Amendment to Agreement with Principal Trust Company

AMENDMENT NO. 2
RFP 17-17
(Custody Agreement, Contract No. C17-0947)

‘This Amendment No. 2 (“Amendment”) to the Custody Agreement (“Agreement”) is made this

day of , 2025, (“Effective Date”), by and between the City of Glendale, an Arizona

municipal corporation (“City”) and Principal Trust Company, an Atizona company, authorized to do
business in Arizona (““Conttactor”).

RECITALS

City and Wells Fargo Bank (“Contractor”) previously entered into a Custody Agreement,
Contract No. C17-0947, dated January 1, 2018 (“Agreement”); and

On February 22, 2022, City and Contractor enteted into Amendment No. 1 transferring all
tights and obligations from Wells Fargo Bank, N.A. (“Assignot") to Principal Trust Company
("Assignee"); and

On September 12, 2022, City and Contractor entered into Contract Extension No. 1 extending
the term of the Agreement from September 12, 2022 through September 11, 2023; and

On July 27, 2023, City and Contractor entered into Contract Extension No. 2 extending the
term of the Agreement from September 12, 2023 through September 11, 2024; and

On July 31, 2024, City and Contractor entered into Contract Extension No. 3 extending the
term of the Agreement from September 12, 2024 through September 11, 2025; and

City and Contractor wish to modify and amend the Agreement subject to and strictly in
accordance with the terms of this Amendment.

AGREEMENT

In consideration of the mutual promises set forth in this Amendment and other good and valuable
consideration, the receipt and sufficiency of which ate acknowledged by the parties, the City and
Conttactor agree as follows:

1.

Recitals. The recitals set forth above are not merely recitals but form an integral part of this
Amendment.

Term. The term of the Agreement is extended for a one-year period from September 12,
2025 through September 11, 2026, unless otherwise terminated or canceled as provided by the
Agteement. All other provisions of the Agreement except as set forth in this Amendment shall
remain in their entirety.

Scope of Work. ‘The Scope of Work remains unchanged.

Compensation, Contractor's original compensation for the Services was $364,755.14 and will
be increased another sixty thousand ($60,000), making the total contract amount $424,755.14.

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10.

Insutance Certificate. Current certificate will expire on May 1, 2025. A new insurance
certificate must be provided prior to this date to the Finance Director and the Contract
Administrator in order for this Agreement to remain in effect.

Non-disctimination. Contractor must not disctiminate 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 veteran 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, warrants compliance with this section.

No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the
patties hereby certify that they are not currently engaged in, and agree for the duration of the
Agreement to not engage in, a boycott of goods or services from Istael, as that term is defined
in ARS § 35-393.

Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not
currently, and during the term of this Agreement, will not use:

(a) the forced labor of ethnic Uyghurs in the People’s Republic of China;

(b) any goods or services produced by the forced labor of ethnic Uyghurs in the People’s
Republic of China; and

(©) ay contractors, subcontractors or suppliers that use the forced labor or any goods or
services produced by the forced labor of ethnic Uyghurs in the People’s Republic of
China.

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 cettificate signed by an officer of Contractor with oversight responsibility.

Ratification of Agreement. City and Contractor hereby agree that except as expressly
provided herein, the provisions of the Agreement shall be, and remain in full force and effect
and that if any provision of this Amendment conflicts with the Agreement, then the provisions
of this Amendment shall prevail.

[Signatures on the following page.]

01/28/2025

ATTEST:

CITY OF GLENDALE, an Arizona
municipal corporation

Kevin R. Phelps, Interim City Manager

Julie K. Bower, City Clerk

APPROVED AS TO FORM:

(SEAL)

Michael D. Bailey, City Attorney

Principal Trust Company,
an Arizona company

Lhe Michael Wade (7 —
Its: Senior Relationship Manager

01/28/2025