) Notwithstanding, the Treasurer reserves the right to inquire about the status of any linked deposit loan made under this program at any time.
10. DEFAULT BY BORROWER: In the event of a default by an eligible borrower, the Participant shall remain responsible for payment of the outstanding principal and accrued interest. The Treasurer shall have the option to recall the linked deposit from the Participant, or convert the deposit to a non-APLDP certificate of deposit.
11. TERMINATION BY PARTICIPANT: The Participant may terminate this Agreement at any time by returning the principal balance of the deposited funds to the Treasurer. (Note: Accrued interest should not be remitted as it will be debited from the Participant’s bank account of record for ACH debits and credits.)
12. SECURITIES PLEDGED AS COLLATERAL: If the total state deposits with the Participant from this program or any other source exceed the $100,000 insured by the Federal Deposit Insurance Corporation (FDIC), the Participant shall pledge securities acceptable to the PMIB as collateral for the amount of the linked deposits plus accrued interest. The securities pledged by the Participant or its affiliate to secure deposits made by the PMIB with Participant shall consist of one or more of the following:
a. U.S. Treasury or
b.
c. revenue bonds of any agency or arm of
the State of
d. revenue bonds of any municipality within the State of Kansas except the following: (1) bonds issued under the provisions of K.S.A. 12-1740 et seq., and amendments thereto, unless such bonds are rated at least MIG-1 or Aa by Moody’s Investors Service or AA by Standard & Poor’s Corp.; and (2) bonds secured by revenues of a utility that has been in operation for less than three years;
e. temporary notes of any municipal
corporation or quasi-municipal corporation within the State of
f. warrants of any municipal corporation or quasi-municipal corporation within the State of Kansas, the issuance of which is authorized by the State Board of Tax Appeals and that are payable from the proceeds of a mandatory tax levy;
g. bonds of any municipal or quasi-municipal corporation of the State of Kansas that have been refunded in advance of their maturity and are fully secured as to payment of principal and interest thereon by deposit in trust, under escrow agreement with a bank, or direct obligations of or obligations the principal and interest on which are unconditionally guaranteed by the United State of America;
h. a corporate surety bond guaranteeing deposits in a bank, savings bank or savings and loan association pursuant to K.S.A. 75-4201(k), and amendments thereto;
(1) Surety bonds must be approved by the Kansas Commissioner of Insurance and be in a standard format acceptable to the Treasurer.
(2) The issuer of a surety bond shall be
admitted and licensed to issue surety bonds in
(3) The Treasurer shall be designated as the insured public depositor.
(4) The issuer and the depository bank are required to notify the Treasurer via certified or registered mail no less than 90 days prior to non-renewal of a bond and no less than 45 days prior to a bond’s cancellation.
(5) The claims-paying ability of the issuer must be rated and remain rated in the highest rating category of one of the nationally recognized rating agencies (A+ and A++ from A.M. Best’s or AAA from Standard and Poor’s). Within 48 hours of discovery of a downgrade by a rating agency or notice of financial regulatory action by any jurisdiction in which the issuer is licensed, notice must be given to the Treasurer by the issue in the form of certified or registered mail.
(6) No more than $10 million per depository bank or an aggregate of $100 million for all depository banks can be collateralized in the form of surety bonds.
(7) The issuer is required to send quarterly
reports to the Treasurer listing all depository banks that have purchased a
surety bond for deposits, the insured amount covering deposits of the
Treasurer, and the total insured amount per depository bank in the State of
i. a letter of credit (LOC) issued by a
(1) The LOC must be in a format acceptable to the Treasurer
(2) The Treasurer must be designated as the irrevocable and unconditional beneficiary of the LOC.
(3) The issuer and the depository bank must notify the Treasurer by certified or registered mail at least 45 days prior to cancellation or non-renewal of a LOC.
(4) The issuer may not provide LOCs for any one depository bank in an amount which exceeds ten percent of the issuer’s capital and surplus.
13. All of the above listed securities shall be current as to interest according to the terms thereof.
14. Whenever a bond is authorized to be pledged as a security under paragraph 12.c or 12.d above, such bond shall be accepted as a security if:
a. in the case of a certificated bond, it is assigned, delivered or pledged to the holder of the deposit for security;
b. in the case of an uncertificated bond, registration of a pledge of the bond is authorized by the system and the pledge of the bond is authorized by the system and the pledge of the uncertificated bond is registered; or
c. the bond is in a form approved by the attorney general, which assures the availability of the bond proceeds pledged as a security for public deposits.
15. Participant hereby grants to the State of
16. Participant shall take such action as is necessary to perfect the security interest herein granted. Participant shall furnish satisfactory proof thereof to the Treasurer.
17. The parties agree that the Treasurer is the person responsible for approving exchanges of pledged securities.
18. Participant shall pledge securities that have a market value equal to at least 100% of the total deposits of public funds with Participant, including accrued interest, less the amounts of such deposits which are insured by the FDIC. The Participant should be aware of the following criteria established by the PMIB for pledged collateral:
a. U.S. Treasury securities (T-Bills, T-Notes, & Treasury Strips) and Federal Agency securities (Discount Notes and Debentures) with a final maturity of 5 years and under will be accepted by the Treasurer at 100% of market value.
b. Surety bonds and LOCs will be accepted at 100% of face value.
c. Any other type of security (including CMOs and MBSs) will require 105% collateralization.
d. Any security with a final maturity longer than 5 years will require 105% collateralization.
19. Participant
shall transfer or deposit the pledged securities to or with the Treasurer, the
Federal Reserve Bank of
20. A
“custodial agreement” among Participant, PMIB and a custodial bank shall be
executed by an authorized representative of each party and be retained in the
records of Participant. Custodial bank
shall issue a joint custody receipt to Participant and the Treasurer for each
specific security held by it under the terms of the agreement. The agreement shall authorize transfer of the
securities only on joint written authorization of the Treasurer and the
Participant, except as provided below. (A
custodial agreement example is attached hereto as Attachment E.)
If securities are pledged to the Federal Reserve Bank of Kansas City, Missouri, or to the Federal Home Loan Bank of Topeka Kansas, a custodial agreement will not be executed but the parties acknowledge and understand that all transfers of securities by the Federal Reserve Bank or the Federal Home Loan bank are subject to the then applicable rules, procedures and operating letter of such Federal Reserve Bank or such Federal Home Loan Bank.
21. Participant
represents and warrants to the State of
a. it or its affiliate is the sole legal and equitable owner of the securities transferred to secure the deposits made by the PMIB with Participant;
b. no security interest in the securities pledged has been or will be granted by it or its affiliate other than that granted herein to secure deposits made by the PMIB with Participant or which has been or may be granted in an undivided fractional interest in securities not pledged to Treasurer;
c. deposits made by the State of Kansas with Participant are insured by the FDIC in the amount of the deposit or deposits up to $100,000 (except for deposits in Farm Credit institutions);
d. it and its affiliate have received value by virtue of the operation of this Agreement and the deposit of public funds with Participant by PMIB;
e. Participant is duly authorized to execute this Agreement; that this Agreement has been approved and authorized by the board of directors of Participant; and that this Agreement is reflected in the minutes of said board and in the records of Participant and shall remain continuously throughout its term an official record of such Participant.
22. Participant shall be permitted to release or substitute securities pledged hereunder at any time pursuant to prior written authorization by the Treasurer. On substitution of securities, written notice stating the CUSIP and pool number (if applicable), par value, interest rate, maturity date and market value of the withdrawn securities and of the substituted securities will be sent to the Treasurer by Participant within three (3) days of any substitution. Participant, at least monthly, and at any time on demand by the Treasurer, shall furnish to the Treasurer a statement describing CUSIP and pool number, par value, interest rate, maturity date and current market value of the securities pledged by Participant.
23. Participant, or its affiliate pledging securities for Participant, shall be in default and the State of Kansas shall be entitled to foreclose on the security interest in securities pledged pursuant to this Agreement by Participant or its affiliate bank on the occurrence of any of the following:
a. failure by Participant to pay all or
any part of a matured certificate of deposit of the State of
b. a conservator or receiver is appointed for Participant.
24. In the event of a default, securities pledged by Participant or its affiliate and held by the Treasurer, the Federal Reserve Bank or Kansas City, Missouri, Federal Home Loan Bank of Topeka, Kansas, or a custodial bank shall be subject to sale pursuant to the laws of the State of Kansas to satisfy the obligations of Participant to the PMIB and the State of Kansas.
25. In all cases wherein it appears to the Treasurer or the PMIB that the securities pledged by Participant have become inadequate, it shall be the duty of the Treasurer to immediately notify Participant and demand that additional security be pledged to make good such inadequacy. The Participant shall be considered to be in default if additional security is not promptly furnished and the PMIB shall close the account.
26. The State of Kansas and the PMIB shall be entitled, at the option of the Participant, to either withdraw any and all funds, including accrued interest, from Participant without penalty if the deposit exceeds seven days, or convert this Agreement to a repurchase agreement for up to the full amount of any funds, including accrued interest and without penalty, if the deposit exceeds seven days, if any one of the following events occur:
a. tier 1 (core) capital as a percentage of average total assets minus ineligible intangibles falls below 4% unless the Participant demonstrates that its CAMELS rating justifies a lower leverage percentage;
b. total risk based capital as a percentage of risk-weighted assets falls below 8%;
c. for Farm Credit Associations, failure to comply with the capital surplus requirements set forth in 12 C.F.R. 615.5330 or amendments thereto;
d. the capital accounts of the Participant deteriorate to levels indicated in event 26.a above, for any reason between quarterly call reports; or
e. a conservator or receiver is appointed for the Participant’s trustees or affiliate banks having identical ownership.
Participant shall notify the PMIB (Director of Investments, Pooled Money Investment Board, 900 SW Jackson, Suite 209, Topeka KS 66612) and the Treasurer (900 SW Jackson, Suite 201, Topeka KS 66612) in writing within 48 hours when any of the above mentioned events of default occur.
27. In the event of insolvency or dissolution of Participant as a result of any cause, the PMIB shall be entitled to file a claim for the full amount of such account and the Treasurer shall retain or collect dividends or interest on securities pledged by Participant or its affiliate until the amount of the dividends and interest added to the amount realized from sale of any securities so pledged to the State equals the amount of the account.
28. The Treasurer shall be responsible to Participant for the safe return of any securities deposited with the Treasurer pursuant to this Agreement.
29. Participant shall provide copies of its most recent call reports, directors’ examination reports and such other additional financial information as may be requested by the Treasurer or the PMIB, to the extent allowed by applicable law.
30. The PMIB shall be entitled to withdraw any and all funds, including accrued interest, without penalty from Participant if:
a. Participant fails to pledge securities in accordance with paragraphs 12 through 15 above; or
b. Participant fails to abide by paragraph 20 and its subparts above.
31. This Linked Deposit Participation Agreement may not be assigned in whole or in part and is binding on the parties, their successor and assigns.
32. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable to any extent, the remainder of this contract shall not be affected, and each provision of this contract shall be enforced to the fullest extent permitted by law.
33. MODIFICATION: This Agreement may only be modified by written agreement of the parties.
34. This
Agreement shall be governed by the laws of the State of
35. Waiver
of any breach of any provision in this contract shall not be a waiver of any
prior or subsequent breach. Any waiver
shall be in writing and any forbearance or indulgence in any other form or
manner by the Treasurer, the PMIB or the State of
36. The
rights and remedies of the Treasurer, the PMIB or the State of
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left blank.)
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year listed below.
Pooled Money
Investment Board (PMIB)
By: ________________________________________ Date: ____________________
Dan
Nackley, Director of Investments
By: ________________________________________ Date: ____________________
Lynn
Jenkins, State Treasurer
Participating Bank Name: _______________________________________________________
Printed Name: _______________________________ Title: ____________________________
Signature: _______________________________________ Date: _______________________
Attachment A
Linked Deposit Participation Agreement
PROGRAM CRITERIA
AGRICULTURAL LOANS (2000 H.B. 2527):
a. Loan Amount: Only one loan may be made or outstanding to any one agricultural borrower at any given time. No loan shall exceed $250,000.
b. Total Funds Available: $55,000,000
c. Maximum Term of Loans and Linked Deposits: Eight (8) years
d. Linked Deposit Interest Rate: The linked deposit (CD) interest rate is a variable rate 2% below the market rate and recalculated each January 1 and July 1.
e. Loan Interest Rate: The loan interest rate is a variable rate no greater than 4% above the linked deposit (CD) interest rate and is recalculated each January 1 and July 1.
f. Borrower’s Debt-to-Asset Ratio: 40% or greater
g. Purpose: Loan proceeds may only be used for operating expenses involved in farming.
h. Residency
Requirements: Eligible agricultural
borrower must be a
Attachment B
Linked Deposit Participation Agreement
Date: ____________________
CORRESPONDENT BANK INFORMATION
FOR FED WIRES
For future investment transactions with the Pooled Money Investment Board (PMIB) we request that the following correspondent bank be utilized for transacting all Federal Reserve Wire Transfers.
CORRESPONDENT BANK: _______________________________________________
ACCOUNT #: _________________________
By: ______________________________________________________
(Authorized Bank
Officer)
LENDING BANK: ______________________________________________________
ADDRESS: _____________________________________________________________
Lender completes and sends to State
Treasurer with
the executed Linked Deposit
Participation Agreement
Attachment C
Linked Deposit Participation Agreement
Date: ____________________
CORRESPONDENT BANK INFORMATION
FOR THE AUTOMATED CLEARING HOUSE (ACH)
For future investment transactions with the Pooled Money Investment Board (PMIB) we request that the following correspondent bank be utilized for transacting all Automated Clearing House (ACH) debits and credits.
CORRESPONDENT BANK: _______________________________________________
ACCOUNT #: _________________________
By: ______________________________________________________
(Authorized Bank
Officer)
LENDING BANK: ______________________________________________________
ADDRESS: _____________________________________________________________
Lender completes and sends to State Treasurer
with
the executed Linked Deposit
Participation Agreement
Attachment D
Linked Deposit Participation Agreement
RESOLUTION
The State
of
This
Agreement has been written by legal counsel of the State of
“RESOLVED, that ______________________________________________________,
an officer of ____________________________________________ is
authorized to execute said Security Agreement, and other documents required by
the State of
____________________
(Date)
The foregoing is a true and correct copy of a resolution adopted at a regular scheduled meeting of the Board of Directors of ______________________________________________.
________________________________________
Secretary of the Board
Lender completes and returns to State
Treasurer with
Linked Deposit Participation Agreement
Attachment E
Linked Deposit Participation Agreement
CUSTODIAL AGREEMENT
This Custodial Agreement dated _______________, is made and entered into by and among Pooled Money Investment Board of the State of Kansas (PMIB), ___________________
_______________________ (depository bank), and ___________________________________
(custodian).
PMIB and depository bank have requested that custodian undertake certain custodial functions in connection with certain securities pledged by depository bank to PMIB. Accordingly, custodian, PMIB and depository bank agree as follows:
1. Maintenance of Account. Custodian will maintain a securities custody account (Account) in the name of the depository bank to hold securities of depository bank, including securities designated from time to time by depository bank pursuant to the procedures provided for herein as being subject to a lien in favor of PMIB and from time to time deposited with or collected by custodian. From time to time hereafter, depository bank will send a written, facsimile, telephone or other communication (inform satisfactory to custodian) to custodian designating and identifying one or more securities then held by custodian in the Account, as being subject to a pledge and lien granted by depository bank to PMIB. Upon receipt of such communication and the securities described therein, custodian will: (i) issue and deliver to each of PMIB and depository bank an identical joint safekeeping/custody receipt (JCR) identifying the securities and reflecting PMIB’s status as a pledge, and (ii) mark its books and records to reflect that PMIB is a lien holder. For purposes of this Agreement, the securities listed on all such JCRs are referred to herein as the “Pledged Securities”. All Pledged Securities shall be held by custodian subject to the terms of this Agreement, and depository bank confirms and warrants that all such Pledged Securities are and will be subject to a lien in favor of PMIB and that custodian may deal with PMIB as a “secured party” under the Kansas Uniform Commercial Code.
2. Income. Until custodian has been notified in writing by PMIB that a default has occurred under any security agreement between PMIB and depository bank, custodian is authorized to deliver or pay over all principal payments, interest and other income received by custodian on the Pledged Securities to depository bank, or to deposit same in any account maintained by the depository bank (including, without limitation, the Account) and permit depository bank to withdraw or transfer same; provided, however, that if custodian received a principal payment on a pledged security that constitutes the full repayment of the then-outstanding principal balance of such Pledged Security, custodian shall hold such principal payment in a cash collateral account maintained by the custodian in the name of depository bank as if, and to the same effect that it was included within the Pledged Securities. After receiving notification from PMIB of an event of default under any security agreement between PMIB and depository bank, custodian shall hold all principal payments, interest and other income received by it with respect to the Pledged Securities, in a cash account maintained by custodian in the name of depository bank, and all such sums shall be held as if, and to the same effect that, it was included within the Pledged Securities.
3. Custodian’s Obligation to Hold Securities. Custodian shall hold the Pledged Securities, including any pledged Securities that constitute additions or substitutions that were designed by depository bank under the procedures provided for herein in order to satisfy any security agreement between depository bank and PMIB, and shall not sell, transfer, assign, pledge (except as otherwise agree to by PMIB and depository bank or as provided for herein), or otherwise utilize such Pledged Securities or any cash that is to be held as Pledged Securities pursuant to the provision in Section 2 above. Custodian shall have no duty or obligation to examine or determine if the Pledged Securities, including any Pledged Securities offered by depository bank as additions or substitutions, are permitted collateral under the applicable laws and regulations in effect from time to time, or if the value of any Pledged Securities is sufficient under such applicable laws or regulations.
4. Care of Property; Reliance on Instructions.
a. Custodian shall exercise the same care with respect to the Pledged Securities as custodian exercises with respect to custodian’s own property. Custodian assumes responsibility only for loss to any Pledged Securities occasioned by the negligence of, or conversion, misappropriation or theft by custodian’s agents and/or employees, and then only to the extent of the market value on the date of the discovery of the loss. Custodian, at its option, may insure itself against loss from any cause but shall be under no obligation to obtain insurance directly for the benefit of either PMIB or depository bank.
b. Custodian, at any time, without any resulting liability to it, may act in reliance on any instructions custodian believes to be genuine, including instructions by a signed writing (via telecopy or otherwise), by electronic communication or by telephone. Custodian may rely upon any instruction that is in writing if it purports to be signed by a representative of PMIB whose name has been furnished to custodian as being a designated individual authorized to give such instructions to custodian on behalf of PMIB (an “Authorized Representative”) or if it purports to be signed by a representative of the depository bank (as applicable), without any duty to investigate or confirm the actual authority of such name representative. Custodian is expressly authorized to rely upon any facsimile copy of any written document (including any JCR) as if, and to the same effect that, an original executed copy thereof had been received by it from the party purporting to have executed it.
c. All credits, debits or transfers shall be deemed to have been completed at such time as recorded on custodian’s books.
d. Custodian undertakes to perform only the duties expressly set forth in this Agreement, and assumes no responsibility other than for the safekeeping and disposition of the Pledged Securities as provided for herein.
e. Transfer of securities to custodian may
be accomplished by crediting the account of custodian with the Federal Reserve
Bank of
5. Release of Securities. Depository bank shall transfer or deposit Pledged
Securities to custodian which shall act as a financial intermediary. No Pledge Security shall be released or substituted without the written instruction of an Authorized Representative and an instruction (written, facsimile, telephone, electronic or otherwise) of a representative of depository bank, except:
a. on written notice of default sent by an Authorized Representative to custodian, custodian is authorized to release, deliver or transfer the Pledged Securities to the State Treasurer of Kansas without further authorization or consent of depository bank and without return or execution of JCR (describing the Pledged Security) that was issued to depository bank;
b. custodian shall thereupon provide written notice to depository bank of delivery or transfer to the State Treasurer of the Pledged Securities; and
c. custodian shall therefore be discharged of all further responsibility with respect to the Pledged Securities.
Delivery to custodian of (i) a writing executed by an Authorized Representative releasing PMIB’s lien on a Pledged Security, or (ii) the JCR describing the Pledged Security, if executed by an Authorized Representative, shall constitute a release and discharge by PMIB of any lien in and to such Pledged Security, and custodian is thereupon authorized to deliver or transfer such Pledged Security to depository bank or to any account or entity designated by depository bank. If custodian is required to transfer, deliver or sell any Pledged Securities pursuant to provisions of any statute or regulation applicable to securities pledged for state deposits, custodian is hereby expressly authorized to effect such transfer, delivery or sale pursuant to such statute or regulation, and upon doing so shall be released and discharged from any further duty or liability hereunder or otherwise with respect to such Pledged Securities.
6. Reporting. On a monthly basis, or as requested, custodian shall provide to PMIB written notice stating the CUSIP and pool number, par value, interest rate and maturity date of all Pledged Securities. This notice shall be accepted by PMIB as sufficient evidence of the depositing of Pledged Securities with custodian by depository bank.
7. Compensation. Depository bank agrees to pay custodian compensation for the services to be rendered under this Agreement based on rates which shall be determined by custodian from time to time.
8. Indemnification. PMIB, subject to the Kansas Tort Claims Act, and depository bank agree, jointly and severally, to indemnify custodian from and hold it harmless against any liability in connection to, arising out of or in any way related to the transactions contemplated and relationship established by this Agreement, except that PMIB and depository bank shall not be liable for any liability that is determined to be the direct result of acts or omissions on the part of custodian constituting negligence or willful misconduct no shall PMIB be liable for any costs, attorney fees or other expense in the defense of any claim by custodian.
9. Entire Agreement, Modification or Amendment. This Agreement constitutes the entire agreement of the parties with respect to its subject matter and supersedes all prior oral or written agreements. No modification of or amendment to this Agreement shall be binding unless in writing and executed by the parties.
10. Termination. This Agreement shall terminate upon ten business days’ written notice of termination, signed by PMIB and depository bank. It is further provided that custodian may terminate this Agreement upon ten (10) days’ written notice to all other parties hereto. Upon any termination of this Agreement, custodian is authorized to transfer or deliver the Pledged Securities to any person, entity or account specified in any written instructions signed by PMIB and custodian, and if no such written instructions are received, then the Pledged Securities may be transferred or delivered to PMIB or any entity or account designated by PMIB, or, at custodian’s sole discretion, may continue to be held by custodian until custodian receives written instructions signed by both PMIB and depository bank. Upon any termination, custodian may defer any transfer or delivery of the Pledged Securities until it has first received all JCRs issued by custodian with respect to the Pledged Securities, duly executed by PMIB and depository bank as applicable.
11. Severability. If any provision of this Agreement is held to be unenforceable by a court of competent jurisdiction, the other terms and provisions shall not be affected and shall remain in full force and effect.
12. Rights and Remedies. The rights and remedies conferred on the parties shall be cumulative and the exercise or waiver of any right or remedy shall not preclude or inhibit the exercise of any additional right and remedies.
13. Headings. Headings are for reference purposes only and shall not be construed as part of this Agreement.
14. Notices. All notices shall be given to the party entitled to receive notices at the following addresses and telephone numbers:
a. Unless and until PMIB shall give written notice to depository bank and custodian to the contrary, the following person shall be authorized to act on behalf of PMIB and to give and receive all notices and otherwise act under this Agreement:
Director of Investments
Pooled Money Investment Board
900
SW Jackson,
Telephone (785) 296-3372
b. Unless and until depository bank shall give written notice to PMIB and custodian to the contrary, the following persona shall be authorized to act on behalf of depository bank and to give and receive all notices and otherwise act under this Agreement:
c. Unless and until custodian shall give written notice to PMIB and depository bank to the contrary, the following person shall be authorized to act on behalf of custodian and to give and receive all notices and otherwise act under this Agreement:
15. This
Agreement shall be governed by the laws of the State of
Custodian: _________________________________________________________________
By: ____________________________ Title: ______________________________
Signature: __________________________________________ Date: _________________
Pooled Money
Investment Board:
By: _________________________________ Title: ________________________
Signature: __________________________________________ Date: _________________
Depository Bank: ____________________________________________________________
By: ____________________________ Title: ______________________________
Signature: __________________________________________ Date: _________________
Lender completes and sends to State Treasurer unless
Federal Reserve Bank is used for safekeeping of pledged securities.