CC Resolution No. 11762260
RESOLUTION NO. 1176
A RESOLUTION APPROVING AND AUTHORIZING EXECUTION OF AN
INTERLOCAL INVESTMENT AGREEMENT FOR PARTICIPATION IN THE
LONE STAR INVESTMENT POOL; DESIGNATING THE POOL AS AN
AGENCY AND INSTRUMENTALITY; APPROVING INVESTMENT POLICIES
OF THE POOL; APPOINTING AUTHORIZED REPRESENTATIVES AND
DESIGNATING INVESTMENT OFFICERS; AND PROVIDING FOR AN
EFFECTIVE DATE THEREOF.
WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the
Government Code (formerly Article 4413(32c), Vernon's Texas Civil
Statutes, as amended), and Article 4413(34c), Vernon's Texas Civil
Statutes, as amended (collectively, the "Act "), permit any "local
government" to contract with one or more other "local governments"
to perform "governmental functions and services," including
investment of public funds through "public funds investment pools"
(as such phrases are defined in the Act); and
WHEREAS, the Act authorizes the contracting parties to any
interlocal agreement to contract with agencies of the State of
Texas, within the meaning of Chapter 771 of the Government Code;
and
WHEREAS, the Act permits the contracting parties to any
interlocal agreement to create an administrative agency to
supervise the performance of such interlocal agreement and to
employ personnel and engage in other administrative activities and
provide other administrative services necessary to execute the
terms of such interlocal agreement; and
WHEREAS, the City of Baytown is a local government or an
agency of the State of Texas within the meaning of the Act and
desires to enter into that certain Interlocal Investment Agreement
(the "Agreement ") , a copy of which is attached hereto and is
incorporated herein by reference, and become a participant in a
public funds investment pool created thereunder and known as the
Lone Star Investment Pool (the "Pool ") sponsored by the Texas
Association of School Boards ( "TASB "); and
WHEREAS, the City of Baytown desires to designate the Pool as
its agency and instrumentality with authority, through its Board of
Trustees (the "Board ") , to supervise performance of the Agreement,
employ personnel and engage in other administrative activities and
provide other administrative services necessary to execute the
terms of the Agreement; and
WHEREAS, each capitalized term used in this Resolution and not
otherwise defined has the same meaning assigned to it in the
Agreement; NOW THEREFORE
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
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Section 1: The Agreement is hereby approved and adopted and,
upon execution thereof by an Authorized Representative (defined
below) and receipt of the City of Baytown's application to join the
Pool by the Administrator, the City of Baytown shall become a
Participant in the Pool for the purpose of investing its available
funds therein from time to time in accordance with its terms.
Section 2: The Pool is hereby designated as an agency and
instrumentality of the City of Baytown, the Board is hereby
designated as the governing body of the Pool and the Pool, through
the Board, shall have the authority to supervise performance of the
Agreement, employ personnel and engage in other administrative
activities and provide other administrative services necessary to
execute the terms of the Agreement.
Section 3: The investment policies of the Pool, as set forth
in the Statement of Investment Policy, as summarized in the
Information Statement, and as may be amended from time to time by
the Board, are hereby adopted as investment policies of the City of
Baytown with respect to money invested in the Pool, and any
existing investment policies of the City of Baytown in conflict
therewith shall not apply to investments in the Pool.
Section 4: The following officers, officials or employees of
the City of Baytown are hereby designated as "Authorized
Representatives," within the meaning of the Agreement, with full
power and authority to: execute the Agreement, an application to
join the Pool and any other documents required to become a
Participant; deposit money to and withdraw money from the City of
Baytown's Pool account from time to time in accordance with the
Agreement and the Information Statement; and take all other actions
deemed necessary or appropriate for the investment of funds of the
City of Baytown:
Printed Name: MONTEE MERCER
Signature �����y /� Z'Z ,-- -;2 Title: Director of Finance
Printed Name: CARL CURRIE, JR.
Signature Title: Controller
Printed Name: BOBBY ROUN2ME
Signature ) k � Title: City Manager
In accordance with Pool procedures,
shall promptly notify the Pool of any
Authorized Representatives.
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an Authorized Representative
changes in who is serving as
Section 5: In addition to the foregoing Authorized
Representatives, each Investment Officer of the Pool appointed by
the Board from time to time is hereby designated as an investment
officer of the City of Baytown and, as such, shall have
responsibility for investing the share of Pool assets representing
funds of the City of Baytown.
INTRODUCED, READ and PASSED, by the affirmative vote of the
City Council of the City of Baytown, this the 11th day of March,
1993.
B BBY REDILLE, Mayor
ATTEST:
EILEEN P. HALL, City Clerk
zfa:t
ACIO RAMIREZ, S , City Attorney
IegaUc a/3- II- 93miLONFsWPOOL
P3! XI
MTERLOCAL INVESTMENT AGREEMENT
THIS INTERLOCAL INVESTMENT AGREEMENT (together with any
amendments and supplements, referred to as this "Agreement ") is
made and entered into by and among each of those local governments
initially executing this Agreement and any other local government
that becomes a party hereto (collectively, the "Participants ").
WHEREAS, the Interlocal Cooperation Act, Article 4413(32c),
Vernon's Texas Civil Statutes, as amended, and Article 4413(34c),
Vernon's Texas Civil Statutes, as amended (collectively, the
"Act ") , permit any "local government" to contract with one or more
other "local governments" to perform "governmental functions and
services," including investment of public funds through "public
funds investment pools" (as such phrases are defined in the Act);
WHEREAS, the Act permits the contracting parties to any
interlocal agreement to create an administrative agency to
supervise the performance of such interlocal agreement and to
employ personnel and engage in other administrative activities and
provide other administrative services necessary to execute the
terms of such interlocal agreement;
WHEREAS, each of the Participants is a local government under
the Act;
WHEREAS, the Participants desire to establish and maintain a
public funds investment pool as their agency and instrumentality
pursuant to the Act for the purpose of pooling their local funds
for joint investment in accordance with the Act and the terms
hereof;
WHEREAS, the Participants desire that the Pool be managed and
operated in a manner consistent with the management and operation
of the Texas School Cash Management Program adopted by the Texas
Association of School Boards;
WHEREAS, each of the Participants has duly taken all official
action necessary and appropriate to become a party to this
Agreement, including the adoption of a resolution;
NOW THEREFORE, in consideration of the premises and the mutual
covenants and agreements contained herein, the Participants
mutually agrees as follows:
ARTICLE I
Definitions and Rules of Construction
Section 1.01. Definitions.
Except as otherwise provided in this Agreement, the
capitalized terms used herein shall have the following meanings
unless the context otherwise requires:
Account - any account established by a Participant and representing
an undivided beneficial interest of such Participant in the Pool.
EXF1184 A
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Act - the Interlocal Cooperation Act, Article 4413(32c), Vernon's
Texas Civil statutes, and Article 4413(34c), Vernon's Texas Civil
Statutes, as the same may be amended from time to time.
Additional Party Agreement - a document which, when attached to a
copy of this Agreement and executed by an Authorized Representative
of a Local Government, constitutes a valid and binding counterpart
of this Agreement by which such Local Government becomes a
Participant, substantially in the form attached hereto as an
Appendix.
Administrator - the Texas Association of School Boards, Inc., a
Texas nonprofit corporation, or any other person, firm or
organization approved by the Board and under contract with the Pool
to provide administrative assistance in connection with the
management and operation of the Pool.
Adviser - the registered investment adviser or advisers selected by
or at the direction of the Board to provide advice regarding
investment of Pool assets pursuant to this Agreement and subject to
applicable law.
Authorized Investments - those investments which are authorized
from time to time to be purchased, sold and invested in under the
Investment Act.
Authorized Representative - an individual authorized to execute
documents and take other necessary actions, pursuant to this
Agreement, on behalf of a Local Government or other person, firm or
organization, as evidenced by a duly adopted resolution or bylaw of
the governing body of such Local Government or other person, firm
or organization, a certified copy of which is on file with the
Administrator. In the case of a Local Government that is a
combination of political subdivisions under the Act, the Authorized
Representatives of any administrative agency appointed by such
combination of political subdivisions shall be deemed to be
Authorized Representatives for such Local Government.
Board - the governing body of the Pool, known as its Board of
Trustees.
Bylaws - the bylaws of the Pool, as the same may be amended from
time to time, subject to the requirements of the Agreement.
Custodian - the person selected by or at the direction of the Board
to have custody of all money, investments and other assets of the
Pool pursuant to this Agreement and subject to applicable law.
Endorser - any person, firm or organization recognized by the Board
as an endorser or sponsor of the Pool.
Information Statement - the information statement or any other
document distributed to Participants and potential Participants to
provide them with a description of the management and operation of
the Pool, as the same may be amended from time to time, subject to
the requirements of this Agreement.
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Investment Act - the Public Funds Investment Act, Article 842a -2,
Vernon's Texas Civil Statutes, as the same may be amended from time
to time.
Investment Consultant - the person selected by or at the direction
of the Board to provide advice regarding (1) the selection of the
Adviser and the Custodian, (2) the terms of the Statement of
Investment Policy, and (3) the performance of the Pool.
Investment officer - one or more officers or employees of the Pool
designated as investment officers by the Board.
Local Government - a school district; county; home rule city or
city, village or town organized under the general laws of the
State; special district; junior college district; and other legally
constituted political subdivision of the State; a combination of
political subdivisions (including a combination of political
subdivisions by means of an interlocal agreement governed by the
Act) ; or any other entity that may be included in the definition of
"local government" in the Act.
Participants - the Local Governments that are the initial parties
to this Agreement and the Local Governments which subsequently
become parties to this Agreement.
Pool - the public funds investment pool created pursuant to this
Agreement and known as the "Lone Star Investment Pool."
Program - the Texas School Cash Management Program sponsored by the
Texas Association of School Boards.
Sponsor - the Texas Association of School Boards, a Texas nonprofit
association, acting by and through its duly appointed and actin
agents and trustees that administer the Program.
State - the State of Texas.
Statement of Investment Policy - the written Statement of
Investment Policy adopted and approved by the Board governing
investment and management of Pool assets, as the same may be
amended from time to time, subject to the requirements of this
Agreement.
Section 1.02. General Rules of Construction.
(a) Whenever in this Agreement the context requires: (1) a
reference to the singular number shall include the plural
and vice versa; and (2) a word denoting gender shall be
construed to include the masculine, feminine and neuter.
(b) The titles given to any article or section of this
Agreement are for convenience only and are not intended
to modify the article or section.
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Article II
Creation of Pool; Purpose and Objective
Section 2.01. Creation of the Pool as an Agency.
(a) The initial Participants hereby create and establish, and
all subsequent Participants hereby agree to and accept
the creation of, a public funds investment pool as their
agency and instrumentality pursuant to the Act, known as
the "Lone Star Investment Pool" (the "Pool ").
(b) The Pool shall hold legal title to and manage all money,
investments and other assets transferred to or acquired
by the Pool pursuant to the Act and this Agreement.
(c) As an agency and instrumentality of the Participants, the
Pool shall have the authority, through its Board, to
employ personnel, engage in other administrative
activities and provide other administrative services
necessary to accomplish the purpose of this Agreement.
Section 2.02. Purpose and objective.
(a) The purpose of the Pool is to provide Local Governments
with an investment vehicle for local funds not required
to be spent immediately and available for investment in
securities with maturities and returns generally greater
than those for money market instruments. The general
objective of the Pool shall be to provide Participants
with the highest possible rate of return for such funds,
while maintaining safety of principal and providing
Participants with the ability to withdraw money from
their respective Accounts not less frequently than once
per month.
(b) In order to accomplish the Pool's objective, each
Participant agrees that the money transferred to the Pool
will be commingled with money transferred to the Pool by
other Participants for the purpose of making authorized
investments, subject to the terms of this Agreement and
the requirements of the Statement of Investment Policy
and applicable law, thereby taking advantage of
investment opportunities and cost benefits available to
larger investors.
Article III
Pool Administration
Section 3.01. The Board and the Bylaws.
(a) The business and affairs of the Pool shall be managed by
the Board as governing body of the Pool and as part of
the Program. The Board is hereby authorized and directed
to adopt and maintain Bylaws that are consistent with the
bylaws of the Program (the "Program Bylaws ") , except with
respect to any provision of the Program Bylaws which, if
adopted as part of the Bylaws, would adversely affect the
legal status of the Pool.
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2267
(b) The Bylaws shall set forth, among other things, the
procedures governing the selection of, and action taken
by, the members of the Board, provided that each voting
member of the Board shall be required to be an employee
or elected official of a Participant. The Participants
shall be subject to the terms of the Bylaws.
Section 3.02. Powers and Duties of the Board.
(a) Subject to applicable law and the terms of this
Agreement, the Board shall have full and complete power
to take all actions, do all things and execute all
instruments as it deems necessary or desirable in order
to carry out, promote or advance the investment
objective, interests and purposes of the Pool to the same
extent as if the Board was the sole and absolute owner of
the Pool.
(b) The Board shall adopt and maintain a Statement of
Investment Policy, consistent with the general objective
of the Pool, which shall provide more detailed guidelines
for investment and management of Pool assets. The Board
shall, subject to the terms of this Agreement, have the
authority to amend any term or provision of the Statement
of Investment Policy, provided that notice is sent to
each Participant at least 60 days prior to the effective
date of any change which, in the opinion of the Board,
will have a material effect on the Participants'
investment in the Pool.
(c) The Board shall designate one or more Investment Officers
for the Pool who shall be responsible for the investment
of Pool assets, provided that no person who is an officer
or employee of a regional planning commission, council of
governments or similar regional planning agency created
pursuant to Chapter 391 of the Local Government Code of
the State shall be eligible to serve as an Investment
Officer.
(d) The Board shall prepare, or direct the preparation of, an
Information Statement that describes how the Pool will
operate in accordance with the terms of this Agreement
and the Statement of Investment Policy. Subject to the
terms of this Agreement and the Statement of Investment
Policy, the Information Statement may be amended or
supplemented, provided that notice is sent to each
Participant at least 60 days prior to the effective date
of any change described in such amendment or supplement
which, in the opinion of the Board, will have a material
effect on the Participant's investment in the Pool.
(e) The Board shall, subject to the limitations established
in the Statement of Investment Policy, have full and
complete power and authority to appoint, or direct the
appointment of, the following: a Custodian; one or more
Advisers; and Investment Consultant; lawyers;
accountants; and any other service providers deemed
necessary or helpful in the operation of the Pool.
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(f) The Board shall have full and complete power to use, or
direct the use of, Pool assets for the following
purposes: (1) incur and pay any expenses which, in its
opinion, are necessary or incidental to or proper for
carrying out any of the purposes of this Agreement; (2)
reimburse others for the payment thereof; (3) pay
appropriate compensation or fees to persons with whom the
Pool has contracted or transacted business; provided,
however, the aggregate amount of the foregoing fees and
expenses shall be subject to and governed by any
restrictions thereon established by the Board; and (4)
charge a Participant's Account for any special fees or
expenses related specifically to transactions in such
Account.
(g) The Board shall cause financial statements to be prepared
and maintained for the Pool and for such statements to be
audited annually by an independent certified public
accounting firm.
(h) By agreement, the Board may appoint the Administrator to
perform administrative services for the Pool, provided
that the Board shall continue to oversee the operation
and management of the Pool and shall have the authority
to direct the Administrator to take or not take specific
action on behalf of the Pool.
(i) The enumeration of any specific power or authority herein
shall not be construed as limiting the general power and
authority of the Board over the Pool.
Section 3.03. Liability.
(a) Neither the Board, the Sponsor, the Investment Officers,
the Administrator, and Endorser, nor any officers,
trustees, employees or board members of any of the
foregoing shall be held liable for any action or omission
to act on behalf of the Pool or the Participants unless
caused by willful misconduct.
(b) The Pool shall indemnify and hold harmless (either
directly or through insurance) any person referred to in
subsection (a) of this Section, to the extent permitted
by law, for any and all litigation, claims or other
proceedings, including but not limited to reasonable
attorney fees, costs, judgments, settlement payments and
penalties arising out of the management and operation of
the Pool, unless the litigation, claim or other
proceeding resulted from the willful misconduct of such
person.
ARTICLE IV
Participation in the Pool
Section 4.01. Interlocal Investment Agreement.
In order for a Local Government to become a Participant and
transfer money into the Pool, each of the following conditions must
be satisfied:
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(a) The Local Government (including an "administrative
agency" acting on behalf of a "combination of political
subdivisions" within the meaning of the Act) must adopt
a resolution (1) authorizing it to become a Participant
and approving this Agreement, (2) establishing the Pool
as an agency and instrumentality of the Participant, (3)
designating the Board as the governing body of the Pool,
(4) approving the investment policies of the Pool (as
amended from time to time by the Board) and directing
that any conflicting local investment policies shall not
apply to Pool investments of the Participant, (5)
designating Authorized Representatives of the
Participant, and (6) designating the Investment Officers
appointed from time to time by the Board as the
Participant's investment officers who shall be
responsible for investing the share of Pool assets
representing local funds of the Participant; and
(b) The Local Government (including an "administration
agency" acting on behalf of a "combination of political
subdivisions" within the meaning of the Act) must become
a party to this Agreement by executing an Additional
Party Agreement and delivering the same to the Pool,
together with a certified copy of the resolution referred
to in subsection (a) of this Section, an application in
form and substance satisfactory to the Board and such
other information as may be required by the Board.
Section 4.02. Participant Accounts.
(a) while available local funds of Participants may be
commingled for purposes of common investment and
operational efficiency, one or more separate Accounts for
each Participant in the Pool will be established and
maintained by the Pool in accordance with the
Participant's application to join the Pool.
(b) Each Participant shall own an undivided beneficial
interest in the Pool's assets which shall consist of the
proportional amount that each Account of such Participant
bears to the total amount of all Participants' Accounts.
(c) Unique identifying information shall be assigned with
respect to each Account. The Participant hereby agrees
that such identifying information shall be required to
implement any deposit to or withdrawal from the
Participant's Account. The confidentially of such
identifying information shall be maintained by the Pool.
Section 4.03. Information Statement.
(a) The Information Statement shall, among other things,
describe in detail the procedures required to effect
deposits to and withdrawals from the Pool.
(b) Each Participant agrees to and accepts all of the
provisions of the Information Statement, as in effect on
the date it enters into this Agreement and as the same
may be amended from time to time.
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Section 4.04. Reports.
The Pool shall submit a written report at least once per month
to each Participant. Such report will indicate: (1) the balance in
each Account of a Participant as of the date of such report, (2)
yield information, and (3) all account activity since the previous
report.
ARTICLE V
Pool Assets
Section 5.01. Pool Investments
Pool assets shall be invested and reinvested by the Pool only
in Authorized Investments in accordance with the Statement of
Investment Policy.
Section 5.02. Custody
All money, investments and assets of the Pool shall be held in
the possession of the Custodian.
Section 5.03. Pool valuation and Allocation to Participants.
Total assets of the Pool, including investment earnings
thereon, will be valued and allocated to Participants' Accounts on
a pro rata allocation basis as further described in the Information
Statement.
ARTICLE VI
Miscellaneous
Section 6.01. Severability.
(a) If any provision of this Agreement shall be held or
deemed to be illegal, inoperative or unenforceable, the
same shall not affect any other provisions contained
herein or render the same invalid, inoperative or
unenforceable to any extent whatsoever.
(b) Any participation in this Agreement or transfer of assets
to the Pool that is not qualified for any reason shall
not terminate this Agreement or the participation of
other Participants or otherwise adversely affect the
Pool.
Section 6.02. Limitation of Rights.
This Agreement does not create any right, title or interest
for any person other than the Participants and any person who has
a contract to provide services to the Pool, and nothing in or to be
implied from this Agreement is intended or shall be construed to
give any other person any legal or equitable right, remedy or claim
under this Agreement.
Section 6.03. Execution of Counterparts.
This Agreement may be executed in several separate
counterparts, including by Additional Party Agreement, each of
which shall be an original and all of which shall constitute one
and the same instrument.
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Section 6.04. Applicable Law.
This Agreement shall be governed by and construed in
accordance with the laws of the State.
Section 6.05. Termination.
(a) A Participant may terminate itself as a party to this
Agreement, with or without cause, by providing written
notice to the Pool at least 60 days prior to such
termination.
(b) Upon the vote of a majority of its full membership, the
Board may order the termination of this Agreement by
directing that all outstanding operating expenses of the
Pool be paid and remaining assets of the Pool be
distributed to Participants in accordance with their
respective pro rate interests.
Section 6.06. Term.
This Agreement shall have an initial term beginning with the
effective date set forth below and ending September 1, 1992, and
shall be automatically renewed for one year on such date and each
anniversary of such date, except with respect to any Local
Government that may have terminated itself as a Participant or as
otherwise directed by the Board.
Section 6.07. Fiscal Year.
The fiscal year for the Pool shall be set forth in the Bylaws.
Section 6.08. Notices.
Any notices or other information required or permitted to be
given hereunder shall be sent: (a) to the Pool as set forth in the
Information Statement, and (b) to a Participant as set forth in its
application to become a Participant or as otherwise provided by
written notice to the Administrator.
Section 6.09. Entire Agreement: Amendments.
This Agreement represents the entire agreement and
understanding of the Participants. This Agreement may be amended
with the approval of a majority of the full membership of the
Board, provided that notice of any such amendment is sent to all
Participants at least 60 days prior to the effective date thereof.
IN WITNESS WHEREOF the initial parties hereto have caused this
Agreement to be executed as of the respective dates set forth
below, to become effective to the latest such date.
Houston Independent School District
By: /s/ Leonard Sturm 7/11/91
Deputy Superintendent of Finance
Lewisville Independent School District
By: /s/ Tom J. Zimmerer 718/91
Asst. Superintendent for Business
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Humble Independent School District
By: /s/ Michael Novack 719/91
Business Manager
San Antonio Independent School District
By: /s/ Victor Rodriguez 7/22/91
Superintendent
oil]
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APPENDIX TO INTERLOCAL INVESTMENT AGREEMENT
ADDITIONAL PARTY AGREEMENT
The Government Entity of the State of Texas named below,
acting by and through the undersigned Authorized Representative,
hereby agrees to become a party to that certain Interlocal
Investment Agreement to which this page is attached, and thereby
become a Participant in the Lone Star Investment Pool, subject to
all of the terms and provisions of such Agreement. The undersigned
hereby represents that it is a Government Entity within the meaning
of the Information Statement relating to the Lone Star Investment
Pool and thereby deemed to be included in the term "Local
Government" as used in such Agreement.
Executed this 1-�2- day of %7Jc/ti , 19 R3 .
kg.ucm�ts/RaTxiocnL�avc.mcdAGRFE m T
11
CITY OF BAYTOWN
6ta
BOBBY R UNTREE, City Manager