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CM-14-02-318City of Round Rock Agenda Item Summary Agenda Number: Title: Consider executing a License Agreement for irrigation with First Citizens Bank. Type: City Manager Item Governing Body: City Manager Approval Agenda Date: 2/14/2014 Dept Director: Brad Wiseman, Planning & Development Services Cost: $0.00 Indexes: Attachments: Signed LAF - First Citizens Bank.pdf, License Agreement Document.pdf Department: Planning and Development Services Department Text of Legislative File CM -14-02-318 The purpose of this license agreement is to allow landscape irrigation within the city rights-of-way of Oakwood Boulevard. First Citizens Bank & Trust Company will maintain this area. The recommended action is to approve the license agreement. City of Round Rock Page 1 Printed on 2/13/2014 LEGAL DEPARTMENT APPROVAL FOR CITY COUNCIL/CITY MANAGER ACTION Required for Submission of ALL City Council and City Manager Items First Citizens Bank License Agreement for Department Name: Planning & Development Services Project Name: irrigation Project Mgr/Resource: Kamie Fitzgerald Council Action: ORDINANCE Agenda Wording ContractorNendor: N/A n RESOLUTION [ 1 City Manager Approval CMA Wording Consider executing a License Agreement for irrigation with First Citizens Bank. Attorney Approval Attorney Notes/Comments Date O:\wdox\SCCInts\0114\14101MUNICIPAL100291681.XLS Updated 6/3/08 LICENSE AGREEMENT 414 This Agreement is made this (k day of t -el *'uCt , 20 (4; by and between the CITY OF ROUND ROCK, (hereinafter "Licensor"), a Texas home rule municipality, and FIRST CITIZENS BANK & TRUST COMPANY, (hereinafter, "Licensee", whether one or more). Whereas, Licensor is the owner of the real property (hereinafter, "Property"), which is the public right-of-way of Oakwood Boulevard in Round Rock, Texas as depicted as the hashed area in Exhibit "A", attached hereto and incorporated herein; and Whereas, Licensee desires to exercise certain rights and privileges upon public rights-of- way located within the Property; and Whereas, Licensor desires to grant Licensee certain rights and privileges upon public rights-of-way within the Property; and NOW, THEREFORE, it is agreed as follows: License 1. Licensee shall have the right to install, construct, operate, maintain and repair irrigation in, over, and upon public rights-of-way located within the Property, as described in Exhibit "A". It is understood that this Agreement creates a license only and that Licensee does not and shall not claim at any time any interest or estate of any kind in the public rights-of-way located within the Property by virtue of this license. It is further understood that before the installation of any of the current or subsequent improvements listed in Section 1 above, Licensee shall present a detailed plan to the Development Services Manager for review and approval. Approval of any plan shall be solely within the discretion of the Development Services Manager. It is further understood that Licensee must comply with all other requirements of the Code of Ordinances of the City of Round Rock, Texas. It is further understood that Licensor has no duty to maintain, operate, replace, or repair any improvement in or upon the Property, including the payment of any fees of any kind associated with any improvements. 1 291566 JR/mw Consideration 2. In consideration for this license, Licensee shall pay Licensor $10.00 and other valuable consideration paid by Licensee to Licensor. Nonassignability 3. This license granted in this Agreement is personal to Licensee or any other property owners association created to maintain Licensee's improvements. This Agreement is not assignable. Any assignment of this Agreement will automatically terminate the license. Notwithstanding the foregoing, Licensee shall be permitted to assign Licensee's license under this Agreement for any entity acquiring all or a portion of Licensee's property adjacent to the Property provided such assignee assumes Licensee's obligations and rights granted under this Agreement, and Licensee shall be released from any and all obligations hereunder accruing after such assignment. Terminable at Will 4. This Agreement is terminable by either party at will by the giving of actual notice to the other party. Upon termination, any improvements to Property will become the property of Licensor and it is agreed that Licensor will not need to reimburse Licensee for any costs expended for said improvements. Indemnity 5. Licensee shall comply with the requirements of all applicable laws, rules and regulations, and shall indemnify and hold harmless Licensor, its officers, agents and employees from and against any and all claims, losses, damages, causes of action, expenses of litigation, court costs, and attorney's fees, for injury to or death of any person, or for damage to any property, arising out of or in connection with Licensee's exercise of the license under this Agreement. Release 6. Licensee assumes full responsibility for its exercise of the license, and hereby releases, relinquishes and discharges Licensor, its officers, agents and employees, from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to, including death, of person (whether they be third persons, contractor, or employees of either of the parties hereto) and any loss of or damage to property (whether the same be that either of the parties hereto or of third parties) caused by or alleged to be caused, arising out of, or in connection with Licensee's exercise of the license under this Agreement whether or not said claims, demands and causes of action in whole or in part are covered by insurance. 2. Venue 7. This Agreement shall be construed under and accord with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Williamson County, Texas. Notice 8. Notice shall be mailed to the addresses designated herein or as may be designated in writing by the parties from time to time and shall be deemed received when sent postage prepaid U.S. mail to the following addresses: CITY: City of Round Rock ATTN: Steve Norwood, City Manager 221 East Main Street Round Rock, Texas 78664 COMPANY: First Citizens Bank & Trust Company ATTN: Michael Parker 100 East Tryon Rd., Dac 40 Raleigh, NC 27603 111 IN WITNESS WHEREOF, this AGREEMENT is executed on this l� day of r-donitcA V' j , 2014. (Signatures on the following page.) 3. STATE OF TEXAS COUNTY OF WILLIAMSON CITY OF ROUND ROCK By: STEVE NORWOOD, City Manager Date: ©&7 z/4 y ACKNOWLDEGEMENT § § § BEFORE ME, the undersigned, a notary public in and for said county and state, on this day personally appeared Steve Norwood, as City Manager of the City of Round Rock, a Texas Home Rule Municipality, on behalf of said municipality, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purpose and consideration therein expressed. Given under my hand and seal of office on this the .4 —day of f-4 , 2014. SARA LEIGH WHITE MY COMMISSION EXPIRES July 11, 2016 4. NOTARY PUBLIC in and for the State of Texas LICENSEE FIRST CITIZENS BANK & TRUST COMPANY BY/ /. Z MICHAEL PARKER, Senior Vice President, and authorized agent. Date: 2/ /4/ STATE OF Ie?a COUNTY OF (A% f /i dim can BEFORE ME, the undersigned, a notary public in and for said county and state, on this day personally appeared Michael Parker, Senior Vice President and authorized agent of First Citizens Bank & Trust Company, on behalf of said company, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purpose and consideration therein expressed. Given under my hand and seal of office on this the T day of Ftbt i./Q ry , 20 11 Aa :i ALEX EMIL ADLER =�°•- Notary Public, State of Texas My Commission Expires „a� ,,, December 15, 2015 After Recording, Please Return To: City of Round Rock Development Services Office 301 W. Bagdad, Suite 140 Round Rock, Texas 78664 5. NOTARY PUBLIC in and for the State of lb(ctJ LOT 16 BLOCK G THE OAKLANDS, SECTION TWO CABINET I, SLIDES 308-309 LOT 15 LOT 14 1 %!i %;� ego Ogi ji ji OSI tj! /0' ROUND ROCK AVE. (R.M. 620) EXHIBIT A Scale: 1' = so' Designed by: NTF Drawn by: NTF Checked by: LRO Date: JANUARY, 21114 LICENSE AGREEMENT EXHIBIT FIRST CITIZENS BANK ROUND ROCK, TEXAS 1 and Assodates, Inc. h 11011100 . 10.113014Fa10.113014son C e goo 1 411-1771 wis410-1711 c.n IcA a 111X1111111110N p CERTIFIED COPY OF CORPORATE RESOLUTION OF FIRST -CITIZENS BANK & TRUST COMPANY I, Kathy A. Klotzberger, Secretary of First -Citizens Bank & Trust Company, certify that the following is a true copy of the resolution duly adopted by the Board of Directors of First -Citizens Bank & Trust Company at its regular meeting on July 23, 2013, which action has the force and effect of action on the part of the Board of Directors, and that the following resolution is in full force and effect and has not been amended or rescinded: RESOLUTION OF THE BOARD OF DIRECTORS OF FIRST -CITIZENS BANK & TRUST COMPANY CONCERNING THE AUTHORITY OF CORPORATE OFFICERS WHEREAS, the Board of Directors of First -Citizens Bank & Trust Company (the "Bank") has determined that it is in the best interest of the Bank, and helpful to its efficient operation, to clarify the authority of certain Bank officers to (i) sign, execute, and deliver agreements, certificates, instruments, and other documents necessary or appropriate for the conduct of the Bank's business, (ii) guarantee signatures, (iii) attest lawfully executed documents on the Bank's behalf, and/or (iv) affix the seal of the Bank to such documents as may require it NOW, THEREFORE, BE IT HEREBY RESOLVED by the Board of Directors of First -Citizens Bank & Trust Company (the "Bank") as follows: 1. The following Bank officers elected or appointed from time to time by the Board of Directors (i) are authorized to sign, execute, and deliver documents on behalf of the Bank and thereby bind the Bank without the joinder of any other corporate officer, and (ii) are hereby given the additional corporate title of Assistant Secretary of First -Citizens Bank & Trust Company, with authority to carry out the duties of that office, including, but not limited to, the power and authority to guarantee signatures, to attest lawfully executed documents on the Bank's behalf, and/or to affix the seal of the Bank to such documents as may require it: The Chairman of the Board of Directors and Chief Executive Officer The Executive Vice Chairman of the Board of. Directors The Vice Chairman of the Board of Directors The President The Chief Financial Officer The Chief Legal Officer The Chief Risk Officer The Chief Accounting Officer The Treasurer The Secretary Each Executive Vice President Each Group Vice President Each Regional Vice President Each Area Vice President Each Senior Vice President Each Vice President Each Assistant Vice President 2. Each other Bank officer elected or appointed from time to time by the Board of Directors (other than those specifically identified in Section 1 of this Resolution), when acting within the scope of his or her specific job responsibilities and authority, is authorized to sign, execute, and deliver documents on behalf of the Bank and thereby bind the Bank without the joinder of any other corporate officer. 3. The following Bank associates are hereby given the additional corporate title of Assistant Secretary of First -Citizens Bank & Trust Company, with authority to carry out the duties of that office, including, but not limited to, the power and authority to guarantee signatures, to attest lawfully executed documents on the Bank's behalf, and/or to affix the seal of the Bank to such documents as may require it: • Each Associate who holds the corporate title of Banking Officer • Each Associate who holds any of the following job titles (as opposed to corporate titles): Financial Sales Manager of any type or grade Service Manager of any type or grade Senior Financial Services Representative of any type Telephone Banker I Telephone Banker 11 Business Services Representative of any type 4. The Chief Human Resources Officer of the Bank may, at any time and in his or her discretion, designate job titles (in addition to those specifically identified in Section 3 of this Resolution) and give to Bank associates who from time to time hold these designated job titles the additional corporate title of Assistant Secretary of First -Citizens Bank & Trust Company, with authority to carry out the duties of that office, including, but not limited to, the power and authority to guarantee signatures, to attest lawfully executed documents on the Bank's behalf, and/or to affix the seal of the Bank to such documents as may require it. 5. The Chief Human Resources Officer of the Bank may, at any time and in his or her discretion, designate specifically -named associates who do not hold one of the corporate titles or job titles identified or referenced in any of the preceding sections of this Resolution the additional corporate title of Assistant Secretary of First -Citizens Bank & Trust Company, with authority to carry out the duties of that office, including, but not limited to, the power and authority to guarantee signatures, to attest Lawfully executed documents on the Bank's behalf, and/or to affix the seal of the Bank to such documents as may require it. 6. Notwithstanding any other provision of this Resolution, no person shall guarantee signatures under the authority of this Resolution unless and until he or she shall have completed the Medallion signature guarantee certification program promulgated by STAMP and available to Bank associates through the Bank's internet-based online leaning center. 2 I further certify that, as of the date of this certificate, the persons named below hold the positions listed opposite their names and have authority to act on behalf of First -Citizens Bank & Trust Company as specified in the foregoing resolution. Name Position Kirk Duncan Senior Vice President/Manager Corporate Real Estate Michael Parker Senior Vice President/Senior Construction Project Manager Paul Rizzardi Senior Vice President/Manager Development & Acquisition 1N TESTIMONY WHEREOF, 1 have hereunto set my hand as Secretary and have impressed the corporate seal of First -Citizens Bank & Trust Corn any, this 26th day of July, 2013. (CORPORATE SEAL) 3 FCB Corporate Officer Title Corporate Title/Officer Signature Authority Category 1— Designation Authorized to sign virtually any document on behalf of the Bank and thereby bind the Bank;for example: loan documents, • Chairman, Executive Vice contracts with third-party vendors(such as for the purchase of products or services for the Bank),and other contracts or Chairman and each Vice Chairman of the documents obligating the Bank. Board of Directors President While these officers have broad authority to sign documents on the Bank's behalf,such authority as a general rule should be • Executive Vice President exercised only with respect to documents that are within the officer's job responsibilities and areas of competence. Exercise of • Group Vice President signature authority should also comply with the Bank's Code of Conduct and any other applicable policies and procedures. Regional Vice President Area Vice President In addition,these officers are also designated Assistant Secretaries of the Bank,with express authority to perform certain • Senior Vice President "ministerial"tasks, including,for example,the authority to guarantee signatures under the STAMP program*,attest documents Vice President on the Bank's behalf,and affix the Bank's seal to documents. • Assistant Vice President • Treasurer • Secretary • Chief Executive Officer • Chief Operating Officer • Chief Financial Officer • Chief Legal Officer Category 2- Officers who are elected or appointed by the Board other than those included in Category 1 have authority to execute • Other officers elected or appointed by documents on behalf of the Bank(and thereby bind the Bank), but only if the olTiceris acting within the scope of his orher the Board (e.g.,Banking Officers,Trust specificjob responsibilities and authority. Officers, Purchasing Officer,etc.) Examples: • A Banking Officer may execute a subordination agreement in connection with a loan, but not a contract to purchase a computer system for the Bank • A Purchasing Officer may execute a contract for the purchase of equipment for the Bank,but may not execute a subordination agreement for a specific loan. • A Trust Officer may execute transactions on existing trust accounts,but may not execute a trust agreement for the Bank. Category 3— Associates with the corporate title of Banking Officer or the job title(as opposed to corporate title of) Financial Sales Manager Banking Officer of any type or grade,Services Manager of any type or grade, Senior Financial Services Representative of any type,Telephone Financial Sales Manager(of any type or Banker I,Telephone Banker II, Business Services Representative of any type,are given the additional corporate title of grade) Assistant Secretary of First-Citizens Bank&Trust Company. • Senior Financial Services Representative (of any type) As Assistant Secretary,these associates have the authority to guarantee signatures under the STAMP program*,to attest Telephone Banker I lawfully executed documents on the Bank's behalf,and/or to affix the Bank's seal to such documents. • Telephone Banker II Business Services Representative(of any type) * No person shall guarantee signatures on or after April 1,2009,unless and until he or she completes the Medallion Signature Guarantee Certification Course(FCMSOLL)via Leaming Gateway. Related Links: Resolution concerning the Authority of Corporate Officers and the Resolution concerning the Authority of Trust Department Officers on the Legal Service page of IRIS— http:/Antranet fcb comAegal/authority of corporate officers.shtml Refer to IRIS or consult with your manager or the Branch Services Group for operational and other authority levels. 4/+3