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20-1531 Authorizing of Money Market Account with One Florida BankRESOLUTION NO. 20-1531 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF LONGWOOD, FLORIDA, AUTHORIZING THE OPENING OF A NEW MONEY MARKET ACCOUNT WITH ONE FLORIDA BANK, APPROVING A DEPOSIT PLACEMENT AGREEMENT AND DESIGNATING AUTHORIZED SIGNATORIES; PROVIDING FOR CONFLICTS, SEVERABILITY AND AN EFFECTIVE DATE. WHEREAS, the City of Longwood desires to establish a new money market account with One Florida Bank; WHEREAS, this Resolution authorizes the establishment of a money market account with One Florida Bank, approves the Deposit Placement Agreement and designates the initial authorized account signatories. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF LONGWOOD, FLORIDA, AS FOLLOWS: Section 1. Recitals. The above recitals constitute findings of the City Commission and are hereby incorporated herein. Section 2. New Account Authorization. The City Commission hereby authorizes the establishment and opening of a money market account with One Florida Bank. The Mayor and City Clerk are authorized to execute and deliver the Deposit Placement Agreement with One Florida Bank attached hereto on behalf of the City. The initial authorized signatories on the money market account with One Florida Bank are the Mayor and City Clerk; however, it is hereby further authorized to change the signatories to the City Manager and Finance Director after the account is opened. Further changes to the authorized signatories may be approved by majority vote of the City Commission. Section 3. Conflicts. To the extent this Resolution conflicts with any other resolution, rules or procedures, this Resolution shall control to the extent of the conflict while this Resolution is effective. Section 4. Severability. If any portion of this Resolution is finally determined by a court of competent jurisdiction to be invalid, unconstitutional, unenforceable or void, the balance of the Resolution will continue in full force and effect. Section 5. Effective Date. This Resolution shall become effective immediately upon its passage and adoption. Resolution No. 20-1531 Page 1 of 2 PASSED AND ADOPTED this 6th day of April A.D., 2020. :.7 i Matt Morgan MAYOR OF LONGWOOD, FLORIDA ATTEST: s.. A'e Michelle Longo, MC, CRM CITY CLERK Appr9 as to form nd legality for the use and reliance of the City of Longwood, Florida, only. Daniel W. Langley, ity t Resolution No. 20-1531 Page 2 of 2 ONE FLORIDA Deposit Placement Agreement BANK INSURED CASH SWEEP You, the undersigned, enter into this ICS Deposit Placement Agreement (this "Agreement') with ONE FLORIDA BANK ("we" or "us"). This Agreement states the terms and conditions on which we will endeavor to place funds of yours into deposit accounts at other depository institutions from a transaction account with us into which you have deposited funds for such placement (the "Transaction Account'). Each depository institution at which we place funds (a "Destination Institution") will be a depository institution at which deposit accounts are insured by the Federal Deposit Insurance Corporation ("FDIC') up to maximum deposit insurance amounts. 1. ICS Service and Deposit Accounts 1.1. ICS Service (a) We will endeavor to place funds of yours (as a "Relationship Institution") at Destination Institutions using ICSO, the Insured Cash Sweep@ service, of Promontory Interfinancial Network, LLC ("Promontory Network'). The Bank of New York Mellon ("BNY Mellon") will act as issuing agent, sub -custodian, settlement agent, and recordkeeper. (b) Subject to the other terms and conditions of this Agreement, when we place funds of yours in a deposit account held at a Destination Institution for your funds placed through the ICS service (a "Deposit Account'), the amount of our outstanding placements of your funds at the Destination Institution through ICS will not exceed the FDIC standard maximum deposit insurance amount ("SMDIA"), which is currently $250,000. (c) We offer placement of funds through ICS to businesses, nonprofit entities, and, subject to applicable law, public entities. We may also choose to place funds through ICS for individuals with a demonstrated need to maintain large cash balances (e.g., $500,000 or more) over a 12-month period. You must be capable of using, and you agree to use, the ICS Depositor Control Panel ("DCP'), an online tool described in this Agreement, to review proposed placements and for other purposes. You also agree to receive notices concerning ICS deposits that may be posted on the DCP or sent by email. 1.2. Deposit Accounts at Destination Institutions (a) Each Deposit Account, including the principal amount and the accrued interest, will be a deposit obligation solely of the Destination Institution at which the Deposit Account is held. It will not be a deposit obligation of ours or of Promontory Network, BNY Mellon, or any other person or entity. (b) Funds in your Deposit Accounts will be "deposits," as defined by federal law, at the Destination Institutions. Appendix A further describes the Deposit Accounts, which will be non -time deposits that you access as described in this Agreement. • 2. Your Relationship With Us 2.1. Agency and Custodial Relationship (a) We will act as your agent in placing your funds through the ICS service. Under a separate agreement with you that grants us custodial powers (the "Custodial Agreement'), we will also act as your custodian with respect to the Deposit Accounts. (b) Each Deposit Account will be recorded (i) on the records of the Destination Institution in the name of BNY Mellon, as our sub - custodian, (ii) on the records of BNY Mellon in our name, as your custodian, and (iii) on our records in your name. The recording will occur in a manner that permits the Deposit Account to be FDIC -insured to the same extent as if it were recorded on the records of Destination Institution in your name. (c) For purposes of Article 8 of the Uniform Commercial Code, we will act as your securities intermediary for, and will treat as financial assets, the Deposit Accounts and all your security entitlements and other related interests and assets with respect to the Deposit Accounts, and we will treat you as entitled to exercise the rights that constitute the Deposit Accounts. All interests that we hold with respect to the Deposit Accounts will be held by us only as your securities intermediary and will not be our property. You will be the owner of all funds of yours that we place for you through the ICS service and any interest on those funds. 2.2. Termination of Custodial Relationship (a) Either you or we may terminate the custodial relationship between you and us at any time. You may not transfer the Deposit Accounts to another custodian, but you may dismiss us as your custodian with respect to a Deposit Account and request that the Deposit Account be recorded on the records of the Destination Institution in your name. We will endeavor to cause any such request to be promptly forwarded to the Destination Institution. Each Destination Institution has agreed that it will promptly fulfill any such requests, subject to its customer identification policies and other standard account opening terms and conditions. (b) If a Deposit Account has been recorded on the records of a Destination Institution in your name pursuant to Section 2.2(a), you will be able to enforce your rights in the Deposit Account directly against the Destination Institution, but we will no longer have any custodial responsibility with respect to the Deposit Account and you will not be able to enforce any rights with respect to the Deposit Account against the Destination Institution through us. 3. Custodial Account, Depositor Identifier, and Interest Rate 3.1. Custodial Account and Depositor Identifier (a) As your custodian, we will open on our records, either directly or with the assistance of BNY Mellon, a custodial account in which we will hold your interests with respect to the Deposit Accounts (an "ICS Custodial Account'). We may permit you to have multiple ICS Custodial ICS DPA-RPI - Version 2018-07 Accounts for your business purposes, and we may also permit you to have multiple Transaction Accounts associated with a single ICS Custodial Account. (b) On the signature page of this Agreement, you will enter a unique alphanumeric identifier for you (a "Depositor Identifier"), which will be associated with your ICS Custodial Account. You will enter as your Depositor Identifier your federal taxpayer identification number ("TIN"), unless you do not have a TIN, in which case you will enter an alternate identifier that we approve. (c) If you do not have a TIN and use an alternate identifier, you must use the same alternate identifier for all placements of your funds, by us or by any other institution, through the ICS service or Promontory Network's CDARSO service. If you do not have a TIN and subsequently obtain one, you must promptly report it to us and any such other institutions, and we may use the TIN as your Depositor Identifier. 3.2. Interest Rate (a) The interest rate for your Deposit Accounts at Destination Institutions on any day will be the then -current rate we establish for them, which may be any rate (including zero) and which we may modify at any time (the "Interest Rate"). We do not promise that the Interest Rate will be any particular rate or that the Interest Rate that is effective at a given time will be effective at a later time. Through your continued participation in ICS, you accept each applicable Interest Rate. (b) Payment of the full amount of all accrued interest on a Deposit Account at a Destination Institution will be solely the responsibility of the Destination Institution. Neither we nor any other person or entity will be indebted to you for such payment. 4. Placement Procedures 4.1. Settlement and Balances (a) Settlement of payments to and from ICS participating institutions through BNY Mellon ("ICS Settlement') will occur on each day that is not a Saturday, a Sunday, or another day on which banks in New York, New York, are authorized or required by law or regulation to close (a "Business Day'). (b) On any day, you may confirm through the DCP the aggregate principal balance in your Deposit Accounts (your "Program Balance") for each ICS Custodial Account, and your principal balance and accrued interest at each Destination Institution, as of the preceding Business Day or, after completion of ICS Settlement on a Business Day, as of that Business Day. 4.2. Triggering Events (a) Schedule 1 to this Agreement sets forth events that will trigger a transfer of funds from the Transaction Account to the Deposit Accounts at ICS Settlement (a "Program Deposit') or a transfer of funds from the Deposit Accounts to the Transaction Account at ICS Settlement (a "Program Withdrawal'). (b) Depending on the terms of Schedule 1, an event that triggers a Program Deposit or a Program Withdrawal (a "Triggering Event') may be a specified change in the Transaction Account balance, a request by you that we accept, or another event described in Schedule 1. (c) If we permit you to have multiple Transaction Accounts associated with a single ICS Custodial Account, Schedule 1 may specify separate sets of Triggering Events for each Transaction Account or one set of Triggering Events for all Transaction Accounts. (d) Your Transaction Account deposits, alone or when aggregated with other deposits in the same insurable capacity, may exceed the SMDIA. Schedule 2 provides important information concerning the risk of having Transaction Account deposits that exceed the SMDIA. 4.3. Program Deposits (a) The occurrence of a Triggering Event for a Program Deposit does not result in a transfer of funds to your Deposit Accounts until the applicable ICS Settlement occurs. (b) Subject to the other terms and conditions of this Agreement, and except as provided in Section 4.3(c), a Triggering Event for a Program Deposit under Schedule 1 will result in a transfer of funds to your Deposit Accounts at ICS Settlement the next Business Day (a "Regular Program Deposit'). (c) Schedule 1 states whether a transfer of funds to your Deposit Accounts at ICS Settlement on the same Business Day (a "Same -Day Program Deposit") is available and, if so, the cutoff time for you to request a Same -Day Program Deposit (the "Same -Day Deposit Cutoff Time"). To the extent Schedule 1 so provides, and subject to the other terms and conditions of this Agreement, a request that we receive and accept before the Same -Day Deposit Cutoff Time will be a Triggering Event that results in a Same -Day Program Deposit. (d) We may impose a maximum Program Balance amount for your deposits placed through ICS and will inform you of any maximum Program Balance we impose. Even if a Triggering Event for a Program Deposit occurs, we may choose not to transfer the amount to your Deposit Accounts to the extent it would cause the Program Balance to exceed the maximum amount. In addition, we may choose not to transfer to the Deposit Accounts an amount that we have credited to the Transaction Account, but have not yet collected from a third party. 4.4. Program Withdrawals (a) Subject to the other terms and conditions of this Agreement, and except as provided in Section 4.4(b), a Triggering Event for a Program Withdrawal under Schedule 1 will result in a transfer of funds from your Deposit Accounts at ICS Settlement the next Business Day (a "Regular Program Withdrawal'). (b) Schedule 1 states whether the transfer of funds from your Deposit Accounts at ICS Settlement on the same Business Day (a "Same -Day Program Withdrawal") is available and, if so, the cutoff time for you to request a Same -Day Program Withdrawal (the "Same -Day Withdrawal Cutoff Time"). To the extent Schedule 1 so provides, and subject to the other terms and conditions of this Agreement, a request that we receive and accept before the Same -Day Withdrawal Cutoff • ICS DPA-RPI - Version 2018-07 Time will be a Triggering Event that results in a Same -Day Program • Withdrawal. • r: 4.5. Program Withdrawal Advances; Security Interest (a) If Schedule 1 provides that we will advance funds to you in anticipation of a Program Withdrawal, or if we otherwise decide in our discretion to advance funds to you in anticipation of a Program Withdrawal, you will owe the amount of these funds to us and we will retain from the funds we receive at ICS Settlement the amount we have advanced to you. (b) With respect to any amount that you owe to us pursuant to Section 4.5(a): (i) you grant us, and acknowledge that we have, a security interest in, and a lien on, your Deposit Accounts, related security entitlements, and other related interests and assets that we may hold for you as custodian and securities intermediary pursuant to the Custodial Agreement for the amount you owe to us, (ii) if a Destination Institution fails before a Program Withdrawal is completed, we may retain the amount of the Program Withdrawal from the proceeds of your FDIC insurance claim to satisfy the amount you owe to us, and (iii) to the extent the amount you owe to us is not satisfied from the interests and assets we are holding for you pursuant to the Custodial Agreement, or from the proceeds of any FDIC insurance claim, the amount remains owed by you to us and is payable on demand. (c) If, in a separate agreement, you have granted us a security interest in your Deposit Accounts or in any security entitlements or other interests or assets relating to your Deposit Accounts as collateral for a loan to you or otherwise, we may decline to honor a request for a Program Withdrawal, or decline to honor a debit transaction in the Transaction Account that would trigger a Program Withdrawal or be funded by a Program Withdrawal, to the extent the Program Withdrawal would cause your Program Balance to fall below the loan amount or other amount that you have agreed to maintain in your Deposit Accounts or to which the security interest applies. If, in a separate agreement, you have granted us a security interest in the Transaction Account, we also may decline to honor debit transactions in the Transaction Account in accordance with the separate agreement. 4.6. Statements (a) For each ICS Custodial Account, we will provide you with periodic account statements that include your Program Balance as of the end of the statement period, the total interest you have earned on your Deposit Accounts during the period, the rate of return you have earned on the daily average closing principal balance in your Deposit Accounts for the period (which will be referred to as the "Statement Period Yield"), and your principal balance at each Destination Institution in which your funds are deposited as of the end of the period. You should retain these account statements. (b) The account information available on the DCP as described in Section 4.1(b), and the periodic statements described in Section 4.6(a), will be the only evidence that you will receive of your ownership of the funds. You should retain the account statements for your records. 5. Daily Allocation and Depositor Control 5.1. Daily Allocation; Review and Consent (a) In addition to allocating your funds to each Destination Institution in an amount that is under the FDIC insurance limit, the ICS process for allocating Program Deposits, Program Withdrawals, and funds already on deposit reflects various considerations, including the need for certain Destination Institutions to receive deposits in amounts they have placed for their own customers and possible limits on the amounts a Relationship Institution is authorized to place or a Destination Institution has agreed to receive. Applicable deposit amounts may change from day to day. Accordingly, the allocation of funds takes place each Business Day. (b) As a result of the daily allocation of funds in ICS and the allocation objectives outlined in Section 5.1(a), the set of Destination Institutions to which your funds on deposit are allocated on a Business Day, and the amount allocated to each Destination Institution, may differ from a previous Business Day's allocation. A different allocation may involve the movement of funds from one Destination Institution to another Destination Institution, even though you do not have a Program Deposit or a Program Withdrawal. Such movements of funds will not affect any Interest Rate. (c) You exercise control over the allocation of your funds through direct contact with us and through the DCP. You are responsible for reviewing the important information we provide you through the DCP, including information regarding proposed allocations that we provide each Business Day. In addition, on request at any time, we will provide you with a list of all Destination Institutions. (d) Although we will not allocate your funds to Destination Institutions that you exclude or reject as set forth below, you authorize and consent to the allocation of your funds at Destination Institutions that you approve, or do not exclude or reject, as set forth below. 5.2. Destination Institution Exclusions (a) You may enter the name of any depository institution on a list of exclusions from eligibility to receive your funds through ICS (the "List of Exclusions"). The initial List of Exclusions appears in Schedule 4 to this Agreement. (b) An exclusion in Schedule 4 is effective when we have signed the Agreement. You may later add exclusions to your List of Exclusions, or subtract exclusions from your List of Exclusions, by contacting us in a manner we specify. If you add an exclusion in this manner, the new exclusion will be effective within one Business Day after the first Business Day on which we have received the notice from you. (c) If, on a Business Day, you have outstanding deposits that we have placed for you using Promontory Network's CDARS service, and you have provided the same taxpayer identification number to us for ICS DPA-RPI - Version 2018-07 purposes of CDARS and ICS, our allocation of your funds at Destination Institutions for that Business Day in ICS: (i) will not include allocation to a Destination Institution that is the subject of a then -effective designation by you as ineligible to receive your funds through CDARS, and (ii) will not cause the balance in your Deposit Accounts at a Destination Institution, together with the outstanding deposits, if any, that we have placed for you at that Destination Institution through CDARS, to exceed the SMDIA. 5.3. Depositor Control Panel (a) Promontory Network will assist us in providing the DCP to you. Schedule 3 to this Agreement provides access information for the DCP. When you first log in to the DCP using the login credentials described in Schedule 3, you will be required to change your DCP user name and password. (b) You represent that you have a computer with Internet access, an e-mail address, the ability to download and print information from the DCP for your records, and the knowledge and experience to use an online tool for the DCP functionality. In addition, you acknowledge that you will be required to obtain and maintain all equipment and services necessary for access to the DCP. 5.4. Depositor Placement Review (a) Each Business Day, your aggregate principal balance that will be in Deposit Accounts at Destination Institutions after that day's ICS Settlement will be provisionally allocated to Destination Institutions. The amount allocated will reflect your Program Balance as of the last ICS Settlement, plus any Program Deposit that will occur at the day's ICS Settlement, minus any Program Withdrawal that will occur at the day's ICS Settlement. The allocation may provide that previously - deposited funds will be removed from one or more Destination Institutions and deposited in one or more other Destination Institutions. (b) After the provisional allocation occurs on a Business Day, but before it becomes final at the day's ICS Settlement, Depositor Placement Review ("DPR") will occur through the DCP. Even if a Destination Institution is not on your List of Exclusions, the final allocation that day will not allocate your funds to a Destination Institution at ICS Settlement if you reject it during DPR through the DCP. The initial DPR time period is set forth in Schedule 3. We may change the DPR period by posting advance notice of the change on the DCP. Your rejection of a Destination Institution will be effective only if you submit it, as specified in the DCP, before DPR ends. (c) In DPR, you will see a list of Destination Institutions to which your funds are proposed to be allocated at ICS Settlement later that day (the "Proposed Placement List'), reflecting the provisional allocation of all your funds, including funds that will be moved from one Destination Institution to another Destination Institution. The Proposed Placement List will include the principal balance allocated to each Destination Institution. If you review the Proposed Placement List, and you click the approval button or you do not reject any of the Destination Institutions on the list, you will be approving the proposed allocation and your funds will be allocated in accordance with the list. (d) If you reject any of the Destination Institutions on the Proposed Placement List, you will be approving allocation to Destination Institutions on the list that you do not reject. After entering rejections, if sufficient time remains in DPR, you will have the opportunity to review a list of other Destination Institutions to which your funds could be allocated (the "Alternate Placement List'). If you click the approval button for the Alternate Placement List, or you do not reject any of the Destination Institutions on it, you will be approving the allocation of your funds to any of the listed Destination Institutions. If you reject any of the Destination Institutions on the Alternate Placement List, you will be approving allocation to listed Destination Institutions that you do not reject. Your funds may be allocated to any combination of Destination Institutions on the Proposed Placement List and the Alternate Placement List that you do not reject. (e) If the provisional allocation on a Business Day would result in funds of yours currently at one Destination Institution being moved to another Destination Institution and you reject the other Destination Institution in DPR that Business Day, the funds will not necessarily remain at the first Destination Institution. The funds will be allocated to a Destination Institution that you do not reject or returned to the Transaction Account. (f) A Destination Institution that you reject in DPR will also be added to your List of Exclusions, for purposes of future allocations, within one Business Day after the Business Day on which you submit the rejection. (g) We do not guarantee that all your funds will be allocated to Destination Institutions on any particular day, even if they were allocated to Destination Institutions on a previous day. Exclusions of Destination Institutions, and rejections of Destination Institutions in DPR, may increase the chance that funds will not be allocated. If funds not yet transferred to your Deposit Accounts are not allocated to a Destination Institution on a Business Day, the funds will remain in the Transaction Account. If funds previously transferred to the Deposit Accounts are not allocated to a Destination Institution on a Business Day, the funds will be returned to the Transaction Account. 6. FDIC Insurance Considerations 6.1. Deposit Insurance Coverage (a) You may obtain information about FDIC deposit insurance coverage by visiting the FDIC website at www.fdic.gov or by contacting the FDIC by letter, email, or telephone. All your deposits at a Destination Institution in the same insurable capacity (whether you are acting directly or through an intermediary) will be aggregated for purposes of the SMDIA. You should add to your List of Exclusions any FDIC -insured depository institution at which you have other deposits in the same insurable capacity. Insurable capacities include, among others, individual accounts and joint accounts. C J • (b) Separate divisions within a corporate entity are not eligible for separate insurance coverage, and a separate TIN or other Depositor Identifier does not necessarily evidence or establish a separate • ICS DPA-RPI - Version 2018-07 insurable capacity. It is your obligation to determine whether funds we are placing for you through ICS are maintained in separate insurable capacities. We will use the Depositor Identifier to identify you, and we will place your funds on the understanding that you are not depositing funds for placement under more than one Depositor Identifier in the same insurable capacity. (c) The requirements for FDIC deposit insurance coverage of the deposits of the United States government, state, county, and municipal governments and their political subdivisions, the District of Columbia, and the Commonwealth of Puerto Rico are set forth in FDIC regulations. If you are a governmental unit, you are responsible for determining whether the requirements for deposit insurance have been met. We are not responsible for uninsured losses resulting from the placement of deposits that are not eligible for deposit insurance. (d) The records maintained for us by BNY Mellon regarding ownership of the Deposit Accounts will be used to establish your eligibility for deposit insurance coverage. Accordingly, you must immediately report to us any changes in ownership information. We will inform BNY Mellon of any such changes so that it will have accurate information to provide to the FDIC if a Destination Institution fails and the FDIC pays its insured deposits by cash payment. The FDIC could also require you to provide additional documentation. 6.2. Deposit Insurance Payments (a) In case of the liquidation of, or other closing or winding up of the affairs of, an insured depository institution, the FDIC is generally required by law to pay each insured deposit "as soon as possible," either • by cash payment or by transferring the deposit to another insured depository institution. It is possible, however, that an insurance payment could be delayed. Neither we nor any other person or entity will be obligated to advance funds to you with respect to an insurance payment or to make any payment to you in satisfaction of a loss you might incur as a result of a delay in an insurance payment. (b) If a Destination Institution at which your funds are deposited is closed and the FDIC does not transfer deposits that include your funds to another insured depository institution, but will make a deposit insurance cash payment, we will cause a deposit insurance claim for your funds to be filed with the FDIC, and we will credit to you the proceeds of the deposit insurance claim that we receive for your funds, subject to any valid security interest. (c) If the FDIC makes a deposit insurance cash payment for a Deposit Account at a closed Destination Institution, the FDIC is required by law to pay the principal amount plus unpaid accrued interest to the date of the closing of the Destination Institution, as prescribed by law, subject to the SMDIA. No interest is earned on a Deposit Account after the Destination Institution closes. (d) If the FDIC transfers the deposits of a closed Destination Institution to another insured depository institution, the acquiring institution may assume a Deposit Account. The acquiring institution may change the rate at which it pays interest on the assumed Deposit Account, subject to your right to withdraw the funds. 6.3. Responsibility to Monitor Deposits; Available Information (a) You are responsible for monitoring the total amount of your funds at each Destination Institution in each insurable capacity to determine the extent of FDIC deposit insurance coverage available to you for deposits at that Destination Institution. You should confirm that each placement of your funds at Destination Institutions is consistent with your exclusions and rejections. (b) Publicly available financial information concerning the Destination Institutions can be obtained by you at the website of the National Information Center of the Federal Reserve System at www.ffiec.gov/nicpubweb/nicweb/nichome.aspx. 7. Additional Considerations 7.1. Reciprocal and One -Way (a) We may participate in the ICS service through one or both of two different forms of the service. When we place your funds using ICS@ Reciprocal, we will receive matching funds placed by other participating institutions fortheir customers and pay a fee to Promontory Network. When we place your funds using ICS® One-WaysM, we will not receive matching funds placed by other participating institutions for their customers or pay a fee to Promontory Network, but we and Promontory Network may receive fees from Destination Institutions in connection with funds placed. The fees may be different for different Destination Institutions. (b) Interest on the Deposit Accounts will be earned at the Interest Rate, whether we use ICS Reciprocal or ICS One -Way in placing your funds. Available rates may be different depending on which form of ICS we use. In ICS Reciprocal, the fee we pay to Promontory Network may affect available rates. In ICS One -Way, fees paid by Destination Institutions to us or to Promontory Network, or cost -of -funds rates at which Destination Institutions may request funds, may affect available rates. We will not collect a fee from you for the placement of your funds through ICS. (c) Schedule 4 includes two boxes relating to which form of the ICS service we may use for placement of your funds. If you check the first of these two boxes, we may use ICS Reciprocal, ICS One -Way, or both. We will not be obligated to inform you of the rates that might be available using the form we do not use, and we may select a form that provides greater benefits to us. If you check the second of these two boxes, we may use only ICS Reciprocal. (d) If you are subject to restrictions on the placement of your funds at depository institutions, you are responsible for determining whether the placement of your funds through ICS, in accordance with Schedule 4, satisfies the restrictions. 7.2. Compare Rates (a) We are not acting as your investment advisor, and we are not advising you about alternative investments. You are responsible for comparing the rates of return and other features of the Deposit Accounts to other available deposit accounts and other kinds of investments before choosing placement of your funds through ICS. ICS DPA-RPI - Version 2018-07 (b) The Interest Rate maybe higher or lower than a cost -of -funds rate for a Destination Institution, an interest rate for another customer, or interest rates on comparable deposits available directly from us, from the Destination Institutions at which the Deposit Accounts are held, from other Destination Institutions, or from insured depository institutions that are not Destination Institutions. (c) To the extent permitted by applicable law, Promontory Network may offer us and our employees non -cash incentives of insignificant monetary value, such as plaques, in connection with our placement of funds. 7.3. Allocation Considerations and Compensatory Payments (a) The ICS allocation process is subject to applicable law and may be affected by our objectives, Promontory Network's objectives, or both, including administrative convenience, reduction of costs, and enhancement of profits. (b) Participating institutions in the ICS service may make compensatory payments resulting in payments to other participating institutions, or receive compensatory payments resulting from payments by other participating institutions, reflecting the difference between an interest rate for a placing institution's customers and a rate at which the receiving institution would otherwise pay interest. (c) If we were to become insolvent, our receiver or other successor in interest could transfer custody of the Deposit Accounts, and our rights and obligations under this Agreement, to a new custodian that participates in ICS. Alternatively, you could exercise your right to have the Deposit Accounts recorded on the records of the Destination Institutions in your name pursuant to Section 2.2(a). 7.4. Mutual Institution Voting and Subscription Rights (a) Your funds may be placed in a Deposit Account at a Destination Institution that is in the mutual form of organization. Such a Deposit Account will be recorded on the records of the mutual institution in the name of the sub -custodian and not in your name. The sub -custodian will not attend or vote at any meeting of the depositor members of a mutual institution, or exercise any subscription rights in a mutual institution's mutual -to -stock conversion, either on its own behalf or on your behalf. You hereby waive any right you may have to attend or vote at any meeting of the depositor members, or to receive or exercise any subscription rights you may have in the event that the mutual institution converts from mutual to stock form, even if your funds were on deposit in a Deposit Account as of an applicable record date. (b) If we receive from the sub -custodian notice of a meeting of depositor members of a mutual institution or other materials or information relating to a mutual institution's mutual -to -stock conversion, we may forward such notice, materials, or information to you. If you wish to receive such notice, materials, or information directly from the mutual institution, attend or vote at any meeting of the depositor members of the mutual institution, or receive subscription rights in the event the mutual institution converts from mutual to stock form, you must, before the applicable record date (a date that is usually at least one year in advance of the date the mutual institution's board of directors adopts a plan of conversion), dismiss us as your custodian and have the Deposit Account recorded on the records of the mutual institution in your name pursuant to Section 2.2(a). 8. Other Provisions 8.1. Release and Use of Identifying Information (a) You consent to our providing your name, TIN or other Depositor Identifier, and other information that specifically identifies you ("Identifying Information") to Promontory Network, BNY Mellon, and other parties providing services in connection with ICS (each a "Service Provider"). A Service Provider may use the Identifying Information in connection with its provision of such services. We or a Service Provider may also provide Identifying Information to a Destination Institution, but will do so only to the extent necessary to comply with a request by you or your agent or to comply with applicable law. In addition, we or a Service Provider may provide Identifying Information to the FDIC in connection with a deposit insurance claim. (b) Except as provided in Section 8.1(a), we will not provide Identifying Information to any other party unless we determine that (i) we are required by applicable law to do so or (ii) we are permitted by applicable law to do so and have reasonable grounds to do so to protect our own legal or business interests or the legal or business interests of Promontory Network or BNY Mellon. Promontory Network may use and disclose any and all analyses, comparisons, indexes, or other data or information assembled, compiled, or otherwise developed by Promontory Network, including information regarding aggregated activity of ICS depositors, provided that it does not use or disclose any Identifying Information in a manner contrary to this Section 8.1. 8.2. Tax Reporting and Withholding (a) To the extent required by applicable law, we will file with the U.S. Internal Revenue Service (the `IRS"), and furnish to you, IRS Form 1099-INT or its equivalent, or IRS Form 1042-S or its equivalent, as applicable, for interest paid on the Deposit Accounts by the Destination Institutions. (b) If we are notified by the IRS that backup withholding is required for interest on the Deposit Accounts, or if we otherwise determine that we are required by law to collect such backup withholding, we will collect it and pay it to the IRS. 8.3. Liability and Dispute Resolution (a) We will maintain, directly or through a Service Provider, appropriate records of our placements for you. We will not place your funds through ICS at a Destination Institution that is the subject of a then -effective exclusion on your List of Exclusions, at a Destination Institution that is the subject of a then -effective rejection by you, in an ICS placement at a Destination Institution under the Depositor Identifier in an amount that exceeds the SMDIA, or in a manner that violates Section 5.2(c). C� • (b) If all or part of your deposit at a Destination Institution is uninsured because of our failure to comply with the requirements set forth in Section 8.3(a), and if the Destination Institution fails and you do not otherwise recover the uninsured portion, we will reimburse you for • ICS DPA-RPI - Version 2018-07 your documented loss of the uninsured portion that you do not • otherwise recover. (C) SUBJECT TO OUR REIMBURSEMENT OBLIGATION IN SECTION 8.3(b), AND EXCEPT AS MAY BE OTHERWISE REQUIRED BY APPLICABLE LAW, WE WILL NOT BE LIABLE, AND IN NO EVENT WILL PROMONTORY NETWORK OR BNY MELLON BE LIABLE, TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OR DAMAGES INCURRED OR ALLEGEDLY INCURRED IN CONNECTION WITH THIS AGREEMENT. WITHOUT LIMITING THE FOREGOING, WE, PROMONTORY NETWORK, AND BNY MELLON WILL NOT HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR: (1) ANY LOSS ARISING OUT OF OR RELATING TO A CAUSE OVER WHICH WE DO NOT HAVE DIRECT CONTROL, INCLUDING THE FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS, UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, GOVERNMENT RESTRICTIONS, OR FORCE MAJEURE (E.G., EARTHQUAKE, FLOOD, SEVERE OR EXTRAORDINARY WEATHER CONDITIONS, NATURAL DISASTERS OR OTHER ACT OF GOD, FIRE, ACTS OF WAR, TERRORIST ATTACKS, INSURRECTION, RIOT, STRIKES, LABOR DISPUTES OR SIMILAR PROBLEMS, ACCIDENT, ACTION OF GOVERNMENT, COMMUNICATIONS, SYSTEM OR POWER FAILURES, OR EQUIPMENT OR SOFTWARE MALFUNCTION), (II) DELAY IN ANY FDIC INSURANCE PAYMENT, (III) THE FINANCIAL CONDITION OF ANY DESTINATION INSTITUTION OR THE ACCURACY OF ANY FINANCIAL INFORMATION ABOUT ANY DESTINATION INSTITUTION, OR (IV) ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS). (d) ANY DISPUTES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT WILL BE GOVERNED BY THE DISPUTE RESOLUTION, ARBITRATION, CHOICE OF LAW, VENUE, WAIVER OF JURY TRIAL, AND COSTS •RELATED TO DISPUTES PROVISIONS, IF ANY, CONTAINED IN THE CUSTODIAL AGREEMENT. 8.4. Miscellaneous (a) This Agreement constitutes the entire agreement between you and us relating to the placement of deposits through ICS and any other matter herein, supersedes prior agreements, understandings, negotiations, representations, and proposals, written or oral, relating to any matter herein, and may not be amended by any oral representation made or oral agreement reached after the execution of this Agreement. (b) This Agreement and, unless otherwise provided in the Custodial Agreement, the Custodial Agreement may be executed in counterparts, each of which shall be deemed to be an original, but such counterparts shall, together, constitute only one instrument. This Agreement and, unless otherwise provided in the Custodial Agreement, the Custodial Agreement will be valid, binding, and enforceable against you and us when executed by one of the following means that we accept: (i) an original manual signature, (ii) a DocuSign@eSignature or another electronic signature that we accept, or (iii) a faxed, scanned (including in a Portable Document Format or PDF document), or photocopied signature that we accept. Each DocuSigne eSignature, other electronic signature, or faxed, scanned, or photocopied signature that we accept shall for all purposes have the same validity, legal effect, and admissibility in evidence as an original signature, and you and we waive any objection to the contrary. (c) Either party may terminate this Agreement on written notice to the other, but the obligations of both parties will survive with respect to any funds deposited at the time of termination. In addition, the provisions of this Section 8 will survive termination. (d) Appendix A and Schedules 1, 2, 3, and 4 (each a "Schedule") are incorporated into and made part of this Agreement. We may amend this Agreement, including Appendix A or any Schedule, prospectively by giving you written notice of the amendment at least fourteen (14) days before the effective date of the amendment, which will be specified in the amendment. We may provide written notice of the amendment by means of a posting on the DCP, an entry on your account statement, an email message, or a printed letter. (e) Except as provided in Section 7.3(c), this Agreement may not be assigned, in whole or in part, by either party except by operation of law or as required by applicable law, and any purported assignment in violation hereof is void. (f) The headings in this Agreement are not intended to describe, interpret, define, or limit the scope or intent of this Agreement or any clause hereof. Except as otherwise specified, a reference to a Section is a reference to a section of this Agreement. A reference to Appendix A is a reference to Appendix A to this Agreement, and a reference to a Schedule is a reference to a schedule to this Agreement. The term "applicable law" refers to all applicable statutes, rules, regulations, and judicial orders, whether federal, state, or local. The term "including" does not imply exclusion. The term "month" refers to the calendar month, and the term "year' refers to the calendar year. The remainder of this page is intentionally left blank. ICS DPA-RPI - Version 2018-07 By signing below, you (as Depositor) and we (as Relationship Institution) agree to be legally bound by this ICS Deposit Placement Agreement, effective when you and we have signed it. If the Transaction Account is a joint account, each owner of the Transaction Account must sign this • Agreement, and funds in your Deposit Accounts will be held in the same joint ownership capacity. RELATIONSHIP INSTITUTION Institution name: ONE FLORIDA BANK Signature: Name and title of authorized signatory: Mary Ann Sheriff Senior Vice President Date signed: March 30, 2020 SOLE OR PRIMARY DEPOSITOR Depositor name: City of Longwood Signature: Name and title of authorized signatory (if not individual): Matthew Thomas Morgan Mayor Depositor TIN or approved alternate identifier (and type): 59-1008196 Email address: Isnead @ longwoodfl.org Date signed: March 30, 2020 ADDITIONAL DEPOSITOR (FOR JOINT ACCOUNT) Depositor name: Signature: Depositor TIN or approved alternate identifier (and type): Email address: @ • Date signed: ADDITIONAL DEPOSITOR (FOR JOINT ACCOUNT) Depositor name: Signature: Depositor TIN or approved alternate identifier (and type): Email address: @ Date signed: (Add signature lines as need.) 8 ICS DPA-RPI - Version 2018-07 APPENDIX A TO ICS DEPOSIT PLACEMENT AGREEMENT Deposit Accounts 1. Account Types (a) We offer both the ICS demand option and the ICS savings option. With the ICS demand option, funds that we place for you through ICS at a Destination Institution will be placed in a Deposit Account that is a demand deposit account ("DDA"). With the ICS savings option, funds that we place for you through ICS at a Destination Institution will be placed in a Deposit Account that is a money market deposit account ("MMDA"). (b) In accordance with federal regulations, for funds placed using the ICS savings option, each Destination Institution reserves the right to require written notice of an intended withdrawal from an MMDA not less than seven days before the withdrawal is made. The Destination Institutions have indicated that they do not currently intend to exercise this right. (c) We will establish for you separate ICS Custodial Accounts for funds placed using the ICS demand option and for funds placed using the ICS savings option. In addition, we may establish different Interest Rates for your use of the ICS demand option and the ICS savings option. 2. Program Withdrawal Limit (a) With the ICS demand option, there is no per -month limit on the number of permitted Program Deposits or on the number of permitted Program Withdrawals. (b) With the ICS savings option: (i) There is no per -month limit on the number of permitted Program Deposits. (ii) You are permitted up to six Program Withdrawals per month for an ICS Custodial Account used with the ICS savings option. To remain within this limit, you should satisfy yourself that the Triggering Events for Program Deposits and Program Withdrawals under Schedule 1 are appropriate in light of your anticipated day-to-day activity in any Root Account associated with the ICS Custodial Account. • (iii) In addition to applying the Program Withdrawal limit, we will allocate funds so that, in accordance with federal regulations, your funds are not withdrawn from an MMDA at any one Destination Institution more than six times in a month. • (iv) Although we may permit you to have more than one ICS Custodial Account for your business purposes, you may not have more than one ICS Custodial Account for the purpose of avoiding the effects of the Program Withdrawal limit. (v) If Triggering Events on the same Business Day result in both a Same -Day Program Withdrawal, on that Business Day, and a Regular Program Withdrawal, on the next Business Day, the Triggering Events will have resulted in your use of two of your six Program Withdrawals for the month. (vi) If the Triggering Event for a Regular Program Withdrawal occurs on the last Business Day of a month, the Regular Program Withdrawal will occur on the first Business Day of the following month for purposes of the Program Withdrawal limit that applies in connection with the ICS savings option. 3. Excess Program Withdrawals (a) With the ICS savings option, the consequences of exceeding the limit of six Program Withdrawals depend on whether you give us, in Section 4 of this Appendix A, an advance instruction to endeavor to reallocate your funds from the ICS savings option to the ICS demand option in the circumstances described in Section 3(b) of this Appendix A (a "Reallocation Instruction"). (b) If you give us a Reallocation Instruction, the following provisions will apply: (i) So long as you have not exceeded the limit of six Program Withdrawals for the ICS savings option in any two previous months: (A) you may use all six permitted Program Withdrawals in a month, and (B) if an excess (seventh) Program Withdrawal occurs before the last Business Day of the month, we will endeavor to reallocate all the remaining funds in your MMDAs at Destination Institutions to DDAs at Destination Institutions, and we will transfer to the Root Account any such funds not so reallocated. AA 1 ICS DPA AA-DS - Version 2018-07 (ii) If you have exceeded the limit of six Program Withdrawals for the ICS savings option in any two previous months and a sixth Program Withdrawal occurs in a month, (A) we will endeavor to reallocate all the remaining funds in your MMDAs at Destination Institutions to DDAs at • Destination Institutions, and we will transfer to the Root Account any such funds not so reallocated, and (B) the ICS Custodial Account will be ineligible for the ICS savings option for the remainder of the month and for the next six full months. Your eligibility to use the ICS demand option will not be affected. (c) If you do not give us a Reallocation Instruction, the following provisions will apply: (i) If you have not exceeded the limit of six Program Withdrawals for the ICS savings option in any two previous months: (A) you may use all six permitted Program Withdrawals in a month, and (B) if an excess (seventh) Program Withdrawal occurs before the last Business Day of the month, we will transfer all the remaining funds in your MMDAs at Destination Institutions to the Root Account. (ii) If you have exceeded the limit of six Program Withdrawals for the ICS savings option in any two previous months and a sixth Program Withdrawal occurs in a month, (A) we will transfer all the remaining funds in your MMDAs at Destination Institutions to the Root Account, and (B) the ICS Custodial Account will be ineligible for Program Deposits for the remainder of the month and for the next six full months. Your eligibility to use the ICS demand option will not be affected. (d) If all the funds in MMDAs for an ICS Custodial Account have been returned to the Root Account pursuant to Section 3(b) or Section 3(c) of this Appendix A, no Program Deposits for the ICS savings option will occur before the end of the month. If, in addition, the ICS Custodial Account has become ineligible for Program Deposits, no Program Deposits for the ICS Custodial Account will occur during the period of ineligibility. 4. Reallocation Instruction 17 If you check this box, you are giving us a Reallocation Instruction as defined in Section 3(a) of this Appendix A. MIf you check this box, you are not giving us a Reallocation Instruction. • AA 2 ICS DPA AA -IDS - Version 2018-07 r �i SCHEDULE 1 TO ICS DEPOSIT PLACEMENT AGREEMENT Program Deposits and Program Withdrawals 1. Specified Terms (a) For the ICS demand option, the Sweep Threshold and the Return Threshold areas follows: Sweep Threshold Return Threshold $ $ (b) For the ICS savings option, the Sweep Threshold and the Return Threshold areas follows: Sweep Threshold Return Threshold $ 250,000 $ 250,000 (c) The Same -Day Deposit Cutoff Time is as follows (Not Applicable for ICS Automated Sweeps "(a)" or "(b)" above; otherwise 12:00 PM ET): N/A (insert time) 2. Program Deposits ❑ AM ❑ PM (check AM or PM) ❑ Eastern Central ❑ Mountain Pacific (check time zone) Daylight Saving Time applies when nationally in effect unless checked here ❑ (a) The Triggering Event for a Regular Program Deposit is a net change in the Transaction Account balance that causes its balance to exceed the Sweep Threshold. After posting all your Transaction Account activity for a Business Day, we will determine whether the Transaction Account balance exceeds the Sweep Threshold. Subject to the other terms and conditions of this Agreement, if such a Triggering Event occurs, we will transfer • the excess amount to Deposit Accounts at ICS Settlement on the next Business Day. (b) The Triggering Event for a Same -Day Program Deposit is a Same -Day Program Deposit request by you that we receive and accept before the Same -Day Deposit Cutoff Time on a Business Day. Subject to the other terms and conditions of this Agreement, if such a Triggering Event occurs, we will transfer the requested amount to Deposit Accounts at ICS Settlement later on the same Business Day. • (c) If a Triggering Event for a Program Deposit occurs, we may debit the Transaction Account and credit a holding account before the transfer of funds to Deposit Accounts occurs at ICS Settlement. 3. Program Withdrawals (a) All Program Withdrawals will be Regular Program Withdrawals, which occur on the Business Day following the Triggering Event. The Triggering Event for a Program Withdrawal is a net change in the Transaction Account balance, after the posting of all your Transaction Account activity for a Business Day, that causes its balance (exclusive of any amounts that we credit as advances in anticipation of a Program Withdrawal) to be less than the Return Threshold. Subject to the other terms and conditions of this Agreement, if such a Triggering Event occurs, we will transfer an amount from your Deposit Accounts at ICS Settlement on the next Business Day, up to the available amount in your Deposit Accounts, sufficient to restore the Transaction Account balance to the Sweep Threshold. (b) Subject to the other terms and conditions of this Agreement, including Section 4.5, and subject to the rules and cutoff times that otherwise apply to transaction accounts with us, we will honor your debit transactions in the Transaction Account so long as the sum of your funds in the Transaction Account and your funds in your Deposit Accounts, after taking into account any pending Program Deposits and any pending Program Withdrawals, is not less than zero. We will do so even if the amount of the debit transaction exceeds the Transaction Account balance. As set forth in Section 4.5, you will owe us any amounts that we credit as advances in anticipation of a Program Deposit and we will retain those amounts from the funds we receive at ICS Settlement. (c) If a Triggering Event for a Program Withdrawal occurs, we may credit the Transaction Account and debit a holding account before the transfer of funds from your Deposit Accounts occurs at ICS Settlement. S1 1 ICS DPA-RPI S1-T1 - Version 2018-07 SCHEDULE 2 TO ICS DEPOSIT PLACEMENT AGREEMENT Transaction Account Deposits That Exceed the SMDIA • Although we will not place your funds through ICS at any one Destination Institution in an amount that exceeds the FDIC standard maximum deposit insurance amount ("SMDIA") of $250,000, deposits in the Transaction Account, separately or together with your other deposits with us in the same insurable capacity, may exceed the SMDIA. For example, when funds in the Transaction Account are awaiting placement through ICS, they will be subject to a single SMDIA until they are placed through ICS and become deposits at Destination Institutions after ICS Settlement. If you cannot accept the risk of having Transaction Account deposits that exceed the SMDIA in these or other circumstances, it will be your responsibility to make arrangements with us to have the deposits collateralized, protected by a properly -executed repurchase sweep arrangement, or otherwise adequately protected, in a manner consistent with applicable law. You should consult your legal advisor to determine whether a particular collateralization arrangement is consistent with applicable law. 1* is S21 ICS DPA-RPI S2 - Version 2018-07 r� J • SCHEDULE 3 TO ICS DEPOSIT PLACEMENT AGREEMENT Depositor Control Panel and Depositor Placement Review 1. Depositor Control Panel The address of the Depositor Control Panel is hftps://www.depositorcontrol.com, Your initial login credentials for the Depositor Control Panel will be as follows: User name: The account number for the Transaction Account Password: The last four characters of the Depositor Identifier entered for the sole or primary Depositor on the si nature page of this Agreement You will also be required to enter the email address you have provided to us. We will separately advise you of any additional steps required of you by additional security controls. 2. Depositor Placement Review The DPR period each Business Day will be as follows: 3:00 P.M. to 3:15 P.M. Eastern time Daylight Saving Time applies when nationally in effect We may change the DPR period by posting notice on the DCP in advance of the change. S31 ICS DPA S3 - Version 2018-07 SCHEDULE 4 TO ICS DEPOSIT PLACEMENT AGREEMENT Service Form and Exclusions 1. Reciprocal and One -Way nIf you check this box, we may use ICS Reciprocal, ICS One -Way, or both for our placement of your funds through ICS. © If you check this box, we will use only ICS Reciprocal for our placement of your funds through ICS. 2. Exclusions Each depository institution entered on your List of Exclusions below will be ineligible, as of the date you and we have signed the Agreement, to receive your funds through ICS as a Destination Institution. You may subsequently change your List of Exclusions as provided in the Agreement. The List of Exclusions should include the city and state of the institution's main office (rather than the city and state of a branch location). The List of Exclusions may also include the institution's FDIC certificate number or transit routing number. Attach additional pages as necessary. If you do not list any exclusions, you should enter "none' under Name of Institution on the first line (but your signature after a blank list will constitute your acknowledgment that you have not listed any exclusions whether or not you enter "none"). 3. List of Exclusions Your List of Exclusions is as follows: Name of Institution I City and State I FDIC Certificate Number or Routing Number Iberia Bank Signature of sole or primary Depositor: • S4 1 ICS DPA-RPI S4 - Version 2018-07 ONE FLORIDA • Custodial Agreement BANK You, the undersigned, enter into this Custodial Agreement (this "Agreement') with ONE FLORIDA BANK ("we" or "us"). 1. Pursuant to this Agreement, you authorize us (as your "Relationship Institution") to hold and act as your custodian with respect to all deposit accounts, including all time deposits, money market deposit accounts, and demand deposit accounts, issued or established at other participating institutions pursuant to the CDARS Deposit Placement Agreement or the ICS Deposit Placement Agreement for funds of yours placed through CDARS@, the Certificate of Deposit Account Registry Service@, or ICS@, the Insured Cash Sweep@ service (collectively, the "Deposit Accounts') and all your security entitlements and other related interests and assets with respect to the Deposit Accounts (collectively, the "Related Entitlements'). The custodial account in which we will hold the Deposit Accounts and Related Entitlements (the "Custodial Account') comprises all the CDARS and ICS custodial accounts that we maintain for you. 2. As your custodian, we may (i) cause the Deposit Accounts to be titled in our name or in the name of our sub -custodian, (ii) collect for your account all interest and other payments of income or principal pertaining to the Deposit Accounts, (iii) endorse on your behalf any check or other instrument received for your account that requires endorsement, (iv) deposit your funds in, or withdraw your funds from, the Deposit Accounts in accordance with your instructions, (v) deliver or transfer funds from another account with us to the Deposit Accounts or deliver or transfer funds from the Deposit Accounts to another account with us in accordance with your instructions, (vi) for Deposit Accounts that are time deposits, surrender for payment for your account maturing CD and those for which early withdrawal is requested, (vii) execute and deliver or file on your behalf all appropriate receipts and releases and other instruments, including whatever certificates may be required from custodians or may be necessary to obtain exemption from taxes and to name you when required for the purpose of the instrument, and (viii) take such other actions as are customary or necessary to effectuate the purposes of this Agreement. 3. For purposes of Article 8 of the Uniform Commercial Code as included in applicable state law (the "UCC'), we will act as your securities intermediary for, and will treat as financial assets, any Deposit Accounts and Related Entitlements that we hold for you pursuant to this Agreement. The Custodial Account will constitute a securities account, as defined in the UCC. 4. We may comply with any writ of attachment, execution, garnishment, tax levy, restraining order, subpoena, warrant, or other legal process •that we believe (correctly or otherwise) to be valid. We may notify you of such process by telephone, electronically, or in writing. If we are not fully reimbursed for records research, imaging, photocopying, and handling costs by the party that served the process, we may charge such costs to your account, in addition to any minimum fee we charge for complying with legal processes. 5. We may honor any legal process that is served personally, by mail, or by electronic mail or facsimile transmission at any of our offices or an office of our agent (including locations other than where the funds, records, or property sought is held), even if the law requires personal delivery at the office where your account or records are maintained. 6. We will have no liability to you for any good -faith act or omission by us in connection with this Agreement. You agree to indemnify us and our sub -custodian, and to hold us and our sub -custodian harmless from, all expenses (including counsel fees), liabilities, and claims arising out of any good -faith act or omission by us in connection with this Agreement or compliance with any legal process relating to the Custodial Account that we believe (correctly or otherwise) to be valid. You agree to pay any service charges that we impose on the Custodial Account. 7. You may be an individual in an individual capacity, more than one individual in a joint capacity, or a trust, partnership, corporation, or other legal entity. We may accept instructions on your behalf from any individual who signs this Agreement as or on behalf of a Depositor and from any of the following individuals: Name Title or Legal Ca acit Matthew Thomas Morgan Mayor Michelle Longo City Clerk Custodial Agreement Template - Version 2018-07 By signing below, you (as Depositor) and we (as Relationship Institution) agree to be legally bound by this Custodial Agreement, effective when you and we have signed it. • RELATIONSHIP INSTITUTION Institution name: ONE FLORIDA BANK Signature: Name and title of authorized signatory: Mary Ann Sheriff Senior Vice President Date signed: March 30, 2020 SOLE OR PRIMARY DEPOSITOR Depositor name: City of Longwood Signature: Name and title of authorized signatory (if not individual): Matthew Thomas Morgan Mayor Depositor TIN or approved alternate identifier (and type): 59-1008196 Email address: Isnead @ longwoodfl.org Date signed: March 30, 2020 ADDITIONAL DEPOSITOR (FOR JOINT ACCOUNT) Depositor name: Signature: Depositor TIN or approved alternate identifier (and type): Email address: @ Date signed: • ADDITIONAL DEPOSITOR (FOR JOINT ACCOUNT) Depositor name: Signature: Depositor TIN or approved alternate identifier (and type): Email address: Date signed: (Add signature lines as needed.) • 2 Custodial Agreement Template - Version 2018-07