TREASURER OF THE COUNTY OF _______________________________, AR
CUSTODIAL SERVICES AGREEMENT
This CUSTODIAL SERVICES AGREEMENT ("Agreement") is entered into as of this ____ day of ________________,
______, by and between _____________________________________________ ("Depositor"), with its principal office at
_____________________________, and _______________________________________ ("Institution"), with its principal
office at ___________________________________ , and ________________________________("Custodian"), with its
principal office at ________________________________________________.
W I T N E S S E T H
WHEREAS, the Depositor has agreed to deposit funds with the Institution pursuant to the terms and provisions of that
certain Security Agreement for Funds Held in Deposit ("Security Agreement") by and between the Depositor and the
Institution dated as of __________________________________; and
WHEREAS, pursuant to the terms and provisions of the Security Agreement, the Institution has agreed to assign,
transfer, pledge and convey to the Depositor a perfected security interest in certain eligible securities owned by the
Institution (the "Collateral"); and
WHEREAS, in order to perfect the Depositor's security interest in the Collateral, the Custodian, as agent for the
Depositor, will accept from the Institution, take possession of and hold such Collateral solely for the benefit of the
Depositor.
NOW, THEREFORE, in consideration of the mutual covenants and premises herein contained, the parties do hereby
agree as follows:
1. The Custodian hereby accepts employment as the Depositor's custodian and depositary pursuant to the terms of
this Agreement.
2. The Custodian shall accept and retain as Custodian solely for the benefit of the Depositor all securities
tendered by the Institution as Collateral for its obligations under the Security Agreement. For the purposes of this
Agreement, the term "securities" shall have the same meaning as set forth in the Security Agreement. Upon receipt of
Collateral from the Institution for the benefit of the Depositor, the Custodian shall (i) immediately notify the Depositor, by
telephone or otherwise, of the Collateral pledged, (ii) issue a written receipt to the Institution evidencing Custodian's receipt of
the Collateral, and (iii) within three business days issue and provide delivery to Depositor written confirmation evidencing
Institution has pledged and Custodian has received Collateral.
3. The Custodian shall identify on its books and records as being pledged to the Depositor specific securities or a
quantity of specific securities received by it for, or for the account of, the Depositor. The Custodian shall have no power or
authority to transfer, assign, hypothecate, pledge or otherwise dispose of any such securities, except pursuant to instructions
from the Depositor and pursuant to the terms of this Agreement.
4. If at any time the ratio of the market value of the Collateral to the amount of funds on deposit is less than the
Maintenance Percentage, then the Institution shall assign, pledge and convey a security interest and transfer to the Depositor
securities of the type eligible to be pledged pursuant to Arkansas Code Annotated §19-8-203 and §23-47-203, as
amended, and in such amount so that the ratio of the market value of such pledged securities to the amount of funds on
deposit shall be at least equal to the Maintenance Percentage. Failure by Institution to provide securities of the type
eligible to be pledged pursuant to Arkansas Code Annotated §19-8-203 and §23-47-203, as amended, in such amount so
that the ratio of the market value of such pledged securities to the amount of funds on deposit is at least equal to
the Maintenance Percentage, shall at the discretion of the Treasurer of _________________________ County, AR
make all funds of the Depositor held by the Institution subject to immediate withdrawal without penalty and with interest
being due and payable to the date of withdrawal.
5. The Custodian shall, on the first business day following receipt by the Custodian of prior written notice, allow the
Institution to withdraw any of the securities constituting the Collateral, if the Institution shall simultaneously deliver to the
Custodian as additional Collateral securities of the same type and having at least the same market value as the securities
withdrawn.
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6. The Custodian is hereby authorized and directed to promptly distribute to the Institution any cash received by
the Custodian as payment of accrued interest on any of the securities constituting the Collateral.
7. Except as specifically provided in the foregoing paragraphs 5 and 6, the Custodian will not release or transfer
to the Institution any securities constituting the Collateral without prior written instructions from the Depositor, except that
the Custodian may elect to release or transfer to the Institution securities constituting the Collateral upon receipt of verbal
instructions from the Depositor, if (i) the verbal instructions are electronically recorded and the Custodian has obtained
independent and separate confirmation of the verbal instructions from an authorized officer of the Depositor, (ii) the
Custodian provides immediate written confirmation of the verbal instructions to the Depositor and (iii) the Depositor
provides immediate written confirmation of the verbal instructions to the Custodian. The Depositor and the Custodian
agree that in the case of any conflict between written and verbal instructions, the written instructions will be binding.
8. The Custodian agrees to provide to the Depositor a monthly statement of holdings reflecting the securities
pledged by the Institution. In addition, the Institution agrees to provide to the Custodian current market price valuations of
the securities constituting the Collateral, as may be required or requested by the Depositor.
9. In the absence of bad faith on the part of the Custodian, the Custodian shall be permitted to rely upon the
authenticity of, and the truth of the statements and the accuracy of the opinions expressed in, and will be protected in acting
upon, any document believed by the Custodian to be genuine and to have been signed, affixed or presented by the proper
party or parties. The Custodian shall not be liable with respect to any action taken or omitted to be taken by it in accordance
with any instruction or request of the Depositor. In addition, the Custodian shall not be liable for any error of judgment
made in good faith by an officer of this Custodian, unless it shall be proved that the Custodian was grossly negligent in
ascertaining the pertinent facts. In the event the Custodian receives substantially contemporaneously contrary written
instructions from the Depositor and the Institution, then the Custodian may, at its election and without liability to either the
Depositor or the Institution, interplead the securities constituting the Collateral in a court of competent jurisdiction, and the
Depositor's and the Institution's sole recourse shall be against each other and the securities constituting the Collateral so
interpled.
10. This Agreement may be amended at any time by written agreement between the Depositor and the Custodian,
with prior written notice to the Institution.
11. This Agreement shall be subject to and construed in accordance with the laws of the State of Arkansas.
12. This Agreement may be simultaneously executed in two or more counterparts, each of which shall be deemed
to be an original.
13. Notices and other writings shall be delivered or mailed postage prepaid to the parties at the addresses set forth
on the signature page hereof.
IN WITNESS WHEREOF, the parties hereto, each acting through its respective duly authorized representative,
have caused this Agreement to be signed in their name and delivered as of the date first above written.
DEPOSITOR:
____________________________________
TREASURER OF THE COUNTY OF _________________________, AR
Address for Notices:
____________________________________________________________
_______________________________________, AR _________________
Signature
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______________________________________________
CUSTODIAN:
_______________________________
Address for Notices:
_____________________________________
By:
_____________________________________
Title:
________________________________________
INSTITUTION:
_____________________________________
Address for Notices:
_____________________________________
By:
_____________________________________
Title:
________________________________________
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