Americana Banking Services Agreement 2023-2025BANKING SERVICES AGREEMENT
AGREEMENT made this _____ of _____________, 2023, by and between the CITY OF
CHANHASSEN, a Minnesota municipal corporation (“City”) and Americana Community Bank, a
State of Minnesota chartered bank (“Bank”).
IN CONSIDERATION OF THEIR MUTUAL COVENANTS, THE PARTIES AGREE AS FOLLOWS:
1.CONTRACT DOCUMENTS. The Contract consists of the following documents –1. This
Banking Services Agreement, 2. Americana Community Bank RFP Proposal for Banking
Services with the City of Chanhassen, dated October 5, 2018, and 3. Any supplemental
agreement the parties may enter into. In the event of conflict among the documents,
the conflict shall be resolved by the order in which they are listed with document listed
first having the first priority and the document listed last having the last priority.
2.SCOPE OF SERVICES. The City retains Bank to provide services as set forth in the
Contract Documents.
3.TERM. The term of this Agreement is three years commencing on January 1, 2023 and
ending on December 31, 2025, unless sooner terminated as provided for herein.
4.DOCUMENTS. The City shall be the owner of all documents, reposts, studies, analysis
and the like prepared by Bank in conjunction with this contract.
5.COMPLIANCE WITH LAWS AND REGULATIONS. In providing services hereunder, Bank
shall abide by all laws, statutes, ordinances, rules and regulations pertaining to the
provisions of the services to be provided.
6.ASSIGNMENT. Neither party shall assign this Agreement, nor any interest arising herein,
without the written consent of the other party except in the case of a merger, exchange,
sale of substantially all of the assets of a party, or other similar transaction in which the
successor entity agrees to be bound by all of the terms of the Agreement.
7.WAIVER. Any waiver by either party of a breach of any provisions of this Agreement
shall not affect, in any respect, the validity of the remainder of this Agreement.
8.ENTIRE AGREEMENT. The entire Agreement of the parties is contained herein. This
Agreement supersedes all oral agreements and negotiations between the parties
relating to the subject matter hereof as well as any previous agreements presently in
effect between the parties relating to the subject matter hereof. Any alterations
amendments, deletions, or waivers of the provisions of this Agreement shall be valid
only when expressed in writing and duly signed by the parties, unless otherwise
provided herein.
9.CONTROLLING LAW. This agreement shall be governed by and construed in accordance
with the laws of the State of Minnesota. Any actions arising out of this Agreement shall
be venued in the Carver County District Court, State of Minnesota.
10.MINNESOTA GOVERNMENT DATA PRACTICES ACT. Bank must comply with the
Minnesota Data Government Practices Act, Minnesota Statutes Chapter 13, as it applies
to (1) all data provided by the City pursuant to this Agreement, and (2) all data, created,
DocuSign Envelope ID: E9372D7A-4FB1-4076-BE0D-E2D101E5681F
collected, received, stored, used, maintained, or disseminated by Bank pursuant to this
Agreement. Bank is subject to all the provisions of the Minnesota Government Data
Practices Act, including but not limited to the civil remedies of Minnesota Statutes
Section 13.08, as if it were a government entity. In the event Bank receives a request to
release data, Bank must immediately notify the City. The City will give Bank instructions
concerning the release of the data to the requesting party before the data is released.
The City agrees to indemnify, defend and hold the Bank harmless from any claims
resulting from Bank’s officers’, agents’, city’s, partners’, employees’, volunteers’,
assignees’ or subcontractors’ unlawful disclosure and/or use of protected data. The
terms of this paragraph shall survive the cancellation or termination of this Agreement
for information released which became known under the terms of this Agreement.
11.FEES. Any fees for additional services not addressed in the Request for Proposal which
are added at a future date, will be negotiated by the Bank and the City prior to delivery
of such services.
12.TERMINATION OF THE AGREEMENT. The City may terminate this Agreement (or any
part thereof), at any time, upon written notice to Bank, effective upon delivery
(including delivery by facsimile or electronic mail). In such event, Bank will be entitled
to compensation for services performed up to the date of termination, based upon the
payment terms of this Agreement.
CITY OF CHANHASSEN
BY:_______________________________________
Elise Ryan, Mayor
Dated___________________
BY:_______________________________________
Laurie Hokkanen , City Manager
Dated___________________
AMERICANA COMMUNITY BANK
BY:________________________________________
Adam Dittrich, President & CEO
Dated __________________
DocuSign Envelope ID: E9372D7A-4FB1-4076-BE0D-E2D101E5681F
4/26/2023
4/26/2023
4/27/2023