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SECOND AMENDMENT TO AGREEMENT BETWEEN THE <br />CITY OF SANTA ANA AND JPMORGAN CHASE BANK, N.A. <br />EXHIBIT 2 <br />THIS SECOND AMENDMENT TO AGREEMENT ("Second Amendment") is <br />entered into this 5th day of August 2025, by and between the City of Santa Ana, a charter city <br />and municipal corporation organized and existing under the Constitution and laws of the State <br />of California ("City"), and JPMorgan Chase Bank N.A. ("Banking Services Provider"). City <br />and Banking Services Provider may be referred to herein separately as a "Party" and <br />collectively as "Parties". <br />RECITALS: <br />A On December 6, 2016, the City entered into Agreement No. A-2016-366 ("Agreement") <br />with J.P. Morgan Chase Bank N.A. in which Banking Services Provider, having special <br />skill and knowledge in the field of banking services, banking technology, and related <br />ancillary services to include but not limited to: daily deposit processing, image cash <br />letter (ICL) deposits, check clearing, wire services, automated clearing house (ACH) <br />transactions, positive pay services, account reconciliation, direct deposit of accounts <br />payables, account analysis services, lockbox services, client staff training, the latter, to <br />the extent reasonably required for City to utilize the services provided. <br />B.On December 21, 2021, the City executed the First Amendment to Agreement (No. A- <br />2021-285) with J.P. Morgan Chase Bank, N.A., by which the City and Banking <br />Services Provider agreed to amend the Compensation, Term, Insurance, and <br />Miscellaneous clauses of said Agreement. The Agreement is current and in effect. <br />C.The City and Banking Services Provider now desire to further amend the Agreement <br />by entering into this Second Amendment, by which the City and Banking Services <br />Provider agree to extend the term of the Agreement through December 31, 2028 <br />(Section 3-1. Term of the Agreement) and add additional banking services as set forth <br />in Exhibits A-2 and A-3. <br />The Parties therefore agree: <br />1.Section 1. Scope of Services, shall be amended to read as follows: <br />1.Scope of Services <br />BANKING SERVICES PROVIDER shall perform the following services as described in <br />the CITY's Request for Proposal (RFP) No. 16-111 and related addenda, as more <br />particularly described in Section 3-21 (the "RFP"), as clarified and/or modified by <br />BANKING SERVICES PROVIDER'S proposal in response to such RFP, inclusive of all <br />exhibits and attachments thereto and subsequent responses and clarifications provided to <br />the CITY, as more particularly described in Section 3-21 (collectively, the "P roposal"): <br />a.BANKING SERVICES PROVIDER will provide CITY with services <br />described in EXHIBIT A, Exhibit A-2 and Exhibit A-3, and, iflater elected <br />by the CITY, Exhibit A-1 (subject to the notification requirements <br />Page 1 of 3 <br />  <br />  <br />City Council 19 – 7 8/5/2025