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MASTER BANKING SERVICES AGREEMENT <br /> THIS MASTER BANKING SERVICES AGREEMENT (the "Agreement" ) is made <br /> and entered into by and between Indian River County (the County ) , and Wachovia <br /> Bank , N . A . , a national banking association (the " Bank " ) , executed on the date ( s ) shown <br /> on the signature page hereof. <br /> WITNESSETH : <br /> WHEREAS , the County issued its Request for Proposals for Banking Services <br /> (the " RFP " ) pursuant to state and local law to solicit proposals to serve as the County ' s <br /> primary relationship bank ; and <br /> WHEREAS , the Bank responded to the RFP by submitting its Proposal for <br /> Banking Services dated August 10 , 2009 (the " Proposal " ) , which Proposal was duly <br /> accepted by the County without modification as the most favorable proposal submitted ; <br /> and <br /> WHEREAS , the Bank shall be providing banking services to the County under <br /> the RFP and the Proposal ( hereinafter sometimes collectively called the " Contract" ) , <br /> WHEREAS , although the RFP and the Proposal address in some detail the <br /> banking services to be provided , there are a number of operational issues not <br /> addressed by either the RFP or the Proposal which the parties desire to address ; and <br /> NOW , THEREFORE , in consideration of the foregoing premises and other good <br /> and valuable consideration , the receipt and adequacy of which are hereby <br /> acknowledged , the County and the Bank hereby covenant and agree as follows : <br /> Section 1 . Purpose and Effect of this Agreement : <br /> Delineation of Banking Services <br /> The banking services to be provided to the County by the Bank shall consist of: <br /> ( a ) each of the specific requirements , terms and conditions set forth in the <br /> RFP which is hereby incorporated by reference in its entirety ; and <br /> ( b ) each of the services , terms and conditions set forth in the Proposal , which <br /> is hereby incorporated by reference in its entirety ; and <br /> (c) Unless the context requires otherwise , all references to "this Agreement , " <br /> and use of the terms " herein , " " hereby , " " hereof , " " hereto , " " hereunder" and the like shall <br /> be deemed to include the RFP , the Proposal , this Agreement and addenda . <br /> - 1 - <br />