MARICOPA MCA SUPPLEMENT (EXECUTION VERSION).PDF

Maricopa County — Formal (2023-09-27)

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Execution Version 
1 
 
NTAC:3NS-20 
SUPPLEMENT TO CUSTODY AGREEMENT 
(Fixed Income Clearing Corporation – Sponsored Member) 
 
 
THIS SUPPLEMENT TO CUSTODY AGREEMENT dated as of September ___, 2023 
(this “Agreement”), is made between MARICOPA COUNTY (the “Company”), and THE 
NORTHERN TRUST COMPANY (“Northern”). 
 
 
WHEREAS, the Company is an existing custodial customer of Northern under a Master 
Custody Agreement dated as of September 1, 2017 (as amended and in effect from the time to 
time, the “Custody Agreement”), between the Company and Northern; 
 
 
WHEREAS, the Company desires to participate as a Sponsored Member in the program 
(the “FICC Program”) of the Fixed Income Clearing Corporation (“FICC”) for repurchase and 
reverse repurchase transactions in government or other debt securities, utilizing the matching and 
clearing facilities of FICC, and has requested that Northern be the Company’s Sponsoring Member 
for the Company’s participation in the FICC Program;  
 
 
WHEREAS, Northern is willing to be the Company’s Sponsoring Member if, among other 
things, the Company enters this Agreement; and 
 
 
WHEREAS, this Agreement supplements the Custody Agreement as well as the 
Reimbursement and Security Agreement dated as of September 20, 2023 (the “RSA”), between 
the Company and Northern in connection with Northern serving as the Sponsoring Member and 
processing agent for the Company; 
 
 
NOW, THEREFORE, the parties hereto hereby agree as follows: 
 
 
1. 
This Agreement is a “Transaction Document” as defined in the RSA.   
 
 
2. 
The Custody Agreement does not affect any obligation of the Company under the 
RSA or any other Transaction Document or any right given or security interest granted to Northern 
under the Transaction Document.   
 
 
3. 
None of the Transaction Documents affects any exculpation, expenses 
reimbursement, or right of indemnification to which Northern is entitled under the Custody 
Agreement. 
 
  
4. 
In addition to any statements of account (or other similar reports) provided under 
the Custody Agreement, Northern will also make available to the Company through Northern Trust 
Passport® (or its other systems, electronic platforms or successors thereto) electronic access to 
reports reflecting the details of Transactions processed in accordance with the Transaction 
Documents. The Company shall review all reports and advise Northern of any errors or omissions 
therein within five (5) Business Days from the date upon which the report was delivered to the 
Company. If Northern is not advised of any errors or omissions prior to the expiration of such five 
(5) Business Days, the reports generated by Northern shall be deemed final.

2 
 
NTAC:3NS-20 
5. 
Subject to Sections 2, 3 and 4, if any term of the Custody Agreement conflicts with 
a term of a Transaction Document, the term of the Transaction Document controls. 
 
 
6. 
This Agreement and all rights and obligations hereunder shall be construed in 
accordance with, and governed by, the laws of the State of Illinois without regard to any conflict-
of-laws rules that would require the application of the laws of any other jurisdiction. 
 
IN WITNESS WHEREOF, the Company and Northern have each executed this 
Agreement as of the day and year first above written. 
 
MARICOPA COUNTY, SPONSORED MEMBER 
 
 
By:_________________________________ 
Name: Clint Hickman 
Title: Chairman, Board of Supervisors 
 
ATTEST 
 
___________________________ 
Juanita Garza  
 
 
 
 
Date___________________ 
Clerk of the Board of Supervisors 
 
 
LEGAL REVIEW 
Approved as to form and within the powers and  
authority granted under the laws of the State of  
Arizona to Maricopa County 
 
___________________________ 
Deputy County Attorney 
 
 
 
Date___________________ 
 
 
THE NORTHERN TRUST COMPANY 
 
 
By:_____________________________________ 
 
Name:___Ryan Barrett_____________________ 
 
Title:____Senior Vice President_____________