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LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND RBC CAPITAL MARKETS, LLC THIS LINKING AGREEMENT (this “Agreement”) is entered into as of this day of , 2021, between the City of Glendale, an Arizona municipal corporation (the “City”), and RBC Capital Markets, LLC, a(n) Minnesota limited liability company authorized to do business in Arizona (“Contractor”), collectively, the “Parties.” RECITALS On January 18, 2018 under Arizona State Purchasing Cooperative Agreement, the State of Arizona entered into a contract with Contractor to purchase the goods and services described in the Contract No. CTR032092-1 for Managing Underwriting Services(“Cooperative Purchasing Agreement”), which is attached hereto as Exhibit A. The Cooperative Purchasing Agreement permits its cooperative use by other governmental agencies including the City. Section 2-149 of the City’s Procurement Code permits the Materials Manager to procure goods and services by patticipating with other governmental units in cooperative purchasing agreements when the best interests of the City would be served. Section 2-149 also provides that the Materials Manager may enter into such cooperative agreements without mecting the formal or informal solicitation and bid requirements of Glendale City Code Sections 2-145 and 2-146. The City desires to contract with Contractor for supplies or services identical, or nearly identical, to the supplies ot services Contractor is providing other units of government under the Cooperative Purchasing Agreement. Contractor consents to the City’s utilization of the Cooperative Purchasing Agreement as the basis of this Agreement, and Contractor desires to enter into this Agreement to provide the supplies and services set forth in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated by reference, and the covenants and promises contained in this Linking Agreement, the parties agree as follows: 1. Term of Agreement. The City is purchasing supplies and/or services from Contractor pursuant to the Cooperative Purchasing Agreement. According to the Cooperative Purchasing Agreement, purchases can be made by governmental entities from the date of award, which was February 1, 2018, until the date the contract expires on January 31, 2023 unless the term of the Cooperative Purchasing Agreement is extended by the mutual agreement of the original contracting parties. The Cooperative Purchasing Agreement, however, may not be extended beyond January 31, 2023. The initial period of this Agreement, therefore, is the period from the Effective Date of this Agreement until January 31, 2022. The City may renew the term of this Agreement for one (1) year until the Cooperative Purchasing Agreement expires on January 31, 2023. Glendale renewals are not automatic and shall only 1/2/2020 occur if the City gives the Contractor notice of its intent to renew. The City may give the Contractor notice of its intent to renew this Agreement 30 days prior to the anniversary of the Effective Date to effectuate such renewal. Scope of Work; Terms, Conditions, and Specifications. A. Contractor shall provide City the supplies and/or services identified in the Scope of Work attached as Exhibit A. B. Contractor agrees to comply with all the terms, conditions and specifications of the Cooperative Purchasing Agreement. Such terms, conditions and specifications are specifically incorporated into and are an enforceable part of this Agreement. Compensation. A. City shall pay Contractor compensation at the same rate and on the same schedule as provided in the Cooperative Purchasing Agreement, which is attached hereto as Exhibit A. B. The total purchase price for the supplies and/or services putchased under this Agreement is to be consistent with the pricing set forth in Exhibit “B”. Total amounts paid are upon agreement between the City and Contractor and dependent upon the services necessary. In addition, the City may from time to time elect to purchase additional goods and services from Contractor pursuant to the Agreement, and the City will comply with all applicable laws regarding procurement and approval of such purchases. Cancellation. This Agreement may be cancelled pursuant to A-R.S. § 38-511. Non-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic characteristics, familial status, U.S. military vetetan status or any disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated within this section. Contractor, and on behalf of any subcontractors, watrants compliance with this section. Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the City prior to the Effective Date. E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the requirements of A.R.S. § 41-4401. No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby certify that they ate not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of goods or services from Israel, as that term is defined in A.RS § 35-393. 4/29/2021 9. Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight responsibility. 10. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’ respective authorized representatives at the address listed below: City of Glendale c/o Lisette Camacho 5850 West Glendale Avenue Glendale, Arizona 85301 623-930-2470 LCamacho1 @glendaleaz.comAnd and RBC Capital Markets, LLC c/o Kurt Freund 2398 East Camelback Rd, Suite 700 Phoenix, AZ 85016 602-381-5365 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year set forth above. “City” “Contractor” City of Glendale, an Arizona RBC Capital Markets, LLC, municipal corporation a Minnesota limited liability company By: By: bial Gow Kevin R. Phelps Name: Kurt Freund City Manager Title: Managing Director ATTEST: Julie K. Bower (SEAL) City Clerk APPROVED AS TO FORM: Michael D. Bailey City Attorney 4/29/2021 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND RBC CAPITAL MARKETS, LLC EXHIBIT A CTR032092-1 for Managing Underwriting Services 4/29/2021 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND RBC CAPITAL MARKETS, LLC EXHIBIT B METHOD AND AMOUNT OF COMPENSATION See Attachment 4 in Exhibit A 4/29/2021